CONVERTIBLE NOTES PAYABLE | NOTE 8 – CONVERTIBLE NOTES PAYABLE During the six months ended June 30, 2022, the Company issued an aggregate of 1,303,931,600 For the six months ended June 30, 2022 and June 30, 2021, the Company recorded amortization of debt discounts of $ 1,370,366 744,783 Convertible notes payable are comprised of the following: Schedule of convertible notes payable June 30, December 31, 2022 2021 Lender (Unaudited) (Audited) Convertible note payable – Labrys $ — $ 99,975 Convertible note payable – FF Global Opportunities fund — 243,750 Convertible note payable - Crown Bridge Partners — 35,000 Convertible note payable – Beach Labs 458,334 583,333 Convertible note payable - GS Capital Partners LLC 70,000 82,000 Convertible note payable – Pinnacle Consulting Services, Inc. 30,000 30,000 Convertible note payable – Geneva Roth — 97,939 Convertible note payable – Dutchess Capital 110,000 60,709 Convertible note payable – Coventry 68,572 100,000 Convertible note payable - GW Holdings 45,000 120,750 Convertible note payable – Sixth Street Lending 56,444 60,737 Convertible note payable – Fourth Man LLC 60,000 — Convertible note payable – 1800 Diagonal Lending LLC 137,037 — Convertible note payable – Mast Hill Fund 550,000 — Convertible note payable - St. George 4,048,878 3,914,878 Total 5,589,265 5,429,071 Less debt discounts (1,055,819 ) (1,659,622 ) Net 4,533,446 3,769,449 Less current portion (4,533,446 ) (3,769,449 ) Long term portion $ — $ — Convertible Note Payable-Mast Hill Fund In May 2022, the Company issued a convertible promissory note in the aggregate principal amount of $ 550,000 12 55,000 39,700 455,300 200,000,000 391,835 The Company is prohibited from effecting a conversion of the note to the extent that, as a result of such conversion, the investor, together with its affiliates, would beneficially own more than 4.99 As of June 30, 2022 the Company owed an aggregate of $ 550,000 7,486 Convertible Note Payable-Labrys In June 2021, the Company issued a convertible promissory note in the aggregate principal amount of $ 537,500 12 53,750 33,750 450,000 76,349,431 533,526 The Company is prohibited from effecting a conversion of the note to the extent that, as a result of such conversion, the investor, together with its affiliates, would beneficially own more than 4.99 As of June 30, 2022 and December 31, 2021, the Company owed an aggregate of $ 0 99,975 0 Convertible Notes Payable-Crown Bridge Partners From October 1 through December 31, 2019, the Company issued convertible promissory notes in the aggregate principal amount of $ 225,000 10 22,500 88,674 519,230 0.26 The Company has the right to prepay the notes for an amount ranging from 125% to 140% multiplied by the outstanding balance (all principal and accrued interest) depending on the prepayment period (ranging from 1 to 180 days following the issuance date). The Company is prohibited from effecting a conversion of any note to the extent that, as a result of such conversion, the investor, together with its affiliates, would beneficially own more than 4.99 During the three months ended June 30, 2022, the Company repaid Crown Bridge $ 50,000 0 35,000 Convertible Notes Payable-GS Capital Partners LLC In August 2021, the Company issued convertible promissory notes in the aggregate principal amount of $ 82,000 10 7,000 5,000,000 18,086 216,820,755 The Holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to 62% of the lowest trading price of the Common Stock as reported on the National Quotations Bureau OTC Marketplace exchange which the Company’s shares are traded or any exchange upon which the Common Stock may be traded in the future ("Exchange"), for the twenty prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer. To the extent the Conversion Price of the Company’s Common Stock closes below the par value per share, the Company will take all steps necessary to solicit the consent of the stockholders to reduce the par value to the lowest value possible under law. The Company agrees to honor all conversions submitted pending this increase. In the event the Company experiences a DTC “Chill” on its shares, the Conversion Price shall be decreased to 52% instead of 62% while that “Chill” is in effect. In no event shall the Holder be allowed to effect a conversion if such conversion, along with all other shares of Company Common Stock beneficially owned by the Holder and its affiliates would exceed 4.99% of the outstanding shares of the Common Stock of the Company (which may be increased up to 9.9% upon 60 days’ prior written notice by the