What changed in this filing

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Item 1. Financial Statements

2024-02-14 compared with 2023-11-14 · 199 added, 188 removed, 290 unchanged (57% of the section changed)

8 unchanged sentences

Total Current Assets

LIABILITIES AND STOCKHOLDERS’ DEFICIT

AND STOCKHOLDERS’ DEFICIT

Current Liabilities

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Preferred stock, authorized

shares, par value $ 0.001 ;

- 0 - shares issued and outstanding

Common stock, authorized 500,000,000 shares,

10,000,000 shares,

par value $ 0.001 ;

41,608,441 shares issued and outstanding as of September 30, 2023;

and 41,408,441 shares issued and oustanding as of March 31, 2023

- 0 - shares issued and outstanding

Common stock, authorized 500,000,000

shares, par value $ 0.001 ;

42,258,441 shares issued and outstanding as of December 31, 2023;

and 41,408,441 shares issued and oustanding

as of March 31, 2023

Additional paid-in capital

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Income from Investments

Administrative Expenses

Loss from Operations

and Administrative Expenses

from Operations

Other Income (Expense)

2 unchanged sentences

Interest expense

Financing expense

Total Other Income (Expense)

Other Income (Expense)

Loss Before Income Taxes

Income Tax Provision (Benefit)

( 1,224,388 )

Tax Provision (Benefit)

$ ( 363,063 )

1 unchanged sentence

$ ( 902,239 )

Loss per share - basic

Weighted average shares outstanding - basic

$ ( 1,224,388 )

per share - basic and diluted

Weighted average shares

outstanding - basic and diluted

accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

Consolidated Statements of Stockholders’ Deficit

the Six Months Ended September 30, 2023 and 2022

the Nine Months Ended December 31, 2023 and 2022

Stockholders’

8 unchanged sentences

( 5,579,404 )

Warrants issued in connection with debt issuances

Warrants issued in connection to extinguishment

Balance, December 31, 2022

$ ( 33,474,282 )

$ ( 5,661,397 )

Stockholders’

7 unchanged sentences

( 5,899,468 )

Beginning balance

( 35,400,067 )

( 5,899,468 )

Common stock and warrants issued for cash

3 unchanged sentences

$ ( 5,859,467 )

Ending balance

Beginning balance, value

$ ( 35,601,051 )

$ ( 5,859,467 )

Common stock and warrants issued for cash

Balance, December 31, 2023

$ ( 35,964,114 )

$ ( 5,572,530 )

Ending balance, value

$ ( 35,964,114 )

$ ( 5,572,530 )

accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

Consolidated Statements of Cash Flows

Months Ended September 30,

Months Ended December 31,

Operating Activities

15 unchanged sentences

from issuance of notes payable, related party

Repayment of notes payable, related party

Cash provided by Financing Activities

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the fiscal year ended March 31, 2023, which was filed with the SEC on June 29, 2023.

The results from operations for the three- and six-month

period ended September 30, 2023, are not necessarily indicative of the results that may be expected for the fiscal year ended March 31,

The results from operations for the three- and nine-month

period ended December 31, 2023, are not necessarily indicative of the results that may be expected for the fiscal year ended March 31,

In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the

financial position, results of operations, stockholders’ equity, and cash flows at September 30, 2023 and for all periods presented

financial position, results of operations, stockholders’ equity, and cash flows at December 31, 2023 and for all periods presented

herein have been made.

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

requires 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 the Company successfully reaching certain milestones.

Further, the agreement requires the

Company 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

share) contingent upon the Consultant and the Company 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 the Company will be an advisor.

As of November 14, 2023, none of

the milestones related to the potential issuance of equity have been met.

does not expect any of these milestones to be met in the next 12 months.

requires 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

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

agreement requires the Company 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 the Company successfully reaching certain milestones.

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 the Company will be an advisor.

As of February 14, 2024, none of the milestones related to the potential issuance of equity

have been met.

Management does not expect any of these milestones to be met in the next 12 months.

Accounting Policies

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and Diluted Net Income (Loss) Per Common Share

net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the periods

presented using the treasury stock method.

Diluted net loss per common share is computed by including common shares that may be issued

subject to existing rights with dilutive potential, when applicable.

Potential dilutive common stock equivalents are primarily comprised

of potential dilutive shares resulting from convertible debt agreements and common stock warrants.

