What changed in this filing

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Item 1. Business

2022-06-29 compared with 2021-06-29 · 66 added, 96 removed, 139 unchanged (54% of the section changed)

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On March 29, 2013, the Company, its newly formed and wholly-owned subsidiary, Anew Acquisition

Corp., a Utah corporation (“Merger Sub”), and ANEW LIFE, INC., a Utah corporation (“ANEW LIFE”), executed and

delivered an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which Merger Sub merged with and into ANEW

Corp., a Utah corporation (“Merger Sub”), and ANEW LIFE, INC., a Utah corporation (“ANEW LIFE”), executed and

delivered an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which Merger Sub merged with and into ANEW

LIFE, ANEW LIFE was the surviving company under the merger and became a wholly-owned subsidiary of the Company on the closing of the

merger (the “Merger”).

On April 17, 2013, the Company filed a Certificate of Amendment with the Secretary of State of the

State of Nevada to change its name from “Java Express, Inc.”

to “Sundance Strategies, Inc.”

Sundance Strategies,

State of Nevada to change its name from “Java Express, Inc.” to “Sundance Strategies, Inc.” Sundance Strategies,

is referred to as the Company, us or we.

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or all of the sales price of insurance, life settlements and related insurance contracts being traded in the secondary marketplace, often

referred to as the “life settlements market.”

currently do not hold life settlement or life insurance policies but, rather, previously held a contractual right to receive the net

insurance benefits, or “NIBs”, from a portfolio of life insurance policies held by a third party (“the Owners”

or “the Holders”).

insurance benefits, or “NIBs”, from a portfolio of life insurance policies held by a third party (“the Owners”

or “the Holders”).

These NIBs represented an indirect, residual ownership interest in a portfolio of individual life insurance

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are generally sold by an entity that holds the underlying life settlement or life insurance policies, either directly or indirectly through

a subsidiary, such an entity being referred to herein as a “Holder.”

A Holder, either directly or through a wholly owned

a subsidiary, such an entity being referred to herein as a “Holder.” A Holder, either directly or through a wholly owned

subsidiary, purchases life insurance policies either from the insured or on the secondary market and aggregates them into a portfolio

At the time of purchase, the Holder also (i) contracts with a service provider to manage the servicing of the policies until

maturity, (ii) consider purchasing mortality re-insurance (“MRI”) coverage under which payments will be made to the Holder

in the event the insurance policies do not mature according to actuarial life expectancies, and (iii) arranges financing to cover the

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remaining insurance proceeds to us.

the latter part of the fiscal year ended March 31, 2021, the Company began developing an additional business offering, providing professional

the latter part of the fiscal year ended March 31, 2021, we began developing an additional business offering, providing professional

services to specialty structured finance groups, bond issuers and life settlement aggregators.

The Company has now assembled an experienced

team from the life settlement marketplace, as well as from other areas such as financial services and public financial markets.

professional services provider, the Company applies industry best practices to advise on the selection of specific portfolios of life

insurance policies that are tailored to meet the needs of its clients.

The Company’s clients may include bond issuers, bond investors,

or other structured finance product issuers.

The Company develops strategies and methodologies which include the acquisition of life

insurance portfolios, then uses common structured finance techniques and proprietary analytics to structure bonds for issuances, including

principal protected bonds.

The Company’s goal is to deliver long-term value and profitability to shareholders by growing the Company’s

professional services business and asset base, resulting in the ability to pay dividends to its shareholders.

recently the Company began working closely with bond placement agents and aggregators to establish various aspects of a proprietary,

investment grade bond offering.

In this arrangement, the Company participates as the sole originator in the role of structuring and advising

on the structure of the proprietary bond instrument.

Included in the role of structuring financial assets, the Company uses proprietary

We have assembled an experienced team

from the life settlement marketplace, as well as from other areas such as financial services and public financial markets.

As a professional

services provider, we apply industry best practices to advise on the selection of specific portfolios of life insurance policies that

are tailored to meet the needs of its clients.

Our clients may include bond issuers, bond investors, or other structured finance product

We develop strategies and methodologies which include the acquisition of life insurance portfolios, then use common structured

finance techniques and proprietary analytics to structure bonds for issuances, including principal protected bonds.