Investor). As of the funding date of each note, the Company determined the fair value of the embedded derivative associated with the convertibility of each note. The fair value of the embedded derivative has been added to the debt discount (total debt discount is limited to the face value of the debt) with any excess of the derivative liability recognized as interest expense. The aggregate debt discount of $ 25,086 In January 2022, the Company issued convertible promissory notes in the aggregate principal amount of $ 105,000 10 10,000 The Holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to $ 0.001 In February 2022, the Company issued a convertible promissory note in the aggregate principal amount of $ 70,000 8 20,000 The Holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to $ 0.0008 As of June 30, 2022 and December 31, 2021, the Company owed an aggregate of $ 70,000 82,000 2,302 82,000 46,112 105,000 Convertible Notes Payable-St. George Investments In January and March 2021, the Company entered into three convertible promissory notes in the aggregate amount of $ 567,500 535,000 135,000 Effective October 6, 2021, the Company issued a secured convertible promissory note in the amount of $ 3,492,378 1,100,000 574,916 10,000 8 October 6, 2023 In March 2022, the Company issued a convertible promissory note in the amount of $266,500 of principal with Bucktown, Capital LLC. The Company received net proceeds of $240,000 after and original issue discount of $24,000 and fees of $2,500. The note matures in March 2023 and bear interest at 8% or 22% in the event of default. The note is convertible at the lender’s option at any time at a fixed price of $0.001 per common share, subject to normal adjustment for common stock splits. In May 2022, the Company issued a convertible promissory note in the amount of $ 57,500 50,000 7,500 8 As of June 30, 2022 and December 31, 2021, the Company owed $ 4,048,878 3,914,878 248,341 325,000 Convertible Notes Payable - Robert L. Hymers III On December 27, 2021, the Company issued convertible promissory notes in the aggregate principal amount of $ 30,000 12.5 5,000 For so long as there remains any amount due hereunder, the Holder shall have the option to convert all or any portion of the unpaid principal amount of this Note, plus accrued interest (together with the unpaid principal amount, the “Converted Amount”), into shares of the Company’s common stock. The conversion price (the “Conversion Price”) shall be equal to a $ 0.006 The aggregate debt discount of $ 5,000 As of June 30, 2022, and December 31, 2021, the Company owed an aggregate of $ 30,000 30,000 948 Convertible Note Payable – GW Holdings Group On January 6, 2020, the Company entered into a convertible promissory note in the principal amount of $ 57,750 of the note then outstanding together with any accrued interest thereon into shares of the Company's common stock at a conversion price equal to a 40% discount of the lowest trading price for fifteen trading days prior to the date of conversion. The note bears interest at a rate of 10 5,250 75,750 4,449 100,248,801 As of June 30, 2022 and December 31, 2021, the Company owed principal of $ 0 120,750 0 75,750 4,449 45,000 27,068 Convertible Note Payable- Beach Labs On November 24, 2021, the Company issued a convertible promissory note in the aggregate principal amount of $ 625,000 10 The holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to 70% of the lowest trading price of the Common Stock as reported on the National Quotations Bureau OTC Marketplace exchange which the Company’s shares are traded or any exchange upon which the Common Stock may be traded in the future ("Exchange"), for the twenty prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer. The Company determined the fair value of the embedded derivative associated with the convertibility of each note. The fair value of the embedded derivative has been added to the debt discount (total debt discount is limited to the face value of the debt) with any excess of the derivative liability recognized as interest expense. The aggregate debt discount of $ 625,000 As of June 30, 2022, and December 31, 2021, the Company owed principal of $ 458,334 583,333 43,502 125,000 Convertible Note Payable- Sixth Street Lending On November 16, 2021, the Company issued a promissory note in the aggregate principal amount of $ 60,737 7,896 10,738 50,000 On January 10, 2022, the Company issued a promissory note in the aggregate principal amount of $ 43,750 8 3,750 40,000 As of June 30, 2022, and December 31, 2021, the Company owed principal of $ 56,444 60,737 9,558 48,043 Convertible Note Payable- Coventry On December 29, 2021, the Company issued a promissory note in the aggregate principal amount of $ 100,000 10,000 20,000 80,000 10,000,000 13,000 As of June 30, 2022 and December 31, 2021, the Company owed an aggregate of $ 68,572 100,000 10,000 31,428 Convertible Note Payable-Firstfire In July 2021, the Company issued a convertible promissory note in the aggregate principal amount of $ 268,750 12 200,963 38,174,715 245,851 The Company is prohibited from effecting a conversion of the note to the extent that, as a result of such conversion, the investor, together with its affiliates, would beneficially own more than 4.99 As of June 30, 2022 and December 31, 2021, the Company owed an aggregate of $ 0 243,750 0 183,750 32,250 60,000 Convertible Note Payable- Dutchess Capital Growth Fund LP On May 25, 2021, the Company issued a convertible promissory note in the aggregate principal amount of $ 135,000 8 13,750 121,250 Beginning six months after date of issue, the holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to 55% of the lowest trading price of the Common Stock as reported on the National Quotations Bureau OTC Marketplace exchange which the Company’s shares are traded or any exchange upon which the Common Stock may be traded in the future ("Exchange"), for the fifteen prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer. The Company determined the fair value of the embedded derivative associated with the convertibility of each note. The fair value of the embedded derivative has been added to the debt discount (total debt discount is limited to the face value of the debt) with any excess of the derivative liability recognized as interest expense. The aggregate debt discount of $ 135,000 On May 5, 2022, the Company issued a convertible promissory note in the aggregate amount of $ 110,000 10 10,000 100,000 87,500,00 61,250 In the event of default on the note by the Company, the holder of this Note is entitled, at its option, at any time after cash payment, to convert all or any amount of the principal face amount of this Note then outstanding into shares of the Company's common stock (the "Common Stock") at a price ("Conversion Price") for each share of Common Stock equal to 80% of the lowest trading price of the Common Stock as reported on the National Quotations Bureau OTC Marketplace exchange which the Company’s shares are traded or any exchange upon which the Common Stock may be traded in the future ("Exchange"), for the 25 prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer. As of June 30, 2022 and December 31, 2021, the Company owed an aggregate of $ 110,000 60,709 11,000 14,302 815 46,407 28,594 Convertible Note Payable- Geneva Roth Holdings On July 28, 2021, the Company issued a promissory note in the aggregate principal amount of $ 169,125 10 13,750 153,750 67,253 As of June 30, 2022 and December 31, 2021, the Company owed an aggregate of $ 0 97,939 0 97,939 Convertible Note Payable - Fourth Man LLC In January 2022, the Company issued a convertible promissory note in the aggregate principal amount of $ 60,000 12 6,000 6,240 47,760 0.0006 42,240 As of June 30, 2022, the Company owed an aggregate of $ 60,000 9,020 Convertible Note Payable- 1800 Diagonal Lending LLC On May 18, 2022, the Company issued a promissory note in the aggregate principal amount of $ 137,037 18,433 3,750 100,000 As of June 30, 2022, and December 31, 2021, the Company owed principal of $ 56,444 60,738 9,558 Revenue share agreement – Money Well Group In March 2022, the Company entered into a revenue share in the aggregate principal amount of $ 89,940 1,285 35,940 54,000 35,940 Summary: The Company has identified the embedded derivatives related to the above described notes and warrants. These embedded derivatives included certain conversion and reset features. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of the note and to fair value as of each subsequent reporting date. See Note 10. Subscriptions Payable On September 30, 2020, the Company entered into a share exchange agreement (“Share Exchange Agreement”) with Cannabis Global, Inc. (“CBGL”) dated September 30, 2020, to acquire the number of shares of CBGL’s common stock equal in value to $ 650,000 On February 26, 2021, the Company entered into a share exchange agreement (“ECOX Share Exchange Agreement”) with Eco Innovation Group, Inc. (“ECOX”) dated February 26, 2021, to acquire the number of shares of ECOX’s common stock, equal in value to $ 650,000 0.06 329,572 391,194 41,935,484 989,594 752,961 |