Potentially dilutive shares resulting

from convertible debt agreements are evaluated using the if-converted method.

Potentially dilutive securities are not included in the

calculation of diluted net loss per share for the three and six months ended September 30, 2023, or 2022, because to do so would be anti-dilutive.

Potentially dilutive securities outstanding as of September 30, 2023, and 2022, are comprised of warrants convertible into 10,708,544

and 7,250,241 shares of common stock, respectively.

net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the

periods presented using the treasury stock method.

Diluted net loss per common share is computed by including common shares that may

be issued subject to existing rights with dilutive potential, when applicable.

Potential dilutive common stock equivalents are

primarily comprised of potential dilutive shares resulting from convertible debt agreements and common stock warrants.

dilutive shares resulting from convertible debt agreements are evaluated using the if-converted method.

Potentially dilutive

securities are not included in the calculation of diluted net loss per share for the three and nine months ended December 31, 2023,

or 2022, because to do so would be anti-dilutive.

Potentially dilutive securities outstanding as of December 31, 2023, and 2022, are

comprised of warrants convertible into 12,008,544

and 7,250,241

shares of common stock, respectively.

Accounting Pronouncements

6 unchanged sentences

from related parties and the issuance of notes payable and convertible debentures.

As of September 30, 2023, the Company had $ 184,992

As of December 31, 2023, the Company had $ 556,240

of cash assets, compared to $ 553 as of March 31, 2023.

As of September 30, 2023, the Company had access to draw an additional $ 4,230,942

As of December 31, 2023, the Company had access to draw an additional $ 4,265,942

on the notes payable, related party (see Note 6) and $ 3,000,000 on the Convertible Debenture Agreement (See Note 7).

For the six months

ended September 30, 2023, the Company’s average monthly operating expenses were approximately $ 41,000 , which includes salaries

of the Company’s employee, consulting agreements and contract labor, general and administrative expenses and legal and accounting

For the nine months

ended December 31, 2023, the Company’s average monthly operating expenses were approximately $ 49,000 , which includes salaries of

the Company’s employee, consulting agreements and contract labor, general and administrative expenses and legal and accounting

In addition to the monthly operating expenses, the Company continues to pursue other debt and equity financing opportunities,

and as a result, financing expenses of $ 0 and $ 27,000 were incurred during the six months ended September 30, 2023, and 2022, respectively.

As management continues to explore additional financing alternatives, beginning October 1, 2023, the Company is expected to spend up

and as a result, financing expenses of $ 105,000 and $ 40,500 were incurred during the nine months ended December 31, 2023, and 2022, respectively.

As management continues to explore additional financing alternatives, beginning January 1, 2024, the Company is expected to spend up

to an additional $ 300,000 on these efforts.

Outstanding Accounts Payable as of September 30, 2023, totaled $ 463,050 .

Management has concluded that its existing capital resources and availability under its existing convertible debentures and debt agreements

with related parties will be sufficient to fund its operating working capital requirements for at least the next 12 months from the issuance

of these financial statements, or through November 2024.

Related parties have given assurance that their continued support, by way of

either extensions of due dates, or increases in lines-of-credit, can be relied on.

As mentioned above, the Company also continues to

evaluate other debt and equity financing opportunities.

recent outbreak of COVID-19 originated in Wuhan, China, in December 2019 and has since spread to multiple countries, including the United

States and several European countries.

On March 11, 2020, the World Health Organization declared the outbreak a pandemic.

pandemic is affecting the United States and global economies and may affect the Company’s operations and those of third parties

on which the Company relies.

While the potential economic impact brought by, and the duration of, the COVID-19 pandemic is difficult

to assess or predict, the impact of the COVID-19 pandemic on the global financial markets may reduce the Company’s ability to access

capital, which could negatively impact the Company’s short-term and long-term liquidity.

The ultimate impact of the COVID-19 pandemic

is highly uncertain and subject to change.

The Company does not yet know the full extent of potential delays or impacts on its business,

financing or other activities or on healthcare systems or the global economy as a whole.

However, these effects could have a material

impact on the Company’s liquidity, capital resources, operations and business and those of the third parties on which we rely.

Outstanding Accounts Payable as of December 31, 2023, totaled $ 463,066 .

