Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
The
information set forth below relates to our issuances of securities without registration under the Securities Act of 1933 during the
six months ended June 30, 2023:
■
The
Company issued 1,273,273 shares of common stock for the exercise of a warrant for proceeds of $30,000;
■
The
Company issued 250,000 shares of common stock under a one year consulting agreement;
■
The
Company issued a total of 1,368,000 shares of common stock as commitment fees under borrowing agreements; and
■
The
Company issued a total of 954,666 shares of common stock to vendors for compensation and services rendered.
These
securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented
their intention to acquire the securities for investment only and not with a view towards distribution. The investors were given adequate
information about us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed
our transfer agent to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.
Item
3. Defaults upon Senior Securities
None
Item
4. Mine Safety Disclosures
None
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.