What changed in this filing

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Item 1. Financial Statements

2021-05-17 compared with 2020-11-09 · 762 added, 782 removed, 168 unchanged (90% of the section changed)

FINANCIAL STATEMENTS

BALANCE SHEETS

BIOSOLAR, INC.)

BALANCE SHEET

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

March 31, 2021

December 31, 2020

CURRENT ASSETS

9 unchanged sentences

CURRENT LIABILITIES

Accounts payable

Accrued expenses

Derivative liability

Convertible promissory notes net of debt discount of

$271,816 and $254,896, respectively

Convertible promissory notes net of debt discount of $20,227 and $219,850, respectively

TOTAL CURRENT LIABILITIES

LONG TERM LIABILITIES

Convertible promissory notes net of debt discount of

$0 and $801, respectively

Convertible promissory notes net of debt discount of $0 and $0, respectively

TOTAL LONG TERM LIABILITIES

2 unchanged sentences

Preferred stock, $0.0001 par value;

10,000,000 authorized shares, none issued

and outstanding

Common stock, $0.0001 par value;

10,000,000 authorized shares;

and 133,912,520 shares issued and outstanding, respectively

34,461 shares of Preferred Series C

shares issued and outstanding

Common stock, $0.0001 par value;

3,000,000,000 authorized shares 590,496,051 and 456,198,529 shares

issued and outstanding, respectively

Preferred treasury stock, 0 and 1,000 shares outstanding, respectively

4 unchanged sentences

TOTAL SHAREHOLDERS’

(28,570,902 )

EQUITY (DEFICIT)

(151,914,888 )

1 unchanged sentence

accompanying notes are an integral part of these unaudited condensed financial statements.

BIOSOLAR, INC.)

STATEMENTS OF OPERATIONS

THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

Three Months Ended

Nine Months Ended

September 30,

March 31, 2021

March 31, 2020

OPERATING EXPENSES

4 unchanged sentences

LOSS FROM OPERATIONS BEFORE OTHER INCOME (EXPENSES)

(15,018,588 )

OTHER INCOME/(EXPENSES)

Interest income

Loss on conversion of debt

Gain (Loss) on change in derivative liability

(15,695,109 )

settlement of debt and derivative

Loss on change in derivative liability

(30,289,771 )

1 unchanged sentence

TOTAL OTHER INCOME (EXPENSES)

(15,903,864 )

(16,529,993 )

NET INCOME (LOSS)

$ (7,065,512 )

$ (16,993,385 )

BASIC EARNINGS (LOSS) PER SHARE

DILUTED EARNINGS (LOSS)

DILUTED EARNING (LOSS) PER SHARE

WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING

accompanying notes are an integral part of these unaudited condensed financial statements.

BIOSOLAR, INC.)

STATEMENT OF SHAREHOLDERS’

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

MONTHS ENDED SEPTEMBER 30, 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

THREE MONTHS ENDED MARCH 31, 2020

Preferred Stock

Balance at December 31, 2019

1 unchanged sentence

(12,215,711 )

Issuance of common shares for converted promissory

notes and accrued interest

Balance at September 30, 2019 (unaudited)

Issuance of common shares for converted promissory notes and accrued interest

Balance at March 31, 2020 (unaudited)

$ (31,596,353 )

$ (19,127,945 )

MONTHS ENDED SEPTEMBER 30, 2020

THREE MONTHS ENDED MARCH 31, 2021

Preferred Stock

Balance at December 31, 2020

1 unchanged sentence

(151,914,888 )

Issuance of common shares for converted promissory

notes and accrued interest

(16,993,385 )

Balance at September 30, 2020 (unaudited)

Issuance of common shares for cash

Issuance of common shares for converted promissory notes and accrued interest

Issuance of commons shares for services

Issuanc of preferred shares in exchange for fair value of convertible notes

Issuance of common shares for conversion of preferred stock

Stock compensation cost

Balance at March 31, 2021 (unaudited)

$ 117,784,316

1 unchanged sentence

accompanying notes are an integral part of these unaudited condensed financial statements.

BIOSOLAR, INC.)

STATEMENTS OF CASH FLOWS

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

Nine Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

Net Income (Loss)

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

FLOWS FROM OPERATING ACTIVITIES:

Income (Loss)

$ (7,065,512 )

Adjustment to reconcile net income(loss) to net cash

(used in) provided by operating activities

Depreciation and amortization expense

(Gain) Loss on net change in derivative liability

Amortization of debt discount recognized as interest

(Increase) Decrease in Changes in Assets

Prepaid expenses

Increase (Decrease) in Changes in Liabilities

Accounts payable

Accrued expenses

NET CASH USED IN OPERATING ACTIVITIES

CASH FLOWS FROM INVESTING ACTIVITIES:

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from convertible promissory notes

NET CASH PROVIDED BY FINANCING ACTIVITIES

NET INCREASE (DECREASE) IN CASH

CASH, BEGINNING OF PERIOD

CASH, END OF PERIOD

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Interest paid

SUPPLEMENTAL SCHEDULE OF NON-CASH TRANSACTIONS

Common stock issued for convertible notes and accrued

Fair value of initial derivative

to reconcile net income(loss) to net cash (used in) provided by operating activities

and amortization expense

stock issued for service

compensation expense

Loss on net change in derivative liability

of debt discount recognized as interest expense

Derecognition

of derivative liability

(96,666,293 )

Decrease in Changes in Assets

(Decrease) in Changes in Liabilities

CASH USED IN OPERATING ACTIVITIES

FLOWS FROM INVESTING ACTIVITIES:

FLOWS FROM FINANCING ACTIVITIES:

for the sale of common stock for cash, net

payments on convertible debt

prroceeds from convertible promissory notes

CASH PROVIDED BY FINANCING ACTIVITIES

INCREASE IN CASH

BEGINNING OF PERIOD

END OF PERIOD

DISCLOSURES OF CASH FLOW INFORMATION

SCHEDULE OF NON-CASH TRANSACTIONS

stock issued for convertible notes and accrued interest

value of initial derivative

value of convertible notes exchanged for preferred stock

accompanying notes are an integral part of these unaudited condensed financial statements.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

of Presentation

1 unchanged sentence

in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation

Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles

for complete financial statements.

In the opinion of management, all normal recurring adjustments considered necessary for a fair

presentation have been included.

Operating results for the nine months ended September 30, 2020 are not necessarily indicative

of the results that may be expected for the year ending December 31, 2020.

For further information refer to the financial statements

and footnotes thereto included in the Company’s Form 10-K for the year ended December 31, 2019.

accompanying condensed financial statements have been prepared on a going concern basis of accounting, which contemplates continuity

of operations, realization of assets and liabilities and commitments in the normal course of business.

The accompanying unaudited

financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern.

The Company has not generated revenue, and has negative cash flows from operations, which raise substantial doubt about the Company’s

ability to continue as a going concern.

The ability of the Company to continue as a going concern and appropriateness of using

the going concern basis is dependent upon, among other things, additional cash infusion.

The Company has historically obtained

funds through private placements offerings of equity and debt.

Management believes that it will be able to continue to raise funds

by sale of its securities to its existing shareholders and prospective new investors to provide the additional cash needed to

meet the Company’s obligations as they become due, and will allow the development of its core of business.

can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the

Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the

case of debt financing or cause substantial dilution for our stock holders, in case of equity financing.

Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete

financial statements.

In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have

been included.

Operating results for the three months ended March 31, 2021 are not necessarily indicative of the results that may be

expected for the year ending December 31, 2021.

For further information refer to the financial statements and footnotes thereto included

in the Company’s Form 10-K for the December 31, 2020.

accompanying financial statements have been prepared in conformity with U.S.

GAAP, which contemplates continuation of the Company as

a going concern and the realization of assets and satisfaction of liabilities in the normal course of business.

The carrying amounts

of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values.

The financial statements do not include any adjustment that might result from the outcome of this uncertainty.

ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other

things, achieving a level of profitable operations and receiving additional cash infusions.

During the three months ended March

31, 2021, the Company obtained funds from the issuance of convertible note agreements.

Management believes this funding will continue

from its’

current investors and from new investors.

Management believes the existing shareholders, and the prospective new investors

will provide the additional cash needed to meet the Company’s obligations as they become due and will allow the development of

its core business operations.

No assurance can be given that any future financing will be available or, if available, that it will be

on terms that are satisfactory to the Company.

Even if the Company is able to obtain additional financing, it may contain undue restrictions

on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case of equity financing.

OF SIGNIFICANT ACCOUNTING POLICIES

summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial

The financial statements and notes are representations of the Company’s management, which is responsible for

their integrity and objectivity.

These accounting policies conform to accounting principles generally accepted in the United States

of America and have been consistently applied in the preparation of the financial statements.

Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of

an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the

related receivable is reasonably assured.

To date, the Company has not had significant revenues and is in the development stage.

summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements.

The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and

These accounting policies conform to accounting principles generally accepted in the United States of America and have been

consistently applied in the preparation of the financial statements.

Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement

exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable

is reasonably assured.

The Company adopted Accounting Standards Codification (“ASC”) 606, whereby revenue will be recognized

as performance obligations are satisfied and customers obtain control of goods or services.

However, in the event of a loss on a sale

is foreseen, the Company will recognize the loss as it is determined.

To date, the Company has not had significant revenues and is in

the development stage.

and Cash Equivalent

Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates

and assumptions that affect the amounts reported in the accompanying financial statements.

Significant estimates made in preparing

these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance,

derivative liabilities and the fair value of stock options.

Actual results could differ from those estimates.

Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective

covering for the back of photovoltaic solar modules traditionally made from petroleum-based film.

Intangible assets that have

finite useful lives continue to be amortized over their useful lives.

and assumptions that affect the amounts reported in the accompanying financial

Significant estimates made in preparing these financial statements, include the estimate of useful lives of property and equipment, the

deferred tax valuation allowance, derivative liabilities and the fair value of stock options.

