UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
10-Q
☒
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the Quarterly Period Ended December 31, 2024
☐
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the Transition Period From ___________ to ___________
Commission
File Number 000-50547
SUNDANCE
STRATEGIES, INC.
(Exact
name of registrant as specified in its charter)
Nevada
88-0515333
(State
or other jurisdiction
of
incorporation or organization)
(I.R.S.
Employer
Identification
No.)
4626
North 300 West , Suite No. 365 , Provo , Utah
84604
(Address
of principal executive offices)
(Zip
Code)
(801)
717-3935
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to section 12(b) of the Exchange Act:
None
Securities
registered pursuant to Section 12(g) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, $0.001 par value
SUND
OTCQB
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2)
has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files.) Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting
company. See the definitions of “ large accelerated filer ,” “ accelerated filer ” “ smaller
reporting company ” and “ emerging growth company ” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐
Accelerated
filer ☐
Non-accelerated
filer ☒
Smaller
reporting company ☒
Emerging
Growth Company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) Yes ☐ No ☒
As
of February 13, 2025, the registrant had 43,063,441 shares of common stock, par value $ 0.001 , issued and outstanding.
SUNDANCE
STRATEGIES, INC.
FORM
10-Q
TABLE
OF CONTENTS
Page
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
3
Condensed Consolidated Balance Sheets as of December 31, 2024 (Unaudited) and March 31, 2024
3
Condensed Consolidated Statements of Operations for the three- and nine-months ended December 31, 2024, and 2023 (Unaudited)
4
Condensed Consolidated Statements of Stockholders’ Deficit for the nine months ended December 31, 2024, and 2023 (Unaudited)
5
Condensed Consolidated Statements of Cash Flows for the nine months ended December 31, 2024, and 2023 (Unaudited)
6
Notes to Condensed Consolidated Financial Statements December 31, 2024 (Unaudited)
7
Item 2. Management’s Discussion and Analysis of Financial Condition And Results of Operations
13
Item 3. Quantitative and Qualitative Disclosure about Market Risk
16
Item 4. Controls and Procedures
16
PART II — OTHER INFORMATION
Item 1. Legal Proceedings
17
Item 1A. Risk Factors
17
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
17
Item 3. Defaults upon Senior Securities
17
Item 4. Mine Safety Disclosures
17
Item 5. Other Information
17
Item 6. Exhibits
18
Signatures
20
2
PART
I — FINANCIAL INFORMATION
Item
1. Financial Statements (Unaudited)
SUNDANCE STRATEGIES, INC. AND SUBSIDIARY
Condensed Consolidated Balance Sheets
December 31,
March 31,
2024
2024
(UNAUDITED)
ASSETS
Current Assets
Cash and cash equivalents
$ 259,620
$ 329,860
Prepaid expenses and other assets
13,650
9,075
Total Current Assets
273,270
338,935
Total Assets
$ 273,270
$ 338,935
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable
$ 437,360
$ 447,862
Accrued expenses
1,345,301
433,201
Current portion of notes payable
300,000
300,000
Current portion of notes payable, related parties
1,985,508
50,000
Current portion of notes payable
1,985,508
50,000
Stock repurchase payable
400,000
400,000
Total Current Liabilities
4,468,169
1,631,063
Long-Term Liabilities
Accrued expenses
601,301
1,357,739
Notes payable, related parties, net of current portion
1,304,550
3,290,058
Notes payable, related parties, net of current portion
1,304,550
3,290,058
-
Total Long-Term Liabilities
1,905,851
4,647,797
Total Liabilities
6,374,020
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 ; 43,063,441 shares
issued and outstanding as of December, 31 2024; and 42,258,441 shares issued and oustanding as of March, 31 2024
43,064
42,259
Additional paid-in capital
31,718,877
30,914,682
Accumulated deficit
( 37,862,691 )
( 36,896,866 )
Total Stockholders’ Deficit
( 6,100,750 )
( 5,939,925 )
Total Liabilities and Stockholders’ Deficit
$ 273,270
$ 338,935
The
accompanying notes are an integral part of these condensed consolidated financial statements.
