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Depreciation expense for year ended March 31, 2022 and 2021 was $70,368 and $86,496, respectively.
F-12 | Page
6.ACCOUNTS PAYABLE – RELATED PARTIES
During the years ended March 31, 2022 and 2021, the Company incurred rent expense to Paul D. Thompson, the sole director and officer of the Company, of $48,000 and $45,600, respectively. On March 31, 2022 and 2021, $182,619 and $147,153 for this obligation is outstanding, respectively.
Compensation
On March 31, 2022, the Company entered into a compensation agreement with Paul D. Thompson Sr., the sole director and officer of the Company. Mr. Thompson is compensated $15,000 per month and has the option to take payment in Company stock, cash payment or deferred payment in stock or cash. In addition. Mr. Thompson is due 2,000,000 shares of common stock at the end of each fiscal quarter. On March 31, 2022 and 2021, $271,352 and $280,949 of compensation due is included in accounts payable – related party, respectively and $10,400 for 2,000,000 shares and $51,400 for 2,000,000 shares of common stock due is included in share subscriptions payable, respectively.
7.NOTES PAYABLE AND NOTES PAYABLE - RELATED PARTY
During the year ended March 31, 2022, the Company issued the following notes payable:
i)On November 10, 2021, the Company issued a promissory note for cash with $16,000 in principal that earns interest at 12% per annum and due on December 1, 2021.
ii)On December 20, 2021, the Company issued a promissory note for cash with $5,000 in principal. The Company will repay $5,500 in cash when the next convertible promissory note is issued.
iii)On January 27, 2022, the Company issued a promissory note for cash with $6,000 in principal that earns interest at 12% per annum and due on July 27, 2022.
iv)On February 1, 2022, the Company issued a promissory note for cash with $15,000 in principal that earns interest of $2,000 and is due upon receipt of cash from the sale of gold. This note was repaid in full on March 24, 2022.
v)On February 28, 2022, the Company issued a promissory note for cash with $5,000 in principal that earns interest at 12% per annum and is due upon receipt of cash from the sale of gold.
During the years ended March 31, 2022 and 2021, note principal and interest of $156,641 (principal of $152,514 and interest of $4,127) and $2,000, respectively, was paid through the issuance of 8,416,395 shares and 50,000 shares of common stock, respectively. In addition, for years ended March 31 2022 and 2021, the Company paid $31,000 and $32,000 in cash, respectively, to settle debt.
On March 31, 2022 and 2021, the carrying value of the notes payable totaled $1,169,147 (net of unamortized debt discount of $0) and $1,232,576 (net of unamortized debt discount of $0), respectively.
Notes payable – related party – On March 31, 2022 and 2021, notes payable – related party of $141,169 and $141,169, respectively, are due to Paul Thompson Sr., the sole officer and director of the Company. These notes bear interest from 0% to 12% per annum.
Interest and amortization of debt discount was $77,211 and $366,927 for the years ended March 31, 2022 and 2021, respectively.
On March 31, 2022 and 2021, accrued interest of $323,133 and $214,744, respectively, is included in accounts payable and accrued liabilities.
On March 31, 2022, $1,359,316 of notes payable and notes payable – related party were in default. There are no default provisions stated in these notes. The amount by which the if-converted value of notes payable exceeds principal of notes payable at March 31, 2022 is $5,677.
F-13 | Page
8.PROMISSORY NOTES
On March 31, 2022 and 2021, outstanding Promissory Notes were $65,000 and $65,000, respectively. The Note bear interest of 4% per annum and are due on December 31, 2013. The Note is secured by all of Mexus Gold US shares of stock in Mexus Resources S.A. de C.V. and a personal guarantee of Paul D. Thompson. As of March 31, 2022, the Company has not made the scheduled payments and is in default on this promissory note. The default rate on the notes is seven percent. On March 31, 2022 and 2021, accrued interest of $54,146 and $46,351, respectively, is included in accounts payable and accrued liabilities.
9.CONVERTIBLE PROMISSORY NOTES
Power Up Lending Group Ltd.
On October 3, 2019, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $82,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing August 15, 2020 for $80,000 in cash. After 170 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $50,377 which was recorded as a debt discount. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest, between 121 days and 150 days at 130% of the original principal amount plus interest, and between 151 days and 170 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2020, the Note is recorded at an accreted value of $112,736 less unamortized debt discount of $20,352. From April 13, 2020 to April 22, 2020, the Company issued 2,489,415 shares of common stock of the Company with the fair value $154,491 to the Holder to fully settle the Note resulting in a loss on settlement of $19,953. Interest and amortization of debt discount was $0 and $42,155 for the years ended March 31, 2022 and 2021, respectively.
On December 12, 2019, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $57,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing September 15, 2020 for $55,000 in cash. After 170 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $49,646 which was recorded as a debt discount. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2020, the Note is recorded at an accreted value of $70,450 less unamortized debt discount of $29,013. From June 17, 2020 to June 24, 2020, the Company issued 1,935,938 shares of common stock of the Company with the fair value $137,709 to the Holder to fully settle the Note resulting in a loss on settlement of $43,940. Interest and amortization of debt discount was $0 and $52,332 for the year ended March 31, 2022 and 2021, respectively.