Actual results could differ from those

and Equipment

and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives:

Computer equipment

Machinery and equipment

expense for the three months ended March 31, 2021 and 2020 was $1,091 and $1,091, respectively.

Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering

for the back of photovoltaic solar modules traditionally made from petroleum-based film.

Intangible assets that have finite useful lives

continue to be amortized over their useful lives.

Less accumulated amortization

Amortization expense for the

nine months ended September 30, 2020 and the year ended December 31, 2019 was $2,266 and $1,511, respectively.

expense for the three months ended March 31, 2021 and the year ended December 31, 2020 was $756 and $1,511, respectively.

Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of the award.

All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized over the period during

which an employee, consultant, or director are required to provide service in exchange for the award (the vesting period).

expense for options granted to employees and non-employees is determined in accordance with the standard as the fair value of the consideration

received or the fair value of the equity instruments issued, whichever is more reliably measured.

Compensation expense for awards granted

is re-measured each period.

March 24, 2015 and September 2, 2015, the Company granted 12,000,000 stock options to its’

employee and 3,950,000 stock options

to the board of directors for services.

February 18, 2021, the Company granted 425,000,000 stock options to its employees for services at an exercise price of $0.091.

expire, and all rights to purchase the shares shall terminate seven (7) years from the date of grant or termination of employment.

of the 400,000,000 options vest immediately, and the remaining half o the option to purchase 200,000,000 shares of the Company’s

common stock shall become exercisable in equal amounts over a twenty-four (24) month period during the term of the optionee’s employment,

with the first installment of 8,333,333 shares vesting on March 18, 2021.

The 50,000,000 options shall become exercisable in equal amounts

over a thirty-six (36) month period during the term of the optionees employment, with the first installment of 1,388,889 shares vesting

on March 18, 2021.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of

All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized

over the period during which an employee, consultant, or director are required to provide service in exchange for the award (the

vesting period).

Compensation expense for options granted to employees and non-employees is determined in accordance with the

standard as the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more

reliably measured.

Compensation expense for awards granted is re-measured each period.

the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected

life of the stock-based payment and stock price volatility.

The Company used Black Scholes to value its stock option awards

which incorporated the Company’s stock price, volatility, U.S.

risk-free rate, dividend rate, and estimated life.

options terminate seven (7) years from the date of grant or upon termination of employment.

As of September 30, 2020, 15,950,000

stock options are outstanding.

Compensation (Continued)

the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected life

of the stock-based payment and stock price volatility.

Black Scholes to value its stock option awards which incorporated the Company’s stock price, volatility, U.S.

risk-free rate, dividend

rate, and estimated life.

The stock options terminate seven (7) years from the date of grant or upon termination of employment.

March 31, 2021, 440,950,000 stock options were outstanding.

of March 31, 2021, the Company granted no warrants and had no warrants outstanding.

and Development

and development costs are expensed as incurred.

Total research and development costs were $ 219,026 and $43,620 for the three months

ended March 31, 2021 and 2020, respectively.

Earnings (Loss) per Share Calculations

2 unchanged sentences

(loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year.

net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased

to include the effect of stock options and stock based awards (Note 4), plus the assumed conversion of convertible debt (Note

the nine months ended September 30, 2020, the Company’s diluted loss per share is the same as the basic loss per share,

and the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss.

has included 15,950,000 stock options and the shares issuable from convertible debt of $2,759,704, because their impact was dilutive.

the nine months ended September 30, 2019, the Company’s diluted loss per share is the same as the basic loss per share,

and the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss.

has excluded 15,950,000 stock options, and the shares issuable from convertible debt of $2,602,220, because their impact was anti-dilutive.

Diluted net earnings

(loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect

of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5).

Company has included shares issuable from convertible debt of $107,000 and 440,950,000 stock options for the three months ended March

31, 2021, because their impact on the income per share is dilutive.

the three months ended March 31, 2020, the Company’s diluted loss per share is the same as the basic loss per share, and the inclusion

of any potential shares would have had an anti-dilutive effect due to the Company generating a loss.

The Company has excluded 15,950,000

stock options, and the shares issuable from convertible debt of $2,871,102, because their impact was anti-dilutive.

For the Three Months Ended March 31,

Income (Loss) to common shareholders (Numerator)

$ 132,568,425

$ (7,065,512 )

Basic weighted average number of common shares outstanding (Denominator)

Diluted weighted average number of common shares outstanding (Denominator)

Value of Financial Instruments

Value of Financial Instruments, requires disclosure of the fair value information, whether recognized in the balance sheet, where

it is practicable to estimate that value.

As of September 30, 2020, the amounts reported for cash, inventory, prepaid expenses,

accounts payable, and accrued expenses, approximate the fair value because of their short maturities.

value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date.

ASC Topic 820 established a three-tier fair value hierarchy which prioritizes

the inputs used in measuring fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets

for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).

Value of Financial Instruments requires disclosure of the fair value information, whether recognized in the balance sheet, where it is

practicable to estimate that value.

As of March 31, 2021, the amounts reported for cash, inventory, prepaid expenses, accounts payable,

and accrued expenses, approximate the fair value because of their short maturities.

value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between

market participants at the measurement date.

ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs

used in measuring fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets

or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).

These tiers include:

1, defined as observable inputs such as quoted prices for identical instruments in active markets;

2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as

quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that

are not active;

3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own

assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value

drivers are unobservable.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Value of Financial Instruments (Continued)

1, defined as observable inputs such as quoted prices for identical instruments in active markets;

2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted

prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active;

3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions,

such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

measure certain financial instruments at fair value on a recurring basis.

Assets and liabilities measured at fair value on a recurring

basis are as follows at September 30, 2020:

Derivative Liability

Total Liabilities measured at fair value

following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair

Balance as of December 31, 2019

basis are as follows at March 31, 2021 and December 31, 2020:

Derivative Liability at fair value as of March 31, 2021

following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value:

Balance as of January 31, 2021

$ 148,590,100

Fair value of derivative liabilities issued

Gain on settlement of derivatives

(178,736,187 )

Loss on change in derivative liability

Balance as of September 30, 2020

Balance as of March 31, 2021

for Derivatives

Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify

as embedded derivatives.

For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially

recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of

For stock-based derivative financial instruments, the Company uses a probability weighted average series Binomial lattice

formula pricing models to value the derivative instruments at inception and on subsequent valuation dates.

classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated

at the end of each reporting period.

Derivative instrument liabilities are classified in the balance sheet as current or non-current

based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Issued Accounting Pronouncements

does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material

effect on the accompanying condensed financial statements.

During the nine months ended

September 30, 2020, the Company issued 235,197,440 shares of common stock upon conversion of convertible promissory notes in the

amount of $572,329, plus accrued interest of $61,115, and other fees of $4,750 at prices ranging from $0.00140 - $0.0285.

had no gain or loss upon conversion, since the conversions were made under the terms of the agreements.

the nine months ended September 30, 2019, the Company issued 50,016,700 shares of common stock upon conversion of convertible

promissory notes in the amount of $431,875, plus accrued interest of $53,083, with an aggregate fair value loss on conversion

of $789,084 at prices ranging from $0.0192 - $0.0437.

Company did not grant any stock options during the three months ended September 30, 2020 and 2019, respectively.

May 2021, the FASB issued an amendment to accounting standards ASU 2021-04, (Subtopic 470-50) –

Debt Modifications and Extinguishments”,

which requires that an entity apply the new guidance to a modification or an exchange of a freestanding equity-classified written call

option that is a part of or directly related to a modification or an exchange of an existing debt.

The amendments in this update are

effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years.

adoption is permitted for all entities.

The Company has evaluated the impact of the adoption of ASU 2021-04, which has no effect on the

Company’s financial statements.

does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect

on the accompanying condensed financial statements.

January 14, 2021, the Board of Directors adopted a certificate of designation establishing the rights, preferences, privileges and other

terms of 1,000 Series B Preferred Stock, par value $0.0001 per share, providing for supermajority voting rights to holders of Series

B Preferred Stock.

The intent of the Board is that all shares of the Series B Preferred Stock be issued to David Lee, Chief Executive

Officer, Chairman of the Board, President and acting Chief Financial Officer in exchange for his continued employment with the Company.

March 26, 2021, the Company entered into a purchase agreement with an investor for an exchange of convertible debt to equity.

The investor exchanged convertible notes in the amount of $2,462,060, plus interest in the amount of $1,023,253 for an aggregate

total of $3,485,313 in exchange for 34,853 shares of the Company’s Series C Preferred Stock.

The extinguishment of the convertible

debt and derivative was recognized in the financials as a gain on settlement of convertible notes and derivative liability.

valuation was prepared based on a stock price of $0.075, with a volatility of 206.03%, based on an estimated term of 5 years.

shares issued

value of debt and interest

fair value of preferred shares

Fair value of derivative liability removed

$ 178,464,388

Company recognized a gain on settlement of $96,394,494 for the extinguishment of convertible debt, plus derivative liability for

the period ended March 31, 2021.

October 28, 2019, the Board of Directors deem it advisable and in the best interest of the Corporation to increase the authorized number

of shares of common stock of the Corporation from 500,000,000 shares of common stock, par value $0.0001 per share to 3,000,000,000 shares

of common stock, par value $0.0001 per share.

the three months ended March 31, 2021, the Company issued 83,333,334 shares of common stock purchased through a private placement for

$5,000,000 at a purchase price of $0.06 per share.

the three months ended March 31, 2021, the Company issued 21,964,188 shares of common stock upon conversion of convertible promissory

notes in the amount of $184,124, plus accrued interest of $20,851, and other fees of $1,000 at prices ranging from $0.0014 - $0.0641.

the three months ended March 31, 2021, the Company issued 73,273,212 shares of common stock upon conversion of convertible promissory

notes in the amount of $587,628, plus accrued interest of $74,006, and other fees of $500 at prices ranging from $0.00495 - $0.0172.

the three months ended March 31, 2021, the Company issued 1,000,000 shares of common stock for services at fair value.

the three months ended March 31, 2021, the Company issued 28,000,000 shares of common stock upon conversion of 392 shares of preferred

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

The Company granted 400,000,000

stock options to its’

CEO and 50,000,000 stock options to an employee during the three months ended March 31, 2021.