Management has concluded

that its existing capital resources and availability under its existing debt agreements with related parties will be sufficient to fund

its operating working capital requirements for at least the next 12 months from the issuance of these financial statements, or through

February 2025.

Related parties have given assurance that their continued support, by way of either extensions of due dates, or increases

in lines-of-credit, can be relied on.

As mentioned above, the Company also continues to evaluate other debt and equity financing opportunities.

accompanying financial statements have been prepared on a going concern basis under which the Company is expected to be able to realize

16 unchanged sentences

Company did not have any transfers of assets and liabilities between Levels 1, 2 and 3 of the fair value measurement hierarchy during

the six months ended September 30, 2023, and 2022.

the nine months ended December 31, 2023, and 2022.

Company issues warrants from time to time (see Note 4), which fair value is calculated using Level 3 inputs.

Financial Instruments

13 unchanged sentences

$ 300,000 of the $ 400,000 liability is to a related party.

15, 2023, the Company issued a private placement memorandum offering to raise up to $ 1,500,000 through the issuance of restricted shares

of the Company’s common stock (par value $ 0.001 ) to qualified investors.

August 15, 2023, the Company issued a private placement memorandum offering to raise up to $ 1,500,000 through the issuance of restricted

shares of the Company’s common stock (par value $ 0.001 ) to qualified investors.

On September 20, 2023, the Company received subscription

2 unchanged sentences

The proceeds from this transaction were $ 400,000 .

Subscription agreements from additional investors were received subsequent

to September 30, 2023 (see note 8).

On October 4, 2023, the Company received subscription agreements from

three separate investors, for 650,000 shares of common stock in conjunction with a purchase of 1,300,000 warrants to purchase shares

of common stock.

The proceeds from this transaction were $ 650,000 .

to Purchase Common Stock

13 unchanged sentences

fair value of the Company’s common stock on the date of grant, and expire 5 years from the date of issuance.

the six months ended September 30, 2023, the Company issued 281,900

warrants to the Chairman of the Board of Directors in conjunction with monies borrowed during the period per the terms outlined

the nine months ended December 31, 2023, the Company issued 281,900 warrants to the Chairman of the Board of Directors in conjunction

with monies borrowed during the period per the terms outlined above.

The exercise price of these warrants was $ 1.05 .

The value of the warrants on the date of grant, as calculated by the Black-Scholes-Merton valuation model was $ 208,545 .

The inputs used in this calculation included a fair value of the underlying common stock of $ 1.049

per share, a risk-free between 3.36 %

volatility between 86.04 %

and a dividend rate of 0 %.

the six months ended September 30, 2023, the Company issued 281,900 warrants to Radiant Life, LLC in conjunction with monies borrowed

The value of the

warrants on the date of grant, as calculated by the Black-Scholes-Merton valuation model was $ 258,354 .

The inputs used in this calculation

included a fair value of the underlying common stock of $ 1.049 per share, a risk-free between 3.36 % and 4.19 %, volatility between 86.04 %

and 89.11 % and a dividend rate of 0 %.

the nine months ended December 31, 2023, the Company issued 80,000 warrants to Radiant Life, LLC in conjunction with monies borrowed

during the period per the terms outlined above.

5 unchanged sentences

a dividend rate of 0 %.

On June 5, 2023, the

Company issued 543,000 warrants to Mr.

Dickman in conjunction with an extension of the maturity dates during the period per the terms

outlined above.

The exercise price of these warrants was $ 1.05 .

The value of the warrants on the date of grant, as calculated by the Black-Scholes-Merton

valuation model was $ 398,920 .

The inputs used in this calculation included a fair value of the underlying common stock of $ 1.049 per share,

a risk-free rate of 3.82 %, volatility of 89.07 % and a dividend rate of 0 %.

On September 20, 2023, the

Company issued 400,000 warrants to an equity investor, which vested immediately, in conjunction with a purchase of 200,000 shares of the

Company’s common stock.

June 5, 2023, the Company issued 543,000 warrants to Mr.

Dickman in conjunction with an extension

of the maturity dates during the period per the terms outlined above.

The exercise price of these warrants was $ 1.05 .

The value of the

warrants on the date of grant, as calculated by the Black-Scholes-Merton valuation model was $ 523,451 .