On March 2, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $52,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing December 15, 2020 for $50,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen trading day period ending on the latest complete trading day prior to the conversion date. The
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Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $70,613 which was recorded as a debt discount. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2020, the Note is recorded at an accreted value of $53,617 less unamortized debt discount of $44,714. From September 8, 2020 to September 17, 2020, the Company issued 1,114,824 shares of common stock of the Company with the fair value $90,894 to the Holder to fully settle the Note resulting in a loss on settlement of $5,278. Interest and amortization of debt discount was $0 and $76,712 for the year ended March 31, 2022 and 2021, respectively.
On March 26, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $42,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing January 15, 2021 for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $38,003 which was recorded as a debt discount. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2020, the Note is recorded at an accreted value of $40,495 less unamortized debt discount of $37,311. From October 2, 2020 to October 15, 2020, the Company issued 1,357,488 shares of common stock of the Company with the fair value $85,374 to the Holder to fully settle the Note resulting in a loss on settlement of $16,067 Interest and amortization of debt discount was $0 and $66,129 for the years ended March 31, 2022 and 2021, respectively.
On June 9, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $52,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing April 1, 2021 for $50,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $67,285, of which $50,000 was recorded as debt discount and the remainder of $17,285 was recorded expensed and included in gain (loss) on derivative liability. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From December 15, 2020 to December 18, 2020, the Company issued 3,399,082 shares of common stock of the Company with the fair value $105,588 to the Holder to fully settle the Note resulting in a loss on settlement of $14,359. Interest and amortization of debt discount was $0 and $91,230 for the years ended March 31, 2022 and 2021, respectively.
On July 17, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $42,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing May 17, 2021 for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original
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principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From January 22, 2021 to January 26, 2021, the Company issued 3,604,000 shares of common stock of the Company with the fair value $90,943 to Power Up Lending Group Ltd. to fully settle the Note resulting in a loss on settlement of $21,635. Interest and amortization of debt discount was $0 and $60,913 for the years ended March 31, 2022 and 2021, respectively.
On September 17, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $47,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing September 17, 2021 for $45,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From March 23, 2021 to March 30, 2021, the Company issued 3,120,495 shares of common stock of the Company with the fair value $86,666 to Power Up Lending Group Ltd. to fully settle the Note resulting in a loss on settlement of $9,205. Interest and amortization of debt discount was $0 and $66,222 for the years ended March 31, 2022 and 2021, respectively.
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On October 15, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $52,500 less transaction costs of $2,500 bearing a 12% annual interest rate and maturing October 15, 2021 for $50,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $11,818 (accreted value of $80,769 less debt discount of $68,951). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2021, the Note is recorded at an accreted value of $47,801 ($85,205 less unamortized debt discount of $37,404). From April 22, 2021 to April 30, 2021, the Company issued 4,274,515 shares of common stock of the Company with the fair value $102,609 to the Holder to fully settle the Note resulting in a loss on settlement of $16,993. Interest and amortization of debt discount was $37,815 and $35,982 for the years ended March 31, 2022 and 2021, respectively.
On December 15, 2020, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $43,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing December 15, 2021 for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $6,797 (accreted value of $66,923 less debt discount of $60,126). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2021, the Note is recorded at an accreted value of $26,590 ($69,255 less unamortized debt discount of $42,665). From June 16, 2021 to June 18, 2021, the Company issued 2,891,728 shares of common stock of the Company with the fair value $82,483 to the Holder to fully settle the Note resulting in a loss on settlement of $11,544. Interest and amortization of debt discount was $44,348 and $19,790 for the years ended March 31, 2022 and 2021, respectively.
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On January 20, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $43,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing January 20, 2022 for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $0 (accreted value of $66,923 less debt discount of $66,923). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2021, the Note is recorded at an accreted value of $11,364 ($68,463 less unamortized debt discount of $57,099). From July 26, 2021 to August 9, 2021, the Company issued 3,137,298 shares of common stock of the Company with the fair value $73,615 to the Holder to fully settle the Note resulting in a loss on settlement of $2,677. Interest and amortization of debt discount was $59,574 and $15,089 for the years ended March 31, 2022 and 2021, respectively.
On March 1, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $38,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing March 1, 2022 for $35,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $1,453 (accreted value of $59,231 less debt discount of $57,778). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2021, the Note is recorded at an accreted value of $6,786 ($59,815 less unamortized debt discount of $53,029), respectively. From September 7, 2021 to September 14, 2021, the Company issued 4,877,232 shares of common stock of the Company with the fair value $82,985 to the Holder to fully settle the Note resulting in a loss on settlement of $20,201. Interest and amortization of debt discount was $55,999 and $5,333 for the years ended March 31, 2022 and 2021, respectively.
