Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds.
On
July 13, 2022, the Company issued 14,336,712 shares of its common stock at an average price per share of approximately $0.002, as a result
of delivering one draw down notice to the Investor. Consequently, the Company received gross aggregate proceeds of $24,711 from such
draw down notice.
As
of June 30, 2022, there was common stock issuable of 7,326,007 from the conversion of debt during fiscal 2022. The common stock issuable
of 7,326,007 were issued on July 12, 2022.
From
July 1, 2022 through September 14, 2022, the Company issued an aggregate of 264,492,661 shares of its common stock at an average contractual
conversion price of $0.001 as a result of the conversion of principal of $327,200, and accrued interest of $22,330 underlying certain
outstanding convertible notes converted during such period. The total recorded to equity was $456,939.
As
of June 30, 2022, there was common stock issuable of 12,270,958 for services rendered during fiscal 2022. The common stock issuable of
12,270,958 were issued on July 1, 2022.
8
Except
as otherwise noted, the securities in the transactions describe above were sold in reliance on the exemption from registration provided
in Section 4(a)(2) of the Securities Act for transactions not involving any public offering. All certificates evidencing the shares sold
bore a restrictive legend. No underwriter participated in the offer and sale of these securities, and no commission or other remuneration
was paid or given directly or indirectly in connection therewith. The proceeds from these sales were used for general corporate purposes.
Item
3. Defaults Upon Senior Securities.
As
of September 30, 2022, we were in default under certain convertible promissory note issued to certain noteholder on October 3, 2019 for
failure to pay an aggregate of $65,280 and $28,398 of principal and accrued interest, respectively, as of September 30, 2022, subsequent
to their maturity date. We are currently in discussions with such noteholder to extend such maturity date. See “Note 6 –
Convertible Notes” to our unaudited condensed consolidated financial statements in Part I of this Quarterly Report for additional
information.
Item
4. Mine Safety Disclosures.
Not
Applicable.
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