Weighted average exercise price

Outstanding as of the beginning of the periods

1 unchanged sentence

Exercisable as of the end of the periods

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

OPTIONS (Continues)

weighted average remaining contractual life of options outstanding as of September 30, 2020 and 2019 was as follows:

stock-based compensation expense recognized in the statement of operations during the nine months ended September 30, 2020 and

weighted average remaining contractual life of options outstanding as of March 31, 2021 and 2020 was as follows:

Exercisable Price

Stock Options Outstanding

Stock Options Exercisable

Weighted Average Remaining Contractual Life (years)

Exercisable Price

Stock Options Outstanding

Stock Options Exercisable

Weighted Average Remaining Contractual Life (years)

stock-based compensation expense recognized in the statement of operations during the three months ended March 31, 2021 and 2020,

related to the granting of these options was $14,362,426 and $0, respectively.

of September 30, 2020 and 2019, respectively, there was no intrinsic value with regards to the outstanding options.

of March 31, 2021 and 2020, respectively, there was no intrinsic value with regards to the outstanding options.

PROMISSORY NOTES

of September 30, 2020, the outstanding convertible promissory notes net of debt discount are summarized as follows:

of March 31, 2021, the outstanding convertible promissory notes net of debt discount are summarized as follows:

Convertible Promissory Notes, net of debt discount

1 unchanged sentence

Total long-term liabilities

of long-term debt, net of debt discount for the next four years are as follows:

September 30, 2020, the Company had outstanding convertible promissory notes in the amount of $2,759,704, which had a remaining

debt discount of $271,816, leaving a net balance of $2,487,888.

Company issued an unsecured convertible promissory note (the “May 2014 Note”), in the amount of $500,000 on May 2,

2014, the effective date.

The May Note shall mature on May 2, 2022.

The May 2014 Note bears interest at 10% per annum.

2014 Note is convertible into shares of the Company’s common stock at a conversion price of the lesser of a) $0.25 per share

of common stock (subject to adjustment for stock splits, dividends, combinations and other similar transactions) or b) fifty percent

(50%) of the average three (3) lowest trading prices of three (3) separate trading days recorded after the effective date, or

c) the lowest effective price granted to any person or entity after the effective date to acquire common stock.

If the Borrower

fails to deliver shares in accordance with the time frame of three (3) business days, the Lender, at any time prior to selling

all of those shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares

and have the rescinded conversion amount returned to the Principal Sum with the rescinded conversion shares returned to the Borrower.

In addition, for each conversion, in the event shares are not delivered by the fourth business day (inclusive of the day of conversion),

a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive of the day of the conversion)

until the shares are delivered.

The fair value of the May 2014 Note has been determined by using the Binomial lattice formula

from the effective date of each tranche.

During the nine months ended September 30, 2020, the Company issued 64,094,322 shares

of common stock upon conversion of principal in the amount of $63,270, plus accrued interest of $34,963.

The May 2014 Note was

converted based on the terms of the agreement, and the Company did not recognize a gain or loss on the conversion in the financials.

As of September 30, 2020, the remaining balance of the May 2014 Note was $34,880.

March 31, 2021, the Company had $107,000 in convertible promissory notes had a remaining debt discount of $20,227, leaving a net balance

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

PROMISSORY NOTES (Continued)

Company issued various unsecured convertible promissory notes (the “2015-2018 Notes”) in the aggregate amount of $2,500,000

on various dates from January 30, 2015 through January 17, 2019, the effective dates.

The maturity dates of the 2015-2018 Notes

were extended, and as result, mature on dates from January 30, 2023 thru January 17, 2024.

The 2015-2018 Notes bear an interest

rate of 10% per annum.

The 2015-2018 Notes are convertible into shares of the Company’s common stock at conversion prices

ranging from the a) the lesser of $0.03 to $0.25 per share of common stock (subject to adjustment for stock splits, dividends,

combinations and other similar transactions) or b) fifty percent (50%) of the lowest trade price recorded since the original effective

date, or c) the lowest effective price per share granted to any person or entity after the effective date to acquire common stock.

If the Borrower fails to deliver shares in accordance within the time frame of three (3) business days, the Lender, at any time

prior to selling all of those shares, may rescind any portion, in whole or in part of that particular conversion attributable

to the unsold shares and have the rescinded conversion amount returned to the Principal Sum with the rescinded conversion shares

returned to the Borrower.

In addition, for each conversion, in the event shares are not delivered by the fourth business day (inclusive

of the day of conversion), a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive

of the day of the conversion) until the shares are delivered.

The fair value of the 2015-2018 Notes have been determined by using

the Binomial lattice formula from the effective date of each tranche.

The Company recorded amortization of debt discount, which

was recognized as interest expense in the amount of $801 during the nine months ended September 30, 2020.

As of September 30,

2020, the 2015-2018 Notes had a remaining aggregate balance of $2,340,000.

Company issued various unsecured convertible promissory notes (the “Feb-Apr 2019 Notes”) in the aggregate principal

amount of $107,000.

The Company paid an original issue discount of $4,000 and received funds in the amount of $103,000.

2019 tranche was extended to August 22, 2020.

The Apr 2019 Note matures on October 11, 2020.

The Feb-Apr 2019 Notes bear interest

Company issued an unsecured convertible promissory note (the May 2014 Note”), in the amount of $500,000 on May 2, 2014.

Note matured on September 18, 2019, and was extended to May 2, 2022 on December 26, 2019.

The May 2014 Note bears interest at 10% per

The May 2014 Note is convertible into shares of the Company’s common stock at a conversion price of a) the lesser of $0.25

per share of common stock (subject to adjustment for stock splits, dividends, combinations and other similar transactions) or b) fifty

percent (50%) of the average three (3) lowest trading prices of three (3) separate trading days recorded after the effective date, or

c) the lowest effective price granted to any person or entity after the effective date to acquire common stock.

If the Borrower fails

to deliver shares in accordance with the time frame of three (3) business days, the Lender, at any time prior to selling all of those

shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded

conversion amount returned to the Principal Sum with the rescinded conversion shares returned to the Borrower.

In addition, for each

conversion, in the event shares are not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $1,500

per day shall be assessed for each day after the third business day (inclusive of the day of the conversion) until the shares are delivered.

The fair value of the May 2014 Note has been determined by using the Binomial lattice formula from the effective date of each tranche.

During the three months ended March 31, 2021, the Company exchanged principal of $1,560, plus accrued interest of $970 for preferred

As of March 31, 2021, the remaining balance of the May 2014 Note was $0.

Company issued various unsecured convertible promissory notes (the 2015-2018 Notes”) in the aggregate amount of $2,145,000 on various

dates of January 30, 2015 through February 9, 2018.

The 2015-2018 Notes mature on January 30, 2023.

The 2015-2018 Notes bears interest

at 10% per annum.

The Feb-Apr 2019 Notes may be converted into shares of the Company’s common stock at a conversion price

of sixty-one (61%) percent of the lowest one (1) day trading price during the fifteen (15)-trading-day period prior to the conversion

The parties agree that if the shares of common stock issuable upon conversion of these Feb-Apr 2019 Notes are not delivered

by the deadline, the Borrower shall pay to the holder of the Feb-Apr 2019 Notes $2,000 per day in cash, for each day beyond the

deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Feb-Apr 2019 Notes was considered

a derivative in accordance with current accounting guidelines because of the reset conversion features of the Feb-Apr 2019 Notes.

The fair value of the Feb-Apr 2019 Notes has been determined by using the Binomial lattice formula from the effective date of

During the period ended September 30, 2020, the Company issued 34,267,881 shares of common stock upon conversion of

$72,384 in principal, accrued interest of $6,351 and $1,750 in other fees.

The Feb-Apr 2019 Notes were converted based on the

terms of the agreement and the Company did not recognized a gain or loss on conversion in the financials.

The Company recorded

amortization of debt discount, which was recognized as interest expense in the amount of $21,801 during the nine months ended

September 30, 2020.

The Feb-Apr 2019 Notes was fully converted as of September 30, 2020.

Company issued an unsecured convertible promissory note on July 16, 2019 (the “July 2019 Note”), in the aggregate

principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The July 2019 Note matured on July 16, 2020.

The July 2019 Note bears interest at 10% per annum.

The July 2019 Note may be converted

into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2)

day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if shares of

the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the July 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the July 2019 Note.

The fair value of the July 2019 Notes has been determined by using the Binomial lattice

formula from the effective date of the notes.

During the period ended September 30, 2020, the Company issued 8,248,918 shares

of common stock upon conversion of principal in the amount of $53,000, plus interest of $2,650.

The July 2019 Note was converted

based on the terms of the agreement, and the Company did not recognize a gain or loss on conversion in the financials.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $28,672 during the nine months

ended September 30, 2020.

The July 2019 Note was fully converted as of September 30, 2020.

Company issued an unsecured convertible promissory note on August 8, 2019 (the “August 2019 Note”), in the aggregate

principal amount of $53,500.

The Company paid an original issue discount of $2,000 and received funds in the amount of $51,500.

The August 2019 Note shall mature on February 14, 2021.

The August 2019 Note bears interest at 10% per annum.