On April 5, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $40,000 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing April 5, 2022 for $36,500 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $13,462 (accreted value of $61,538 less debt discount of $48,076).The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From October 6, 2021 to October 19, 2021, the Company issued 4,719,595 shares of common stock of the Company with the fair value $68,615 to the Holder to fully settle the Note resulting in a loss on settlement of $3,385. Interest and amortization of debt discount was $51,769 and $0 for the years ended March 31, 2022 and 2021, respectively.
On April 29, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $38,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing April 29, 2022 for $35,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception,
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the carrying value of the Note was $12,600 (accreted value of $59,231 less debt discount of $46,631). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From November 3, 2021 to November 16, 2021, the Company issued 6,457,205 shares of common stock of the Company with the fair value $61,846 to the Holder to fully settle the Note resulting in a gain on settlement of $939. Interest and amortization of debt discount was $50,184 and $0 for the years ended March 31, 2022 and 2021, respectively.
On May 20, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $43,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing May 20, 2022 for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $11,694 (accreted value of $66,923 less debt discount of $55,229). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From November 26, 2021 to December 21, 2021, the Company issued 12,890,325 shares of common stock of the Company with the fair value $86,179 to the Holder to fully settle the Note resulting in a loss on settlement of $15,241. Interest and amortization of debt discount was $59,244 and $0 for the years ended March 31, 2022 and 2021, respectively.
On June 14, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $43,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing June 14, 2022 for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $10,341 (accreted value of $66,923 less debt discount of $56,582). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From January 4, 2022 to January 5, 2022, the Company issued 17,077,778 shares of common stock of the Company with the fair value $212,383 to the Holder to fully settle the Note resulting in a loss on settlement of $141,444. Interest and amortization of debt discount was $60,598 and $0 for the years ended March 31, 2022 and 2021, respectively.
On July 28, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $38,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing July 28, 2022 for $35,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $15,712 (accreted value of $59,231 less debt discount of $43,519). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On February 1, 2022, the Company issued 10,464,103 shares of common stock of the Company with the fair value $78,481 to the Holder to fully settle the Note
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resulting in a loss on settlement of $15,696. Interest and amortization of debt discount was $47,072 and $0 for the years ended March 31, 2022 and 2021, respectively.
On August 17, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $45,000 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing August 17, 2022 for $41,500 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $21,454 (accreted value of $69,231 less debt discount of $47,019). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From February 18, 2022 to March 10, 2022, the Company issued 15,403,344 shares of common stock of the Company with the fair value $87,980 to the Holder to fully settle the Note resulting in a loss on settlement of $14,595. Interest and amortization of debt discount was $51,172 and $0 for the years ended March 31, 2022 and 2021, respectively.
On October 5, 2021, the Company issued a Convertible Promissory Note (“Note”) to Power Up Lending Group Ltd. (“Holder”) in the original principal amount of $38,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing October 5, 2022 for $35,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $15,964 (accreted value of $59,231 less debt discount of $43,267). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2022, the Note is recorded at an accreted value of $40,392 ($48,500 less unamortized debt discount of $8,108). Interest and amortization of debt discount was $24,429 and $0 for the years ended March 31, 2022 and 2021, respectively.
Sixth Street Lending LLC
On December 7, 2021, the Company issued a Convertible Promissory Note (“Note”) to Sixth Street Lending LLC (“Holder”) in the original principal amount of $38,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing December 7, 2022, for $35,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. At inception, the carrying value of the Note was $17,365 (accreted value of $59,231 less debt discount of $41,866). The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2022, the Note is recorded at an accreted value of $32,661 ($43,695 less unamortized debt discount of $11,034). Interest and amortization of debt discount was $15,296 and $0 for the years ended March 31, 2022 and 2021, respectively.
On January 10, 2022, the Company issued a Convertible Promissory Note (“Note”) to Sixth Street Lending LLC (“Holder”) in the original principal amount of $43,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing January 10, 2023, for $40,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices
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during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $34,059, which was recorded as debt discount. The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2022, the Note is recorded at an accreted value of $21,067 ($46,894 less unamortized debt discount of $25,827). Interest and amortization of debt discount was $15,126 and $0 for the years ended March 31, 2022 and 2021, respectively.
On February 11, 2022, the Company issued a Convertible Promissory Note (“Note”) to Sixth Street Lending LLC (“Holder”) in the original principal amount of $40,000 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing February 11, 2023, for $36,500 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $34,920, which was recorded as debt discount. The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2022, the Note is recorded at an accreted value of $10,436 ($40,303 less unamortized debt discount of $29,867). Interest and amortization of debt discount was $8,856 and $0 for the years ended March 31, 2022 and 2021, respectively.
On March 9, 2022, the Company issued a Convertible Promissory Note (“Note”) to Sixth Street Lending LLC (“Holder”) in the original principal amount of $48,500 less transaction costs of $3,500 bearing a 12% annual interest rate and maturing March 9, 2023, for $45,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 65% of the market price defined as the average of the lowest two trading prices during the fifteen (15) trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $36,212, which was recorded as debt discount. The Company may repay the Note if repaid in cash within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest and between 121 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. On March 31, 2022, the Note is recorded at an accreted value of $13,295 ($47,114 less unamortized debt discount of $33,819). Interest and amortization of debt discount was $4,507 and $0 for the years ended March 31, 2022 and 2021, respectively.
