What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2021-04-15 compared with 2020-05-14 · 60 added, 86 removed, 226 unchanged (39% of the section changed)

12 unchanged sentences

obtained if they were listed on a national securities exchange.

The following table sets forth the range of

high and low bid quotations for our common stock for each of the periods indicated as reported by the OTCQB.

These quotations reflect

inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

Fiscal Year Ending December 31, 2019

Quarter Ended

December 31, 2019

September 30, 2019

June 30, 2019

March 31, 2019

Fiscal Year Ending December 31, 2018

Quarter Ended

December 31, 2018

September 30, 2018

June 30, 2018

March 31, 2018

May 4, 2020, the last sales price per share of our common stock on the OTCQB was $0.09.

Trading in stocks quoted on the OTCQB is often

thin and is characterized by wide fluctuations in trading prices due to many factors that may be unrelated to a company’s

operations or business prospects.

We cannot assure you that there will be a market in the future for our common stock.

The SEC has adopted rules that regulate broker-dealer practices

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Holders of Our Common Stock

As of May 6, 2020, we had 4,471,746 shares of our common stock issued

and outstanding, held by 252 shareholders of record, other than those held in street name.

As of April 6, 2021, we had 4,539,843 shares of our common stock

issued and outstanding, held by 253 shareholders of record, other than those held in street name.

There are no restrictions in our articles of incorporation or bylaws

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Report on Form 10-Q or Current Report on Form 8-K.

During the year ending December 31, 2018, the Company executed agreements

with 45 noteholders that participated in the Company’s debt offerings between May 22, 2013 and December 31, 2015.

In accordance

with the agreements the Company and the investors agreed to settle a total of $2,623,875 in outstanding principal and $604,736

in accrued interest in exchange for the issuance of 1,614,305 shares.

The Company fair valued the shares issuable on the date each

investors signed their respective agreement, as of December 31, 2019 the Company had issued 1,575,057 shares and had 68,097 shares

remaining to be issued to the investors, as a result of the transaction and has recorded stock payable of $59,602.

During the year ended December 31, 2020, the Company issued 68,097

shares valued at $59,602 to investors in settlement of outstanding stock payable.

These securities were issued pursuant to Section 4(2) of the Securities

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required by this Item.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

The full extent of the impact

of the COVID-19 pandemic on our business, operations and financial results will depend on numerous evolving factors that we may

not be able to accurately predict at the present time.

In an effort to contain COVID-19 or slow its spread, governments around

the world have enacted various measures, including orders to close all businesses not deemed “essential,”

isolate residents

to their homes or places of residence, and practice social distancing when engaging in essential activities.

We anticipate that

these actions and the global health crisis caused by COVID-19 will negatively impact business activity across the globe.

we have not observed any noticeable impact on our revenue related to these conditions in the past fiscal year, or through the date

of this filing, we cannot estimate the impact COVID-19 will have in the future as business and consumer activity decelerates across

In March 2020, we enacted precautionary

measures to protect the health and safety of our employees and partners.

These measures include closing our office, having employees

work from home, and eliminating all travel.

While having employees work from home may have a negative impact on efficiency and

may result in negligible increases in costs, it does have an impact on our ability to execute on our agreements to deliver our

core products.

We will continue to actively

monitor the situation and may take further actions that alter our business operations as may be required by federal, state, local

or foreign authorities, or that we determine are in the best interests of our employees, customers, partners and stockholders.

It is not clear what the potential effects any such alterations or modifications may have on our business, including the effects

on our customers, partners, or vendors, or on our financial results.

Management’s Discussion and Analysis of Financial

Condition and Results of Operations

Forward-Looking Statements

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be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

The full extent of the impact

of the COVID-19 pandemic on our business, operations and financial results will depend on numerous evolving factors that we may

not be able to accurately predict at the present time.

In an effort to contain COVID-19 or slow its spread, governments around

the world have enacted various measures, including orders to close all businesses not deemed “essential,”

isolate residents

to their homes or places of residence, and practice social distancing when engaging in essential activities.

We anticipate that

these actions and the global health crisis caused by COVID-19 will negatively impact business activity across the globe.

we have not observed any noticeable impact on our revenue related to these conditions in the past fiscal year, or through the date

of this filing, we cannot estimate the impact COVID-19 will have in the future as business and consumer activity decelerates across

We will continue to actively

monitor the situation and may take further actions that alter our business operations as may be required by federal, state, local

or foreign authorities, or that we determine are in the best interests of our employees, customers, partners and stockholders.

It is not clear what the potential effects any such alterations or modifications may have on our business, including the effects

on our customers, partners, or vendors, or on our financial results.

Operations for the Years Ended December 31, 2020 and 2019

Our revenue from product sales, royalties on patent licenses and

license fees (product development fees) for the year ended December 31, 2019 was $43,166, a decrease from $69,347 for the year

license fees (product development fees) for the year ended December 31, 2020 was $275,556, an increase from $43,166 for the year

ended December 31, 2019.

