UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Form 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period endedDECEMBER 31, 2016SEPTEMBER 30, 2020

☐  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

ALTAIR INTERNATIONAL CORP.

(Exact name of registrant as specified in its charter)

Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in RubleRule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☑☐ No ☐☑

As of February 10, 2017,October 21, 2020, there were 31,957,000537,732,553 shares of the registrant’s $0.001 par value common stock issued and outstanding.

ALTAIR INTERNATIONAL CORP.

QUARTERLY REPORT

PERIOD ENDED DECEMBER 31, 2016SEPTEMBER 30, 2020

TABLE OF CONTENTS

Special Note Regarding Forward-Looking Statements

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Altair International Corp. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we," "our," "us," the "Company," or "ATAO" refers to Altair International Corp.

PART I - FINANCIAL INFORMATION

ALTAIR INTERNATIONAL CORP.

Notes to the Financial Statements

December 31, 2016September 30, 2020

(Unaudited)

The results for the six months ended September 30, 2020 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10K for the year ended March 31, 2020, filed with the Securities and Exchange Commission.

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2020 and for the related periods presented have been made.

NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS

Organization and Description of Business

ALTAIR INTERNATIONAL CORP. (the “Company”) was incorporated under the laws of the State of Nevada on December 20, 2012. The Company’s physical address is 20704 N 90^th Place, Scottsdale, AZ 85254.322 North Shore Drive, Building1B, Suite 200, Pittsburgh, PA 15212. The Company is in the development stage as defined under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 "Development-Stage Entities.”

Mining Lease

The Company hasis currently engaged in identifying and assessing new business opportunities. In this regard, the Company entered into a strategic allianceMining Lease effective August 3, 2020 with Cure Pharmaceutical CorporationOliver Geoservices LLC (“CURE”OGS”),under which the Company received an exclusive lease to mine certain unpatented lode mining claims known as the Walker Ridge located in Elko Country Nevada for a California company engagedperiod of five years. The lease can be extended for an additional twenty years if certain extension payments are made within the term of the lease. The Company made an initial payment of $25,000 to secure the lease and is required to make advance royalty payments to maintain its exclusivity commencing December 1, 2020, starting at $25,000 and increasing in the development of oral thin film (“OTF”)$25,000 increments each year for the delivery of nutraceutical, over-the-counter and prescription products. Initially this alliance was comprised of an Exclusive License and Distribution Agreement for CURE’s Sildenafil (commonly knowninitial five year term to $100,000 as Viagra) Products throughout Asia, Brazil,well as issuing common shares to OGS in accordance with the Middle East and Canada acquired at a cost of $200,000 while a joint venture agreement for the procurement of converting and packaging equipment specific for oral thin film products was proposed through a Letter of Intent. following schedule.

In addition, Altaira 3% net smelter fee royalty is payable on all mineral production from the leased property. The foregoing description of the Agreement does not purport to be complete and Cure agreed to enter into further joint ventures or other business relationships for the purpose of completing the development and marketing of additional products, and for license and distribution agreements for additional Cure products such as aspirin, sleep-aid, topical muscle and joint pain relief, and electrolytes delivered through OTF or other methods. Altair advanced $360,000 to CUREis qualified in this regard.

On September 23, 2016, the Company and CURE agreed to terminate the Exclusive License and Distribution Agreement for CURE’s Sildenafil Products dueits entirety by reference to the unanticipated costs of obtaining regulatory approvals for the introduction of these pharmaceutical products into the licensed markets. In its place, the Company and CURE agreedAgreement which was filed as Exhibit 1.01 to replace it with an Exclusive License and Distribution Agreement for a family of sports related nutraceutical products including a topical active for joint and muscle pain and OTF products for delivery of electrolyte, energy, sleep and recovery actives, The Company will become the exclusive worldwide distributor for these products. The fee for this new Exclusive License and Distribution Agreement was $560,000, comprised of the $200,000 fee paid for the Sildenafil agreement and the $360,000 advanced as a deposit for future license and distribution agreements.Form 8-K dated August 14, 2020.