The inputs used in this calculation

included a fair value of the underlying common stock of $ 1.049 per share, a risk-free rate of 3.82 %, volatility of 89.07 % and a dividend

September 20, 2023 and October 4, 2023, the Company issued 1,700,000 warrants to equity investors,

which vested immediately, in conjunction with a purchase of 850,000 shares of the Company’s common stock.

The exercise price of

these warrants was $ 0.35 .

SCHEDULE OF WARRANT OUTSTANDING

3 unchanged sentences

Granted to investors

Outstanding at September 30, 2023

Exercisable at September 30, 2023

following table summarizes the warrants issued and outstanding as of September 30, 2023:

Outstanding at December 31, 2023

Exercisable at December 31, 2023

following table summarizes the warrants issued and outstanding as of December 31, 2023:

SCHEDULE OF WARRANTS ISSUED AND OUTSTANDING

Average Remaining Contractual

to Company if Exercised

shares of common stock issuable upon exercise of the warrants are not registered with the Securities and Exchange Commission and the

9 unchanged sentences

has been amended through a series of amendments to extend the due date from

April 6, 2023 to August 31, 2024 ,

or at the immediate time when alternative financing or other proceeds are received .

These extensions have no bearing on the warrants that were issued in conjunction with the original promissory note.

This note is separate

from the 8 % convertible debenture agreement that the Company has in place with Satco International, Ltd.

April 6, 2023 to August 31, 2024, or at the immediate time when alternative financing or other proceeds are received.

These extensions

have no bearing on the warrants that were issued in conjunction with the original promissory note.

This note is separate from the 8 %

convertible debenture agreement that the Company has in place with Satco International, Ltd.

(see note 7).

As of September

30, 2023, accrued interest on the note totaled $ 59,638 .

As of December 31, 2023, accrued

interest on the note totaled $ 65,688 .

NOTES PAYABLE, RELATED PARTY

of September 30, 2023, and March 31, 2023, the Company had borrowed $ 3,375,058 and $ 3,194,108 respectively, excluding accrued interest,

of December 31, 2023, and March 31, 2023, the Company had borrowed $ 3,340,058 and $ 3,194,108 respectively, excluding accrued interest,

from related parties.

Short-term accrued interest associated with the Notes Payable, Related Parties and Promissory Notes, Related Parties,

of $ 365,914 and $ 364,908 is recorded on the balance sheet as an Accrued Expense obligation at September 30, 2023, and March 31, 2023,

of $ 10,702 and $ 364,908 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2023, and March 31, 2023,

respectively.

Long-term accrued interest associated with the Notes Payable, Related Parties, and Promissory Notes, Related Parties, of

$ 840,770 and $ 857,684 is recorded on the balance sheet as an Accrued Expense obligation at September 30, 2023, and March

31, 2023, respectively.

$ 1,277,613 and $ 857,684 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2023, and March 31, 2023, respectively.

Party Promissory Notes

of both September 30, 2023, and March 31, 2023 ,

the Company owed $ 826,000

under the unsecured promissory notes from Mr.

The promissory notes bear interest at a rate of 8 %

On June 5, 2023, the notes were amended to have a due date of August 31, 2024, or at

the immediate time when alternative financing or other proceeds are received.

As per the provision outlined in Note 4, and in

conjunction with the extension of the due date of the promissory notes on June 5, 2023, the Company agreed to provide Mr.

with warrants for 543,000 shares of common stock (see Note 4).

During the year ended March 31, 2023 ,

the Company neither borrowed any additional funds under this agreement nor made any principal repayments.

As of September 30,

2023 , accrued interest on the notes totaled $ 356,423 .

In the event the Company completes a successful equity raise all principal and interest on the notes are due in full at that

The total number of warrants issued to the related party lender was 2,633,332

as of September 30, 2023 (See Note 4 for further details on these warrants).

of both December 31, 2023, and March 31, 2023 ,

the Company owed $ 826,000 under the unsecured promissory notes from Mr.

The promissory notes bear interest at a rate of 8 % annually.

On June 5, 2023, the notes were amended to have a due date of August 31, 2024, or at the immediate time when alternative financing or

other proceeds are received.

As per the provision outlined in Note 4, and in conjunction with the extension of the due date of the promissory

notes on June 5, 2023, the Company agreed to provide Mr.

Dickman with warrants for 543,000 shares of common stock (see Note 4).

to quarter end, as per the provision outlined in Note 4, Mr.

