How can you defend a company that increases its share count 70% - a large portion of the issuances internally:
FROM THE 10Q
P.27
As a smaller reporting company, we are not required to provide the information requested by paragraph (a)(5) of this Item.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
As a smaller reporting company, we are not required to provide information required by this Item.
Item 4. Controls and Procedures
Disclosure Controls and Procedures
Our management carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer (who is our Principal Executive Officer) and our Chief Financial Officer (who is our Principal Financial Officer and Principal Accounting Officer), of the effectiveness of the design of our disclosure controls and procedures (as defined by Exchange Act Rules 13a-15(e) or 15d-15(e)) as of September 30, 2018, pursuant to Exchange Act Rule 13a-15(b). Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were not effective as of September 30, 2018.
Changes in Internal Control over Financial Reporting
During the three months ended September 30, 2018, Management noted the following material weaknesses over its financial reporting:
? Construction accounting - we identified a material weakness associated with recording and disclosure of our construction contracts and related costs;
? Journal entries - we identified a material weakness associated with the initiation, recording, approval, presentation and disclosure of material journal entries in our books and records; and
? Information Technology – we have identified a material weakness associated with our information technology environment. The material weakness centers around the retention, safeguard and backup of agreements which includes financial information for purposes of supporting the books and records and disclosures of the financial statements
Item 1A. Risk Factors
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
On July 3, 2018, the Company issued 1,500 shares of its common stock to settle obligations.
On July 11, 2018, the Company issued 29,586 shares of its common stock to an individual investor, resulting in net proceeds of $500,000.
On July 30, 2018, the Company issued 2,500 shares of its common stock for related costs of debt.
On July 31, 2018, the Company issued 11,000 shares of its common stock in an exercise of warrant shares.
On August 3, 2018, the Company issued 55,205 shares of its common stock to settle obligations.
On August 20, 2018, the Company issued 15,250 shares of its common stock in an exercise of warrant shares.
On August 30, 2018, the Company issued 8,000 shares of its common stock to a Director of the Board per their board agreement.
On August 31, 2018, the Company issued 16,500 shares of its common stock in an exercise of warrant shares.
On August 31, 2018, the Company issued 2,000 shares of its common stock for related costs of debt.
On September 6, 2018, the Company issued 3,019 shares of its common stock for related costs of debt.
On September 6, 2018, the Company issued 25,050 shares of its common stock for consulting services.
On September 10, 2018, the Company issued 3,500 shares of its common stock to settle obligation.
On September 13, 2018, the Company issued 4,000 shares of its common stock to settle obligation.
On September 13, 2018, the Company issued 631 shares of its common stock for related costs of debt.
On September 13, 2018, the Company issued 13,600 shares of its common stock for consulting services.
On September 14, 2018, the Company issued 22,200 shares of its common stock in an exercise of warrant shares.
On September 17, 2018, the Company issued 4,000 shares of its common stock to settle obligation.
On September 17, 2018, the Company issued 8,000 shares of its common stock to settle obligation.
On September 18, 2018, the Company issued 20,000 shares of its common stock for consulting services.
On September 21, 2018, the Company issued 8,000 shares of its common stock to settle obligation.
On September 25, 2018, the Company issued 4,250 shares of its common stock for related costs of debt.
On September 26, 2018, the Company issued 4,500 shares of its common stock to settle obligation.
On September 26, 2018, the Company issued 32,432 shares of its common stock to settle obligation.
On September 27, 2018, the Company issued 2,000 shares of its common stock for consulting services.
On September 27, 2018, the Company issued 4,500 shares of its common stock for related costs of debt.
On September 28, 2018, the Company issued 5,000 shares of its common stock to settle obligation.
On October 2, 2018, the Company issued 3,000 shares of its common stock for related costs debt.
On October 2, 2018, the Company issued 2,937 shares of its common stock to an employee per their employment agreement.
On October 3, 2018, the Company issued 6,000 shares of its common stock to settle obligation.
On October 5, 2018, the Company issued 6,000 shares of its common stock to settle obligation.
On October 5, 2018, the Company issued 50,000 shares of its common stock to an employee per their employment agreement.
On October 5, 2018, the Company issued 2,500 shares of its common stock to consultants for their services.
On October 9, 2018, the Company issued 3,000 shares of its common stock for related costs debt.
On October 11, 2018, the Company issued 1,103,640 shares of its common stock to employees per their employment agreement.
On October 11, 2018, the Company issued 1,126,328 shares of its common stock to members of the board of directors per their employment agreement.
On October 11, 2018, the Company issued 27,027 shares of its common stock to settle obligation.
On October 11, 2018, the Company issued 1,306,811 shares of its common stock for consulting services.
On October 16, 2018, the Company issued 4,000 shares of its common stock to settle obligation.
On October 18, 2018, the Company issued 30,907 shares of its common stock to settle obligation.
On October 22, 2018, the Company issued 50,000 shares of its common stock to an employee per their employment agreement.
On October 22, 2018, the Company issued 17,000 shares of its common stock for related costs debt.
On October 24, 2018, the Company issued 1,429 shares of its common stock to an employee per their employment agreement.
On October 24, 2018, the Company issued 50,000 shares of its common stock to consultants for their services.
On October 24, 2018, the Company issued 5,000 shares of its common stock to settle obligation.
On October 25, 2018, the Company issued 20,000 shares of its common stock to consultants for their services.
On October 25, 2018, the Company issued 1,000 shares of its common stock for related costs of debt.
On October 26, 2018, the Company issued 10,000 shares of its common stock for related costs of debt.
On October 29, 2018, the Company issued 31,250 shares of its common stock to settle obligation.
On October 30, 2018, the Company issued 9,813 shares of its common stock to settle obligation.
On November 1, 2018, the Company issued 5,000 shares of its common stock to settle obligation.
On November 2, 2018, the Company issued 90,689 shares of its common stock to settle obligation.
On November 2, 2018, the Company issued 26,300 shares of its common stock for related costs of debt.
On November 2, 2018, the Company issued 57,406 shares of its common stock to an individual investor, resulting in net proceeds of $536,746.
On November 5, 2018, the Company issued 10,782 shares of its common stock for related costs of debt.
On November 5, 2018, the Company issued 9,015 shares of its common stock for related costs of debt.
On November 5, 2018, the Company issued 307,210 shares of its common stock to its Senior Credit Facility under the terms of the Facility.
On November 6, 2018, the Company issued 39,710 shares of its common stock to settle obligation.
On November 7, 2018, the Company issued 13,692 shares of its common stock to settle obligation.
On November 9, 2018, the Company issued 56,476 shares of its common stock to settle obligation.