The August 2019

Note may be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the

lowest one (1) day trading price or lowest bid price during the fifteen (15) trading days prior to the conversion date.

agree that if shares of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower

shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common

The conversion feature of the August 2019 Note was considered a derivative in accordance with current accounting guidelines

because of the reset conversion features of the August 2019 Note.

The fair value of the August 2019 Notes has been determined

by using the Binomial lattice formula from the effective date of the notes.

The Company issued 21,000,000 shares of common stock

upon conversion of principal in the amount of $40,676, plus other fees of $3,000.

The August 2019 Note was converted based on

the terms of the agreement and the Company did not recognize a gain or loss on conversion in the financials.

The Company recorded

amortization of debt discount, which was recognized as interest expense in the amount of $32,305 during the nine months ended

September 30, 2020.

The August 2019 Note as of September 30, 2020 had a remaining balance of $12,824.

The 2015-2018 Notes are convertible into shares of the Company’s common stock at conversion prices ranging from

the a) the lesser of $0.03 to $0.25 per share of common stock (subject to adjustment for stock splits, dividends, combinations and other

similar transactions) or b) fifty percent (50%) of the lowest trade price recorded since the original effective date, or c) the lowest

effective price per share granted to any person or entity after the effective date to acquire common stock.

If the Borrower fails to

deliver shares in accordance within the time frame of three (3) business days, the Lender, at any time prior to selling all of those

shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded

conversion amount returned to the Principal Sum with the rescinded conversion shares returned to the Borrower.

In addition, for each

conversion, in the event shares are not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $1,500

per day shall be assessed for each day after the third business day (inclusive of the day of the conversion) until the shares are delivered.

The fair value of the 2015-2018 Notes have been determined by using the Binomial lattice formula from the effective date of each tranche.

During the March 31, 2021, the Company exchanged the Note for Preferred Stock for principal in the amount of $1,960,500, plus accrued

interest of $923,717.

As of March 31, 2021, the remaining balance of the 2015-2018 Notes was $0.

Company issued various unsecured convertible promissory notes (the Feb 18 Note”) in the aggregate amount of $430,000 on various

dates from February 26, 2018 through December 22, 2018.

On January 13, 2021 and February 23, 2021, the Company received additional tranches

in the amount of $70,000, associated with the Feb 2018 Note for a total aggregate of $500,000.

The maturity date of the Feb 18 Note was

extended, and as a result matures on February 18, 2023.

The Feb 18 Note bears interest at 10% per annum.

The Feb 18 Note is convertible

into shares of the Company’s common stock at conversion prices ranging from the a) the lesser of $0.03 per share of common stock

(subject to adjustment for stock splits, dividends, combinations and other similar transactions) or b) fifty percent (50%) of the lowest

trade price recorded since the original effective date, or c) the lowest effective price per share granted to any person or entity after

the effective date to acquire common stock.

If the Borrower fails to deliver shares in accordance with-in the time frame of three (3)

business days, the Lender, at any time prior to selling all of those shares, may rescind any portion, in whole or in part of that particular

conversion attributable to the unsold shares and have the rescinded conversion amount returned to the Principal Sum with the rescinded

conversion shares returned to the Borrower.

In addition, for each conversion, in the event shares are not delivered by the fourth business

day (inclusive of the day of conversion), a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive

of the day of the conversion) until the shares

are delivered.

The fair value of the Feb 18 Note was determined by using the Binomial lattice formula from the effective date of each

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $126,134 during

the three months ended March 31, 2021.

During the three months ended March 31 2021, the Company exchanged the Note for Preferred Stock

for principal in the amount of $500,000, plus accrued interest of $98,566.

As of March 31, 2021, the balance of the Feb 18 Note was $0.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note on August 29, 2019 (the “August 29, 2019 Note”), in the aggregate

principal amount of $63,000.

Company issued an unsecured convertible promissory note on August 8, 2019 (the “August 2019 Note”), in the aggregate principal

amount of $53,500.

The Company paid an original issue discount of $2,000 and received funds in the amount of $51,500.

The August 29, 2019 Note matures on August 29, 2020.

The August 29, 2019 Note bears an interest at 10% per annum.

The August 2019

2019 Note may be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of

the lowest average two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

agree that if shares of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower

shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common

The conversion feature of the August 29, 2019 Note was considered a derivative in accordance with current accounting guidelines

because of the reset conversion features of the August 29, 2019 Note.

The fair value of the August 29, 2019 Note has been determined

by using the Binomial lattice formula from the effective date of the notes.

During the nine months ended September 30, 2020, the

Company issued 13,624,762 shares of common stock upon conversion in principal of $63,000, plus accrued interest of $3,150.

August 2019 Note was converted based on the terms of the agreement and the Company did not recognize a gain or loss on conversion

Note shall mature on February 14, 2021.

The August 2019 Note bears interest at 10% per annum.

The August 2019 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading price or

lowest bid price during the fifteen (15) trading days prior to the conversion date.

The parties agree that if shares of the common stock

issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash,

for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the August 2019 Note

was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the August 2019

The fair value of the August 2019 Notes has been determined by using the Binomial lattice formula from the effective date of the

The Company issued 21,000,000 shares of common stock upon conversion of principal in the amount of $40,676, plus other fees of

The August 2019 Note was converted based on the terms of the agreement and the Company did not recognize a gain or loss on conversion

in the financials.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount

of $24,408 during the nine months ended September 30, 2020.

The August 2019 Note was fully converted as of September 30,

Company issued an unsecured convertible promissory note on October 1, 2019 (the “Oct 2019 Note”), in the aggregate

principal amount of $63,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $60,000.

The October 1, 2019 Note matures on October 1, 2020.

The Oct 2019 Note bears interest at 10% per annum.

The Oct 2019 Note may

be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average

two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if shares

of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the Oct 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Oct 2019 Note.

The fair value of the Oct 2019 Note has been determined by using the Binomial lattice

formula from the effective date of the notes.

During the nine months ended September 30, 2020, the Company issued 28,413,462 shares

of common stock upon conversion of principal of $63,000, plus accrued interest of $3,150.

The Oct 2019 Note was converted based

on the terms of the agreement and the Company did not recognized a gain or loss on conversion in the financials.

The Company recorded

amortization of debt discount, which was recognized as interest expense in the amount of $47,336 during the nine months ended

September 30, 2020.

The Oct 2019 Note was fully converted as of September 30, 2020.

Company issued an unsecured convertible promissory note on November 4, 2019 (the “Nov 2019 Note”), in the aggregate

principal amount of $58,000.

During the three months ended March 31, 2021, the Company issued 908,119 shares of common stock for principal in the

amount of $12,824, plus accrued interest of $5,564 and other fees of $1,000.

The August 2019 Note as of March 31, 2021, had a remaining

balance of $0.

Company issued an unsecured convertible promissory note on February 13, 2020 (the “Feb 2020 Note”), in the aggregate principal

amount of $53,500.

The Company paid an original issue discount of $2,000 and received funds in the amount of $51,500.

The November 4, 2019 Note matures on November 4, 2020.

The Nov 2019 Note bears interest at 10% per annum.

The Nov 2019 Note may

be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average

two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if the

shares of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to

the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

conversion feature of the Nov 2019 Note was considered a derivative in accordance with current accounting guidelines because of

the reset conversion features of the Nov 2019 Note.

The fair value of the Nov 2019 Note has been determined by using the Binomial

lattice formula from the effective date of the notes.

During the nine months ended September 30, 2020, the Company issued 24,588,385

shares of common stock upon conversion of $58,000 in principal, plus accrued interest of $ 2,900.

The Nov 2019 Note was converted

based on the terms of the agreement and the Company did not recognize a gain or loss on conversion in the financials.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $48,967 during the nine months

ended September 30, 2020.

The Nov 2019 Note was fully converted as of September 30, 2020.

Company issued an unsecured convertible promissory note on December 20, 2019 (the “Dec 2019 Note”), in the aggregate

principal amount of $53,000.

The Feb 2020 Note

matures on February 13, 2021.

The Feb 2020 Note bears interest at 10% per annum.

The Feb 2020 Note may be converted into shares of the

Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading price or lowest bid price

during the fifteen (15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable

upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each

day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Feb 2020 Note was considered

a derivative in accordance with current accounting guidelines because of the reset conversion features of the Feb 2020 Note.

value of the Feb 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $6,578 during the three months ended

March 31, 2021.

The Feb 2020 Note as of March 31, 2021, had a remaining balance of $53,500.

Company issued an unsecured convertible promissory note on July 6, 2020 (the Jul 2020 Note), in the aggregate principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The December 20, 2019 Note matures on December 20, 2020.

The Dec 2019 Note bears an interest at 10% per annum.

The Dec 2019 Note

may be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest

average two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that

if the shares of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall

pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Dec 2019 Note was considered a derivative in accordance with current accounting guidelines because

of the reset conversion features of the Dec 2019 Note.

The fair value of the Dec 2019 Note has been determined by using the Binomial

lattice formula from the effective date of the notes.

During the nine months ended September 30, 2020, the Company issued 21,118,946

shares of common stock upon the conversion of principal of $53,000, plus accrued interest of $2,650.

The Dec 2019 Note was converted

based on the terms of the agreement and the Company did not recognize a gain or loss on the conversion in the financials.

Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $51,407 during the nine

months ended September 30, 2020.

The Dec 2019 Note was fully converted as of September 30, 2020.

The Jul 2020 Note matures on July

The Jul 2020 Note bears interest at 10% per annum.

The Jul 2020 Note may be converted into shares of the Company’s common

stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen (15) trading

days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion of these Notes are

not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the

Borrower fails to deliver such common stock.

The conversion feature of the Jul 2020 Note was considered a derivative in accordance with

current accounting guidelines because of the reset conversion features of the Jul 2020 Note.