Dickman agreed to extend the unsecured promissory note to November 30, 2025.

The Company agreed to provide Mr.

Dickman with warrants to purchase 563,000 shares of common stock (see Note 8).

During the nine months

ended December 31, 2023 , the Company neither borrowed any additional funds under this agreement

nor made any principal repayments.

As of December 31, 2023 , accrued interest on the notes

totaled $ 380,027 .

In the event the Company

completes a successful equity raise all principal and interest on the notes are due in full at that time.

The total number of warrants

issued to the related party lender was 2,633,332 as of December 31, 2023 (See Note 4 for further details on these warrants).

July 29, 2021, the Company entered into an unsecured promissory note agreement with Radiant Life, LLC.

This agreement was in conjunction

with the Company borrowing $ 50,000 of Notes Payable, Related Party, and is not part of the existing note payable and lines of credit

agreement the Company has with Radiant Life, LLC.

The promissory note bears interest at a rate of 8 % annually and was amended on June

12, 2023, to be due on July 29, 2024 .

As of September 30, 2023 , accrued interest on the note totaled $ 9,490 .

with the Company borrowing $ 50,000

of Notes Payable, Related

Party, and is not part of the existing note payable and lines of credit agreement the Company has with Radiant Life, LLC.

The promissory

note bears interest at a rate of 8 %

annually and was amended on June 12, 2023, to be due on July 29, 2024 .

As of December 31, 2023, accrued interest on the note totaled

Party Note Payable and Line of Credit Agreements

of September 30, 2023, and March 31, 2023, the Company owed $ 1,339,550 and

$ 1,198,600 ,

respectively, exclusive of accrued interest, under the note payable and line of credit agreement with Kraig T.

Higginson, Chairman

of the Board of Directors and a stockholder.

As of September 30, 2023 , the agreement

allowed for borrowings of up to $ 4,600,000 .

During the six months ended September 30, 2023, the Company borrowed $ 140,950 in

principal and made no repayments

of principal on this agreement.

The note payable and line of credit agreement incurs interest at 7.5 %

As of September 30, 2023 , accrued interest on this note totaled $ 354,270 .

As per the provision outlined in Note 4, and in conjunction with the $ 140,950 borrowed

during the six months ended September 30, 2023, the Company also agreed to provide the Chairman of the Board of Directors and a

stockholder, with warrants for 281,900 shares

of common stock, vested immediately upon issuance, having an exercise price of $ 1.05 per

share, and a 5 -year

exercise window from the dates of issuance.

During the six months ended September 30, 2023,

the company amortized $ 23,878 of

debt discount, leaving a remaining debt discount balance of $ 67,079 in

association with these warrants.

The total number

of warrants issued to the related party lender was 3,645,950 as

of September 30, 2023 (see Note 4 for further details on these warrants).

of September 30, 2023, and March 31, 2023, the Company owed $ 1,159,508 and $ 1,119,508 , respectively, in principle under the note payable

of December 31, 2023, and March 31, 2023, the Company owed $ 1,304,550 and $ 1,198,600 , respectively,

exclusive of accrued interest, under the note payable and line of credit agreement with Kraig T.

Higginson, Chairman of the Board of

Directors and a stockholder.

As of December 31, 2023 , the agreement allowed for borrowings

of up to $ 4,600,000 .

During the nine months ended December 31, 2023, the Company borrowed

$ 140,950 in principal and made repayments on principal of $ 35,000 on this agreement.

The note payable and line of credit agreement incurs

interest at 7.5 % per annum.

As of December 31, 2023 , accrued interest on this note totaled

As per the provision outlined in Note 4, and in conjunction with the $ 140,950 borrowed during the nine months ended December

31, 2023, the Company also agreed to provide the Chairman of the Board of Directors and a stockholder, with warrants for 281,900 shares

of common stock, vested immediately upon issuance, having an exercise price of $ 1.05 per share, and a 5 -year exercise window from the

dates of issuance.

Subsequent to quarter end, as per the provision outlined in Note 4, the Chairman

of the Board of Directors agreed to extend the note payable and line of credit to November 30, 2025.

The Company agreed to provide the

Chairman of the Board of Directors with warrants to purchase 772,275 shares of common stock (see Note 8).