JSJ Investments Inc.
On September 16, 2019, the Company issued a Convertible Promissory Note (“Note”) to JSJ Investments Inc. (“Holder”) in the original principal amount of $142,000 less debt discount of $17,000 bearing a 6% annual interest rate and maturing September 16, 2020 for $125,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 35% discount to the average of the two lowest trading prices during the previous fifteen (15) trading days. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $103,604 which was recorded as a debt discount. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest, between 121 days and 150 days at 130% of the original principal amount plus interest, and between 151 days
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and 180 days at 135% of the original principal amount plus interest. On March 31, 2020, the Note is recorded at an accreted value of $173,230 less unamortized debt discount of $38,689. Thereafter, the Company does not have the right of prepayment. From April 15, 2020 to April 29, 2020, the Company issued 5,595,893 shares of common stock of the Company with the fair value $305,082 to the Holder to fully settle the Note resulting in a loss on settlement of $78,158. Interest and amortization of debt discount was $0 and $92,381 for the years ended March 31, 2022 and 2021, respectively.
On June 9, 2020, the Company issued a Convertible Promissory Note (“Note”) to JSJ Investments Inc. (“Holder”) in the original principal amount of $130,000 less debt discount of $3,000 bearing a 6% annual interest rate and maturing June 9, 2021 for $127,000 in cash. After 180 days after the issue date, this Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 35% discount to the average of the two lowest trading prices during the previous fifteen (15) trading days. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $139,417, of which $127,000 was recorded as debt discount and the remainder of $12,417 was recorded expensed and included in gain (loss) on derivative liability. The Company may repay the Note if repaid within 30 days of date of issue at 110% of the original principal amount plus interest, between 31 days and 60 days at 115% of the original principal amount plus interest, between 61 days and 90 days at 120% of the original principal amount plus interest, between 91 days and 120 days at 125% of the original principal amount plus interest, between 121 days and 150 days at 130% of the original principal amount plus interest, and between 151 days and 180 days at 135% of the original principal amount plus interest. Thereafter, the Company does not have the right of prepayment. From December 11, 2020 to December 21, 2020, the Company issued 3,764,947 shares of common stock of the Company with the fair value $116,076 to the Holder to partially settle the Note resulting in a loss on settlement of $23,769. From January 8, 2021 to January 20, 2021, the Company issued 5,636,923 shares of common stocks of the Company with the fair value $131,734 to JSJ Investments Inc. to fully settle the Note resulting in a loss on settlement of $16,664 Interest and amortization of debt discount was $0 and $207,378 for the year ended March 31, 2022 and 2021, respectively.
Crown Bridge Partners, LLC
On November 21, 2019, the Company issued a Convertible Promissory Note (“Note”) to Crown Bridge Partners, LLC (“Holder”) in the original principal amount of $27,500 less transaction costs of $3,250 bearing a 12% annual interest rate and maturing November 21, 2020 for $24,250 in cash. This Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 60% of the market price defined as the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $18,608 which was recorded as a debt discount. The Company may repay the Note if repaid within 60 days of date of issue at 125% of the original principal amount plus interest, between 61 days and 120 days at 135% of the original principal amount plus interest and between 121 days and 180 days at 145% of the original principal amount plus interest. On March 31, 2020, the Note is recorded at an accreted value of $32,786 less unamortized debt discount of $10,784. Thereafter, the Company does not have the right of prepayment. From June 2, 2020 to August 19, 2020, the Company issued 2,310,089 shares of common stock of the Company with the fair value $171,028 to the Holder to fully settle the Note resulting in a loss on settlement of $132,785. Interest and amortization of debt discount was $0 and $29,332 for the years ended March 31, 2022 and 2021, respectively.
On August 11, 2020, the Company issued a Convertible Promissory Note (“Note”) to Crown Bridge Partners, LLC (“Holder”) in the original principal amount of $55,000 less transaction costs of $5,000 bearing a 12% annual interest rate and maturing August 10, 2021 for $50,000 in cash. This Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 60% of the market price defined as the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $91,113 which was recorded as a debt discount. At inception, the carrying value of the Note was $0 (accreted value of $91,667 less debt discount of $91,667). The Company may repay the Note if repaid within 60 days of date of issue at 125% of the original principal amount plus interest, between 61 days and 120 days at 135% of the original principal amount plus interest and between 121 days and 180 days at 145% of the original principal amount plus interest. Thereafter, the Company does not have the right
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of prepayment. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature was $91,113, of which $50,000 was recorded as debt discount and the remainder of $41,113 was recorded expensed and included in gain (loss) on derivative liability. On March 31, 2022 and 2021, the Note is recorded at an accreted value of $109,658 ($109,658 less unamortized debt discount of $0) and $65,419 (98,659 less unamortized debt discount of $33,240), respectively. Interest and amortization of debt discount was $44,242 and $65,417 for the years ended March 31, 2022 and 2021, respectively.
