Replies to post #39103 on Marijuana Company of America Inc (MCOA)

[cash4]

This prospectus relates to the resale of up to 485,725,155 shares of our Common Shares, par value $0.001 per share, (the “Common Shares”), issuable to White Lion Capital, LLC. (“White Lion”), a selling stockholder, pursuant to a “put right” under an investment agreement (the “Investment Agreement”), dated June 17, 2020, that we entered into with White Lion. The Investment Agreement permits us to “put” up to ten million dollars ($10,000,000) in shares of our common stock to White Lion, under certain circumstances, over a period of up to twenty-four (24) months or until $10,000,000 of such shares have been “put.” On August 17, 2020, we put 63,333,815 shares of the Company's common stock, $0.001 value per share, to White Lion. On August 26, 2020, we put 63,679,032 shares Company's common stock, $0.001 value per share, to White Lion. White Lion may sell all or a portion of the shares being offered pursuant to this Prospectus at fixed prices, at prevailing market prices at the time of sale, at varying prices or at negotiated prices.



As of August 31, 2020, the Company had 1,469,221,322 shares of common stock in the public float. The 485,725,155 shares being registered represent approximately 33.1% of the shares in the public float at August 31, 2020. Assuming all of these shares are sold, the registrant’s total number of issued and outstanding shares of common stock will be 1,986,918,017, calculated on the number of issued and outstanding shares at August 31, 2020 of 1,501,192,862. The total number of registered shares will then represent 24.4% of the issued and outstanding shares.



4

White Lion is an underwriter within the meaning of the Securities Act of 1933 and any broker-dealers or agents that are involved in selling the shares may be deemed to be “underwriters” within the meaning of the Securities Act of 1933 in connection with such sales. In such event, any commissions received by such broker-dealers or agents and any profit on the resale of the shares purchased by them may be deemed to be underwriting commissions or discounts under the Securities Act of 1933.



Our common stock is quoted by the OTC Markets Group OTCQB Tier under the symbol “MCOA”. On August 31, 2020 the price of our common stock was $0.0017 per share.