Item 1. Financial Statements
Item
1. Financial Statements (Unaudited)
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Balance Sheets
June 30,
2024
March 31,
(UNAUDITED)
2024
ASSETS
Current Assets
Cash and cash
equivalents
$ 185,259
$ 329,860
Prepaid
expenses and other assets
5,520
9,075
Total Current Assets
190,779
338,935
Total Current Assets
$ 190,779
$ 338,935
LIABILITIES AND
STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable
$ 452,604
$ 447,862
Accrued expenses
377,987
433,201
Current portion of notes
payable
-
300,000
Current portion of notes
payable, related parties
50,000
50,000
Current portion of notes
payable
50,000
50,000
Stock
repurchase payable
400,000
400,000
Total Current Liabilities
1,280,591
1,631,063
Long-Term Liabilities
Accrued expenses
1,516,484
1,357,739
Notes payable
300,000
-
Notes payable, related
parties, net of current portion, net of debt discount
3,290,058
3,290,058
Notes payable, net of current portion, net of debt discount
3,290,058
3,290,058
-
-
Total Long-Term Liabilities
5,106,542
4,647,797
Total Liabilities
6,387,133
6,278,860
Stockholders’ Deficit
Preferred stock, authorized 10,000,000 shares,
par value $ 0.001 ; - 0 - shares issued and outstanding
-
-
Common stock, authorized
500,000,000 shares, par value $ 0.001 ; 42,438,441 shares issued and outstanding as of June, 30 2024; and 42,258,441 shares issued
and outstanding as of March, 31 2024
42,439
42,259
Additional paid-in capital
31,094,502
30,914,682
Accumulated
deficit
( 37,333,295 )
( 36,896,866 )
Total Stockholders’
Deficit
( 6,196,354 )
( 5,939,925 )
Total Liabilities and
Stockholders’ Deficit
$ 190,779
$ 338,935
The
accompanying notes are an integral part of these condensed consolidated financial statements.
3
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Statements of Operations
(UNAUDITED)
2024
2023
Three
Months Ended June 30,
2024
2023
Income from Investments
$ -
$ -
General
and Administrative Expenses
193,107
131,299
Loss
from Operations
( 193,107 )
( 131,299 )
Other Income (Expense)
Loss on extinguishment
of debt
-
( 398,920 )
Gain on settlement of liabilities
-
290,000
Interest expense
( 88,322 )
( 97,973 )
Financing
expense
( 155,000 )
-
Total
Other Income (Expense)
( 243,322 )
( 206,893 )
Loss Before Income Taxes
( 436,429 )
( 338,192 )
Income
Tax Provision (Benefit)
-
-
Net
Loss
$ ( 436,429 )
$ ( 338,192 )
Loss
per share - basic and diluted
$ ( 0.01 )
$ ( 0.01 )
Weighted average shares
outstanding - basic and diluted
42,282,245
41,408,441
The
accompanying notes are an integral part of these condensed consolidated financial statements.
4
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Statements of Stockholders’ Deficit
For
the Three Months Ended June 30, 2024 and 2023
(UNAUDITED)
Additional
Total
Common
Stock
Paid-In
Accumulated
Stockholders’
Shares
Amount
Capital
Deficit
Deficit
Balance, March 31, 2023
41,408,441
$ 41,409
$ 28,986,558
$ ( 35,061,875 )
$ ( 6,033,908 )
Warrants issued in connection with debt issuances
-
-
73,712
-
73,712
Warrants issued in connection to extinguishment
of debt
-
-
398,920
-
398,920
Net loss
-
-
-
( 338,192 )
( 338,192 )
Balance, June 30, 2023
41,408,441
$ 41,409
$ 29,459,190
$ ( 35,400,067 )
$ ( 5,899,468 )
Additional
Total
Common
Stock
Paid-In
Accumulated
Stockholders’
Shares
Amount
Capital
Deficit
Deficit
Balance, March 31, 2024
42,258,441
$ 42,259
$ 30,914,682
$ ( 36,896,866 )
$ ( 5,939,925 )
Balance
42,258,441
$ 42,259
$ 30,914,682
$ ( 36,896,866 )
$ ( 5,939,925 )
Common stock and warrants issued for cash
180,000
180
179,820
-
180,000
Net loss
-
-
-
( 436,429 )
( 436,429 )
Balance, June 30, 2024
42,438,441
$ 42,439
$ 31,094,502
$ ( 37,333,295 )
$ ( 6,196,354 )
Balance
42,438,441
42,439
31,094,502
( 37,333,295 )
( 6,196,354 )
The
accompanying notes are an integral part of these condensed consolidated financial statements.