Auctus Fund, LLC
On December 19, 2019, the Company entered into a Securities Purchase Agreement with Auctus Fund, LLC, (“Holder”) relating to the issuance and sale of a Convertible Promissory Note (the “Note”) with an original principal amount of $112,750 less an original issue discount of $10,000 and transaction costs of $2,750 bearing a 12% annual interest rate and maturing September 15, 2020 for $100,000 in cash. The Company determined that upon issuance of the Note, the initial fair value of the embedded conversion feature and warrant liability was $110,475 which was recorded as a debt discount. After 180 days after the issue date, the Note together with any unpaid accrued interest is convertible into shares of common stock of the Company at the Holder’s option at a variable conversion price calculated at 50% of the market price defined as the lowest trading price during the twenty-five trading day period ending on the latest trading day prior to the conversion date. The Company may prepay the Note in cash, if repaid within 90 days of date of issue at 135% of the original principal amount plus interest and between 90 days and 180 days at 150% of the original principal amount plus interest. . On March 31, 2020, the Note is recorded at an accreted value of $145,712 less unamortized debt discount of $61,924. Thereafter, the Company does not have the right of prepayment. On June 15, 2020, the Company paid $178,855 in cash the Holder to fully settle the Note resulting in a gain on settlement of $59,359. Interest and amortization of debt discount was $0 and $154,426 for the years ended March 31, 2022 and 2021, respectively.
10.CONVERTIBLE PROMISSORY NOTE DERIVATIVE LIABILITY
The Convertible Promissory Notes (“Notes”) with Power Up Lending Group Ltd., JSJ Investments Inc., Crown Bridge Partners, LLC, Auctus Fund, LLC and Sixth Street Lending LLC was accounted for under ASC 815. The variable conversion price is not considered predominately based on a fixed monetary amount settleable with a variable number of shares due to the volatility and trading volume of the Company’s common stock. The Company’s convertible promissory notes derivative liabilities has been measured at fair value using the Black-Scholes model.
The inputs into the Black-Scholes models are as follows:
| March 31, 2020
| March 31, 2021
| March 31, 2022
|
Closing share price
| $0.0760
| $0.0257
| $0.0052
|
Conversion price
| $0.0520- $0.0560
| $0.0233 - $0.0234
| $0.0049 - $0.0051
|
Risk free rate
| 0.11% - 0.15%
| 0.04%
| 1.06%-1.50%
|
Expected volatility
| 201% - 256%
| 136% - 161%
| 159% - 195%
|
Dividend yield
| 0%
| 0%
| 0%
|
Expected life (years)
| 0.21 – 0.79
| 0.36 – 0.81
| 0.50 – 0.94
|
The fair value of the conversion option derivative liabilities is $163,230, $138,539 and $486,663 on March 31, 2022, 2021 and 2020, respectively. The initial fair value of the conversion option derivative liabilities for the years ended March 31, 2022 and 2021 was $283,843 and $441,021, respectively. The decrease in the fair value of the conversion option derivative liability for the years ended March 31, 2022 and 2021 of $259,152 and $789,145, respectively, is recorded as a gain in the consolidated statements of operations.
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11.WARRANT LIABILITY
In conjunction with the issuance of the Convertible Promissory Notes with Crown Bridge Partners, LLC on November 21, 2019 and August 11, 2020, the Company issued, with each Note, 1,100,000 warrants with an exercise price of $1.00 and a term of five years.
Also, in conjunction with the issuance of the Convertible Promissory Note with Auctus Fund, LLC (the “Note”) on December 19, 2019, the Company issued 10,000,000 warrants with an exercise price of $0.10 and a term of five years. On February 25, 2022, the Company issued 18,325,500 shares of common stock for the settlement of these warrants.
These warrants are subject to down round and other anti-dilution protections. These warrants are classified as a liability since there is a possibility during the life of these warrants the Company would not have enough authorized shares available if these warrants are exercised.
The inputs into the Black-Scholes models are as follows:
| March 31, 2020
| March 31, 2021
| March 31, 2022
|
Closing share price
| $0.076
| $0.0257
| $0.0052
|
Conversion price
| $1.00 - $0.10
| $1.00 - $0.10
| $1.00 - $0.10
|
Risk free rate
| 0.37%
| 0.35%
| 2.35 – 2.45%
|
Expected volatility
| 181%
| 170 - 180%
| 171 - 182%
|
Dividend yield
| 0%
| 0%
| 0%
|
Expected life (years)
| 4.72
| 3.65 – 4.36
| 2.65 – 3.36
|
The fair value of the warrant liability is $184, $12,669 and $39,387 on March 31, 2022, 2021 and 2020, respectively. The initial fair value of the warrant liability for the years ended March 31, 2022 and 2021 was $0 and $0, respectively. On February 25, 2022, the Company issued 18,325,500 shares of common stock for the settlement of warrants with a fair value of $1,515. The decrease (increase) in the fair value of the warrant liability of $10,970 and $26,718 is recorded as a gain (loss) in the consolidated statements of operations for the years ended March 31, 2022 and 2021, respectively.
