STOCKHOLDERS’ EQUITY | NOTE 8 – STOCKHOLDERS’ EQUITY Minority Interest The Company acquired 100% of Emergency Response Technologies of which 51% of Al Shola Mechanicals LLC is owned with a minority interest of $168,000 as of the transaction date of Emergency Response Technologies. Common and Preferred Stock From January 1, 2023, to June 30, 2023, we made the following issuances: On January 20, 2023, and pursuant to the SPA, the Preferred A Investor exercised its option to convert 10,000 shares of Series A Preferred Stock into 219,710 shares of Common Stock of the Company. On February 2, 2023, and pursuant to the SPA, the Preferred A Investor exercised its option to convert 9,300 shares of Series A Preferred Stock into 229,163 shares of Common Stock of the Company. On February 17, 2023, and pursuant to the SPA, the Preferred A Investor exercised its option to convert 9,000 shares of Series A Preferred Stock into 240,155 shares of Common Stock of the Company. On March 2, 2023, and pursuant to the SPA, the Preferred A Investor exercised its option to convert 6,262 shares of Series A Preferred Stock into 250,000 shares of Common Stock of the Company. On March 13, 2023, and pursuant to the SPA, the Preferred A Investor exercised its option to convert 6,650 shares of Series A Preferred Stock into 265,504 shares of Common Stock of the Company. On March 28, 2023, and pursuant to the SPA, the Preferred A Investor exercised its option to convert 7,000 shares of Series A Preferred Stock into 277,308 shares of Common Stock of the Company. During the six months ended June 30, 2023, and pursuant to the Series A SPA, the Preferred A Investor exercised its option to convert 89,532 shares of Series A Preferred Stock into 3,531,137 shares of Common Stock of the Company. On June 6, 2023, the Company issued 1,666,666 shares of Common Stock to executives on the Company as Stock-based compensation with a fair value of $46. On May 12, 2022, the Company established a series of redeemable convertible preferred stock (the “Series A Preferred Stock”), par value $0.0001 per share, stated value $1.0 per share, pursuant to a Certificate of Designation, Preference and Rights of Series A Preferred Stock of the Company (the “Certificate of Designation”). On May 17, 2022, the Company entered into a Series A Preferred Stock Purchase Agreement (the “Series A SPA”) with 1800 Diagonal Lending LLC f/k/a Sixth Street Lending LLC, a Virginia limited liability company (the “Preferred A Investor”) pursuant to which the Company issued and sold to the Preferred A Investor 148,062 shares of Series A Preferred Stock for a purchase price of $129, of which the Company received proceeds of $125, net of issuance costs. The Company has accounted for the Series A Preferred Stock as mezzanine equity. From January 1, 2024, to June 30 , 2024, we made the following issuances: On January 3, 2024, Ilustrato Pictures International Inc. acquired a convertible note from YAII PN, LTD with outstanding principal and accrued interest of $600,685 in Samsara Luggage Inc. (SAML). On the January 5, 2024, SAML reissued a convertible note to ILUS who on the same day converted the note into 150,753,425 shares of common stock in the Company pursuant to the terms of said exchange note. As a result of such conversion, Ilustrato acquired control of 91.5% of the outstanding shares in SAML as of January 5, 2024. On January 16, 2024, we issued 15,000,000 common stocks to Enza International pursuant to a convertible note dated December 12, 2023, with a fair market value of $501,000. On January 18, 2024, we issued 1,150,000 common stocks to Mechtech International pursuant to a convertible note dated December 12, 2023, with a fair market value of $40,595. On January 26, 2024, we issued 1,714,286 common stocks to Kyle Edward Comerford pursuant to a Share Purchase Agreement dated December 12, 2023, for an aggregate purchase price of $30,000. On February 2, 2024, we issued 1,666,667 common stocks to Atara Feiglin Dzikowski pursuant to a consultancy agreement dated January 8, 2023, with a fair market value of $41,667. On February 5, 2024, we issued 15,000,000 common stocks to Sky Holdings pursuant to a convertible note dated December 12, 2023, with a fair market value of $586,500. On February 7, 2024, 80,698 shares of Series A stocks held by 1800 Diagonal Lending LLC were canceled as were fully redeemed and returned to treasury. On February 7, 2024, we issued 1,714,286 common stocks to Cameron Canzellarini pursuant to a Share Purchase Agreement dated December 12, 2023, for an aggregate purchase price of $50,000. On February 21, 2024, we issued 10,000,000 common stocks to Mechtech International pursuant to a convertible note dated December 12, 2023, with a fair market value of $281,750. On February 23, 2024, Ilustrato Pictures International, Inc., entered into a Stock Purchase Agreement with Samsara Luggage Inc., and sold all its equity interests in seven companies owned by the Company: ● Firebug Mechanical Equipment LLC ● Georgia Fire & Rescue Supply LLC ● Bright Concept Detection and Protection System LLC ● Bull Head Products Inc ● E-Raptor ● The Vehicle Converters ● AL Shola Al Modea Safety and Security LLC, the only entity in which the Company does not own 100% but only 51% of the membership interests The consideration for the sale of the equity interests in the foregoing companies was paid by SAML by the issuance of 350,000 restricted shares of Series B stock of SAML convertible into 350,000,000 common stock and further milestone payment/s should applicable performance targets be referenced. On February 28, 2024, we issued 2,500 Series B preferred stock to Sanjeeb Safir pursuant to a consultancy agreement dated January 8, 2023, with a fair market value of $62,750. On March 15, 2024, we issued 1,666,667 common stocks to Atara Feiglin Dzikowski pursuant to a consultancy agreement dated January 8, 2023, with a fair market value of $41,667. On April 3, 2024, we issued 15,000 shares of Series B preferred stock to Carsten Kjems Falk pursuant to a consultancy agreement dated January 5, 2023, with a fair market value of $450,000. On April 3, 2024, we issued 30,000 shares of Series B preferred stock to John-Paul Backwell pursuant to his employment agreement dated January 5, 2023, with a fair market value of $900,000. On April 3, 2024, we issued 10,000 shares of Series B preferred stock to Daniel Link pursuant to a consultancy agreement dated January 5, 2023, with a fair market value of $300,000 On April 3, 2024, we issued 5,000 shares of Series B preferred stock to Daniel Thomas Peters pursuant to a consultancy agreement dated January 5, 2023, with a fair market value of $150,000. On April 3, 2024, we issued 2,500 shares of Series B preferred stock to Annemarie Leo-Smith pursuant to a consultancy agreement dated January 5, 2023, with a fair market value of $75,000. On April 3, 2024, we issued 1,000 shares of Series B preferred stock to Aleksandar Savic pursuant to a consultancy agreement dated January 5, 2023, with a fair market value of $30,000. * On January 3, 2024, Ilustrato Pictures International Inc. (“ILUS”) acquired a convertible note from YAII PN, LTD with outstanding principal and accrued interest of $600,685 in the Company. On January 5, 2024, the Company reissued a convertible note to ILUS who on the same day converted the note into 150,753,425 shares of common stock in the Company. |