Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds.
From
October 1, 2023 through December 31, 2023, the Company issued an aggregate of 16,679,576 shares of its common stock at an average contractual
conversion price of $0.005 as a result of the conversion of principal of $83,200, interest of $6,034 and conversion fees $160 underlying
certain outstanding convertible notes converted during such period.
As
of September 30, 2023, there was common stock issuable of 626,229 shares which were issued on October 3, 2023.
Except
as otherwise noted, the securities in the transactions described above were sold in reliance on the exemption from registration provided
in Section 4(a)(2) of the Securities Act and/or Rule 506(b) promulgated thereunder, as there was no general solicitation to the investors
and the transactions did not involve 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 December 31, 2023, we were in default under certain loan issued to certain noteholder on October 3, 2019 for failure to pay an
aggregate of $65,280 and $40,658 of principal and accrued interest, respectively, as of December 31, 2023, subsequent to their
maturity date. We are currently in discussions with such noteholder to extend such maturity date. See “Note 5 –
Loans” to our unaudited condensed consolidated financial statements in Part I of this Quarterly Report for additional
information.
11
Item
4. Mine Safety Disclosures.
Not
Applicable.
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