12.CONTINGENT LIABILITIES
An asset retirement obligation is a legal obligation associated with the disposal or retirement of a tangible long-lived asset that results from the acquisition, construction or development, or the normal operations of a long-lived asset, except for certain obligations of lessees. While the Company, as of March 31, 2022, does not have a legal obligation associated with the disposal of certain chemicals used in its leaching process, the Company estimates it will incur costs up to $50,000 to neutralize those chemicals at the close of the leaching pond.
13.STOCKHOLDERS’ EQUITY (DEFICIT)
The stockholders’ equity of the Company comprises the following classes of capital stock as of March 31, 2022 and 2021:
Preferred Stock, $0.001 par value per share; 9,000,000 shares authorized, 0 issued and outstanding on March 31, 2022 and 2021.
Series A Convertible Preferred Stock (‘Series A Preferred Stock”), $0.001 par value share; 1,000,000 shares authorized: 1,000,000 shares issued and outstanding on March 31, 2022 and 2021.
Holders of Series A Preferred Stock may convert one share of Series A Preferred Stock into ten shares of Common Stock. Holders of Series A Preferred Stock have the number of votes determined by multiplying (a) the number of Series A Preferred Stock held by such holder, (b) the number of issued and outstanding Series A Preferred Stock and Common Stock on a fully diluted basis, and (c) 0.000006.
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Common Stock, par value of $0.001 per share; 5,000,000,000 shares authorized: 400,659,071 and 177,714,055 shares issued and outstanding on March 31, 2022 and 2021, respectively. Holders of Common Stock have one vote per share of Common Stock held.
Common Stock Issued
(i)Year Ended March 31, 2022
On April 7, 2021, the Company issued 1,675,000 shares of common stock to satisfy obligations under share subscription agreements of $43,048 for settlement of services included in share subscriptions payable.
On April 20, 2021, the Company issued 3,735,000 shares of common stock to satisfy obligations under share subscription agreements of $20,000 for cash and $54,870 for settlement of services for the settlement of interest included in share subscriptions payable.
On April 23, 2021, the Company issued 2,307,692 shares of common stock to satisfy obligations under share subscription agreements of $60,692 for settlement of convertible notes included in share subscriptions payable.
On April 28, 2021, the Company issued 10,000,000 shares of common stock to satisfy obligations under share subscription agreements of $212,000 for settlement of services included in share subscriptions payable.
On April 29, 2021, the Company issued 1,153,846 shares of common stock to satisfy obligations under share subscription agreements of $24,519 for settlement of convertible notes included in share subscriptions payable.
On May 3, 2021, the Company issued 812,977 shares of common stock to satisfy obligations under share subscription agreements of $17,398 for settlement of convertible notes included in share subscriptions payable.
On May 20, 2021, the Company issued 4,461,163 shares of common stock to satisfy obligations under share subscription agreements of $89,223 for settlement of notes payable included in share subscriptions payable.
On May 28, 2021, the Company issued 400,000 shares of common stock to satisfy obligations under share subscription agreements of $6,000 for cash included in share subscriptions payable.
On June 16, 2021, the Company issued 1,419,753 shares of common stock to satisfy obligations under share subscription agreements of $42,593 for settlement of convertible notes included in share subscriptions payable.
On June 18, 2021, the Company issued 1,471,975 shares of common stock to satisfy obligations under share subscription agreements of $39,891 for settlement of convertible notes included in share subscriptions payable.
On June 24, 2021, the Company issued 800,000 shares of common stock to satisfy obligations under share subscription agreements of $10,000 for cash included in share subscriptions payable.
On July 2, 2021, the Company issued 5,600,000 shares of common stock to satisfy obligations under share subscription agreements of $159,600 for settlement of services included in share subscriptions payable.
On July 12, 2021, the Company issued 1,640,000 shares of common stock to satisfy obligations under share subscription agreements of $25,000 for cash, $3,800 for settlement of notes payable and $4,160 for settlement of services included in share subscriptions payable.
On July 14, 2021, the Company issued 4,900,000 shares of common stock to satisfy obligations under share subscription agreements of $138,670 for settlement of services included in share subscriptions payable.
On July 26, 2021, the Company issued 4,000,000 shares of common stock to satisfy obligations under share subscription agreements of $107,200 for settlement of services included in share subscriptions payable.
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On July 27, 2021, the Company issued 1,634,616 shares of common stock to satisfy obligations under share subscription agreements of $11,125 for cash and $24,500 for settlement of services included in share subscriptions payable.
On July 27, 2021, the Company issued 1,324,503 shares of common stock to satisfy obligations under share subscription agreements of $31,258 for settlement of convertible notes included in share subscriptions payable.
On July 30, 2021, the Company issued 1,013,514 shares of common stock to satisfy obligations under share subscription agreements of $24,932 for settlement of convertible notes included in share subscriptions payable.