The Company had previously planned to commence operations in the architectural fieldenter into license and to be responsibledistribution agreements for the concept architectural vision of future private and public buildings as well as municipal organized public areas.oral thin film nutraceutical products. This plan was abandoned in the 20152017 fiscal year in favor ofas the business operations described above.Company was unable to obtain the working capital required to bring the products to market.

Since inception (December 20, 2012) through December 31, 2016,September 30, 2020, the Company has not generated any revenue and has accumulated losses of $298,430.$1,043,770.

In management’s opinion all adjustments necessary for a fair statement of the results for the interim periods have been made, and that all adjustments have been made to maintain the books in accordance with GAAP. Furthermore, sufficient disclosures have been made in order to ensure that the interim financial statements will not be misleading.

NOTE 2 - GOING CONCERN

The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.  The Company has incurred losses since inception resulting in an accumulated deficit of $298,430$1,043,770 as of December 31, 2016September 30, 2020 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern.  The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, and loans from directorsthird parties and/or private placement of common stock. 

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the ninesix month periods ending December 31, 2016September 30, 2020 and 20152019 and year ending March 31, 2016.2020.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.

The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At December 31, 2016September 30, 2020 the Company's bank deposits did not exceed the insured amounts.

Convertible Promissory Notes

The Company has issued Promissory Notes with conversion provisions that allow the holder to convert the note into shares of the Company at a discount. The Company records an expense calculated at the date of issuance based on the amount the note could be converted into at that time, over and above the note payable.

Mining Expenses

The Company records all mining exploration and evaluation costs as expenses in the period in which they are incurred.

Basic and Diluted Income (Loss) Per Share

The Company computes loss per share in accordance with “ASC-260”, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period.  Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.

Income Taxes

The Company follows the liability method of accounting for income taxes.  Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences).  The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Fair Value of Financial Instruments

FASB ASC 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.

These tiers include:

Level 1: defined as observable inputs such as quoted prices in active markets;

Level 2:  defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and

Level 3:  defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The carrying amounts of financial assets and liabilities, such as cash and accrued liabilities approximate their fair values because of the short maturity of these instruments.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

NOTE 4 – SALES AND DISTRIBUTION LICENSEReclassifications

On November 26, 2014,Certain reclassifications have been made to the Company entered into a license and distribution agreement with Cure Pharmaceutical Corporation (“Cure”)prior period financial information to conform to the presentation used in the financial statements for the exclusive rights to distribute and sell in certain defined territories any product produced and supplied by Cure that contains Sildenafil delivered through an oral thin film. The defined territories included Asia, Brazil, the Middle East and Canada. For the sake of clarity, Asia was further defined as India, China, Malaysia, Indonesia, Taiwan, Japan, Philippines, and those other countries dependent on China’s SDA certification for their approval protocol of the Products. There was no expiry date to this agreement. The agreement required that the Company pay to Cure a fee in the aggregate amount of $200,000, payable in two equal $100,000 instalments. The Company completed the purchase of the license in the 2015 fiscal year.six month period September 30, 2020.

On September 23, 2016, the Company and CURE agreed to terminate the Exclusive License and Distribution Agreement for CURE’s Sildenafil Products due to unanticipated costs of obtaining regulatory approvals for the introduction of these pharmaceutical products into the Asian markets and to replace it with an Exclusive License and Distribution Agreement for a family of sports related nutraceutical products including a topical active for joint and muscle pain and OTF products for delivery of electrolyte, energy, sleep and recovery actives, The Company will become the exclusive worldwide distributor for these products. The fee for this new Exclusive License and Distribution Agreement was $560,000, comprised of the $200,000 fee paid for the Sildenafil agreement and the $360,000 advanced as a deposit for future license and distribution agreements. This Agreement has a ten year term and requires minimum product orders of $1,500,000 in the first 24 month from the effective date of the Agreement and $1,500,000 for each year thereafter.

NOTE 5 – ADVANCES AND DEPOSITS

The Company and Cure agreed to enter into further joint ventures or other business relationships for the purpose of completing the development and marketing of additional products and for license and distribution agreements for additional Cure products. To September 23, 2016 the Company had advanced $360,000 to Cure for these purposes. As described in Note 4 above, these advances were applied to the $560,000 fee payable to CURE for the Exclusive License and Distribution Agreement for sports related nutraceutical products, leaving a balance of $nil at December 31, 2016 ($360,000 as at December 31, 2015).