5
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Statements of Cash Flows
(UNAUDITED)
2024
2023
Three
Months Ended June 30,
2024
2023
Operating Activities
Net Loss
$ ( 436,429 )
$ ( 338,192 )
Adjustments to reconcile
net loss to net cash used in operating activities:
Loss on extinguishment
of debt
-
398,920
Gain on settlement of liabilities
-
( 290,000 )
Amortization of debt discount
-
15,765
Changes in operating assets
and liabilities
Prepaid expenses and other
assets
3,555
3,555
Accounts payable
4,742
1,339
Accrued
expenses
103,531
102,181
Net
Cash used in Operating Activities
( 324,601 )
( 106,432 )
Financing Activities
Proceeds from issuance
of common stock and warrants
180,000
-
Proceeds
from issuance of notes payable, related party
-
111,950
Net
Cash provided by Financing Activities
180,000
111,950
Net Change in Cash and Cash
Equivalents
( 144,601 )
5,518
Cash
and Cash Equivalents at Beginning of Period
329,860
553
Cash
and Cash Equivalents at End of Period
$ 185,259
$ 6,071
Supplemental disclosure
of cash flow information:
Cash paid for interest
$ -
$ -
Cash paid for income taxes
$ -
$ -
Non Cash Financing &
Investing Activities, and Other Disclosures
Issued warrants as debt
issuance costs
$ -
$ 73,712
The
accompanying notes are an integral part of these condensed consolidated financial statements.
6
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
June
30, 2024
(1)
BASIS OF PRESENTATION, ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of Presentation
The
accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting
principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”)
regarding interim financial reporting and reflect the financial position, results of operations and cash flows of the Company. Certain
information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or
omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in
conjunction with the audited financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for
the fiscal year ended March 31, 2024, which was filed with the SEC on July 1, 2024. The results from operations for the three-month period
ended June 30, 2024, are not necessarily indicative of the results that may be expected for the fiscal year ended March 31, 2025. 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 June 30, 2024 and for all periods presented herein have
been made.
The
preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported
amounts and the disclosure of contingent amounts in the Company’s financial statements and the accompanying notes. Actual results
could materially differ from those estimates.
Organization
and Nature of Operations
Sundance
Strategies, Inc. (formerly known as Java Express, Inc.) was organized under the laws of the State of Nevada on December 14, 2001, and
engaged in the retail selling of beverage products to the general public until these endeavors ceased in 2006; it had no material business
operations from 2006, until its acquisition of ANEW LIFE, INC. (“ANEW LIFE”), a subsidiary of Sundance Strategies, Inc. (“Sundance
Strategies”, “the Company”, “we” or “our”).
Our
historical business model has focused on purchasing or acquiring life insurance policies and residual interests in or financial products
tied to life insurance policies, including notes, drafts, acceptances, open accounts receivable and other obligations representing part
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.”
During
the latter part of the fiscal year ended March 31, 2021, the Company 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. As a
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.
7
The
Company has developed an additional business offering 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 analytics to establish the makeup of the rated instrument, including but
not limited to, life settlement assets (life insurance policies) and managed cash, and implements a process of selective assembly of
the underlying assets and cash management that will meet the policy 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.
Significant
Accounting Policies
There
have been no changes to the significant accounting policies of the Company from the information provided in Note 2 of the Notes to Consolidated
Financial Statements in the Company’s most recent Form 10-K, except as discussed below.
Basic
and Diluted Net Income (Loss) Per Common Share
Basic
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 months ended June 30, 2024, or 2023, because to do so would be anti-dilutive.