On July 30, 2021, the Company issued 1,800,000 shares of common stock to satisfy obligations under share subscription agreements of $10,000 for cash and $26,800 for settlement of services included in share subscriptions payable.
On August 3, 2021, the Company issued 1,000,000 shares of common stock to satisfy obligations under share subscription agreements of $12,500 for cash included in share subscriptions payable.
On August 10, 2021, the Company issued 799,281 shares of common stock to satisfy obligations under share subscription agreements of $17,424 for settlement of convertible notes included in share subscriptions payable.
On August 31 2021, the Company issued 3,280,000 shares of common stock to satisfy obligations under share subscription agreements of $36,000 for cash included in share subscriptions payable.
On September 7, 2021, the Company issued 1,914,894 shares of common stock to satisfy obligations under share subscription agreements of $30,255 for settlement of convertible notes included in share subscriptions payable.
On September 9, 2021, the Company issued 1,280,563 shares of common stock to satisfy obligations under share subscription agreements of $16,647 for settlement of notes payable included in share subscriptions payable.
On September 14, 2021, the Company issued 2,962,338 shares of common stock to satisfy obligations under share subscription agreements of $52,730 for settlement of convertible notes included in share subscriptions payable.
On September 16, 2021, the Company issued 4,000,000 shares of common stock to satisfy obligations under share subscription agreements of $20,000 for cash included in share subscriptions payable.
On September 20, 2021, the Company issued 1,204,819 shares of common stock to satisfy obligations under share subscription agreements of $10,000 for cash included in share subscriptions payable.
On October 6, 2021, the Company issued 1,900,000 shares of common stock to satisfy obligations under share subscription agreements of $46,740 for settlement of services included in share subscriptions payable.
On October 7, 2021, the Company issued 1,978,022 shares of common stock to satisfy obligations under share subscription agreements of $31,055 for settlement of convertible notes included in share subscriptions payable.
On October 20, 2021, the Company issued 4,400,000 shares of common stock to satisfy obligations under share subscription agreements of $74,360 for settlement of services included in share subscriptions payable.
On October 20, 2021, the Company issued 2,741,573 shares of common stock to satisfy obligations under share subscription agreements of $37,560 for settlement of convertible notes included in share subscriptions payable.
On October 22, 2021, the Company issued 1,250,000 shares of common stock to satisfy obligations under share subscription agreements of $8,500 for cash and $6,360 for settlement of services included in share subscriptions payable.
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On October 26, 2021, the Company issued 3,965,232 shares of common stock to satisfy obligations under share subscription agreements of $5,020 for services and $59,491 for settlement of notes payable included in share subscriptions payable.
On November 2, 2021, the Company issued 1,000,000 shares of common stock to satisfy obligations under share subscription agreements of $10,000 for settlement of cash included in share subscriptions payable.
On November 4, 2021, the Company issued 3,731,343 shares of common stock to satisfy obligations under share subscription agreements of $37,313 for settlement of convertible notes included in share subscriptions payable.
On November 17, 2021, the Company issued 2,725,862 shares of common stock to satisfy obligations under share subscription agreements of $24,533 for settlement of convertible notes included in share subscriptions payable.
On November 29, 2021, the Company issued 3,061,224 shares of common stock to satisfy obligations under share subscription agreements of $26,633 for settlement of convertible notes included in share subscriptions payable.
On December 8, 2021, the Company issued 5,714,286 shares of common stock to satisfy obligations under share subscription agreements of $34,857 for settlement of convertible notes included in share subscriptions payable.
On December 21, 2021, the Company issued 4,114,815 shares of common stock to satisfy obligations under share subscription agreements of $24,689 for settlement of convertible notes included in share subscriptions payable.
On January 4, 2022, the Company issued 9,259,259 shares of common stock to satisfy obligations under share subscription agreements of $138,889 for settlement of convertible notes included in share subscriptions payable.
On January 5, 2022, the Company issued 7,818,519 shares of common stock to satisfy obligations under share subscription agreements of $73,494 for settlement of convertible notes included in share subscriptions payable.
On January 19, 2022, the Company issued 51,600,000 shares of common stock to satisfy obligations under share subscription agreements of $74,000 for cash included in share subscriptions payable.
On January 19, 2022, the Company issued 4,400,000 shares of common stock to satisfy obligations under share subscription agreements of $25,520 for settlement of services included in share subscriptions payable.
On January 21, 2022, the Company issued 1,000,000 shares of common stock to satisfy obligations under share subscription agreements of $6,900 for settlement of services included in share subscriptions payable.
On February 1, 2022, the Company issued 10,464,103 shares of common stock to satisfy obligations under share subscription agreements of $78,481 for settlement of convertible notes included in share subscriptions payable.
On February 15, 2022, the Company issued 1,500,000 shares of common stock to satisfy obligations under share subscription agreements of $9,000 for settlement of services included in share subscriptions payable.
