Warrants
In connection with 150,000 shares of Series C Preferred Stock issued in 2018, the Company issued warrants to purchase 3,125,000 shares of Common Stock at an exercise price of $0.25 per share for a period of three (3) years.
In connection with certain convertible promissory notes issued in 2018, the Company issued warrants to purchase 25,000 shares of Common Stock at an exercise price of $0.25 per share for a period of three (3) years.
In connection with certain consulting agreements entered into in 2018, the Company issued warrants to purchase 450,000 shares of Common Stock at an exercise price of $0.25 per share for a period of three (3) years.
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In connection with certain convertible promissory notes issued in 2018, as amended, the Company issued warrants to purchase 9,377,500 shares of Common Stock, including 3,377,500 issued to related parties, at an exercise price of $0.10 per share for a period of three (3) years. In 2019, 4,250,000 of the warrants were cancelled in connection with a debt settlement. There remains 5,127,500 warrants exercisable.
In connection with a certain consulting agreement entered into in 2018, the Company issued warrants to purchase 300,000 shares of Common Stock at an exercise price of $0.001 for a period of five (5) years.
In connection with a certain consulting agreement entered into in 2018, the Company issued warrants to purchase 125,000 shares of Common Stock at an exercise price of $0.25 for a period of three (3) years.
In connection with certain convertible debentures issued in 2018, the Company issued warrants to purchase 600,000 shares of Common Stock at an exercise price of $0.15 per share for a period of five (5) years. The warrants were subsequently cancelled in 2019 in connection with a debt settlement.
In connection with a certain consulting agreement entered into in 2018, the Company issued warrants to purchase 75,000 shares of Common Stock at an exercise price of $0.01 for a period of two (2) years.
In connection with 40,000 shares of Series B Preferred Stock, the 400,000 underlying warrants have expired.
In connection with certain convertible promissory notes issued in 2019, the Company issued warrants to purchase 3,200,000 shares of Common Stock at an exercise price of $0.15-$0.20 for a period of five (5) years.
In connection with a certain 2019 Securities Purchase Agreement, the Company issued warrants to purchase up to 13,500,000 shares of Common Stock at an exercise price of $0.25 per share for a period of two (2) years.
In connection with a certain Simple Agreement Future Equity (“SAFE”) offering, the Company issued warrants to purchase 18,000,000 shares of Common Stock at an exercise price of $0.25 for a period of three (3) years.
In connection with a certain consulting agreement entered into in 2019, the Company issued warrants to purchase 250,000 shares of Common Stock at an exercise price of $0.25 for a period of three (3) years.
In connection with a certain promissory note issued in 2019, the Company issued warrants to purchase 2,528,413 shares of Common Stock at an exercise price of $0.1046 for a period of five (5) years.
In connection with certain consulting agreements entered into in 2019, the Company issued warrants to purchase 500,000 shares of Common Stock at an exercise price of $0.01 for a period of three (3) years.
In connection with a certain promissory note issued in 2019, the Company issued warrants to purchase 2,500,000 shares of Common Stock at an exercise price of $0.10 for a period of five (5) years.
In connection with a certain promissory note issued in 2019, the Company issued warrants to purchase 100,000 shares of Common Stock at an exercise price of $0.12 for a period of three (3) years.
In connection with a certain 2019 Securities Purchase Agreement, the Company issued warrants to purchase 125,000 shares of Common Stock at an exercise price of $0.12 for a period of two (2) years.
As of December 31, 2019, the Company had 56,785,913 warrants issued and outstanding. The number of shares of Common Stock underlying the warrants and the exercise price are subject to adjustment upon certain events.
Purchase of Equity Securities by the Issuer and Affiliated Purchasers
The Company did not purchase any shares of its Common Stock or other securities registered by the Company during the year ended December 31, 2019.
Recent Sales of Unregistered Securities
The following represents all unregistered securities issued by the registrant during the current period, including sales of reacquired securities, as well as new issues, securities issued in exchange for property, services, or other securities, and new securities resulting from the modification of outstanding securities:
On January 24, 2019, in connection with a certain senior secured promissory note, the Company issued 150,000 shares of its restricted Common Stock to the note holders as a form of interest. The shares were valued at $15,000.
On January 30, 2019, in connection with a certain convertible debenture, the holder elected to convert $175,000 into 1,750,000 shares of its restricted Common Stock at a conversion rate of $0.10 per share.
On January 31, 2019, in connection with a certain consulting agreement, the Company issued 1,666,667 shares of its restricted Common Stock to the consultant for services valued at $200,000.
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On January 31, 2019, in connection with a Simple Agreement Future Equity (“SAFE”) offering, the Company issued 800,000 shares of its restricted Common Stock at $0.0625 per share for $50,000 cash.
On February 6, 2019, in connection with certain convertible debt in the amount of $20,000 and accrued interest in the amount of $2,000, the Company issued 220,000 shares of its restricted Common Stock at a conversion rate of $0.10 per share.
In 2019, in connection with a certain senior secured promissory note, the Company issued 180.000 shares of its restricted Common Stock to the note holders as a form of interest. The shares were valued at $18,000.
On February 25, 2019, in connection with a SAFE offering, the Company issued 6,000,000 shares of its restricted Common Stock at $0.0625 per share for $375,000 cash.
In 2019, in connection with a certain consulting agreement, the Company issued 172,656 shares of its restricted Common Stock to the consultant for services valued at $18,750.