Our goal is to deliver

long-term value and profitability to shareholders by growing our professional services business and asset base, resulting in the ability

to pay dividends to its shareholders.

the latter part of the year ended March 31, 2021, we began working closely with bond placement agents and aggregators to establish various

aspects of a proprietary, investment grade bond offering.

In this arrangement, we participate as the sole originator in the role of structuring

and advising on the structure of the proprietary bond instrument.

Included in the role of structuring financial assets, we use proprietary

analytics to establish the makeup of the rated instrument, including but not limited to, life settlement assets (life insurance policies)

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requirements and analytics.

The Company provides current and ongoing resources for all analytics, as well as advisement support for the

investment and non-investment grade ratings for the managed asset pool and the managed cash accounts.

In its advisory role, the Company

is reimbursed for all expenses associated with the structuring and preparation of any bond offering, will receive an advisory payment

upon the closing of any bond offering, and then will hold residual rights on the balance of assets once the bond is retired.

to March 31, 2021, the Company and US Capital Global Securities LLC, an affiliate of US Capital Global, entered into an arrangement wherein

the Company is the lead advisor and lead originator of tailored life insurance portfolios to be used in a life insurance-linked bond

offering (“bond offering”) of between $250 million to $500 million.

US Capital Global Securities LLC is the lead placement

agent and is marketing the bond offering on behalf of the issuer on a best efforts basis to qualified investors.

The Company has worked

with Egan Jones rating agency to obtain a minimum of BBB plus to an A minus rating on the bond offering.

This initial rating is based

upon a sample portfolio of life settlement assets similar to those expected to be utilized in the bond offering.

Once a percentage of

the bond offering is in escrow, then the actual life settlement portfolios will be purchased and held until the bond offering closes.

Once the final group of assets are assembled, then a final rating will be obtained.

The Company has engaged a licensed asset manager,

whose projected returns will be approved by the rating agency.

Important for the success of the bond is the treatment of the various

cash accounts that will support the bond.

The two primary accounts will be the Investment account and the Cash Reserve account.

accounts will represent approximately 40% of the total cash raised from the bond offering.

The Investment and Cash Reserve accounts are

projected to produce sufficient annual returns to support the cost associated to maintain the bonds.

A nationally recognized trust manager

has been engaged to ensure that all the workings of the bond are handled properly and timely.

An actuarial company has also been engaged

to provide the modeling needed for the rating agency, asset manager and bond issuer.

For services provided, the Company will receive

a fee upon the closing on the bond offering and will also hold a residual monetary right to cash flows from the life settlement assets

once the bond is retired.

We provide current and ongoing resources for all analytics, as well as advisement support for the investment

and non-investment grade ratings for the managed asset pool and the managed cash accounts.

In our advisory role, we are reimbursed for

all expenses associated with the structuring and preparation of any bond offering, will receive an advisory payment upon the closing

of any bond offering, and then will hold residual rights on the balance of assets once the bond is retired.

January 1, 2022, we entered into a marketing and consulting agreement with Tradability, LLC (“Consultant”) that requires

us to make an initial $100,000 payment and up to an additional $400,000 in the future (which will be financed by the Consultant via a

promissory note).

The $400,000 obligation is contingent upon the Consultant and us successfully reaching certain milestones.

the agreement requires us to issue between 1,000,000 and 10,000,000 stock options (which are exercisable into our common stock at prices

between $1.00 to $2.50 per share) contingent upon the Consultant and us successfully reaching certain milestones.

The milestones primarily

relate to the Consultant finalizing the tokenization of 500 million non-fungible tokens (“NFTs”) and the successful placement

of NFTs with proceeds of between $100 million and $500 million.

The proceeds will be used to purchase Life Settlements for which we will

be an advisor.

As of the issuance of these financial statements, none of the milestones related to the potential issuance of equity have been met.

Settlements Market

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In particular, policy holders 65 years of age and older and their

families are faced with a variety of challenges as they seek to address their post-retirement financial needs and selling one’s

life insurance policy may provide a unique and valuable financial solution to such challenges.

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life insurance was settled and growth has continued to decline since that time.

