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Re: TheSittingtight1 post# 39967

Tuesday, 12/14/2021 9:29:29 AM

Tuesday, December 14, 2021 9:29:29 AM

Post# of 45505
This stock really doesn't need anyone shorting it to take it down. The story has finally shown that it doesn't generate much in the way of real earnings which is why the ARIA game has failed at the previous locations. 1.5 billion new shares this year so far and nearly a billion since Q2 is enough pressure to drop the price alone so why look for another reason. It looks like another couple of quarters to match the last two from looking at the conversions that are eligible.


https://sec.report/Document/0001721868-21-000835/

Authorized and outstanding

The Company has authorized 10,000,000,000 shares with a par value of $0.01 per share. The company has issued and outstanding 3,111,047,811 and 2,027,085,665 shares of common stock at September 30, 2021 and December 31, 2020, respectively.


Outstanding Shares----2,601,515,456----06/30/2021
Outstanding Shares----2,813,515,456----07/12/2021
Outstanding Shares----2,899,848,789----08/24/2021
Outstanding Shares----2,959,108,419----09/24/2021
Outstanding Shares----3,051,047,811----09/27/2021
Outstanding Shares----3,111,047,811----09/29/2021 509.5 million shares Q3
Outstanding Shares----3,173,047,811----10/13/2021
Outstanding Shares----3,181,270,033----10/18/2021
Outstanding Shares----3,231,766,761----10/26/2021
Outstanding Shares----3,315,538,708----11/01/2021
Outstanding Shares----3,354,944,018----11/16/2021 (39,405,310) + 55 million restricted = 94.4

Outstanding Shares----3,429,944,018----11/23/2021 +75 million

Outstanding Shares----3,488,371,109----11/24/2021 ----+58,427,091
377,323,298 + 55 million restricted 432,323,298 so far for Q4



Conversions eligible per the Q3 filing. There are nearly $2 million in vested warrants with anti-dilution price protections.

https://sec.report/Document/0001721868-21-000835/

Leonite Capital, LLC----On Demand---- $535,866

Auctus Fund, LLC---- On Demand---- $100,000

Labrys Fund, LP ---- November 30th-----$63,200

See note below----- May 7, 2022---- $550,000-

See note below----- June 2, 2022----$230,000

Ed Blasiak----Sept. 14, 2021----$55,000

Series N convertible notes----On demand---- $3,229,000



The 2022 maturity dates are when the notes become delinquent. The actual note reads that they were eligible to convert from date of issue. the Q2 filing added a delay of 180 days for conversion. Those two financing notes are eligible to convert at twice the face value given the anti-dilution conversion price language. All notes have such price protections.


"On May 7, 2021, the Company, entered into a Securities Purchase Agreement with Labrys, pursuant to which the Company issued a Convertible Promissory Note in the aggregate principal amount of $550,000 for net proceeds of $477,700 after an original issue discount of $55,000 and certain legal expenses of $17,300. The Note has a maturity date of May 7, 2022 and bears interest at the rate of eleven percent per annum from the date on which the Note was issued until the same became due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company has the right to prepay the Note in terms of agreement. The outstanding principal amount of the Note was convertible at any time and from time to time at the election of Labrys during the period beginning on the date that is 180 days following the issue date into shares of the Company’s common stock at a conversion price equal to $0.005, subject to anti-dilution adjustments."

"On June 2, 2021, the Company, entered into a Securities Purchase Agreement with Labrys, pursuant to which the Company issued a Convertible Promissory Note in the aggregate principal amount of $230,000 for net proceeds of $200,000 after an original issue discount of $23,000 and certain legal expenses of $7,000. The Note has a maturity date of June 2, 2022 and bears interest at the rate of eleven percent per annum from the date on which the Note was issued until the same became due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company has the right to prepay the Note in terms of agreement. The outstanding principal amount of the Note was convertible at any time and from time to time at the election of Labrys during the period beginning on the date that is 180 days following the issue date into shares of the Company’s common stock at a conversion price equal to $0.004, subject to anti-dilution adjustments."



https://sec.report/Document/0001721868-21-000350/

anti-dilution adjustment based on par value for conversion is .01

1.1 Conversion Right. The holder on any calendar day, at any time on or following the issue date, to convert all or any portion of the then outstanding and unpaid Principle Amount and interest (including any Default Interest) into fully paid and non-assessable shares of Common Stock.

1.2 Conversion Price

(a) Calculation of Conversion Price The per share conversion price into which Principle Amount and interest (including any Default Interest) under this Note shall be convertible into Common Stock hereunder (the “Conversion Price”) shall equal $0.005. If at any time the Conversion Price as determined hereunder for any conversion would be less than par value of the common stock, then at the sole discretion of the Holder, the conversion price hereunder may equal such par value for such conversion and the Conversion Amount for such conversion may be increased to include Additional Principle, where “Additional Principle” means such additional amount to be added to the conversion amount to the extent necessary to cause the number of conversion shares issuable upon such conversion to equal the same number of conversion shares as would have been issued had the Conversion Price not been adjusted by the Holder to the par value price.


LABRYS Fund $550K financing, May 2021
https://sec.report/Document/0001721868-21-000288/#f2sgrst8k051321ex10_02.htm

LABRYS Fund $230K financing, June 2021
https://sec.report/Document/0001721868-21-000350/#f2sgrst8k060921ex10_02.htm





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