14 unchanged sentences
There is substantial doubt about our ability to continue as a going concern as a result of our limited operating history, history of losses and financial resources, and if we are unable to generate significant revenue or secure financing, we may be required to cease or curtail our operations.
−Removed: We have a long history of losses and incurred net losses of approximately $2.9 million and $3.9 million for the years ended December 31, 2020, and 2019, respectively and net losses of approximately $3.9 million and $0.9 million for the six months ended June 30, 2021, and 2020, respectively.
+Added: We have a long history of losses and incurred net losses of approximately $2.9 million and $3.9 million for the years ended December 31, 2020, and 2019, respectively and net losses of approximately $5.6 million and $2.0 million for the nine months ended September 30, 2021, and 2020, respectively.
We have nominal revenues from our operations.
6 unchanged sentences
Such additional funding may not be available on commercially reasonable terms, or at all.
−Removed: As of the six months ended June 30, 2021, we have only generated revenues of $11,200.
+Added: As of the nine months ended September 30, 2021, we have only generated revenues of $25,000.
The issuance of additional shares of our common stock, convertible notes, convertible Preferred Stock, and other convertible securities may dilute the percentage ownership of the then-existing stockholders and may make it more difficult to raise additional equity capital.
−Removed: As of June 30, 2021, there are outstanding options and warrants to purchase 11,696,211and 12,600,000 shares of common stock, respectively.
+Added: As of September 30, 2021, there are outstanding options and warrants to purchase 18,386,211and 12,600,000 shares of common stock, respectively.
In addition, we have outstanding Series C Preferred Stock that converts into 8,237,425 shares of common stock, and dividends on Preferred Stock is convertible into an additional 494,883 shares of common stock.
11 unchanged sentences
Small Business Administration.
−Removed: On April 18, 2020, the Company’s former President and COO completed and applied on behalf of the Company to Bank of America, NA (“Bank of America”) for a PPP loan, which was subsequently approved.
−Removed: On April 25, 2020, the Company entered an unsecured Promissory Note (the “Note”) with Bank of America for a loan in the original principal amount of $460,000, and the Company received the full amount of the loan proceeds on May 4, 2020.
−Removed: On July 21, 2020, Bank of America notified the Company in writing that it should not have received $440,000 of the loan proceeds disbursed under the Note.
−Removed: The Company investigated the terms of the application and discovered its former President had erroneously represented it was refinancing an Economic Injury Disaster Loan when no such loan had been received.
−Removed: Bank of America has requested that the Company remit the funds received back to Bank of America.
−Removed: The Company is attempting to negotiate a payment plan with Bank of America plan.
−Removed: If we are not successful in negotiating repayment terms, it could have a material adverse effect on our financial condition.
−Removed: During management's review of the Company’s recent PPP loan application after the loan had been disbursed to the Company, it was determined that the information provided by Ms.
−Removed: Smith, the Company’s former President and COO, was not accurate.
−Removed: After consulting with legal counsel, the Board of Directors voted to remove Ms.
−Removed: Smith from its Board of Directors, and all other capacities due to the misstatements she made in the loan application.
−Removed: Subsequent to that decision, effective July 1, 2020, Ms.
−Removed: Smith submitted a resignation from all positions with the Company, which was accepted by the Board and management.
−Removed: Smith subsequently retained counsel and has indicated her intent to file an administrative charge of discrimination in Colorado under certain provisions of the anti-discrimination laws of that state.
−Removed: On August 18, 2020, the Company received formal notice that a complaint has been filed with the Colorado Civil Rights Division by Ms.
−Removed: Smith naming the Company as the Respondent.
−Removed: The Company believes the claims are frivolous and intends to vigorously defend against the allegations.
−Removed: As of the date of this filing the Company has been advised that the Colorado Civil Rights Division has dismissed this matter effective March 1, 2021.
−Removed: Smith requested a “Right-to-Sue” letter, which she received, giving her a right to sue in District Court for 90 days from the date of the dismissed action.
−Removed: Terra Nova Matter
−Removed: On May 4, 2021, we were served with a Statement of Nature of Dispute, Claims and Issues to be Arbitrated in which Claimant Terra Nova makes claims related to alleged breach of an agreement between the Parties dated August 17, 2020.
−Removed: Terra Nova claims damages in the amount of $385,000.
−Removed: Although we intend to vigorously defend against the claims, there can be no assurance that we will be successful.
+Added: On April 25, 2020, the Company entered an unsecured Promissory Note (the “Note”) with Bank of America for a loan in the original principal amount of approximately $460,000, and the Company received the full amount of the loan proceeds on May 4, 2020.
All such legal proceedings are inherently unpredictable and, regardless of the merits of the claims, litigation may be expensive, time-consuming, and disruptive to our operations and distracting to management.
11 unchanged sentences
SALE OF UNREGISTERED SECURITIES
−Removed: During the six months ended June 30, 2021, we offered and sold securities below.
+Added: During the nine months ended September 30, 2021, we offered and sold securities below.
On January 4, 2021, we issued 4,123,750 shares of common stock at a price of $0.012 per share pursuant to the conversion of $45,000 of principal and $4,485 of accrued interest in Eagle Equities Note 4.
28 unchanged sentences
Also, in connection with the settlement agreement, the Company issued 637,953 shares to the ex-officer at the market price of $.20 per share.
−Removed: Also, during the six months ended June 30, 2021, the Company charged the amount of $7,897 to operations in connection with the vesting of stock granted to its officers and board members;
+Added: On August 26, 2021, the Company issued 312,800 restricted shares of the Company’s common stock priced at $0.25, vesting immediately, in lieu of $78,200 of cash compensation owed to the Company’s Chief Executive Officer for services rendered to the Company prior to 2021.
+Added: Also, during the nine months ended September 30, 2021, the Company charged the amount of $7,897 to operations in connection with the vesting of stock granted to its officers and board members;
the Company also charged the amount of $201,292 to operations in connection with the vesting of options granted to its officers and board members.
10 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.