What changed in this filing

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Item 1. Financial Statements

2025-02-14 compared with 2024-11-08 · 121 added, 102 removed, 310 unchanged (42% of the section changed)

Financial Statements (Unaudited)

STRATEGIES, INC.

SUNDANCE STRATEGIES, INC.

AND SUBSIDIARY

Consolidated Balance Sheets

September 30,

Condensed Consolidated Balance Sheets

Current Assets

2 unchanged sentences

Total Current Assets

LIABILITIES AND STOCKHOLDERS’ DEFICIT

9 unchanged sentences

Accrued expenses

Notes payable, related parties, net of current portion, net of debt discount

Notes payable, net of current portion, net of debt discount

Notes payable, related parties, net of current portion

Total Long-Term Liabilities

2 unchanged sentences

Preferred stock, authorized 10,000,000 shares, par value $ 0.001 ;

- 0 - shares issued and outstanding

- 0 - shares issued and

Common stock, authorized 500,000,000 shares, par value $ 0.001 ;

43,063,441 shares issued and outstanding

as of September, 30 2024;

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

8 unchanged sentences

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

STRATEGIES, INC.

SUNDANCE STRATEGIES, INC.

AND SUBSIDIARY

Consolidated Statements of Operations

Three Months Ended September 30,

Six Months Ended September 30,

Condensed Consolidated Statements of Operations

Three Months Ended December 31,

Nine Months Ended December 31,

Income from Investments

13 unchanged sentences

$ ( 902,239 )

Earnings (loss) per share:

Loss per share:

Loss per share - basic and diluted

1 unchanged sentence

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

STRATEGIES, INC.

SUNDANCE STRATEGIES, INC.

AND SUBSIDIARY

Consolidated Statements of Stockholders’ Deficit

the Six Months Ended September 30, 2024 and 2023

Condensed Consolidated Statements of Stockholders’ Deficit

For the Nine Months Ended December 31, 2024 and 2023

Stockholders’

9 unchanged sentences

Warrants issued in connection with debt issuances

Warrants issued in connection to extinguishment of debt

Balance, September 30, 2023

1 unchanged sentence

$ ( 5,859,467 )

Common stock and warrants issued for cash

Balance, December 31, 2023

$ ( 35,964,114 )

$ ( 5,572,530 )

Stockholders’

6 unchanged sentences

$ ( 6,196,354 )

$ ( 37,333,295 )

$ ( 6,196,354 )

Common stock and warrants issued for cash

4 unchanged sentences

$ ( 5,839,757 )

Balance, December 31, 2024

$ ( 37,862,691 )

$ ( 6,100,750 )

$ ( 37,862,691 )

$ ( 6,100,750 )

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

STRATEGIES, INC.

SUNDANCE STRATEGIES, INC.

AND SUBSIDIARY

Consolidated Statements of Cash Flows

Six Months Ended September 30,

Condensed Consolidated Statements of Cash Flows

Nine Months Ended December 31,

Operating Activities

5 unchanged sentences

Amortization of debt discount

Changes in operating assets and liabilities

Prepaid expenses and other assets

29 unchanged sentences

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 six-month period

ended September 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 September 30, 2024 and for all periods presented herein

have been made.

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,

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.

preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported

53 unchanged sentences

Potentially dilutive securities are not included in the

calculation of diluted net loss per share for the three and six months ended September 30, 2024, or 2023, because to do so would be anti-dilutive.

Potentially dilutive securities outstanding as of September 30, 2024, and 2023, are comprised of warrants convertible into 14,653,573

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.

7 unchanged sentences

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

As of September 30, 2024, the Company had $ 428,475

As of December 31, 2024, the Company had $ 259,620

of cash assets, compared to $ 329,860 as of March 31, 2024.

As of September 30, 2024, the Company had access to draw an additional $ 4,265,942

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 six months

ended September 30, 2024, the Company’s average monthly operating expenses were approximately $ 63,000 , 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, 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

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 $ 170,000 and $ 0 were incurred during the six months ended September 30, 2024, and 2023, respectively.

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

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 September 30, 2024, totaled $ 447,688 .

Outstanding Accounts Payable as of December 31, 2024, totaled $ 437,360 .

Management has concluded

1 unchanged sentence

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

November 2025.

February 2026.

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

19 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, 2024, and 2023.

the nine months ended December 31, 2024, and 2023.

