Item 2. Unregistered Sales of Equity Securities
ITEM
2. Unregistered Sales of Equity Securities and Use of Proceeds.
During
the quarterly report ended September 30, 2020, we had the following sales and issuances of unregistered equity securities:
Date of Sale
Title of Security
Number Sold
Consideration
Consideration
Received and Description of Underwriting or Other Discounts to Market Price or Convertible Security Afforded to Purchases
Exemption from Registration
Claimed
If Option, Warrant or Convertible
Security, Terms of Exercise or Conversion
Security Holder
July 2020
Common Stock
130,000
$ 16,900
Shares issued as penalty for not meeting
short term note maturity date; no commissions paid
Section 4(2); and/or Rule 506
Not applicable
Clyde Berg, an individual
August 2020
Common Stock
130,000
$ 18,200
Shares issued as penalty for not meeting short term
note maturity date; no commissions paid
Section 4(2); and/or Rule 506
Not applicable
Clyde Berg, an individual
September 2020
Common Stock
130,000
$ 15,600
Shares issued as penalty for not meeting short term
note maturity date; no commissions paid
Section 4(2); and/or Rule 506
Not applicable
Clyde Berg, an individual
September 2020
Common Stock
250,000
$ 16,300
Shares issued with short term note maturing June
11, 2020; no commissions paid
Section 4(2); and/or Rule 506
Not applicable
Clyde Berg, an individual
September 2020
Common Stock
125,000
$ 11,300
Shares issued with short term note maturing December
7, 2020; no commissions paid
Section 4(2); and/or Rule 506
Not applicable
Clyde Berg, an individual
September 2020
Common Stock
200,000
$ 13,000
Shares issued with short term note, originally maturing
April 16, 2020, and extended; no commissions paid
Section 4(2); and/or Rule 506
Not applicable
Steven Wallit, an individual
September 2020
Common Stock
200,000
$ 20,000
Shares issued for debenture extension; no commissions
paid
Section 4(2); and/or Rule 506
Not applicable
Steven Wallit, an individual
These
transactions were conducted in reliance on the exemptions from the registration requirements of the Securities Act of 1933, as
amended, based on the private sale of the securities and the Company’s relationships with the security holders.
ITEM
3. DEFAULTS UPON SENIOR SECURITIES
The
$500,000 secured short-term note issued on February 1, 2019 was past due at September 30, 2020. We are accruing 100,000 shares
of Company stock per month, recorded as interest, as penalty shares per agreement with the lender, until paid. 900,000 shares
were recorded as penalty interest during the nine months ended September 30, 2020, which was valued at $99,000 based on the date
of issuance.
The
$100,000 secured short-term note issued on July 2, 2019 was past due at September 30, 2020. We are continuing to accrue interest
at the stated rate of 12% until the loan is paid in full, or an extension agreement is reached with the lender. We are currently
in discussions with the lender regarding these matters, although we have not obtained a written waiver or entered into an amendment
revising these terms.
The
$150,000 secured short-term note issued on July 18, 2019 was past due at September 30, 2020. We are accruing 15,000 shares of
Company stock per month, which increased to 30,000 shares of common stock per month March 16, 2020, recorded as interest, as penalty
shares per agreement with the lender, until paid. 232,500 shares were recorded as penalty interest during the nine months ended
September 30, 2020, which was valued at $26,400 based on the date of issuance.
The
$450,000 secured short-term note issued on December 14, 2019 was past due at September 30, 2020. We are continuing to accrue interest
at the stated rate of 15% until the loan is paid in full, or an extension agreement is reached with the lender. We are currently
in discussions with the lender regarding these matters, although we have not obtained a written waiver or entered into an amendment
revising these terms.
ITEM
4. MINE SAFETY DISCLOSURES
Not
Applicable.
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