Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: We issued the following securities during the
−Removed: six months ended April 30, 2021 and through the date of this Quarterly Report on Form 10-Q:
−Removed: During November 2020, the Company sold 800,000 shares of common stock to an “accredited investor”, at $0.05 per share, for an aggregate purchase price of $40,000.
−Removed: The proceeds were used for working capital.
−Removed: During February 2021, the Company sold an aggregate of 12,340,910 shares of common stock to five “accredited investors”, at prices ranging from $0.05 per share to $0.06 per share for an aggregate purchase price of $665,000.
−Removed: The proceeds were used for working capital.
−Removed: On February 22, 2021, the Company sold 1,818,181 shares of common stock to Republic Asset Holdings LLC., a limited liability company controlled by Michael Carbonara, a director of the Company, at $0.055 per share for an aggregate purchase price of $100,000.
−Removed: The proceeds were used for working capital.
−Removed: During April 2021, the Company sold an aggregate of 13,677,821 shares of common stock to seven “accredited investors”
−Removed: at prices ranging from $0.03 per share to $0.25 per share for an aggregate purchase price of $535,000.
−Removed: The proceeds were used for working capital.
−Removed: During May 2021, the Company sold an aggregate of 2,087,822 shares of common stock to eight “accredited investors”
−Removed: at $0.13 per share for an aggregate purchase price of $286,250.
−Removed: The proceeds were used for working capital.
−Removed: None of the above issuances involved any underwriters,
−Removed: underwriting discounts or commissions, or any public offering and we believe were exempt from the registration requirements of the Securities
−Removed: Act by virtue of Section 4(a)(2) and Regulation D promulgated thereunder due to the fact that there was no solicitation or advertising
−Removed: and the did not involve a public offering of securities.
+Added: issued the following securities during the three months ended July 31, 2021 and through the date of this Quarterly Report on Form 10-Q:
+Added: May 2021, the Company sold an aggregate of 2,087,822 shares of common stock to eight “accredited
+Added: investors” at $0.13 per share for an aggregate purchase price of $286,250.
+Added: were used for working capital.
+Added: the period June 2021 through July 2021, the Company sold an aggregate of 11,541,500 shares
+Added: of common stock to four “accredited investors” at prices ranging from $0.05 per
+Added: share to $0.13 per share for an aggregate purchase price of $631,020.
+Added: The proceeds were used
+Added: for working capital.
+Added: August 2021, the Company sold an aggregate of 3,000,000 shares of common stock to one “accredited
+Added: investor” at $0.05 per share for an aggregate purchase price of $150,000.
+Added: were used for working capital.
+Added: of the above issuances involved any underwriters, underwriting discounts or commissions, or any public offering and we believe were exempt
+Added: from the registration requirements of the Securities Act by virtue of Section 4(a)(2) and Regulation D promulgated thereunder due to
+Added: the fact that there was no solicitation or advertising and the did not involve a public offering of securities.
Defaults upon Senior Securities
Mine Safety Disclosures
−Removed: Not applicable.
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