Convertible Promissory DEBENTURES | NOTE 6 – Convertible Promissory DEBENTURES Convertible notes payable consisted of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE March 31, 2022 December 31, 2021 $ 457,380 $ 457,380 January 28, 2020 ( $457,380 0 October 20, 2022 $ 457,380 $ 457,380 June 23, 2020 ($ 60,500 0 October 20, 2022 60,500 60,500 September 17, 2020 ($ 199,650 0 October 20, 2022 16,714 199,650 42,857 182,936 182,936 March 23, 2022 ($ 220,000 0 October 23, 2023 220,000 - Total convertible notes payable 920,816 700,816 Original issue discount (57,092 ) (53,614 ) Debt discount (158,804 ) - Total convertible notes payable $ 704,920 $ 647,202 Principal payments on convertible promissory debentures are due as follows: SCHEDULE OF PRINCIPAL PAYMENTS DUE ON CONVERTIBLE PROMISSORY DEBENTURES Year ending December 31, 2022 $ 700,816 2023 220,000 Total $ 920,816 Current Noteholders Osher – $110,000 On March 23, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (i) $ 110,000 220,000 0.50 100,000 10,000 The conversion price for the principal in connection with voluntary conversions by a holder of the convertible notes is $ 0.50 . Brio – $110,000 On March 23, 2022, the Company entered into an Original Issue Discount Senior Convertible Debenture (the “Note”) with respect to the sale and issuance to institutional investor Brio Capital Master Fund Ltd. (i) $ 110,000 220,000 0.50 100,000 10,000 The conversion price for the principal in connection with voluntary conversions by a holder of the convertible notes is $ 0.50 . Osher – $457,380 On January 28, 2020 (the “Original Issue Date”), the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (i) $ 385,000 January 26, 2021 five-year 80,209 7.00 350,005 34,995 The conversion price for the principal in connection with voluntary conversions by a holder of the convertible notes is $ 0.094 . The Company and Osher amended the convertible debt agreement as follows on October 20, 2020: ● The parties amended the Warrants dated January 28, 2020, for the number of warrant shares from 80,209 4,113,083 0.14 ● The parties amended the Note to provide for interest at 8 ● The parties amended the Note for the maturity date from June 23, 2021 to October 20, 2021 On October 22, 2021, the Company and Osher amended convertible debt agreements as follows: ● The parties amended the October 20, 2020 Notes for the maturity date from October 20, 2021 to October 20, 2022 ● The parties amended the October 20, 2020 Notes for the aggregate principal amount and accrued interest from $ 652,300 717,530 65,230 ● In exchange for the extension of the Note, the Company issued Osher five-year 450,000 Osher – $60,500 (as amended on October 20, 2020 to $55,000) On June 23, 2020 (the “Original Issue Date”), the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (i) $ 50,000 June 23, 2021 five-year 10,000 30.00 50,005 0 The conversion price for the principal in connection with voluntary conversions by a holder of the convertible notes is $ 0.39 . The Company and Osher amended the convertible debt agreement as follow on October 20, 2020: ● The parties amended the Note for the aggregate principal amount from $ 50,000 55,000 50,005 4,995 ● The parties amended the Warrants dated June 23, 2020, for the number of warrant shares from 10,000 141,020 0.59 ● The parties amended the Note for the maturity date from June 23, 2021 to October 20, 2021 On October 22, 2021, the Company and Osher amended convertible debt agreements as follows (see Note 12): ● The parties amended the October 20, 2020 Notes for the maturity date from October 20, 2021 to October 20, 2022 ● The parties amended the October 20, 2020 Notes for the aggregate principal amount and accrued interest from $ 652,300 717,530 65,230 ● In exchange for the extension of the Note, the Company issued Osher five-year 450,000 1.00 Osher – $199,650 On September 17, 2020 (the “Original Issue Date”), the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with respect to the sale and issuance to institutional investor Osher Capital Partners LLC (i) $ 181,500 September 30, 2021 five-year 8,250 30.00 165,000 16,500 The conversion price for the principal in connection with voluntary conversions by a holder of the convertible notes is $ 0.39 . The Company and Osher amended the convertible debt agreement as follow on October 20, 2020: ● The parties amended the Warrants dated September 17, 2020, for the number of warrant shares from 8,250 465,366 0.59 ● The parties amended the Note for the maturity date from September 30, 2021 to October 20, 2021 On October 22, 2021, the Company and Osher amended convertible debt agreements as follows (see Note 12): ● The parties amended the October 20, 2020 Notes for the maturity date from October 20, 2021 to October 20, 2022 ● The parties amended the October 20, 2020 Notes for the aggregate principal amount and accrued interest from $ 652,300 717,530 65,230 ● In exchange for the extension of the Note, the Company issued Osher five-year 450,000 1.00 On October 28, 2021, Osher elected to convert $ 16,714 199,650 42,857 Previous Noteholders Previous notes were detailed in our Form 10-K filed on March 31, 2022. No changes occurred related to these notes during the period covered by this Form 10-Q. |