According to a 2015 study prepared

by the insurance research group Conning & Co., investors purchased $1.7 billion worth of U.S.

life insurance face value in 2014,

bringing its estimate of the total face value of life settlements held at year end to just over $32 billion.

Looking ahead, however,

Conning & Co.

projected steady growth in the amount of face value available for life settlements, though it may take years to re-attract

capital to pre-2009 levels to meet that supply.

Regardless, we believe that the supply of policies has the potential to increase over

time due to the aging population and increased awareness of the life settlement market as an alternative to allowing a policy to lapse

for little or no value.

A report from the AAP Life Settlement Market Update indicated that internal rates of return for life settlement

transactions conducted in 2013 were in the high-teens.

Participants in the secondary life settlement market have included major insurance

companies which have purchased available pools of policies for their own investment, portfolio aggregators, private equity funds, and

independent third-party investors.

Participants in the secondary life

settlement market have included major insurance companies which have purchased available pools of policies for their own investment,

portfolio aggregators, private equity funds, and independent third-party investors.

Predictability

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If a Holder is not able to adequately predict future cash flows and does not continually have enough cash to make

a policy portfolio’s premium payments, the policies in the portfolio may lapse and we may lose our right to receive the proceeds

from the settlement of the policies at maturity.

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uncertainty of maturity of life insurance policies, financing for their purchase and servicing has historically been difficult to secure.

The lender (the “Holders’

Lender”) has provided financing to the Holders to finance the purchase of the insurance policies.

The lender (the “Holders’ Lender”) has provided financing to the Holders to finance the purchase of the insurance policies.

We believe there are few lenders within this market.

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are eventually received.

This enables the Holder to receive a smoother cash flow from a pool of policies over time and avoid “lumpiness”

in the cash flows that would otherwise be more pronounced in the absence of the MRI coverage.

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of the coverage and, depending on the specific terms of the MRI policy, possibly an additional premium amount at a predetermined time

during the effective coverage period (the “Commitment Fee”), which is typically 1% of the cumulative death benefits of the

covered policies.

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less volatility, are more liquid and should achieve higher values for purposes of financing and secondary market sales.

a policy portfolio’s premium payments gives a Holder additional cash needed to satisfy the premium obligations of its portfolio.

In addition, obtaining MRI increases the probability that the Holder will receive future cash flows in the event the underlying insureds

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the purchase of policies and portfolios include:

insured is 75 years old or older;

NIBs relate to U.S.

the insured is 75 years

old or older;

all NIBs relate to U.S.

Universal Life Insurance policies;

underlying insurance policies have qualified for financing that will cover at least four years of premiums;

policy must first be reviewed by the legal due diligence team of the lender providing financing for the acquisition and servicing

of the life insurance policies, second by the MRI company’s due diligence team and then finally approved by our due diligence

policies must qualify for MRI;

projected proceeds payable on each life insurance policy upon the death of the underlying insured are projected to exceed the costs

to service the life insurance policies, amounts due to creditors secured by such life insurance policy, such as the Holders’

Lender or the MRI provider, other costs and fees incurred by the Holder and the percentage of the remaining insurance benefit retained

by the Holder

all underlying insurance

policies have qualified for financing that will cover at least four years of premiums;

each policy must first

be reviewed by the legal due diligence team of the lender providing financing for the acquisition and servicing of the life insurance

policies, second by the MRI company’s due diligence team and then finally approved by our due diligence processes;

all policies must qualify

the projected proceeds

payable on each life insurance policy upon the death of the underlying insured are projected to exceed the costs to service the life

insurance policies, amounts due to creditors secured by such life insurance policy, such as the Holders’ Lender or the MRI

provider, other costs and fees incurred by the Holder and the percentage of the remaining insurance benefit retained by the Holder

encounter significant competition in the life settlements industry generally from numerous companies, including hedge funds, investment

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These factors could adversely affect our profitability by reducing our return on investment or increasing our risk.

March 31, 2021, we had two full-time employees:

March 31, 2022, we had one full-time employee:

Pearson, our President.

Fuller, Esq., our general legal counsel.

website address is www.sundancestrategies.com.

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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 1. Business