During the nine months ended

December 31, 2023, the company amortized $ 37,226 of debt discount, leaving a remaining debt discount balance of $ 53,731 in association

with these warrants.

The total number of warrants issued to the related party lender was 3,645,950 as of December 31, 2023 (see

Note 4 for further details on these warrants).

of December 31, 2023, and March 31, 2023, the Company owed $ 1,159,508 and $ 1,119,508 , respectively, in principle under the note payable

and lines of credit agreement with Radiant Life, LLC, an entity partially owned by the Chairman of the Board of Directors.

1 unchanged sentence

allows for borrowings of up to $ 2,130,000 .

The note payable has a due date of the principal and interest on the note to November 30,

The note payable has a due date of the principal and interest on the note of November 30,

2024, or at the immediate time when alternative financing or other proceeds are received.

The note payable and line of credit

agreement incurs interest at 7.5 % per annum and is collateralized by the Company’s NIBS, if any.

During the three months and six

ended September 30, 2023, the Company borrowed $ 40,000 , and made no repayments of principal on this agreement.

As of September 30, 2023,

accrued interest on this agreement totaled $ 487,197 .

As per the provision outlined in Note 4, and in conjunction with the $ 40,000 borrowed

during the six months ended September 30, 2023, the Company also agreed to provide Radiant Life, LLC, with warrants for 80,000 shares

of common stock, vested immediately upon issuance, having an exercise price of $ 1.05 per share, and a 5 -year exercise window from the

date’s issuance.

During the six months ended September 30, 2023, the company amortized $ 14,426

of debt discount, leaving a remaining debt discount balance of $ 45,959 in association with existing warrants.

The total number

of warrants issued to the related party lender was 2,529,262 as of September 30, 2023 (see

Note 4 for further details on these warrants).

of September 30, 2023, the unamortized debt discount on related party notes payable is $ 113,038 .

The note payable and line of credit agreement

incurs interest at 7.5 % per annum and is collateralized by the Company’s NIBS, if any.

During nine-months ended December 31, 2023,

the Company borrowed $ 40,000 , and made no repayments of principal on this agreement.

As of December 31, 2023, accrued interest on this

agreement totaled $ 518,619 .

As per the provision outlined in Note 4, and in conjunction with the $ 40,000 borrowed during the nine months

ended December 31, 2023, the Company also agreed to provide Radiant Life, LLC, with warrants for 80,000 shares of common stock, vested

immediately upon issuance, having an exercise price of $ 1.05 per share, and a 5 -year exercise window from the date’s issuance.

Subsequent to quarter end, as per the provision outlined in Note 4, the Radiant Life, LLC agreed

to extend the note payable and lines of credit to November 30, 2025.

The Company agreed to provide Radiant Life, LLC with warrants to

purchase 699,754 shares of common stock (see Note 8).

During the nine months ended December 31, 2023, the company amortized $ 23,618 of

debt discount, leaving a remaining debt discount balance of $ 36,767 in association with existing warrants.

The total number of

warrants issued to the related party lender was 2,529,262 as of December 31, 2023 (see Note

4 for further details on these warrants).

of December 31, 2023, the unamortized debt discount on related party notes payable is $ 90,498 .

CONVERTIBLE DEBENTURE AGREEMENT

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The original maturity date was June 2, 2016 , but was later extended, through a series of extensions, to November

As of September 30, 2023, and March 31, 2023, the Company owed $ 0 under the agreement, excluding accrued interest.

As of December 31, 2023, and March 31, 2023, the Company owed $ 0 under the agreement, excluding accrued interest.

The associated

interest of $ 124,225 is recorded on the balance sheet as an Accrued Expense obligation at September 30, 2023, and March 31, 2023.

interest of $ 124,225 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2023, and March 31, 2023.

SUBSEQUENT EVENTS

October 4, 2023, the Company issued an additional 650,000 shares of common stock and 1,300,000 warrants to equity investors.

to quarter end, the Company negotiated with the Chairman of the Board of Directors, Radiant Life, LLC, and Mr.

Dickman to extend the

due date of the notes payable, lines of credit, and an unsecured promissory note to November

In conjunction with these note extensions,

the Company issued 772,275 ,

warrants to the Chairman of the Board of Directors,

Radiant Life, LLC, and Mr.

Dickman, respectively (see Note 4).

The exercise price of these warrants

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-Q

Item 1. Financial Statements