SUBSEQUENT EVENTS |
NOTE
12 – SUBSEQUENT EVENTS
Subsequent
to April 30, 2025 the Company issued the following shares of restricted common stock and warrants as follows:
| - | 21,125,000
shares for loan origination fees (500,000 of these shares were included in to be issued as
of April 30, 2025); |
| - | 4,535,714
shares for the exercise of warrants for aggregate proceeds of $45,357; |
| - | 8,968,041
shares for the conversion of $89,682 of the aggregate amount of principal, accrued interest
and fees of a convertible promissory note; |
| - | 1,377,778
shares issued under subscription agreements for proceeds of $13,778.
|
| - | 20,910,714
warrants issued for convertible promissory notes and a subscription agreement. |
Subsequent
to April 30, 2025 the Company entered into the following convertible note agreements and loans:
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- |
A convertible note dated May 2, 2025 with a face value
of $27,500, an original issue discount of $2,500, proceeds to the Company of $25,000, an annual rate of interest of 10% that is convertible
into shares at $0.02 and that is due on August 2, 2025; |
|
- |
A convertible note dated May 2, 2025 with a face value
of $27,500, an original issue discount of $2,500, proceeds to the Company of $25,000, an annual rate of interest of 10% that is convertible
into shares at $0.02 and that is due on August 2, 2025; |
|
- |
A convertible note dated May 19, 2025 with a face
value of $5,000, an original issue discount of $500, proceeds to the Company of $4,500, an annual rate of interest of 10% that is
convertible into shares at $0.02 and that is due on May 20, 2026; |
|
- |
A loan dated June 23, 2025 in the amount of $18,800
with a related party who is the Company’s CEO. The loan has an annual interest rate of 10% and is due on demand; |
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- |
A convertible note dated June 23, 2025 with a face
value of $50,000, proceeds to the Company of $50,000, an annual rate of interest of 10% that is convertible into shares at $0.01
and that is due on June 24, 2026; |
|
- |
A loan dated July 01, 2025 in the amount of $20,000
with a related party individual lender. The loan has an annual interest rate of 10% and is due on demand. |
|
- |
A convertible note dated July 2, 2025 with a face
value of $55,000, an original issue discount of $5,000, proceeds to the Company of $50,000, an annual rate of interest of 10% that
is convertible into shares at $0.02 and that is due on October 1, 2025; |
|
- |
A convertible note dated July 18, 2025 with a face
value of $27,500, an original issue discount of $2,500, proceeds to the Company of $25,000, an annual rate of interest of 10% that
is convertible into shares at $0.01 and that is due on October 17, 2026; |
|
- |
A convertible note dated July 21, 2025 with a face value of $13,750, an original issue discount of $1,250, proceeds
to the Company of $12,500, an annual rate of interest of 10% that is convertible into shares at $0.01 and that is due on October 21, 2025;
and |
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- |
A convertible note dated August 21, 2025 with a face value of
$150,000, an original issue discount of $15,000, proceeds to the Company of $135,000, an annual rate of interest
of 10% that is convertible into shares at $0.01 and that is due on August 22, 2026. The note also states that the lender will receive
monthly performance bonus payments of $500 per unit of the CornerShot product manufactured and delivered by the Company upon receipt of
customer payment, limited to 100% of the loan value. |
Subsequent to April 30, 2025 the Company issued convertible notes
with a conversion price of $0.01, which is lower than the exercise price of $0.028 of previously issued
warrants, triggering full ratchet price protection for the warrants and resulting in an additional approximately 11,786,000 warrants
issuable. This results in a deemed dividend amount of approximately $118,000.
Subsequent
to April 30, 2025 the following convertible notes went into default:
| - | A
convertible promissory note dated June 16, 2024 that was due on June 16, 2025; |
| - | A
convertible promissory note dated July 03, 2024 that was due on July 03, 2025; |
| - | A
convertible promissory note dated August 12, 2024 that was due on August 12, 2025; |
| - | A
convertible promissory note dated May 2, 2025 that was due on August 2, 2025; and |
| - | A
convertible promissory note dated May 2, 2025 that was due on August 2, 2025. |
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