3
SUNDANCE STRATEGIES, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Operations
(UNAUDITED)
2024
2023
2024
2023
Three Months Ended December 31,
Nine Months Ended December 31,
2024
2023
2024
2023
Income from Investments
$ -
$ -
$ -
$ -
General and Administrative Expenses
143,513
147,842
503,457
371,839
Loss from Operations
( 143,513 )
( 147,842 )
( 503,457 )
( 371,839 )
Other Income (Expense)
Loss on extinguishment of debt
-
-
-
( 398,920 )
Gain on settlement of liabilities
-
-
-
290,000
Interest expense
( 87,480 )
( 110,221 )
( 262,368 )
( 316,480 )
Financing expense
( 30,000 )
( 105,000 )
( 200,000 )
( 105,000 )
Total Other Income (Expense)
( 117,480 )
( 215,221 )
( 462,368 )
( 530,400 )
Loss Before Income Taxes
( 260,993 )
( 363,063 )
( 965,825 )
( 902,239 )
Income Tax Provision (Benefit)
-
-
-
-
Net Loss
$ ( 260,993 )
$ ( 363,063 )
$ ( 965,825 )
$ ( 902,239 )
Loss per share:
Loss per share - basic and diluted
$ ( 0.01 )
$ ( 0.01 )
$ ( 0.02 )
$ ( 0.03 )
Weighted average shares outstanding - basic and diluted
43,063,441
42,237,245
42,702,932
41,693,714
The
accompanying notes are an integral part of these condensed consolidated financial statements.
4
SUNDANCE STRATEGIES, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Stockholders’ Deficit
For the Nine Months Ended December 31, 2024 and 2023
(UNAUDITED)
Shares
Amount
Capital
Deficit
Deficit
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 )
Common stock and warrants issued for cash
200,000
200
199,800
-
200,000
Warrants issued in connection with debt issuances
-
-
40,985
-
40,985
Net loss
-
-
-
( 200,984 )
( 200,984 )
Balance, September 30, 2023
41,608,441
$ 41,609
$ 29,699,975
$ ( 35,601,051 )
$ ( 5,859,467 )
Common stock and warrants issued for cash
650,000
650
649,350
-
650,000
Net loss
-
-
-
( 363,063 )
( 363,063 )
Balance, December 31, 2023
42,258,441
$ 42,259
$ 30,349,325
$ ( 35,964,114 )
$ ( 5,572,530 )
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 )
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 )
Common stock and warrants issued for cash
625,000
625
624,375
-
625,000
Net loss
-
-
-
( 268,403 )
( 268,403 )
Balance, September 30, 2024
43,063,441
$ 43,064
$ 31,718,877
$ ( 37,601,698 )
$ ( 5,839,757 )
Balance
43,063,441
$ 43,064
$ 31,718,877
$ ( 37,601,698 )
$ ( 5,839,757 )
Net loss
-
-
-
( 260,993 )
( 260,993 )
Balance, December 31, 2024
43,063,441
$ 43,064
$ 31,718,877
$ ( 37,862,691 )
$ ( 6,100,750 )
Balance
43,063,441
$ 43,064
$ 31,718,877
$ ( 37,862,691 )
$ ( 6,100,750 )
The
accompanying notes are an integral part of these condensed consolidated financial statements.
5
SUNDANCE STRATEGIES, INC. AND SUBSIDIARY
Condensed Consolidated Statements of Cash Flows
(UNAUDITED)
2024
2023
Nine Months Ended December 31,
2024
2023
Operating Activities
Net Loss
$ ( 965,825 )
$ ( 902,239 )
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
-
60,844
Prepaid expenses and other assets
( 4,575 )
( 4,335 )
Accounts payable
( 10,502 )
16
Accrued expenses
155,662
296,531
Net Cash used in Operating Activities
( 825,240 )
( 440,263 )
Financing Activities
Proceeds from issuance of common stock and warrants
805,000
850,000
Proceeds from issuance of notes payable, related party
-
180,950
Repayment of notes payable, related party
( 50,000 )
( 35,000 )
Net Cash provided by Financing Activities
755,000
995,950
Net Change in Cash and Cash Equivalents
( 70,240 )
555,687
Cash and Cash Equivalents at Beginning of Period
329,860
553
Cash and Cash Equivalents at End of Period
$ 259,620
$ 556,240
Supplemental disclosure of cash flow information:
Cash paid for interest
$ 150,000
$ -
Cash paid for income taxes
$ -
$ -
Non Cash Financing & Investing Activities, and Other Disclosures
Issued warrants as debt issuance costs
$ -
$ 114,697
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)
December
31, 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- and nine-month
period ended December 31, 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 December 31, 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- and nine-months ended December 31, 2024, or 2023, because to do so would be
anti-dilutive. Potentially dilutive securities outstanding as of December 31, 2024, and 2023, are comprised of warrants convertible into
14,203,573 and 12,008,544 shares of common stock, respectively.