Company issues warrants from time to time (see Note 7), which fair value is calculated using Level 3 inputs.

6 unchanged sentences

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

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

is separate from the 8 % convertible debenture agreement that the Company has in place 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,

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).

of September 30, 2024, accrued interest on the note totaled $ 83,704 .

As of December 31, 2024, accrued interest on the note totaled

NOTES PAYABLE, RELATED PARTY

of September 30, 2024, and March 31, 2024, the Company had borrowed $ 3,290,058 , and $ 3,340,058 , respectively, excluding accrued interest,

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 $ 0 and $ 11,925 is recorded on the balance sheet as an Accrued Expense obligation at September 30, 2024, and March 31, 2024, respectively.

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 September 30, 2024, and March 31, 2024, respectively.

$ 1,357,738 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2024, and March 31, 2024, respectively.

Party Promissory Notes

of both September 30, 2024, and March 31, 2024 ,

the Company owed $ 826,000 , exclusive of accrued interest, under the unsecured promissory

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.

5 unchanged sentences

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

During the six months ended September 30, 2024 ,

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

As of September 30,

2024 , accrued interest on the notes totaled $ 453,569 .

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

total number of warrants issued to the related party lender was 3,196,332 as of September 30, 2024 (See Note 7 for further details on

these warrants).

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).

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

6 unchanged sentences

Party Note Payable and Line of Credit Agreements

of September 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.

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 September 30, 2024 , the agreement allowed for borrowings of up to $ 4,600,000 .

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

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.

six months ended September 30, 2024, the Company did not borrow and made no repayments of

principal on this agreement.

As of September 30, 2024 , accrued interest on this note totaled

The total number of warrants issued to the related party lender was 4,418,225 as of September 30, 2024 (see Note 7 for further

details on these warrants).

of September 30, 2024, and March 31, 2024, the Company owed $ 1,159,508 , exclusive of accrued interest, under the note payable and lines

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).

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.

5 unchanged sentences

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

During the six months ended September 30, 2024,

During the nine months ended December 31, 2024,

the Company did not borrow and made no repayments of principal on this agreement.

As of September 30, 2024, accrued interest on this

agreement totaled $ 476,532 .

The total number of warrants issued to the related party lender

was 3,229,016 as of September 30, 2024 (see Note 7 for further details on these warrants).

of September 30, 2024, there was no unamortized debt discount on related party notes payable.

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).

of December 31, 2024, there was no unamortized debt discount on related party notes payable.

CONVERTIBLE DEBENTURE AGREEMENT

7 unchanged sentences

than $ 1.00 per share .

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

As of September 30, 2024, and March 31, 2024, the Company owed $ 0 under the agreement, excluding accrued interest.

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

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 September 30, 2024, and March 31, 2024.

interest of $ 124,225 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2024, and March 31, 2024.

STOCKHOLDERS’ EQUITY

34 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, 2024, the Company issued no new warrants to the Chairman of the Board of Directors, Radiant Life,

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

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 .

the six months ended September 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.

OF WARRANT OUTSTANDING

the nine months ended December 31, 2024, the Company issued no new warrants to the Chairman of the Board of Directors, Radiant Life,

Dickman in conjunction with an extension of the maturity dates during the period per the terms outlined above (see note 8).

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 .

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.

SCHEDULE OF WARRANT OUTSTANDING

Number of Warrants

3 unchanged sentences

( 1,450,000 )

Outstanding at September 30, 2024

Exercisable at September 30, 2024

following table summarizes the warrants issued and outstanding as of September 30, 2024:

OF WARRANTS ISSUED AND OUTSTANDING

Outstanding at December 31, 2024

Exercisable at December 31, 2024

following table summarizes the warrants issued and outstanding as of December 31, 2024:

SCHEDULE OF WARRANTS ISSUED AND OUTSTANDING

Exercise Price ($)

1 unchanged sentence

Warrants Exercisable

Weighted Average Remaining Contractual Life (Years)

Weighted Average Remaining Contractual

Proceeds to Company if Exercised

2 unchanged sentences

SUBSEQUENT EVENTS

Company has evaluated subsequent events through November 8, 2024, the date of these financial statements.

Based on this evaluation,

management has determined that there are no events or transactions that have occurred subsequent to the balance sheet date that would

require disclosure in these financial statements.

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 .

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 .

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 .

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