NOTE 64 – PROMISSORY NOTES

Williams Ten, LLC

On March 6, 2015,May 11, 2020, the Company executedissued a convertible promissory note for $100,000 withpayable to Williams Ten, LLC. LLC in the amount of $15,000.

The note was due in ninety days, had a $10,000 one-time interest payment due at maturity and requiredhas conversion provisions allowing the issuance of 10,000 shares of common stock. Any unpaid principal and interest atholder to convert the end of the term was convertiblenote into shares of common stockthe Company at 50% ofa discount, as described in the average closing price fortable below. At issuance the ten days prior to the end of the term of the note. The fair value of the common stock issued was determined to be $9,091 based on its fair value relative to the fair value of the debt issued. This amount was recorded as a debt discount and was to be amortized utilizing the interest method of accretion over the term of the note. In addition, due to the variable nature of the conversion feature which has no explicit limitwas less than the face amount of the note payable.

At September 30, 2020 the balance on the numberoutstanding convertible note payable with interest accrued was $15,467.

Further details of shares that could be requiredthe outstanding convertible note as of September 30, 2020 are as follows:

EROP Capital, LLC

On May 13, 2020, the Company issued a convertible note payable to be issued, the company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $100,004 based on the Black Scholes Merton pricing model and a corresponding debt discount of $90,909 and derivative expense charge of $9,095. On September 29, 2016, Williams Ten,EROP Capital, LLC agreed to cancel this Promissory Note and accept a new Convertible Promissory Note in the amount of $121,000, which included all accrued interest and penalties. This Convertible Promissory Note bears interest at$20,000.

The note has conversion provisions allowing the rate of 6.00% per annum and has a one year term. The Holder is entitledholder to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable,note into such number of shares of the Company’s sharesCompany at a discount, as described in the table below. The Company recorded an expense of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing$1,057 which was calculated at issuance (May 13, 2020) based on the entire principal amount of this Note plus anythe note could be converted into at that time, over and above the note payable.

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued interest by $0.01 per share. On October 3, 2016, the Company converted $10,000was $20,614.

Further details of the principal balance into 1,000,000 sharesoutstanding convertible note as of common stock. As of December 31, 2016, $111,000 remains outstanding; and the Company fair valued the derivative at $71,105 resulting in a gain on the change in the fair value of $24,645.September 30, 2020 are as follows:

Thirty 05, LLC

On September 29, 2016,May 18, 2020, the Company issued a Convertible Promissory Noteconvertible note payable to Thirty 05, LLC in the principal amount of $13,850 to Strips Nutrition, Inc. as consideration for $13,850 in cash advances to$17,500.

The note has conversion provisions allowing the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one year term. The Holder is entitledholder to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable,note into such number of shares of the Company’s sharesCompany at a discount, as described in the table below. At issuance the value of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recordedwas less than the derivative liability at its fair valueface amount of $10,960 basedthe note payable.

At September 30, 2020 the balance on the Black Scholes Merton pricing model and a corresponding debt discount of $10,960 to be amortized utilizing theoutstanding convertible note payable with interest method of accretion over the termaccrued was $18,018.

Further details of the note.outstanding convertible note as of September 30, 2020 are as follows:

As of December 31, 2016, the Company fair valued the derivative at $8,872 resulting in a gain on the change in the fair value of $2,088. In addition, $2,763 of the debt discount has been amortized to interest expense.

EROP Capital, LLC

On September 29, 2016,June 5, 2020, the Company issued a Convertible Promissory Noteconvertible note payable to EROP Capital, LLC in the principal amount of $13,768.89$10,000.

The Company determined there to Mr. Fred Lee as consideration for $13,768.89 in travel expenses incurred in assessing distribution opportunities in Asia forbe an embedded derivative liability present per the Company. This Convertible Promissory Note bears interest atcriteria of ASC 815, which requires the rateelements of 6.00% per annum andthe instrument to be bifurcated. The note has a one year term. The Holder is entitledconversion provisions allowing the holder to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable,note into such number of shares of the Company’sCompany at a discount, as described in the table below. The Company recorded an expense of $528 which was calculated at issuance (June 5, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $10,256.