On February 27, 2019, in connection with a certain consulting agreement, the Company issued 1,000,000 shares of its restricted Common Stock to the consultant for services valued at $120,000.
In March 2019, in connection with a certain convertible debenture, the holder elected to convert $95,000 into 1,719,328 shares of the Company’s restricted Common Stock.
On March 25, 2019, in connection with a SAFE offering, the Company issued 1,200,000 shares of its restricted Common Stock at $0.0625 per share for $75,000 cash.
In April 2019, in connection with a certain convertible debenture, the holder elected to convert $105,000 into 2,340,410 shares of the Company’s restricted Common Stock.
On April 5, 2019, in connection with a certain services agreement, the Company issued 600,000 shares of its restricted Common Stock for services valued at $44,160.
On April 15, 2019, the Company issued 400,000 shares of its restricted Common Stock for services valued at $50,000.
On April 25, 2019, in connection with a SAFE offering, the Company issued 3,200,000 shares of its restricted Common Stock at $0.625 per share for $200,000 cash.
On April 26, 2019, in connection with a certain stock purchase agreement, the Company issued 400,000 shares of its restricted Common Stock, valued at $28,000, for cash in the amount of $400.
On April 29, 2019, in connection with a certain private placement agent agreement, the Company issued 1,000,000 shares of its restricted Common Stock to the consultant for services valued at $71,000.
On May 2, 2019, in connection with a SAFE offering, the Company issued 800,000 shares of its restricted Common Stock at $0.0625 per share for $50,000 cash and $15,000 in services.
On May 6, 2019, in connection with an equity funding, the Company issued 12,000,000 shares of its restricted Common Stock for cash in the amount of $1,000,000. The shares were included in the Company’s recent Registration Statement filed on Form S-1, with an effective date of December 20, 2019.
On May 8, 2019, in connection with a certain convertible promissory note in the principal sum of $20,000, the Company issued 289,017 shares of its restricted Common Stock.
On May 15 2019, in connection with the conversion of 57,500 Series A Preferred Stock valued at $69,000, the Company issued 1,150,000 shares of its restricted Common Stock at a conversion ratio of 20 shares of Common Stock for each share of Series A Preferred Stock held.
On May 15, 2019, in connection with an employment agreement, the Company issued 125,000 shares of the Company’s restricted Common Stock, valued at $8,388, for cash in the amount of $125.
On May 15, 2019, in connection with the executive employment agreement, the Company issued David Appell, the Chief Operating Officer, 3,000,000 shares of the Company’s restricted Common Stock for cash in the amount of $3,000. The shares were valued at $201,300, of which 25% vest immediately, and the remaining vest when the Company achieves certain earnings goals.
In 2019, in connection with a certain convertible debenture, the holder elected to convert $95,142 into 2,983,970 shares of the Company’s restricted Common Stock.
On June 11, 2019, in connection with a settlement for the retirement of 3,666,670 warrants (4,401,760 warrants, as adjusted under anti-dilution provisions), the Company issued 1,000,000 shares of the Company’s restricted Common Stock, valued at $71,000.
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On June 20, 2019, in connection with the cashless exercise of certain warrants, the Company issued 600,000 shares of the Company’s restricted Common Stock, valued at $63,600.
On June 20, 2019, in connection with a certain consulting agreement, the Company issued 2,000,000 shares of its restricted Common Stock to the consultant for services valued at $212,000.
In July 2019, in connection with certain promissory notes in the amount of $220,000, the Company issued 1,200,000 shares of its restricted Common Stock, valued at $190,200.
In July 2019, in connection with the settlement of certain related party convertible debentures, the Company issued 1,380,811 shares of its restricted Common Stock, valued at $131,315.
In August 2019, in connection with an investment in Global Career Network, Inc., the Company issued 6,666,667 shares of its restricted Common Stock for $0.15 per share, valued at $1,000,000.
In September 2019, in connection with the conversion of certain convertible debt in the amount of $437,000, the Company issued 4,370,000 shares of its restricted Common Stock to Huntington Chase, LLC, a beneficial owner.
In September 2019, in connection with the SAFE offering, the Company issued 6,000,000 shares of its restricted Common Stock to four officers/directors in exchange for the reduction of accrued compensation in the amount of $375,000.
In 2019, in connection with certain consulting agreements, the Company issued 1,392,596 shares of its restricted Common Stock for services valued at $122,250.
In 2019, in connection with certain stock subscriptions, the Company issued 500,000 shares of its restricted Common Stock for cash in the amount of $27,500.
In 2019, in connection with the conversion of certain convertible debt in the amount of $722,583, the Company issued 11,654,492 shares of its restricted Common Stock.
In December 2019, the Company issued 100,000 shares of its restricted Common Stock for services valued at $5,000.
In December 2019, in connection with the conversion of certain accrued compensation, the Company issued 12,000,000 shares of its restricted Common Stock in exchange for the reduction of accrued compensation in the amount of $600,000, including 8,000,000 shares issued to related parties for accrued compensation in the amount of $400,000.
As of December 31, 2019, a total of $3,469,313 in deferred stock compensation was recorded, of which $2,123,691 was expensed in prior years, and $685,553 was expensed in 2019. There remains $660,069 in deferred stock compensation as of December 31, 2019, to be expensed over the next eighteen (18) months.