The decrease in revenue for year ended December 31, 2019 was mainly

due to the lack of product sales with no license fees as in 2018.

The increase in revenue for year ended December 31, 2020 was mainly

due to our license agreements with Ovation and Quoin.

Cost of Revenues

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Our cost of revenues decreased for the year ended December 31, 2020

over the prior year period as a result of decreased product sales.

Gross profit for the year ended December 31, 2019 was $25,615, or

approximately 59% of sales.

over the prior year period as a result of decreased product sales and increased license fees that do not have a cost of revenue.

Gross profit for the year ended December 31, 2020 was $275,556,

or 100% of sales.

Gross profit for the year ended December 31, 2019 was $25,615, or approximately 60% of sales.

profit margin decreased significantly in 2019 over 2018 as a result of the lack of license fee revenue, which has less costs than

product sales.

Our gross profit

margin increased significantly in 2020 over 2019 as a result of the increased license fee revenue, which has no costs verses product

Operating Expenses

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Our operating expenses for

the year ended December 31, 2019 consisted mainly of accrued salaries and wages of $351,769, depreciation and amortization expenses

of $39,616, rent of $29,810, accounting and audit expenses of $52,899.

In comparison, our operating expenses for the year ended

December 31, 2018 consisted mainly of accrued salaries and wages of $337,369, depreciation and amortization expenses of $38,971,

rent of $54,688, accounting and audit expenses of $67,885, transfer agent fees of $11,963 and legal fees of $20,724.

Other Income/Expenses

the year ended December 31, 2020 consisted mainly of selling, general and administrative expenses of $497,199 and depreciation

and amortization of $32,022.

In comparison, our operating expenses for the year ended December 31, 2019 consisted mainly of selling,

general and administrative expenses of $525,776 and depreciation and amortization of $39,616.

Other Expenses

We had other expense of $1,193,947 for the year ended December

31, 2019, compared with other income of $756,277 for the year ended December 31, 2018.

Our other expenses for 2019 are, largely

the result of $1,004,756 in interest expense, $247,998 in loss on extinguishment of debt, off-set by $90,400 in other income from

related parties.

Our other income for 2018 is largely the result of $1,191,315 in the extinguishment of debt and $595,127 on the

sale of Ovation, offset mainly by $1,013,162 in interest expense.

We expect to continue to experience high interest payments

in the future as a result of our outstanding liabilities.

Moreover, as of the date of this report, there are a number of secured

promissory notes with an aggregate principal amount of approximately $762,000 that have matured.

In addition, we also have one

unsecured promissory notes with an aggregate principal amount of $10,000 that have matured.

If we are unable to generate sufficient

revenues and/or additional financing to service this debt, there is a risk the lenders will call the notes, secure our assets,

as to those applicable secured notes, and demand payment.

31, 2020, compared with other expenses of $1,162,354 for the year ended December 31, 2019.

Our other expenses for 2020 are the

result of interest expense.

Our other expenses for 2019 is largely the result of $1,004,756 in interest expense and $247,998 in

the extinguishment of debt offset by $90,400 as other related party income.

We expect to experience high debt payments in the future

as a result of our outstanding liabilities.

Moreover, as of the date of this report, there are a number of secured promissory notes

with an aggregate principal amount of approximately $762,000 that have matured.

In addition, we also have one unsecured promissory

note with an aggregate principal amount of $10,000 that has matured.

If we are unable to generate sufficient revenues and/or additional

financing to service this debt, there is a risk the lenders will call the notes, secure our assets, as to those applicable secured

notes, and demand payment.

If this happens, we could go out of business.

Net Income/Loss

We recorded net loss for the year ended December 31, 2020 of $1,447,612

compared to net income of $158,342 for the year ended December 31, 2018.

compared to net loss of $1,702,131 for the year ended December 31, 2019.

Liquidity and

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We had a working

capital deficit of $3,172,552 as of December 31, 2019 as compared with a working capital deficit of $4,898,300 as of December 31,

The change in working capital is largely the result of our efforts to convert debt into equity during the year.

capital deficit of $ 2,668,871 as of December 31, 2020 as compared with a working capital deficit of $2,550,568 as of September

30, 2020 and a working capital deficit of $1,900,688 as of December 31, 2019.

The change in working capital is largely the result

of our efforts to convert debt into equity during the year.

Operating activities used $45,765 in cash for the year ended December

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Cash flows used by investing activities during the year ended December

31, 2019 was $25,190, as compared with $11,511 for the year ended December 31, 2018, as a result of the purchase of intangible

assets for 2019 and 2018.

31, 2020 was $16,767 as compared with $26,116 for the year ended December 31, 2019, as a result of the purchase of intangible assets

for 2019 and 2018.

Cash flows provided by financing activities during the year ended

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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-K

Item 5. Market for Registrant’s Common Equity