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

EROP Capital, LLC

On July 16, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $7,500.

The note has conversion provisions allowing the holder to convert the note into shares of common stock, par value $.0001 (the “Common Stock”)the Company at a discount, as is obtained by dividingdescribed in the entiretable below. The Company recorded an expense of $396 which was calculated at issuance (July 16, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $7,651.

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

EROP Capital, LLC

On August 14, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of this Note plus any$12,500.

The note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. The Company recorded an expense of $660 which was calculated at issuance (August 14, 2020) based on the amount the note could be converted into at that time, over and above the note payable.

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued interest by $0.01 per share. was $12,629.

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

Thirty 05, LLC

On August 14, 2020, the Company issued a convertible note payable to Thirty 05, LLC in the amount of $12,500.

The company bifurcatednote has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described in the table below. At issuance the value of the conversion feature and accounted for it as a derivative liability. The Company recordedwas less than the derivative liability at its fair valueface amount of $10,896 basedthe note payable.

At September 30, 2020 the balance on the Black Scholes Merton pricing model and a corresponding debt discount of $10,896 to be amortized utilizing theoutstanding convertible note payable with interest method of accretion over the termaccrued was $12,629.

Further details of the note. Asoutstanding convertible note as of December 31, 2016, the Company fair valued the derivative at $8,820 resulting in a gain on the change in the fair value of $2,076. In addition, $2,776 of the debt discount has been amortized to interest expense.September 30, 2020 are as follows:

EROP Capital, LLC

On September 29, 2016,August 27, 2020, the Company issued a Convertible Promissory Noteconvertible note payable to EROP Capital, LLC in the principal amount of $160,000 to Mr. Brent McMahon as consideration for $160,000 in cash advances to$7,500.

The note has conversion provisions allowing the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one year term. The Holder is entitledholder to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable,note into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”)Company at a discount, as is obtained by dividingdescribed in the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability.table below. The Company recorded the derivative liabilityan expense of $396 which was calculated at its fair value of $126,612issuance (August 27, 2020) based on the Black Scholes Merton pricing modelamount the note could be converted into at that time, over and a corresponding debt discount of $126,612 to be amortized utilizingabove the note payable.

At September 30, 2020 the balance on the outstanding convertible note payable with interest method of accretion over the termaccrued was $7,556.

Further details of the note. On October 3, 2016, the Company converted $10,000outstanding convertible note as of the principal balance into 1,000,000 shares of common stock. As of December 31, 2016, the Company fair valued the derivative at $96,088 resulting in a gain on the change in the fair value of $30,524. In addition, $32,260 of the debt discount has been amortized to interest expense.September 30, 2020 are as follows:

EROP Capital, LLC

On September 29, 2016,30, 2020, the Company issued a Convertible Promissory Noteconvertible note payable to EROP Capital, LLC in the principal amount of $84,373.25 to Evolution Equities Corporation, a related company, as consideration for $84,373.25 in expenses paid on behalf of$10,000.

The note has conversion provisions allowing the Company. This Convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one year term. The Holder is entitledholder to convert any or all of the principal amount of this Note and any accrued interest, late fee, and extension fee, if applicable,note into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”)Company at a discount, as is obtained by dividing the entire principal amount of this Note plus any accrued interest by $0.01 per share. The company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $66,766 based on the Black Scholes Merton pricing model and a corresponding debt discount of $66,766 to be amortized utilizing the interest method of accretion over the term of the note. As of December 31, 2016, the Company fair valued the derivative at $54,048 resulting in a gain on the changedescribed in the fairtable below. At issuance the value of $12,718. In addition, $17,012 of the debt discount has been amortized to interest expense.

On September 23, 2016, the Company issued two Convertible Promissory Notes in the principal amounts of $10,000 and $25,000 to Enpos Sports, LLC as consideration for $35,000 in cash advances to the Company. These convertible Promissory Notes bear interest at the rate of 6.00% per annum and have a one year term. The Holder is entitled to convert any or all of the principal amount of these Notes and any accrued interest, late fees, and extension fees, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of the Notes plus any accrued interest at the lesser of (i) 70% of the lowest closing bid price over the 5 trading days prior to conversion or (ii) $0.10 per share. Due to the variable nature of the conversion feature whichwas less than the face amount of the note payable.