New
Accounting Pronouncements
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 December 31, 2024, the Company had $ 259,620
of cash assets, compared to $ 329,860 as of March 31, 2024. As of December 31, 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 nine months
ended December 31, 2024, the Company’s average monthly operating expenses were approximately $ 56,000 , 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 $ 200,000 and $ 105,000 were incurred during the nine months ended December 31, 2024, and 2023, respectively.
As management continues to explore additional financing alternatives, beginning January 1, 2025, the Company is expected to spend up
to an additional $ 300,000 on these efforts. Outstanding Accounts Payable as of December 31, 2024, totaled $ 437,360 . 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 2026. 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.
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.
8
(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 nine months ended December 31, 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, 2025 (see note 8), 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 6). As of December 31, 2024, accrued interest on the note totaled
$ 89,753 .
9
(5)
NOTES PAYABLE, RELATED PARTY
As
of December 31, 2024, and March 31, 2024, the Company had borrowed $ 3,290,058 , and $ 3,340,058 , respectively, excluding accrued interest,
from related parties. Short-term accrued interest associated with the Notes Payable, Related Parties and Promissory Notes, Related Parties,
of $ 986,871 and $ 11,925 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2024, and March 31, 2024, respectively.
Long-term accrued interest associated with the Notes Payable, Related Parties, and Promissory Notes, Related Parties, of $ 477,077 and
$ 1,357,738 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2024, and March 31, 2024, respectively.
Related
Party Promissory Notes
As
of both December 31, 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 nine months ended December 31, 2024, the Company neither
borrowed any additional funds under this agreement nor made any principal repayments. As of December 31, 2024, accrued interest on the
notes totaled $ 479,120 . 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 December 31, 2024 (See Note
7 for further details on these warrants).
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 bore interest at a rate of 8 % annually. After a series of amendments,
on July 2, 2024, 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 December 31, 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 December 31, 2024, the agreement
allowed for borrowings of up to $ 4,600,000 . After an extension on the due date of this note payable subsequent to quarter end (see note
8) the note payable has a due date of the principal and interest on the note of November 30, 2026, 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
nine months ended December 31, 2024, the Company did not borrow and made no repayments of principal on this agreement. As of December
31, 2024, accrued interest on this note totaled $ 477,077 . The total number of warrants issued to the related party lender was 4,418,225
as of December 31, 2024 (see Note 7 for further details on these warrants).
As
of December 31, 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 nine months ended December 31, 2024,
the Company did not borrow and made no repayments of principal on this agreement. As of December 31, 2024, accrued interest on this agreement
totaled $ 507,751 . The total number of warrants issued to the related party lender was 3,229,016 as of December 31, 2024 (see Note 7 for
further details on these warrants).
As
of December 31, 2024, there was no unamortized debt discount on related party notes payable.
10
(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 August
31, 2026 . As of December 31, 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 December 31, 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 July 10, 2024, the Company received subscription agreements from seven separate investors, for 805,000 shares of common
stock in conjunction with a purchase of 1,610,000 warrants to purchase shares of common stock. The proceeds from these transactions were
$ 805,000 .
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 nine months ended December 31, 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 (see note 8).
Between
June 18, 2024, and July 10, 2024, the Company issued 1,610,000 warrants to equity investors, which vested immediately and expire 5 years
from the date of issuance, in conjunction with a purchase of 805,000 shares of the Company’s common stock. The exercise price of
these warrants was $ 0.35 .
11
During
the nine months ended December 31, 2024, 1,450,000 warrants that had been previously issued expired. Of these warrants, 1,000,000 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, and 450,000 had an exercise price of $ 0.05 and were issued in 2019 in association with the extension
of notes payable to Mr. Dickman.
SCHEDULE OF WARRANT OUTSTANDING
Number of Warrants
Weighted Average Exercise Price ($)
Outstanding at March 31, 2024
14,043,573
0.75
Granted to investors for cash
1,610,000
0.35
Expired
( 1,450,000 )
0.71
Outstanding at December 31, 2024
14,203,573
0.71
Exercisable at December 31, 2024
14,203,573
0.71
The
following table summarizes the warrants issued and outstanding as of December 31, 2024:
SCHEDULE OF WARRANTS ISSUED AND OUTSTANDING
Exercise Price ($)
Warrants Outstanding
Warrants Exercisable
Weighted Average Remaining Contractual
Life (Years)
Proceeds to Company if Exercised
0.05
3,258,754
3,258,754
0.53
$ 162,939
0.35
3,310,000
3,310,000
4.12
1,158,500
0.41
2,035,029
2,035,029
4.08
1,467,627
1.05
5,049,790
5,049,790
2.73
5,302,280
2.00
50,000
50,000
1.59
100,000
5.00
500,000
500,000
2.07
2,500,000
14,203,573
14,203,573
$ 10,691,346
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
On
January 3, 2025, the Company agreed to amend the 8 % convertible debenture agreement with Satco International, Ltd. (see Note 4) to extend
the due date and conversion rights from November 30, 2024 to August 31, 2026 .
Between
January 7, 2025, and February 3, 2025, 1,252,000 warrants that had been previously issued expired. Of these warrants, 500,000 were issued
in 2020 in association with the extension of notes payable to the Chairman of the Board of Directors and had an exercise price of $ 0.05
and 752,000 were issued in 2020 in association with monies borrowed on notes payable to Mr. Dickman and had an exercise price of $ 0.05 .
On
January 26, 2025, the Company negotiated with the Chairman of the Board of Directors to extend the due date of the notes payable and
line of credit to November 30, 2026 . In conjunction with this note extension the Company issued 1,544,550 warrants to the Chairman
of the Board of Directors (see Note 4). The exercise price of these warrants was $ 0.41 .
12
Item
2. Management’s Discussions and Analysis of Financial Condition and Results of Operations.
Forward-looking
Statements
This
quarterly report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are based on management’s
beliefs and assumptions and on information currently available to management. For this purpose, any statement contained in this report
that is not a statement of historical fact may be deemed to be forward-looking, including, but not limited to, statements relating to
our future actions, intentions, plans, strategies, objectives, results of operations, cash flows and the adequacy of or need to seek
additional capital resources and liquidity. Without limiting the foregoing, words such as “ may ”, “ should ”,
“ expect ”, “ project ”, “ plan ”, “ anticipate ”, “ believe ”,
“ estimate ”, “ intend ”, “ budget ”, “ forecast ”, “ predict ”,
“ potential ”, “ continue ”, “ should ”, “ could ”, “ will ”
or comparable terminology or the negative of such terms are intended to identify forward-looking statements, however, the absence of
these words does not necessarily mean that a statement is not forward-looking. These statements by their nature involve known and unknown
risks and uncertainties and other factors that may cause actual results and outcomes to differ materially depending on a variety of factors,
many of which are not within our control. Such factors include, but are not limited to, economic conditions generally and in the industry
in which we and our customers participate; competition within our industry; legislative requirements or changes which could render our
products or services less competitive or obsolete; our failure to successfully develop new products and/or services or to anticipate
current or prospective customers’ needs; price increases; employee limitations; or delays, reductions, or cancellations of contracts
we have previously entered into; sufficiency of working capital, capital resources and liquidity and other factors detailed herein and
in our other filings with the United States Securities and Exchange Commission (the “SEC” or “Commission”). Should
one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially
from those indicated.
Forward-looking
statements are predictions and not guarantees of future performance or events. Forward-looking statements are based on current industry,
financial and economic information which we have assessed but which by its nature is dynamic and subject to rapid and possibly abrupt
changes. Our actual results could differ materially from those stated or implied by such forward-looking statements due to risks and
uncertainties associated with our business. Although we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Moreover, neither we nor any other person
assumes responsibility for the accuracy and completeness of these forward-looking statements and we hereby qualify all our forward-looking
statements by these cautionary statements.
These
forward-looking statements speak only as of their dates and should not be unduly relied upon. We undertake no obligation to amend this
report or revise publicly these forward-looking statements (other than pursuant to reporting obligations imposed on registrants pursuant
to the Exchange Act) to reflect subsequent events or circumstances, whether as the result of new information, future events or otherwise.
The
following discussion should be read in conjunction with our financial statements and the related notes contained elsewhere in this report
and in our other filings with the Commission.
Overview
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.”
We
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”). These NIBs represented an indirect, residual ownership interest in a portfolio of individual life insurance
policies, and they allowed us to receive a portion of the settlement proceeds from such policies, after expenses related to the acquisition,
financing, insuring and servicing of the policies underlying our NIBs have been paid.
13
NIBs
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
subsidiary, purchases life insurance policies either from the insured or on the secondary market and aggregates them into a portfolio
of policies. 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
initial purchase of the insurance policies, the servicing of the life insurance policies until maturity and the payment of the MRI premiums.
The financing obtained by the Holder for a portfolio of life settlement or life insurance policies is secured by the insurance policies
for which the financing was obtained. After a Holder purchases policies, aggregates them into a portfolio and arranges for the servicing,
MRI coverage and financing, the Holder contracts to sell NIBs related to the policies, which gives the holder of the NIBs the right to
receive the proceeds from the settlement of the insurance policies after all of the expenses related to such policies have been paid.
When an insurance policy underlying our NIBs comes to maturity, the insurance proceeds are first used to pay expenses associated with
such policy. Once all of the expenses have been paid, the Holder will retain a small percentage of the proceeds and then will pay the
remaining insurance proceeds to us.
During
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. 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
issuers. We develop 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. 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
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, 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)
and managed cash, and implement a process of selective assembly of the underlying assets and cash management that will meet the policy
requirements and analytics. 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.
Results
of Operations
Three-Months
Ended December 31, 2024, Compared with Three-Months Ended December 31, 2023
Interest
Income
Due
to the Company not holding NIBs, no interest income was recorded for the three months ended December 31, 2024, or 2023.
General
& Administrative Expenses
General
and administrative expenses totaled $143,513, and $147,842 during the three months ended December 31, 2024, and 2023, respectively. A
significant portion of these expenses were professional fees and payroll costs.
14
Other
Income and Expenses
During
the three months ended December 31, 2024, and 2023, interest expense accrued in the amount of $87,480 and $110,221, respectively. The
decrease in interest expense was a result of no amortized debt discounts recognized during the three months ended December 31, 2024,
and reduction in principal balance.
During
the three months ended December 31, 2024, and 2023, other expenses related to pursuing potential financing alternatives were $30,000,
and $105,000, respectively. These expenses are related to additional consultant fees in pursuit of bonds.
Income
Taxes
During
the three months ended December 31, 2024, and 2023, the Company recorded net loss before income taxes of $290,993, and $363,063, respectively,
and had no income tax expense or benefit as a result of a full valuation allowance on the net deferred tax asset.
Nine
Months Ended December 31, 2024, Compared with Nine Months Ended December 31, 2023
Interest
Income
Due
to the Company not holding NIBs, no interest income was recorded for the nine months ended June 30, 2024, or 2023.
General
& Administrative Expenses
General
and administrative expenses totaled $503,457, and $371,839 during the nine months ended December 31, 2024, and 2023, respectively. A
significant portion of these expenses were professional fees and payroll costs. The increase in general and administrative expenses is
a result of increased professional fees.
Other
Income and Expenses
During
the nine months ended December 31, 2023, we recognized $398,920, as a loss on extinguishment of debt in conjunction with related party
debt.
During
the nine months ended December 31, 2023, we negotiated a settlement to reduce our outstanding accounts payable to one of our vendors
by $290,000. This gain was recorded as a gain on settlement of liabilities.
During
the nine months ended December 31, 2024, and 2023, interest expense accrued in the amount of $262,368 and $316,480, respectively. The
decrease in interest expense was a result of no amortized debt discounts recognized during the nine months ended December 31, 2024, and
reduction in principal balance.
During
the nine months ended December 31, 2024, and 2023, other expenses related to pursuing potential financing alternatives were $200,000,
and $105,000, respectively. These expenses are related to additional consultant fees in pursuit of bonds.
Income
Taxes
During
the nine months ended December 31, 2024, and 2023, the Company recorded net loss before income taxes of $965,825, and $902,239, respectively,
and had no income tax expense or benefit as a result of a full valuation allowance on the net deferred tax asset.
15
Liquidity
and Capital Resources
Since
our inception our operations have been primarily financed through sales of equity instruments, debt financing, lines of credit and notes
payable from related parties and the issuance of convertible debentures. As of December 31, 2024, we had $259,620 of cash, compared to
$329,860 as of March 31, 2024. As of December 31, 2024, the Company had access to draw an additional $4,265,942 on the notes payable,
related party and $3,000,000 on the Convertible Debenture Agreement. Our monthly expenses are anticipated to be approximately $56,000,
which includes salaries of our employee, policy servicing expenses, consulting agreements and contract labor, general and administrative
expenses, estimated legal and accounting expenses. Outstanding Accounts Payable as of December 31, 2024, totaled $437,360, and other
accrued liabilities totaled $1,946,602. We believe that our availability under our existing lines of credit with related parties, our
existing capital resources, together with the issuance of additional notes payable and convertible debentures will be sufficient to fund
our operating working capital requirements for at least the next 12 months, or through February 2026.
Debt
At
December 31, 2024, we owed $5,267,984, including accrued interest, for debt obligations. We owed $3,290,058 in principal pursuant to
notes payable and lines-of-credits from related parties, $300,000 in other notes payable, and had fully paid off the principal owing
on the 8% Convertible Debenture. As of December 31, 2024, a line-of-credit to a third party had a balance of $1,159,508 due on November
30, 2025, or when the Company completes a successful equity raise, at which time principal and interest is due in full. A line-of-credit
to a second third party had a principal balance of $1,304,550 and is currently extended due on November 30, 2026. As of December 31,
2024, unsecured promissory notes had principal balances totaling $826,000 and are due on November 30, 2025. The convertible debenture
agreement, which has no principal balance due as of December 31, 2024, is open through August 31, 2026. As of February 13, 2025, there was
$4,265,942 available under the lines-of-credit we currently have with related parties and $3,000,000 available under the 8% convertible
debenture agreement.
Critical
Accounting Policies and Estimates
See
Consolidated Financial Statements and footnotes thereto 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.
Off-Balance
Sheet Arrangements
We
have no off-balance sheet arrangements.
Item
3. Quantitative and Qualitative Disclosure about Market Risk
Not
Applicable.
Item
4. Controls and Procedures
Limitation
on the Effectiveness of Controls
The
Company maintains disclosure controls and procedures that are designed to provide reasonable assurance that information, which is required
to be disclosed timely, is accumulated and communicated to management in a timely fashion. In designing and evaluating such controls
and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable
assurance of achieving the desired control objectives. Our management is necessarily required to use judgment in evaluating controls
and procedures.
Evaluation
of Controls and Procedures
Our
management, with the participation of our principal executive and principal financial officer, evaluated the effectiveness of our
disclosure controls and procedures as of the end of the period covered by this Quarterly Report. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in
the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in the Commission’s rules and forms, and that such information is accumulated and communicated to the issuer’s
management, including its Principal Executive Officer and Principal Financial Officer, or persons performing similar functions, as
appropriate to allow timely decisions regarding required disclosure. Based on that evaluation, our principal executive and principal
financial officer has concluded that our disclosure controls and procedures as of the end of the period covered by the Quarterly
Report were not effective due to the lack of design and operating effectiveness of our control environment and risk assessment,
control activities and monitoring activities relating to complex accounting matters relating to the valuation of equity-based
compensation instruments as disclosed in Item 9A of our Form 10-K filed on June 29, 2022.
16
Our
principal executive and principal financial officer is in the process of performing a review of our processes and controls over complex
accounting matters relating to the valuation of equity-based compensation instruments.
Changes
in Internal Control
There
were no changes in our internal control over financial reporting that occurred during the first quarter of 2025 that have materially
affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART
II - OTHER INFORMATION
Item
1. Legal Proceedings
To
the best of our knowledge, there are no legal proceedings pending or threatened against us; and there are no actions pending or threatened
against any of our directors or officers that are adverse to us.
Item
1A. Risk Factors
In
addition to the other information set forth in this quarterly report on Form10-Q, you should carefully consider the risks discussed in
our Annual Report on Form 10-K for the year ended March 31, 2024, which risks could materially affect our business, financial condition
or future results. There were no material changes during the quarter ended December 31, 2024, to the risk factors disclosed in the Company’s
Annual Report on Form 10-K for the year ended March 31, 2022. These risks are not the only risks facing our Company. Additional risks
and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business,
financial condition or future results.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Purchases
of Equity Securities by the Issuer
There
were no repurchases of equity during the quarter ended December 31, 2024.
Item
3. Defaults upon Senior Securities.
None;
not applicable.
Item
4. Mine Safety Disclosures.
None;
not applicable.
Item
5. Other Information.
None;
not applicable.
17
Item
6. Exhibits
Exhibit
No.
Exhibit
Description
3.1
Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3(i) to the Company’s Current Report on Form 8-K filed April 5, 2013, file no. 000-50547)
3.2
Certificate of Amendment to the Amended and Restated Articles of Incorporation(incorporated by reference to Exhibit 3(i)(a) to the Company’s Current Report on Form 8-K filed April 5, 2013, file no. 000-50547)
3.3
Certificate of Amendment to the Amended and Restated Articles of Incorporation(incorporated by reference to Exhibit 3(i)(b) to the Company’s Current Report on Form 8-KA-1 filed May 24, 2013, file no. 000-50547)
3.4
Amended Bylaws (incorporated by reference to Exhibit 3(ii) to the Company’s Current Report on Form 8-K filed April 5, 2013, file no. 000-50547)
4.1
Description of Securities Registered Under Section 12 of the Exchange Act
10.1
Agreement and Plan of Merger (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 5, 2013, file no. 000-50547)
10.2
Form of Lock-Up/Leak-Out Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed April 5, 2013, file no. 000-50547)
10.22
8% Convertible Debenture (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q filed August 10, 2015, file no. 000-50547)
10.24
Amendment to the notes payable and lines-of-credit agreements, dated February 4, 2016, between the Company, Kraig Higginson and Radiant Life, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed February 9, 2016, file no. 000-50547)
10.25
Amendment to the Convertible Debenture Agreement, dated February 2, 2016, between the Company and Sactco International, Limited (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed February 9, 2016, file no. 000-50547)
10.27
Promissory Note between Sundance Strategies, Inc. and Glenn S. Dickman, dated April 10, 2019. (incorporated by reference to Exhibit 10.27 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547).
10.28
Promissory Note between Sundance Strategies, Inc. and Glenn S. Dickman, dated November 5, 2019 (incorporated by reference to Exhibit 10.28 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.29
Promissory Note between Sundance Strategies, Inc. and Glenn S. Dickman, dated February 4, 2020(incorporated by reference to Exhibit 10.29 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.30
Extension to Promissory Note between Sundance Strategies, Inc. and Kraig T. Higginson, dated January 8, 2020 (incorporated by reference to Exhibit 10.30 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.31
First Amendment to the Note Payable and Line of Credit Agreement between Sundance Strategies, Inc. and Kraig Higginson, dated April 3, 2020 (incorporated by reference to Exhibit 10.31 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.32
Extension to Promissory Notes between Sundance Strategies, Inc. and Glenn S. Dickman, dated November 5, 2019 (incorporated by reference to Exhibit 10.32 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.33
Amendment to $3,000,000 Convertible Debenture Agreement between Sundance Strategies, Inc. and Satco International, Limited, dated July 13, 2020 (incorporated by reference to Exhibit 10.33 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.34
Extension Agreement to Promissory Note between Sundance Strategies, Inc. and Radiant Life, dated December 19, 2019 (incorporated by reference to Exhibit 10.34 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.35
Promissory Note between Sundance Strategies, Inc. and Satco International, Limited, dated April 6, 2021 (incorporated by reference to Exhibit 10.35 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.36
Extension to Promissory Note between Sundance Strategies, Inc. and Satco International, Limited, dated August 9, 2021 (incorporated by reference to Exhibit 10.36 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
18
10.37
Promissory Note between Sundance Strategies, Inc. and Radiant Life, LLC, dated July 29, 2021 (incorporated by reference to Exhibit 10.36 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.38
Private Placement Memorandum, effective November 5, 2022 (incorporated by reference to Exhibit 10.37 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.39
Agreement between Sundance Strategies, Inc. and Tradability, LLC, dated January 1, 2022 (incorporated by reference to Exhibit 10.38 to the Company’s Annual Report on Form 10-K filed June 29, 2022, File No. 000-50547)
10.40
Extension to Promissory Notes between Sundance Strategies, Inc. and Glenn S. Dickman, dated June 5, 2023 (incorporated by reference to Exhibit 10.40 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.41
Extension to Promissory Note between Sundance Strategies, Inc. and Kraig T. Higginson, dated February 2, 2023 (incorporated by reference to Exhibit 10.41 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.42
Extension Agreement to Promissory Note between Sundance Strategies, Inc. and Radiant Life, dated February 2, 2023 (incorporated by reference to Exhibit 10.42 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.43
Extension to Promissory Note between Sundance Strategies, Inc. and Satco International, Limited, dated February 2, 2023 (incorporated by reference to Exhibit 10.43 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.44
Amendment to $3,000,000 Convertible Debenture Agreement between Sundance Strategies, Inc. and Satco International, Limited, dated February 9, 2023 (incorporated by reference to Exhibit 10.44 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.45
Extension Agreement to Promissory Note between Sundance Strategies, Inc. and Radiant Life, dated June 12, 2023 (incorporated by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.46
Extension to Promissory Note between Sundance Strategies, Inc. and Satco International, Limited, dated June 9, 2023 (incorporated by reference to Exhibit 10.46 to the Company’s Annual Report on Form 10-K filed June 29, 2023, File No. 000-50547)
10.47
Extension to Promissory Note between Sundance Strategies, Inc. and Kraig T. Higginson, dated January 26, 2024*
10.48
Extension to Promissory Notes between Sundance Strategies, Inc. and Glenn S. Dickman, dated January 26, 2024*
10.49
Extension to Promissory Note between Sundance Strategies, Inc. and Radiant Life, dated February 1, 2024*
14.1
Code of Ethics (incorporated by reference to Exhibit 14 to the Company’s Current Report on Form 8-K filed April 5, 2013, file no. 000-50547)
31
Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Rule 13a-14(a)*
32
Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350‡
101
INS
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104
Cover
Page Interactive Data File––the cover page interactive data file does not appear in the Interactive Data File because
its XBRL tags are embedded within the Inline XBRL document.
*
Previously filed as an Exhibit to the registrant’s Annual Report on form 10-K for the year ended March 31, 2024, filed with the
Securities and Exchange Commission on July 1, 2024, and incorporated by reference herein.
‡
Document has been furnished, is not deemed filed and is not to be incorporated by reference into any of the Company’s filings under
the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, irrespective of any general incorporation
language contained in any such filing.
**
The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing
or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in
such filing or document.
19
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
SUNDANCE
STRATEGIES, INC.
Date:
February 14, 2025
By:
/s/
Randall F. Pearson
Randall
F. Pearson
President
and Principal Financial Officer
20
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.