Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
On September 29, 2017, we issued 514,583 shares of common stock to Turnstone Capital Inc. upon conversion of $500,000 in principal plus $14,583 in accrued interest under its loan facility agreement with our company. We issued these shares to
one non-U.S. person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction relying on Regulation S and/or Section 4(a)(2) of the Securities Act of 1933.
In consideration for services rendered and to be rendered to our company pursuant to a services agreement dated July 26, 2016, we issued a consultant 262,596 shares of our common stock on August 23, 2017. We issued these shares relying on the
registration exemption provided for in Section 4(a)(2) of the Securities Act of 1933.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
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