At September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $10,000.

Further details of the outstanding convertible note as of September 30, 2020 are as follows:

Byron Hampton

On August 24, 2020, the Company issued a promissory note payable to Mr. Byron Hampton in the amount of $9,990. The note has no explicit limitconversion provisions.

At September 30, 2020 the balance on the numberoutstanding note payable with interest accrued was $10,071.

Further details of shares that could be required to be issued, the company bifurcatedoutstanding note as of September 30, 2020 are as follows:

Interest expense for these notes as of September 30, 2020 and 2019 was $2,400 and $0.

Outstanding balances on the conversion featureconvertible notes and accounted for itthe promissory note as aof September 30, 2020 and 2019 were $124,890 and $0. Furthermore, the total outstanding derivative liabilityliabilities on both notes. the convertible notes as of September 30, 2020 and 2019 were $3,037 and $0.

NOTE 5 – COMMON STOCK

The Company recorded the derivative liability at its fairhas 2,000,000,000 common shares authorized with a par value of $27,673 based on$0.001 per share.

The Company had 496,732,553 common shares issued and outstanding at March 31, 2020.

During the Black Scholes Merton pricing model and a corresponding debt discountthree month period ended June 30, 2020, the Company issued 11,000,000 of $27,673 to be amortized utilizing the interest method of accretion over the termits common shares in partial settlement of the note. Asoutstanding balance of December 31, 2016,a Promissory Note due to Alan Smith. In addition, the Company fair valued the derivative at $22,421 resulting in a gain on the change in the fair value of $5,275. In addition, $7,506issued 4,000,000 common shares to Mr. Leonard Lovallo for his role as an independent member of the debt discount has been amortizedCompany’s Board of Directors.

The Company had 511,732,553 common shares issued and outstanding at June 30, 2020.

During the three month period ended September 30, 2020, the Company issued 26,000,000 common shares to interest expense.Mr. Leonard Lovallo for his role as Chief Executive Office and President of the Company.

The Company had 537,732,553 common shares issued and outstanding at September 30, 2020.

On October 14, 2016, the Company issued a Convertible Promissory Note in the principal amount of $8,594.48 to Enpos Sports, LLC as consideration for $8,594.48 in cash advances to the Company. The convertible Promissory Note bears interest at the rate of 6.00% per annum and has a one year term. The Holder is entitled to convert any or all of the principal amount of this Note and any accrued interest, late fees, and extension fees, if applicable, into such number of shares of the Company’s shares of common stock, par value $.0001 (the “Common Stock”) as is obtained by dividing the entire principal amount of the Note plus any accrued interest at the lesser of (i) 70% of the lowest closing bid price over the 5 trading days prior to conversion or (ii) $0.10 per share. Due to the variable nature of the conversion feature which has no explicit limit on the number of shares that could be required to be issued, the company bifurcated the conversion feature and accounted for it as a derivative liability. The Company recorded the derivative liability at its fair value of $6,744 based on the Black Scholes Merton pricing model and a corresponding debt discount of $6,744 to be amortized utilizing the interest method of accretion over the term of the note. As of December 31, 2016, the Company fair valued the derivative at $5,768 resulting in a gain on the change in the fair value of $976. In addition, $1,460 of the debt discount has been amortized to interest expense.

A summary of outstanding convertible notes as of December 31, 2016, is as follows:

Note Holder		Issue Date				Maturity Date				Stated Interest Rate				Principal Balance 12/31/2016
Williams Ten, LLC		9/29/2016				9/29/2017					6	%		$	111,000
Strips Nutrition, Inc.		9/29/2016				9/29/2017					6	%			13,850
Mr. Fred Lee		9/29/2016				9/29/2017					6	%			13,769
Mr. Brent McMahon		9/29/2016				9/29/2017					6	%			150,000
Evolution Equities Corporation		9/29/2016				9/29/2017					6	%			84,373
Enpos Sports, LLC		9/23/2016				9/23/2017					6	%			35,000
Enpos Sports, LLC		10/14/2016				10/14/2017					6	%			8,594
Total															416,586
Less debt discount															(185,843	)
Total														$	230,743

A summary of the activity of the derivative liability for the notes above is as follows: