STOCKHOLDERS’ DEFICIT | NOTE 6 STOCKHOLDERS’ DEFICIT Preferred Stock Series B Convertible Preferred Stock On December 11, 2009, the Company filed a Certificate of Designation with the State of Nevada, to designate 500,000 5,000,000 The Company issued 200,000 In October 2015, the Company issued 200,000 On September 11, 2017, the Company issued an additional 210,000 As of March 31, 2023, the Company has 5,000,000 0.001 610,000 Holders of the Series B Convertible Preferred Stock are entitled to receive dividends or other distributions with the holders of the common stock of the Company on an as converted basis when, as, and if declared by the directors of the Company. Holders of the Series B Convertible Preferred Stock are entitled to convert each share of the Series B Convertible Preferred Stock into fifty (50) shares of common stock. The outstanding shares of Series B Convertible Preferred Stock are entitled to vote on any matter with the holders of common stock voting together as one (1) class and shall have that number of votes (identical in every other respect to the voting rights of the holder of common stock entitled to vote at any regular or special meeting of stockholders) equal to that number of common shares which is not less than 51% of the vote required to approve any action, which Nevada law provides may or must be approved by vote or consent of the common shares or the holders of other securities entitled to vote, if any. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, holders of the Series B Convertible Preferred Stock are entitled to receive out of the assets, whether capital or surplus, of the Company an amount equal to the Stated Value, pro rata with the holders of the common stock. Series C Convertible Preferred Stock From time to time, the Company issues Series C Convertible Preferred Stock in exchange for cash. These shares are convertible into shares of the Company’s common stock at the price of $ 0.9090 The number of issued and outstanding shares of Series C Convertible Preferred Stock were 17,300 65,425 Series D Convertible Preferred Stock On July 27, 2021 the Company designated Series D Convertible Preferred Stock (the “Series D Shares”). The Series D Shares have a stated value of $100.00 (the “Stated Value”), and carry a conversion price of the volume weighted average price (for the 20 trading days immediately prior to the conversion date). The number of shares of common stock to be issued upon any conversion shall be calculated as the quotient of (i) the product of the issued shares of the Series D Shares to be converted and the Stated Value, and (ii) the Conversion Price. The Series D Shares are not entitled to receive dividends or other distributions, and have no voting rights. Common Stock ● During the three months ended March 31, 2022, the Company issued 77,040,836 15,826,550 90,750 3,714,286 57,500,000 783,000 ● During the three months ended March 31, 2022, the Company sold 2,000,000 19,980 (i) 2,000,000 shares of common stock at a price of $0.70 per share and (ii) 1,000,000 shares of common stock at a price of $1.00 per share. The warrants expire at various times through February 9, 2023. None of the 2,000,000 shares of common stock were issued during the quarter ended March 31, 2022, and were recognized as stock payable. ● During the three months ended March 31, 2023, the Company sold 11,000,000 60,000 During the three months that ended March 31, 2023, the Company issued 155,786,846 11,000,000 500,000 Equity Financing Agreement On March 5, 2020, the Company entered into an equity financing agreement (the “Equity Financing Agreement”) with GHS Investments, LLC, a Nevada limited liability company (“GHS”). Pursuant to the Equity Financing Agreement, the Company agreed to sell to GHS an indeterminate amount of shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), up to an aggregate price of four million dollars ($4,000,000). Following effectiveness of the Registration Statement, the Company shall have the discretion to deliver puts to GHS and GHS will be obligated to purchase shares of the Company’s Common Stock based on the investment amount specified in each put notice. The maximum amount that the Company shall be entitled to put to GHS in each put notice shall not exceed two hundred percent (200%) of the average daily trading dollar volume of the Company’s Common Stock during the ten (10) trading days preceding the put, so long as such dollar amount does not exceed $500,000. Pursuant to the Equity Financing Agreement, GHS and its affiliates will not be permitted to purchase and the Company may not put shares of the Company’s Common Stock to GHS that would result in GHS’s beneficial ownership, equaling more than 4.99% of the Company’s outstanding Common Stock. The price of each put share shall be equal to eighty percent (80%) of the Market Price (as defined in the Equity Financing Agreement). Puts may be delivered by the Company to GHS until the earlier of thirty-six (36) months after the effectiveness of the Registration Statement. Concurrently with the execution of the Equity Financing Agreement, the Company entered into a convertible promissory note, for the principal balance of $ 35,000 10 0.0175 35,000 Warrants From time to time the Company granted warrants in connection with private placements of securities, as described herein. As of March 31, 2023, and June 30, 2022, the following is a breakdown of the warrant activity: Schedule of share based compensation warrant activity Range of Exercise Prices Number of Weighted- Weighted- Number Weighted- Warrants Outstanding and Exercisable at March 31, 2023: $0.70 - $1.00 16,935,352 1.08 $ 0.21 16,935,352 $ 0.21 Warrants Outstanding and Exercisable at June 30, 2022: $0.10 - $0.20 19,935,352 1.01 $ 0.23 19,935,352 $ 0.23 Warrant Activity: March 31, 2023: Schedule of warrant activity Outstanding - June 30, 2022 45,997,852 Issued - Exercised - Expired (29,062,500 ) Outstanding - March 31, 2023 16,935,352 December 31, 2021: Outstanding - June 30, 2021 124,888,519 Issued 19,937,499 Exercised - Expired (75,662,500 ) Outstanding - March 31, 2022 54,664,518 At March 31, 2023, all 16,935,352 16,935,352 |