Potentially dilutive securities outstanding as of June 30, 2024, and 2023, are comprised of warrants convertible into 13,403,573 and
10,170,544 shares of common stock, respectively.
New
Accounting Pronouncements
Not
Yet Adopted
The
Company has reviewed all recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on
its results of operations, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements
will have a significant effect on its financial statements.
(2)
LIQUIDITY REQUIREMENTS
Since
the Company’s inception on January 31, 2013, its operations have been primarily financed through sales of equity, debt financing
from related parties, and the issuance of notes payable and convertible debentures. As of June 30, 2024, the Company had $ 185,259 of
cash assets, compared to $ 329,860 as of March 31, 2024. As of June 30, 2024, the Company had access to draw an additional $ 4,265,942
on the notes payable, related party (see Note 5) and $ 3,000,000 on the Convertible Debenture Agreement (See Note 6). For the three months
ended June 30, 2024, the Company’s average monthly operating expenses were approximately $ 67,000 , which includes salaries of the
Company’s employee, consulting agreements and contract labor, general and administrative expenses, and legal and accounting expenses.
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 $ 155,000 and $ 0 were incurred during the three months ended June 30, 2024, and 2023, respectively. As
management continues to explore additional financing alternatives, beginning July 1, 2024, the Company is expected to spend up to an
additional $ 300,000 on these efforts. Outstanding Accounts Payable as of June 30, 2024, totaled $ 452,604 . 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 August
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.
8
The
accompanying financial statements have been prepared on a going concern basis under which the Company is expected to be able to realize
its assets and satisfy its liabilities in the normal course of business.
(3)
FAIR VALUE MEASUREMENTS
As
defined by ASC Topic 820, “Fair Value Measurements and Disclosures” (“ASC 820”), fair value is the price that
would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement
date. ASC 820 also requires the consideration of differing levels of inputs in the determination of fair values.
Those
levels of input are summarized as follows:
●
Level
1: Quoted prices in active markets for identical assets and liabilities.
●
Level
2: Observable inputs other than Level 1 quoted prices, such as quoted prices for similar instruments in active markets, quoted prices
for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant
assumptions are observable in the market.
●
Level
3: Unobservable inputs that are supported by little or no market activity. Level 3 assets and liabilities include financial instruments
whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques as well as instruments
for which the determination of fair value requires significant management judgment or estimation.
The
level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest level input that
is significant to the fair value measurement in its entirety.
The
Company did not have any transfers of assets and liabilities between Levels 1, 2 and 3 of the fair value measurement hierarchy during
the three months ended June 30, 2024, and 2023.
The
Company issues warrants from time to time (see Note 7), which fair value is calculated using Level 3 inputs.
Other
Financial Instruments
The
Company’s recorded values of cash and cash equivalents, prepaid expenses and other assets, accounts payable and accrued liabilities
approximate their fair values based on their short-term nature. The recorded values of the notes payable and convertible debenture approximate
the fair values as the interest rate approximates market interest rates.
(4)
NOTES PAYABLE
On
April 6, 2021, the Company borrowed $ 300,000 under an unsecured promissory note with Satco International, Ltd. This promissory note bears
interest at a rate of 8 % annually and was due April 6, 2023. In conjunction with this note, the Company issued warrants for 1,000,000
shares of common stock, exercisable at $ 1.00 per share and expiring in 3 years from the date of the promissory note, which are now expired.
Since the original note date, the unsecured promissory note with Satco International, Ltd. 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. Subsequent to quarter end, this unsecured promissory note was extended to have a due date of August 31, 2025. 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 6 ). As of June 30, 2024, accrued
interest on the note totaled $ 77,655 .
(5)
NOTES PAYABLE, RELATED PARTY
As
of June 30, 2024, and March 31, 2024, the Company had borrowed $ 3,340,058 , excluding accrued interest, from related parties. Short-term
accrued interest associated with the Notes Payable, Related Parties and Promissory Notes, Related Parties, of $ 13,172 and $ 11,925 is
recorded on the balance sheet as an Accrued Expense obligation at June 30, 2024, and March 31, 2024, respectively. Long-term accrued
interest associated with the Notes Payable, Related Parties, and Promissory Notes, Related Parties, of $ 1,516,484 and $ 1,357,738 is recorded
on the balance sheet as an Accrued Expense obligation at June 30, 2024, and March 31, 2024, respectively.