The fair value of the Jul 2020 Note has

been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt

discount, which was recognized as interest expense in the amount of $27,153 during the three months ended March

The Company issued 4,062,044 shares of common stock upon conversion of principal in the amount of $53,000, plus accrued interest

The Jul 2020 Note as of March 31, 2021, had a remaining balance of $0.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note on January 23, 2020 (the “Jan 2020 Note”), in the aggregate

principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The January 23, 2020 Note matures on January 23, 2021.

The Jan 2020 Note bears interest at 10% per annum.

The Jan 2020 Note may

be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average

two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if the

shares of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to

the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

conversion feature of the Jan 2020 Note was considered a derivative in accordance with current accounting guidelines because of

the reset conversion features of the Jan 2020 Note.

The fair value of the Jan 2020 Note has been determined by using the Binomial

lattice formula from the effective date of the notes.

During the nine months ended September 30, 2020, the Company issued 12,320,494

of common stock upon conversion of $53,000 in principal, plus accrued interest of $2,650.

The Jan 2020 Note was converted based

on the terms of the agreement and the Company did not recognize a gain or loss on the conversion in the financials.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $53,000 during the nine months

ended September 30, 2020.

The Jan 2020 Note was fully converted as of September 30, 2020.

Company issued an unsecured convertible promissory note on February 13, 2020 (the “Feb 2020 Note”), in the aggregate

principal amount of $53,500.

Company issued an unsecured convertible promissory note on August 4, 2020 (the Aug 2020 Note), in the aggregate principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The Feb 2020 Note matures on February 13, 2021.

The Feb 2020 Note bears interest at 10% per annum.

The Feb 2020 Note may be converted

into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading

price or lowest bid price during the fifteen (15) trading days prior to the conversion date.

The parties agree that if the shares

of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the Feb 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Feb 2020 Note.

The fair value of the Feb 2020 Note has been determined by using the Binomial lattice

formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest

expense in the amount of $33,474 during the nine months ended September 30, 2020.

The Feb 2020 Note as of September 30, 2020

had a remaining balance of $53,500.

Company issued an unsecured convertible promissory note on March 2, 2020 (the “Mar 2020 Note”), in the aggregate principal

amount of $53,000.

The August 4, 2020 Note matures on

August 4, 2021.

The Aug 2020 Note bears interest at 10% per annum.

The Aug 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion of these

Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline

that the Borrower fails to deliver such common stock.

The conversion feature of the Aug 2020 Note was considered a derivative in accordance

with current accounting guidelines because of the reset conversion features of the Aug 2020 Note.

The fair value of the Aug 2020 Note

has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of

debt discount, which was recognized as interest expense in the amount of $31,219 during the three months ended March 31, 2021.

issued 868,175 shares of common stock upon conversion of principal in the amount of $53,000, plus accrued interest of $2,650.

2020 Note as of March 31, 2020 had a remaining balance of $0.

Company issued an unsecured convertible promissory note on September 14, 2020 (the Sep 2020 Note), in the aggregate principal amount

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

2, 2020 Note matures on March 2, 2021.

The Mar 2020 Note bears interest at 10% per annum.

The Mar 2020 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day

closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if the shares of

the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the Mar 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Mar 2020 Note.

The fair value of the Mar 2020 Note has been determined by using the Binomial lattice

formula from the effective date of the notes.

During the nine months ended September 30, 2020, the Company issued 7,520,270 shares

of common stock upon conversion in principal of $53,000, plus accrued interest of $2,650.

The Mar 2020 Note was converted based

on the terms of the agreement and the Company did not recognize a gain or loss on the conversion in the financials.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $53,000 during the nine months

ended September 30, 2020.

The Mar 2020 Note was fully converted as of September 30, 2020.

The Company issued an unsecured

convertible promissory note on April 28, 2020 (the “Apr 2020 Note”), in the aggregate principal amount of $53,000.

The September 14, 2020

Note matures on September 14, 2021.

The Sep 2020 Note bears interest at 10% per annum.

The Sep 2020 Note may be converted into shares

of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices

during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon

conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day

beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Sep 2020 Note was considered

a derivative in accordance with current accounting guidelines because of the reset conversion features of the Sep 2020 Note.

value of the Sep 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $37,318 during the three months ended

March 31, 2021.

The Company issued 2,100,000 shares of common stock upon conversion of principal in the amount of $53,000, plus accrued

interest of $2,650.

The Sep 2020 Note as of March 31, 2021, had a remaining balance of $0.

Company issued an unsecured convertible promissory note on November 2, 2020 (the Nov 2020 Note), in the aggregate principal amount of

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The April 28, 2020 Note matures

on April 28, 2021.

The Apr 2020 Note bears interest at 10% per annum.

The Apr 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the

fifteen (15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon

conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for

each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Apr 2020 Note

was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Apr

The fair value of the Apr 2020 Note has been determined by using the Binomial lattice formula from the effective date

of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $22,507

during the nine months ended September 30, 2020.

The Apr 2020 Note as of September 30, 2020 had a remaining balance of $53,000.

The November 2, 2020 Note

matures on November 2, 2021.

The Nov 2020 Note bears interest at 10% per annum.

The Nov 2020 Note may be converted into shares of the

Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during

the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the

deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Nov 2020 Note was considered a derivative

in accordance with current accounting guidelines because of the reset conversion features of the Nov 2020 Note.

The fair value of the

Nov 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $44,433 during the March 31, 2021.

The Note was paid off

in cash for principal and interest.

Company issued The Nov 2020 Note as of March 31, 2021 had a remaining balance of $0.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note on June 22, 2020 (the Jun 2020 Note), in the aggregate principal amount

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The June 22, 2020

Note matures on June 22, 2021.

The Jun 2020 Note bears interest at 10% per annum.

The Jun 2020 Note may be converted into shares

of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing

bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the common

stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per

day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of

the Jun 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion

features of the Jun 2020 Note.

The fair value of the Jun 2020 Note has been determined by using the Binomial lattice formula from

the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense

in the amount of $14,521 during the nine months ended September 30, 2020.

The Jun 2020 Note as of September 30, 2020 had

a remaining balance of $53,000.

Company issued an unsecured convertible promissory note on July 6, 2020 (the Jul 2020 Note), in the aggregate principal amount

Company issued an unsecured convertible promissory note on December 2, 2020 (the Dec 2020 Note), in the aggregate principal amount of

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The Jul 2020 Note

matures on July 6, 2021.

The Jul 2020 Note bears interest at 10% per annum.

The Jul 2020 Note may be converted into shares of

the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid

prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock

issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day

in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the

Jul 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features

of the Jul 2020 Note.

The fair value of the Jul 2020 Note has been determined by using the Binomial lattice formula from the effective

date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount

of $12,488 during the nine months ended September 30, 2020.

The Jul 2020 Note as of September 30, 2020 had a remaining balance

Company issued an unsecured convertible promissory note on August 4, 2020 (the Aug 2020 Note), in the aggregate principal amount

The December 2, 2020 Note

matures on December 2, 2021.

The Dec 2020 Note bears interest at 10% per annum.

The Dec 2020 Note may be converted into shares of the

Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during

the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the

deadline that the Borrower fails to deliver such common stock.

conversion feature of the Dec 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Dec 2020 Note.

The fair value of the Dec 2020 Note has been determined by using the Binomial lattice formula

from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in

the amount of $3,416 during the March 31, 2021.

The Note was paid off in cash for principal and interest.

The Dec 2020 Note as of March

31, 2021 had a remaining balance of $0.

Company issued an unsecured convertible promissory note on January 4, 2021 (the Jan 2021 Note), in the aggregate principal amount of

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The August 4, 2020

Note matures on August 4, 2021.

The Aug 2020 Note bears interest at 10% per annum.

The Aug 2020 Note may be converted into shares

of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing

bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the common

stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per

day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of

the Aug 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion

features of the Aug 2020 Note.

The fair value of the Aug 2020 Note has been determined by using the Binomial lattice formula from

the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense

in the amount of $8,422 during the nine months ended September 30, 2020.

The Aug 2020 Note as of September 30, 2020 had a

remaining balance of $53,000.

The Company issued an unsecured

convertible promissory note on August 17, 2020 (the “Aug 2020 Note”), in the aggregate principal amount of $53,500.

The January 4, 2021 Note

matures on March 4, 2021.

The Jan 2021 Note bears interest at 10% per annum.

The Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion of these

Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline

that the Borrower fails to deliver such common stock.

conversion feature of the Jan 2021 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Jan 2021 Note.

The fair value of the Jan 2021 Note has been determined by using the Binomial lattice formula

from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in

the amount of $53,500 during the three months ended March 31, 2021.

The Note was paid off in cash for principal and interest.

2021 Note as of March 31, 2021 had a remaining balance of $0.

Company issued an unsecured convertible promissory note on January 14, 2021 (the Jan1421 Note), in the aggregate principal amount of

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The Aug 2020 Note matures on

August 17, 2021.

The Aug 2020 Note bears interest at 10% per annum.

The Aug 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading price or lowest bid price during

the fifteen (15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon

conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each

day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Aug 2020 Note was considered

a derivative in accordance with current accounting guidelines because of the reset conversion features of the Aug 2020 Note.

fair value of the Aug 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $33,474 during the

nine months ended September 30, 2020.

The Aug 2020 Note as of September 30, 2020 had a remaining balance of $53,500.

The Company issued an unsecured

convertible promissory note on September 14, 2020 (the Sep 2020 Note), in the aggregate principal amount of $53,000.

paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The September 14, 2020 Note matures on September

The Sep 2020 Note bears interest at 10% per annum.

The Sep 2020 Note may be converted into shares of the Company’s

The Jan1421 Note matures

on January 14, 2021.

The Jan1421 Note bears interest at 10% per annum.

The Jan1421 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Sep 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Sep 2020 Note.

fair value of the Sep 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $8,422 during the

nine months ended September 30, 2020.

