Item 3.02. Unregistered Sales of Equity Securities.

On November 18, 2016, we filed our Form 10-Q periodic report for the fiscal quarter ending September 30, 2016, in which we reported that we have outstanding a total of 82,561,409 shares of common stock. Since that date, we have issued an additional 14,895,988 shares of common stock as follows: (i) on or about December 14, 2016 we issued 3,993,285 shares pursuant to the conversion of 118,333 shares of our Series A Preferred Stock at a conversion price of $0.0296; (ii) December 15, 2016 we issued 4,100,000 shares pursuant to the conversion of 121,360 shares of our Series A Preferred Stock at a conversion price of $0.0296; (iii) on or about December 22, 2016 we issued 4,100,000 shares pursuant to the conversion of 121,360 shares of our Series A Preferred Stock at a conversion price of $0.0296; and (iv) on or about December 27 , 2016 we issued 2,702,703 shares pursuant to the conversion of 80,000 shares of our Series A Preferred Stock at a conversion price of $0.0296.

The issuance of the above shares was exempt from the registration requirements of Section 5 of the Securities Act of 1933 (the “Act”) pursuant to Section 4(a)(2) thereto as isolated transactions not involving a public offering.

Following the issuances outlined above, and as of December 27, 2016, the Registrant has a total of 97,457,397 shares of common stock issued and outstanding.