Related
Party Promissory Notes
As
of both June 30, 2024, and March 31, 2024 ,
the Company owed $ 826,000 , exclusive of accrued interest, under the unsecured promissory
notes from Mr. Dickman. The promissory notes bear interest at a rate of 8 % annually. On January 26, 2024, as per the provision outlined
in Note 7 , 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 three months ended June 30, 2024 ,
the Company neither borrowed any additional funds under this agreement nor made any principal repayments. As of June 30, 2024 ,
accrued interest on the notes totaled $ 428,516 .
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 3,196,332 as of June 30, 2024 (See Note 7 for further details on these
warrants).
9
On
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 June 30, 2024 , accrued interest on the note totaled $ 13,172 .
Subsequent to quarter end, the company fully repaid the principal and interest due on this note, totaling $ 63,200 .
Related
Party Note Payable and Line of Credit Agreements
As
of June 30, 2024, and March 31, 2024, the Company owed $ 1,304,550 , 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 June 30, 2024 , the agreement allowed for borrowings of up to $ 4,600,000 . The note
payable has a due date of the principal and interest on the note of November 30, 2025, 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. During the three months
ended June 30, 2024, the Company did not borrow and made no repayments of principal on this
agreement. As of June 30, 2024 , accrued interest on this note totaled $ 427,754 . The total
number of warrants issued to the related party lender was 4,418,225 as of June 30, 2024 (see Note 7 for further details on these warrants).
As
of June 30, 2024, and March 31, 2024, the Company owed $ 1,159,508 , exclusive of accrued interest, 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. The agreement allows for
borrowings of up to $ 2,130,000 . The note payable has a due date of the principal and interest on the note of November 30, 2025, 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 ended June 30, 2024, the Company
did not borrow and made no repayments of principal on this agreement. As of June 30, 2024, accrued interest on this agreement totaled
$ 582,558 . The total number of warrants issued to the related party lender was 3,229,016
as of June 30, 2024 (see Note 7 for further details on these warrants).
As
of June 30, 2024, there was no unamortized debt discount on related party notes payable.
(6)
CONVERTIBLE DEBENTURE AGREEMENT
The
Company has entered into an 8 % convertible debenture agreement with Satco International, Ltd., that allows for borrowings of up to $ 3,000,000 .
The holder originally had the option to convert the outstanding principal and accrued interest to unregistered, restricted common stock
of the Company on June 2, 2016. Per the agreement, the number of shares issuable at conversion shall be determined by the quotient obtained
by dividing the outstanding principal and accrued and unpaid interest by 90% of the 90-day average closing price of the Company’s
common stock from the date the notice of conversion is received; and the price at which the Debenture may be converted will be no lower
than $ 1.00 per share . The original maturity date was June 2, 2016 , but was later extended, through a series of extensions, to November
30, 2024 . As of June 30, 2024, and March 31, 2024, 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 June 30, 2024, and March 31, 2024.
(7)
STOCKHOLDERS’ EQUITY
Common
Stock
Effective
December 6, 2018, three existing stockholders have contributed to the Company a portion of their common shares held at a repurchase
price to the Company of $ 0.05
per share. The Company has cancelled the acquired shares, which decreased the common shares outstanding. The total number of common shares
canceled/retired was 8,000,000 ,
of which 6,000,000
shares were owned by a related party to the Company. The total liability related to the repurchase of these shares is $ 400,000 ,
with repayment to the related party stockholders contingent on a major financing event. $ 300,000
of the $ 400,000
liability is due to a related party.
On
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
agreements from an investor, for 200,000 shares of common stock in conjunction with a purchase of 400,000 warrants to purchase shares
of common stock. The proceeds from this transaction were $ 400,000 . 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 .
Between
June 18, 2024, and June 21, 2024, the Company received subscription agreements from six separate investors, for 180,000 shares of common
stock in conjunction with a purchase of 360,000 warrants to purchase shares of common stock. The proceeds from these transactions were
$ 180,000 .
10
Warrants
to Purchase Common Stock
The
Company’s related party lenders consist of: Kraig Higginson, the Chairman of the Board of Directors and a stockholder, Radiant
Life, LLC, and Mr. Dickman, a board member and stockholder. These holders of the related party unsecured promissory notes hold agreements
that provide each related party with common stock warrants upon the lender’s extension of a maturity due date or upon the loaning
of additional monies. The number of warrants issued for an extension is based on the following formula: 10,000 warrants per month the
due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension
(rounded to the nearest whole warrant) . Upon the loaning of additional monies, the lender will also require 2 warrants for each dollar
loaned. All warrants issued under these terms vested immediately upon issuance, have an exercise price approximately equivalent to the
fair value of the Company’s common stock on the date of grant, and expire 5 years from the date of issuance.
During
the three months ended June 30, 2024, the Company issued no new warrants to the Chairman of the Board of Directors, Radiant Life, LLC
or Mr. Dickman in conjunction with an extension of the maturity dates during the period per the terms outlined above.
Between
June 18, 2024 and June 21, 2024, the Company issued 360,000
warrants to equity investors, which vested immediately and expire 5 years from the date of issuance, in conjunction with a purchase of 180,000
shares of the Company’s common stock. The exercise price of these warrants was $ 0.35 .
During
the three months ended June 30, 2024, 1,000,000 warrants that had been previously issued expired. These warrants had an exercise price
of $ 1.00 and were issued in 2021 in association with the unsecured promissory note agreement that the Company has in place with Satco
International.
SCHEDULE
OF WARRANT OUTSTANDING
Number
of Warrants
Weighted
Average Exercise Price ($)
Outstanding at March 31, 2024
14,043,573
0.75
Granted to investors for cash
360,000
0.35
Expired
( 1,000,000 )
1.00
Outstanding at June 30, 2024
13,403,573
0.72
Exercisable at June 30, 2024
13,403,573
0.72
The
following table summarizes the warrants issued and outstanding as of June 30, 2024:
SCHEDULE
OF WARRANTS ISSUED AND OUTSTANDING
Exercise
Price ($)
Warrants
Outstanding
Warrants
Exercisable
Weighted
Average Remaining Contractual Life (Years)
Proceeds
to Company if Exercised
0.05
3,708,754
3,708,754
0.95
$ 185,439
0.35
2,060,000
2,060,000
4.38
721,000
0.41
2,035,029
2,035,029
4.58
834,362
1.05
5,049,790
5,049,790
3.24
5,302,280
2.00
50,000
50,000
2.09
100,000
5.00
500,000
500,000
2.57
2,500,000
13,403,573
13,403,573
$ 9,643,081
The
shares of common stock issuable upon exercise of the warrants are not registered with the Securities and Exchange Commission and the
holders of the warrants do not have registration rights with respect to the warrants or the underlying shares of common stock.
(8)
SUBSEQUENT EVENTS
Between
July 2, 2024, and July 10, 2024, the Company issued an additional 625,000 shares of stock and 1,250,000 warrants to two separate investors for cash of $ 625,000 .
On
July 5, 2024, the Company paid $ 200,000 towards lines of credit with Radiant Life, LLC. This $ 200,000 paid the principal balance on the
unsecured promissory note and the accrued interest, with all other funds being applied to accrued interest associated with the note payable
and lines of credit with Radiant Life, LLC (see Note 5). The unsecured promissory note with Radiant Life, LLC was then closed. Immediately
after the payment was applied, the Company owed $ 1,159,508 in principal and $ 447,548 in interest is association with notes payable and
lines of credit with Radiant Life, LLC.
On
July 19, 2024, the Company negotiated with Satco International, Ltd. to extend the due date of the unsecured promissory note. The due
date was extended to August 31, 2025, with all other aspects of the unsecured promissory note remaining as disclosed in Note 4.
11
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.