The Sep 2020 Note as of September 30, 2020 had a remaining balance of $53,000.

The parties agree that if delivery of the common stock issuable upon conversion of these

Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline

that the Borrower fails to deliver such common stock.

conversion feature of the Jan1421 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Jan1421 Note.

The fair value of the Jan1421 Note has been determined by using the Binomial lattice formula

from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in

the amount of $53,500 during the March 31, 2021.

The Note was paid off in cash for principal and interest.

The Jan1421 Note as of March

31, 2021 had a remaining balance of $0.

the period ended March 31, 2021, the Company exchanged convertible notes in the amount of $2,462,060 in principal, plus accrued interest

of $1,023,253 for preferred stock.

addition, the Company paid off convertible notes in the amount of $203,000 in principal, plus accrued interest of $52,780 in cash in

the amount of $255,780.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion

feature of the convertible promissory note was not afforded the exemption for conventional convertible instruments due to its

variable conversion rate.

The note has no explicit limit on the number of shares issuable so they did not meet the conditions

set forth in current accounting standards for equity classification.

The Company elected to recognize the note under paragraph

815-15-25-4, whereby, there would be a separation into a host contract and derivative instrument.

The Company elected to initially

and subsequently measure the note in its entirety at fair value, with changes in fair value recognized in earnings.

recorded a derivative liability representing the imputed interest associated with the embedded derivative.

The derivative liability

is adjusted periodically per the stock price fluctuations.

convertible notes issued and described in Note 5 do not have fixed settlement provisions because their conversion prices are not

The conversion feature has been characterized as derivative liabilities to be re-measured at the end of every reporting

period with the change in value reported in the statement of operations.

the nine months ended September 30, 2020, as a result of the convertible notes (“Notes”) issued that were accounted

for as derivative liabilities, we determined that the fair value of the conversion feature of the convertible notes at issuance

was $478,000, based upon a Binomial-Model calculation.

We recorded the full value of the derivative as a liability at issuance

with an offset to valuation discount, which will be amortized over the life of the Notes.

During the nine months ended

September 30, 2020, the Company converted $572,329 in principal of convertible notes, plus accrued interest of $61,115, and other

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

PROMISSORY NOTES (Continued)

evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature

of the convertible promissory note was not afforded the exemption for conventional convertible instruments due to its variable conversion

The note has no explicit limit on the number of shares issuable, so they did not meet the conditions set forth in current accounting

standards for equity classification.

The Company elected to recognize the note under paragraph 815-15-25-4, whereby, there would

a separation into a host contract and derivative instrument.

The Company elected to initially and subsequently measure the note in its

entirety at fair value, with changes in fair value recognized in earnings.

The Company recorded a derivative liability representing the

imputed interest associated with the embedded derivative.

The derivative liability is adjusted periodically per the stock price fluctuations.

evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature

of the convertible promissory note was not afforded the exemption for conventional convertible instruments due to its variable conversion

The note has no explicit limit on the number of shares issuable, so they did not meet the conditions set forth in current accounting

standards for equity classification.

The Company elected to recognize the note under paragraph 815-15-25-4, whereby, there would be a

separation into a host contract and derivative instrument.

The Company elected to initially and subsequently measure the note in its

entirety at fair value, with changes in fair value recognized in earnings.

The Company recorded a derivative liability representing the

imputed interest associated with the embedded derivative.

The derivative liability is adjusted periodically per the stock price fluctuations.

convertible notes issued and described in Note 5 do not have fixed settlement provisions because their conversion prices are not fixed.

The conversion feature has been characterized as derivative liabilities to be re-measured at the end of every reporting period with the

change in value reported in the statement of operations.

the March 31, 2021, as a result of the convertible notes (“Notes”) issued that were accounted for as derivative liabilities,

we determined that the fair value of the conversion feature of the convertible notes at issuance was $180,004, based upon a Binomial-Model

We recorded the full value of the derivative as a liability at issuance with an offset to valuation discount, which will

be amortized over the life of the Notes.

the March 31, 2021, the Company converted $184,124 in principal of convertible notes, plus accrued interest of $20,851, and other

fees of $1,000.

At September 30, 2020, the fair value of the derivative liability was $25,261,322.

purpose of determining the fair market value of the derivative liability for the embedded conversion, the Company used the

Binomial lattice valuation model.

The significant assumptions used in the Binomial lattice valuation model for the derivative

are as follows:

free interest rate

volatility factor

average expected option life

months - 5 years

dividend yield

The convertible notes were valued using the binomial lattice valuation model showing an increase in fair value

of the derivatives issued by $638,936 and the loss on the change in derivatives by $30,289,771.

As of March 31, 2021, the

fair value of the derivative liability was $323,689.

purpose of determining the fair market value of the derivative liability for the embedded conversion, the Company used the Binomial lattice

valuation model.

The significant assumptions used in the Binomial lattice valuation model for the derivative are as follows:

Risk free interest rate

Stock volatility factor

267.0% -270.0 %

Weighted average expected option life

1 year - 5 years

Expected dividend yield

to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry-forwards for Federal income tax reporting

purposes are subject to annual limitations.

Should a change in ownership occur, net operating loss carry-forwards may be limited as to

use in future years.

BIOSOLAR, INC.)

TO CONDENSED FINANCIAL STATEMENTS –

THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020

PARTY TRANSACTION

January 14, 2021, the Company issued 1,000 shares of Series B Preferred Stock to Mr.

David Lee as a bonus for services.

As of March 31,

2021, there were no Series B Preferred Stock outstanding.

PURCHASE AGREEMENT

January 27, 2021, the Company entered into a securities purchase agreement with an investor to sell through a private placement

an aggregate of 52,000,000 shares of common stock and separate pre-funded warrants to purchase up to 31,333,334 shares of common

stock, plus warrants to purchase up to 83,333,334 at an exercise price of $0.06 per share.

In addition, the combined purchase

price of $0.06 per one (1) share of common stock and associated warrant had a purchase price of $0.0599 per one (1) pre-funded

and associated warrant for aggregate gross proceeds of $4,996,866 (5,000,0000 assuming full exercise of the pre-funded warrants).

for gross proceeds to the Company of approximately $5,000,000.

After closing cost the Company received net funds of $4,406,217,

which does include the prefunded amount of $3,133.

connection with the closing, the Company issued an additional 6,250,000 shares of warrants to purchase common stock with an exercise

price of $0.075 and a termination date of July 27, 2026.

The Company issued 120,916,668

common stock purchase warrants associated with a securities purchase agreement during the three months ended March 31, 2021.

Weighted average exercise

Outstanding as of the beginning of the periods

Outstanding as of the end of the periods

Exercisable as of the end of the periods

The weighted average remaining

contractual life of the warrants outstanding as of March 31, 2021 was as follows:

Exercisable Price

Stock Warrants Outstanding

Stock Warrants Exercisable

Weighted Average Remaining

Contractual Life (years)

AND CONTINGENCIES

1 unchanged sentence

the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising.

are subject to many uncertainties, and outcomes are not predictable with assurance.

In the opinion of management, the ultimate

disposition of these matters will not have a material adverse effect on the Company’s financial position or results of operations.

September 30, 2020, there were no legal proceedings against the Company.

TO CONDENSED FINANCIAL STATEMENTS –

THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has determined that there are the following

subsequent events:

October 8, 2020 the Company issued 17,171,727 shares of common stock upon conversion of principal in the amount of $15,940, plus

accrued interest of $9,245 according to the conditions of the convertible note dated as of May 2, 2014.

October 12, 2020, an addendum was executed for the Bountiful convertible note dated October 1, 2015, to extend the maturity date

to October 1, 2023.

October 13, 2020, the Company received funds of $25,000 on the convertible note dated February 26, 2018.

October 28, 2020 the Company issued 3,921,569 shares of common stock upon conversion of principal in the amount of $20,000 according

to the conditions of the convertible note dated as of April 23, 2020.

October 30, 2020 the Company issued 8,695,122 shares of common stock upon conversion of principal in the amount of $33,000, plus

accrued interest of $2,650 according to the conditions of the convertible note dated as of April 23, 2020.

2, 2020, the Company entered into a securities purchase agreement in the amount of $53,000 less other fees of $3,000 for net funds

Such matters are subject

to many uncertainties, and outcomes are not predictable with assurance.

In the opinion of management, the ultimate disposition of these

matters will not have a material adverse effect on the Company’s financial position or results of operations.

of March 31, 2021, there were no legal proceedings against the Company.

has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has determined that there are the following subsequent

April 7, 2021, the Company entered into a securities purchase agreement with an investor to sell through a private placement an aggregate

of 65,000,000 shares of common stock and two separate pre-funded warrants to purchase up to an aggregate of 60,000,000 shares of common

stock, and an aggregate of 125,000,000 shares of common stock for gross proceeds to the Company of approximately $5,000,000.

purchase price for one share of common stock and a warrant to purchase one share of common stock is $0.04 and the combined purchase price

for one pre-funded warrant to purchase one share of common stock and a warrant to purchase one share of common stock is $0.0399.

April 14, 2021, the Board of Directors of the Company authorized the issuance of 1,000 shares of Series D Preferred Stock, with a $0.0001

par value per share to David Lee, CEO in exchange for his continued employment with the Company.

The Series D Preferred Stock total purchase

price is $0.10 for 1, 000 shares of Series D Preferred Stock.

On May 4, 2021, the Board

of Directors increased the authorized number of shares of common stock of the Corporation from 3,000,000,000 shares of common

stock, par value $0.0001 per share to 6,000,000,000 shares of common stock, par value $0.0001 per share.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

1 unchanged sentence

statements in “Management’s Discussion and Analysis or Plan of Operation”

below, and elsewhere in this quarterly

report, are not related to historical results, and are forward-looking statements.

Forward-looking statements present our expectations

or forecasts of future events.

