Item 2. Unregistered Sales of Equity Securities
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
These securities were issued pursuant to
Section 4(2) of the Securities Act and/or Rule 506 and/or Regulation S promulgated thereunder. The investor represented the intention
to acquire the securities for investment only and not with a view towards distribution. The investor was given adequate information about
us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent
to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.
Item 3.
Defaults upon Senior Securities
On June 30, 2019, the Company renegotiated accrued salaries and
interest and outstanding convertible notes for a former employee. Under the terms of the agreements, all outstanding notes totaling $224,064,
accrued interest of $119,278, accrued salaries of $7,260 and accrued vacation of $1,473 were converted to a promissory note convertible
into common stock with a warrant feature. The convertible promissory note is unsecured, due five years from issuance, and bears an interest
rate of 10%. At the noteholder’s option until the repayment date, the note may be converted to shares of the Company’s common
stock at a fixed price of $0.20 per share along with warrants to purchase one share for every two shares issued at the exercise price
of $0.30 per share for three years after the conversion date. As of June 30, 2026, the note in the amount of $352,075 and accrued interest
of $242,390 has not been paid and is in default.
On February 7, 2025, the Company issued a
$10,000 promissory note payable. The promissory note is unsecured, due one year from issuance, and bears an interest rate of 10%. As of
June 30, 2026, the note in the amount $10,000 to has not been paid and is in default.
Item 4.
Mine Safety Disclosures
Not applicable.
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