tem 3.02 Unregistered Sales of Equity Securities
Consultant Issuances
Between January 16, 2018 and January 31, 2018, the Company issued to consultants an aggregate of 2,586,170 shares of the Company’s common stock in lieu of cash considerations.
The securities referenced above were offered and sold pursuant to an exemption from the registration requirements under Section 4(a)(2) of the Securities Act since, among other things, the transactions did not involve a public offering.
Conversion of Notes
On January 23, 2018, holders of convertible promissory notes converted an aggregate principal and interest amount of $33,370 into an aggregate of 3,707,763 shares of the Company’s common stock.
The securities above were offered and sold pursuant to an exemption from the registration requirements under Section 4(a)(2) of the Securities Act since, among other things, the transactions did not involve a public offering.
Make Good Issuances
In connection with certain one-time make good agreements, between January 31, 2018 and February 5, 2018, the Company issued an aggregate of 3,189,563 shares of its common stock to certain holders of its common stock.
The securities above were offered and sold pursuant to an exemption from the registration requirements under Section 4(a)(2) of the Securities Act since, among other things, the transactions did not involve a public offering.