You can identify these statements by the fact that they do not relate strictly to historical or

current facts.

These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results,

levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance

or achievements expressed or implied by such forward-looking statements.

Forward-looking statements frequently are accompanied

by such words such as “may,”

below, and elsewhere in this quarterly report,

are not related to historical results, and are forward-looking statements.

Forward-looking statements present our expectations or forecasts

of future events.

You can identify these statements by the fact that they do not relate strictly to historical or current facts.

statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance

or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied

by such forward-looking statements.

Forward-looking statements frequently are accompanied by such words such as “may,”

“will,”

10 unchanged sentences

or “continue,”

or the negative of such terms or other words and terms of similar meaning.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future

results, levels of activity, performance, achievements, or timeliness of such results.

Moreover, neither we nor any other person

assumes responsibility for the accuracy and completeness of such forward-looking statements.

We are under no duty to update any

of the forward-looking statements after the date of this quarterly report.

Subsequent written and oral forward looking statements

attributable to us or to persons acting in our behalf are expressly qualified in their entirety by the cautionary statements and

risk factors set forth in our annual report on Form 10-K filed with the SEC on March 9, 2020, and in other reports filed by us

with the SEC.

or the negative

of such terms or other words and terms of similar meaning.

Although we believe that the expectations reflected in the forward-looking

statements are reasonable, we cannot guarantee future results, levels of activity, performance, achievements, or timeliness of such results.

Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of such forward-looking statements.

We are under no duty to update any of the forward-looking statements after the date of this quarterly report.

Subsequent written and

oral forward looking statements attributable to us or to persons acting in our behalf are expressly qualified in their entirety by the

cautionary statements and risk factors set forth in our annual report on Form 10-K filed with the SEC on March 9, 2020, and in other

reports filed by us with the SEC.

should read the following description of our financial condition and results of operations in conjunction with the financial statements

and accompanying notes included in this report.

are developing innovative technologies to increase the capacity and reduce the cost of storing electrical energy.

We have previously

developed an innovative material technology to reduce the cost per watt of electricity produced by Photovoltaic, or PV, solar

We have been and will continue working on a silicon anode additive material technology intended to increase the storage

capacity of current and future generation of lithium-ion batteries while lowering the cost of storing electrical energy.

we had generally focused on energy storage technology and materials in the past, we are currently focusing on developing a new

EV battery material processing technology intended to drastically reduce the cost of lithium-ion batteries for EVs.

were incorporated in the State of Nevada on April 24, 2006, as BioSolar Labs, Inc.

Our name was changed to BioSolar, Inc.

Our principal executive offices are located at 27936 Lost Canyon Road, Suite 202, Santa Clarita, California 91387, and

our telephone number is (661) 251-0001.

Our fiscal year end is December 31.

are a developer of clean energy technologies.

Our current focus is on developing an electrolyzer technology to lower the cost of Green

Hydrogen production.

As of April 30, 2021, we changed our name from BioSolar, Inc.

to NewHydrogen, Inc.

is the cleanest and most abundant fuel in the universe.

It is zero-emission and only produces water vapor when used.

However, hydrogen

does not exist in its pure form on Earth so it must be extracted.

For centuries, scientists have known how to electricity to split water

into hydrogen and oxygen using a device called an electrolyzer.

Electrolyzers installed behind a solar farm or wind farm can use renewable

electricity to split water, thereby producing Green Hydrogen.

However, modern electrolyzers still cost too much.

The chemical catalysts

that enable the water-splitting reactions are currently made from platinum and iridium –

both are very expensive precious metals.

These catalysts account for nearly 50% of the cost of the electrolyzer.

are developing technologies to significantly reduce or replace rare earth materials with inexpensive earth abundant materials in electrolyzers

to help usher in a Green Hydrogen economy.

are also developing innovative technologies to increase the storage capacity, lower the cost and extend the life of lithium-ion batteries

for electric vehicles or EV.

We have previously developed an innovative material technology to reduce the cost per watt of electricity

produced by Photovoltaic, or PV, solar modules.

We are currently working on a silicon anode material technology intended to reduce the

cost of current and future generation of lithium-ion batteries for EVs.

of Critical Accounting Policies

discussion and analysis of our financial condition and results of operations are based upon our unaudited financial statements,

which have been prepared in accordance with accounting principles generally accepted in the United States of America.

The preparation

of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities,

revenues and expenses, and related disclosures of contingent assets and liabilities.

On an ongoing basis, we evaluate our estimates,

including those related to impairment of property, plant and equipment, intangible assets, deferred tax assets and fair value

computation using a Binomial lattice valuation model.

We base our estimates on historical experience and on various other assumptions,

such as the trading value of our common stock and estimated future undiscounted cash flows, that we believe to be reasonable under

the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities

that are not readily apparent from other sources.

Actual results may differ from these estimates under different assumptions or

however, we believe that our estimates, including those for the above-described items, are reasonable.

discussion and analysis of our financial condition and results of operations are based upon our unaudited financial statements, which

have been prepared in accordance with accounting principles generally accepted in the United States of America.

The preparation of these

financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and

expenses, and related disclosures of contingent assets and liabilities.

On an ongoing basis, we evaluate our estimates, including those

related to impairment of property, plant and equipment, intangible assets, deferred tax assets and fair value computation using a Binomial

lattice valuation model.

We base our estimates on historical experience and on various other assumptions, such as the trading value of

our common stock and estimated future undiscounted cash flows, that we believe to be reasonable under the circumstances, the results

of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other

Actual results may differ from these estimates under different assumptions or conditions;

however, we believe that our estimates,

including those for the above-described items, are reasonable.

preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates

and assumptions that affect the amounts reported in the accompanying financial statements.

Significant estimates made in preparing

these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance,

derivative liabilities and the fair value of stock options.

Significant estimates made in preparing these

financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance, derivative

liabilities and the fair value of stock options.

Actual results could differ from those estimates.

Value of Financial Instruments

cash equivalents, investments, inventory, prepaid expenses, and accounts payable are stated at cost which approximates fair value

cash, cash equivalents, investments, inventory, prepaid expenses, and accounts payable are stated at cost which approximates fair value

due to the short-term nature of these instruments.

Issued Accounting Pronouncements

reviewed currently issued pronouncements during the three months ended September 30, 2020, and does not believe that any other

reviewed currently issued pronouncements during the three months ended March 31, 2021, and does not believe that any other

recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying

1 unchanged sentence

of Operations –

Three Months Ended September 30, 2020 Compared to the Three Months Ended September 30, 2019

and Administrative Expenses

General and administrative

(“G&A”) expenses increased by $19,217 to $122,477 for the three months ended September 30, 2020, compared to $103,260

for the prior period ended September 30, 2019.

This increase in G&A expenses was the result of an increase in salary expense

and professional fees.

and Development

and Development (“R&D”) expenses decreased by $25,721 to $34,750 for the three months ended September 30, 2020,

compared to $60,471 for the prior period ended September 30, 2019.

This overall decrease in R&D expenses was the result of

a decrease in consulting services.

Depreciation expense

for the three months ended September 30, 2020 and 2019 was $1,092 and $2,752, respectively.

Income/(Expenses)

Other income and (expenses)

increased by $(15,214,304) to $(15,904,807) for the three months ended September 30, 2020, compared to $(689,503) for the prior

period ended September 30, 2019.

The increase in other income and (expenses) was the result of an increase in non-cash gain on

change in fair value of the derivative instruments of $15,240,756, a decrease in interest expense of $26,405, which includes non-cash

expense of amortization of debt discount in the amount of $21,708, and interest income of $47.

The increase in other income and

(expenses) was primarily due to the net change in the fair value of the derivative instruments.

Income (Loss)

net loss for the three months ended September 30, 2020 was $(16,062,126), compared to a net loss of $(855,986) for the prior period

ended September 30, 2019.

The increase in net loss was due to an increase in non-cash other income (expenses) associated with

the net change in derivative instruments estimated each period.

These estimates are based on multiple inputs, including the market

price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in

the respective agreements and probabilities of certain outcomes based on management projections.

These inputs are subject to significant

changes from period to period and to management’s judgment;

therefore, the estimated fair value of the derivative liabilities

will fluctuate from period to period, and the fluctuation may be material.

The Company has not generated any revenues.

of Operations –

Nine months ended September 30, 2020 Compared to the Nine Months Ended September 30, 2019

Three Months Ended March 31, 2021 Compared to the Three Months Ended March 31, 2020.

and Administrative Expenses

and administrative (“G&A”) expenses increased by $14,255 to $341,536 for the nine months ended September 30, 2020,

compared to $327,281 for the prior period ended September 30, 2019.

This increase in G&A expenses was the result of an increase

in salary expense and professional fees.

and administrative (“G&A”) expenses increased by $14,679,652 to $14,798,471 for the three months

ended March 31, 2021 compared to $118,819 for the prior period ended March 31, 2020.

This increase in G&A expenses was the

result of an increase in professional fees in the amount of $268,871, an increase in the fair value of non-cash stock option

expense in the amount of $14,362,426, and an increase in salaries of $41,521, and an overall increase of $6,834.

and Development

and Development (“R&D”) expenses decreased by $62,022 to $118,582 for the nine months ended September 30, 2020,

compared to $180,604 for the prior period ended September 30, 2019.

This overall decrease in R&D expenses was the result of

a decrease in consulting services and third-party services.

expense for the nine months ended September 30, 2020 and 2019 was $3,274 and $5,798, respectively.

and Development (“R&D”) expenses decreased by $175,406 to $219,026 for the three months ended March 31, 2021, compared

to $60,471 for the prior period ended March 31, 2020.

This overall increase in R&D expenses was the result of an increase in outside

research fees.

expense for the three months ended March 31, 2021 and 2020 was $1,091 and $1091, respectively.

Income/(Expenses)

income and (expenses) increased by $(18,728,371) to $(16,529,993) for the nine months ended September 30, 2020, compared to $2,198,378

for the prior period ended September 30, 2019.

The decrease in other income and (expenses) was the result of an increase in non-cash

loss on change in fair value of the derivative instruments of $18,775,145, and an increase in interest income of $42, with a decrease

in interest expense of $46,732, which includes non-cash expense of amortization of debt discount in the amount of $38,816,.

increase in other income and (expenses) was primarily due to the net change in the fair value of the derivative instruments and

amortization of debt discount.

income and (expenses) increased by $(72,730,933) to $65,828,951for the three months ended March 31, 2021, compared to $(6,901,982)

for the prior period ended March 31, 2020.

The increase in other income and (expenses) was the result of an increase in non-cash

loss on change in fair value of the derivative instruments of $23,613,095, an increase in gain on extinguishment of convertible

debt for equity of $96,666,293, an increase in interest expense of $322,625, which includes non-cash expense of amortization of

debt discount in the amount of $435,762, and interest income of $360.

The increase in other income and (expenses) was primarily

due to the net change in the fair value of the derivative instruments.

Income (Loss)

net loss for the nine months ended September 30, 2020 was $(16,993,385), compared to a net income of $1,684,695 for the prior

period ended September 30, 2019.

The increase in net loss was due to an increase in non-cash other income (expenses) associated

net income for the three months ended March 31, 2021 was $50,810,363, compared to a net loss of $(7,065,512) for the prior

period ended March 31, 2020.

The increase in net lincome was due to an increase in non-cash other income (expenses) associated

with the net change in derivative instruments estimated each period.

7 unchanged sentences

The Company has not generated any revenues.

during the nine months ended September 30, 2020.

AND CAPITAL RESOURCES

is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise

operate on an ongoing basis.

Significant factors in the management of liquidity are funds generated by operations, levels of accounts

receivable and accounts payable and capital expenditures.

The unaudited condensed

financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization

of assets and liabilities and commitments in the normal course of business.

The accompanying unaudited condensed financial statements

do not reflect any adjustments that might result if we are unable to continue as a going concern.

During the nine months ended

September 30, 2020, we did not generate any revenues, incurred a net loss of $16,993,385, due to an overall change in non-cash

derivative liability, and used cash of $449,028 in operations.

As of September 30, 2020, we had a working capital deficit of $27,066,309

and a shareholders’

deficit of $28,570,902.

These factors, among others, raise substantial doubt about our ability to continue

as a going concern.

the three months ended September 30, 2020, we obtained funding through the sale of our convertible debt.

Management believes that

we will be able to continue to raise funds through the sale of our securities to existing and new investors.

Management believes

that funding from existing and prospective new investors and future revenue will provide the additional cash needed to meet our

obligations as they become due and will allow the development of our core business operations.

No assurance can be given that

any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company.

the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing

or cause substantial dilution for our stockholders, in case of equity financing.

As of September 30,

2020, we had a working capital deficit of $27,066,309 compared to a working capital deficit of $10,048,922 for the year ended December

This increase in working capital deficit of $17,289,203 was due primarily to an increase in accounts payable, and accrued

expenses, derivative liability associated with our outstanding notes, with a decrease in prepaid expenses, and convertible notes.

the nine months ended September 30, 2020, we used $449,028 of cash for operating activities, as compared to $532,620 for the prior

period ended September 30, 2019.

The decrease in the use of cash for operating activities for the current period was a result

of a decrease in prepaid expenses, compared to the prior nine months ended September 30, 2019.

provided from financing activities was $478,000 for the nine months ended September 30, 2020, as compared to $523,500 for the

prior period ended September 30, 2020.

The decrease was due to decline in equity financing during the current period.

The convertible

notes are convertible into shares of common stock, which have limitations on conversion.

The lender is limited to no more than

a 4.99% beneficial ownership of the outstanding shares of common stock.

Beneficial ownership is determined in accordance with

Section 13(d) of the Exchange Act of 1934, as amended.

Our ability to continue as a going concern is dependent upon raising capital

through financing transactions and future revenue.

Our capital needs have primarily been met from the proceeds of the sale of

our securities, as we currently have not generated any revenues.

is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate

on an ongoing basis.

Significant factors in the management of liquidity are funds generated by operations, levels of accounts receivable

and accounts payable and capital expenditures.

unaudited condensed financial statements have been prepared on a going concern basis of accounting, which contemplates continuity

of operations, realization of assets and liabilities and commitments in the normal course of business.

The accompanying unaudited

condensed financial statements do not reflect any adjustments that might result if we are unable to continue as a going concern.

During the three months ended March 31, 2021, we did not generate any revenues, and incurred net income of $50,810,363,

due to an overall change in non-cash derivative liability, and used cash of $587,294 in operations.

As of March 31, 2021,

we had working capital of $3,543,127 and a shareholders’

equity of $3,578,231.

These factors, among others, raise substantial

doubt about our ability to continue as a going concern.

the three months ended March 31, 2021, we obtained funding through the sale of unregistered common shares and our convertible debt.

believes that we will be able to continue to raise funds through the sale of our securities to existing and new investors.

believes that funding from existing and prospective new investors and future revenue will provide the additional cash needed to meet

our obligations as they become due and will allow the development of our core business operations.

No assurance can be given that any

future financing will be available or, if available, that it will be on terms that are satisfactory to the Company.

Even if the Company

is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial

dilution for our stockholders, in case of equity financing.

of March 31, 2021, we had working capital of $3,543,127 compared to a working capital deficit of $150,532,859 for the year ended December

This increase in working capital of $154,075,986 was due primarily to an increase in cash, and prepaid expenses, and with a

decrease in accrued expenses, convertible debt and derivative liability associated with our outstanding notes.

the three months ended March 31, 2021, we used $587,294 of cash for operating activities, as compared to $152,626 for the

year ended December 31, 2020.

The increase in the use of cash for operating activities for the current period was a result of

a decrease in accounts payable.

provided from equity financing activities was $5,192,000 for the three months ended March 31, 2021, as compared to $159,500 for the prior

period ended March 31, 2020.

The increase was due to equity financing during the current period.

Our capital needs have primarily been

met from the proceeds of the sale of our securities, as we currently have not generated any revenues.

independent auditors, in their report on our audited financial statements for the year ended December 31, 2020, expressed substantial

doubt about our ability to continue as a going concern.

Our financial statements as of September 30, 2020 have been prepared under

the assumption that we will continue as a going concern.

Our ability to continue as a going concern ultimately is dependent upon

our ability to generate revenue, which is dependent upon our ability to obtain additional equity or debt financing, attain further

operating efficiencies and, ultimately, to achieve profitable operations.

Our financial statements do not include any adjustments

that might result from the outcome of this uncertainty.

Our financial statements as of March 31, 2021 have been prepared under the assumption

that we will continue as a going concern.

Our ability to continue as a going concern ultimately is dependent upon our ability to generate

revenue, which is dependent upon our ability to obtain additional equity or debt financing, attain further operating efficiencies and,

ultimately, to achieve profitable operations.

Our financial statements do not include any adjustments that might result from the outcome

of this uncertainty.

OF OPERATION AND FINANCING NEEDS

are engaged in the development of innovative technologies that increase the capacity and reduce the cost of storing electrical

We are currently focusing on developing a high capacity silicon anode material technology to increase the storage capacity

and reduce cost of the future generation of lithium-ion batteries for electric vehicles by 2021.

plan of operation within the next three months is to utilize our cash balances to work on developing a new EV battery material

processing technology.

We believe that our current cash and investment balances will be sufficient to support development

activity and general and administrative expenses for the next two months.

Management estimates that it will require additional

cash resources during 2020, based upon its current operating plan and condition.

We do not expect increased expenses during the

third quarter of 2020.

We will be investigating additional financing alternatives, including equity and/or debt financing.

There is no assurance that capital in any form would be available to us, and if available, on terms and conditions that are acceptable.

If we are unable to obtain sufficient funds during the next three months, we may be forced to reduce the size of our organization,

which could have a material adverse impact on, or cause us to curtail and/or cease the development of our products

are engaged in the development of innovative technologies to significantly reduce or replace catalysts made from rare earth materials

with catalysts made from inexpensive earth abundant materials in electrolyzers to lower the cost of producing Green Hydrogen.

currently also working on a silicon anode material technology intended to reduce the cost of lithium-ion batteries for electric vehicles.

plan of operation within the next three months is to utilize our cash balances to work on developing catalyst technologies for producing

Green Hydrogen and a new EV silicon oxide battery material processing technology.

We believe that our current cash and investment balances

will be sufficient to support development activity and general and administrative expenses for the next twenty four months.

estimates that it will require additional cash resources during 2023, based upon its current operating plan and condition.

expect increased expenses during the second quarter of 2021.

We will be investigating additional financing alternatives, including equity

and/or debt financing.

There is no assurance that capital in any form would be available to us, and if available, on terms and conditions

that are acceptable.

If we are unable to obtain sufficient funds during the next twenty four months, we may be forced to reduce the size

of our organization, which could have a material adverse impact on, or cause us to curtail and/or cease the development of our products

Sheet Arrangements

of September 30, 2020, we did not have any off- balance sheet arrangements that are reasonably likely to have a current or future

effect on our financial condition, revenues, result of operations, liquidity or capital expenditures.

of March 31, 2021, we did not have any off- balance sheet arrangements that are reasonably likely to have a current or future effect

on our financial condition, revenues, result of operations, liquidity or capital expenditures.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

a smaller reporting company, as that term is defined in Item 10(f)(1) of Regulation S-K, we are not required to provide information

required by this Item.

a smaller reporting company, as that term is defined in Item 10(f)(1) of Regulation S-K, we are not required to provide information required

by this Item.

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.

What changed 10-Q

Item 1. Financial Statements