On February 22, 2022, the Company issued 7,575,758 shares of common stock to satisfy obligations under share subscription agreements of $46,970 for settlement of convertible notes included in share subscriptions payable.
On February 25, 2022, the Company issued 18,325,500 shares of common stock to satisfy obligations under share subscription agreements of $100,790 for settlement of warrants included in share subscriptions payable.
On March 8, 2022, the Company issued 5,172,414 shares of common stock to satisfy obligations under share subscription agreements of $25,345 for settlement of convertible notes included in share subscriptions payable.
On March 10, 2022, the Company issued 2,655,172 shares of common stock to satisfy obligations under share subscription agreements of $15,666 for settlement of convertible notes included in share subscriptions payable.
(ii)Year Ended March 31, 2021
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On April 2, 2020, the Company issued 1,124,167 shares of common stock to satisfy obligations under share subscription agreements of $28,500 for cash and $3,800 for settlement of notes payable and interest included in share subscriptions payable.
From April 14, 2020 to May 1, 2020, the Company issued 8,085,309 shares of common stock to satisfy obligations under share subscription agreements of $459,572 for settlement of convertible notes included in share subscriptions payable.
On May 4, 2020, the Company issued 1,563,732 shares of common stock to satisfy obligations under share subscription agreements of $53,680 for settlement of services and $54,000 for the settlement of note payable included in share subscriptions payable.
On May 11, 2020, the Company issued 67,500 shares of common stock to satisfy obligations under share subscription agreements of $5,130 for settlement of services included in share subscriptions payable.
On May 12, 2020, the Company issued 352,500 shares of common stock to satisfy obligations under share subscription agreements of $14,805 for settlement of services included in share subscriptions payable.
On May 21, 2020, the Company issued 357,895 shares of common stock to satisfy obligations under share subscription agreements of $28,000 for settlement of services included in share subscriptions payable.
From June 4, 2020 to June 25, 2020, the Company issued 3,460,938 shares of common stock to satisfy obligations under share subscription agreements of $244,359 for settlement of convertible notes included in share subscriptions payable.
On June 5, 2020, the Company issued 250,000 shares of common stock to satisfy obligations under share subscription agreements of $5,000 for settlement of cash included in share subscriptions payable.
On July 13, 2020, the Company issued 250,000 shares of common stock to satisfy obligations under share subscription agreements of $20,000 for the settlement of convertible notes included in share subscriptions payable.
On July 23, 2020, the Company issued 1,979,678 shares of common stock to satisfy obligations under share subscription agreements of $33,000 for cash and $32,105 for settlement of services included in share subscriptions payable.
On July 28, 2020, the Company issued 1,395,588 shares of common stock to satisfy obligations under share subscription agreements of $14,000 for cash, $49,300 for settlement of services and $39,690 for the settlement of convertible notes included in share subscriptions payable.
On August 19, 2020, the Company issued 5,566,667 shares of common stock to satisfy obligations under share subscription agreements of $109,516 for cash, $14,800 for settlement of services and supplies and $41,000 for the settlement of interest included in share subscriptions payable.
On August 20, 2020, the Company issued 185,189 shares of common stock to satisfy obligations under share subscription agreements of $17,778 for settlement of convertible notes included in share subscriptions payable.
On September 9, 2020, the Company issued 384,615 shares of common stock to satisfy obligations under share subscription agreements of $33,077 for settlement of convertible notes included in share subscriptions payable.
On September 10, 2020, the Company issued 2,510,901 shares of common stock to satisfy obligations under share subscription agreements of $49,500 for cash, $14,402 for settlement of services and supplies, $4,000 for interest and $47,278 for the settlement of equipment included in share subscriptions payable.
On September 15, 2020, the Company issued 300,000 shares of common stock to satisfy obligations under share subscription agreements of $23,400 for settlement of convertible notes included in share subscriptions payable.
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On September 18, 2020, the Company issued 430,208 shares of common stock to satisfy obligations under share subscription agreements of $34,417 for settlement of convertible notes included in share subscriptions payable.
From October 2, 2020 to October 16, 2020, the Company issued 1,357,488 shares of common stock to satisfy obligations under share subscription agreements of $85,374 for settlement of convertible notes included in share subscriptions payable.
On October 6, 2020, as a result of the one-for-twenty reverse stock split of our common stock the Company issued 150 shares of common stock due to rounding.
On October 7, 2020, the Company issued 625,000 shares of common stock to satisfy obligations under share subscription agreements of $15,000 for settlement of cash included in share subscriptions payable.
On November 6, 2020, the Company issued 2,135,000 shares of common stock to satisfy obligations under share subscription agreements of $123,830 for settlement of services included in share subscriptions payable.
On December 3, 2020, the Company issued 12,750,000 shares of common stock to satisfy obligations under share subscription agreements of $399,200 for settlement of services included in share subscriptions payable.
On December 10, 2020, the Company issued 4,649,280 shares of common stock to satisfy obligations under share subscription agreements of $111,139 for settlement of cash included in share subscriptions payable.
On December 11, 2020, the Company issued 3,500,000 shares of common stock to satisfy obligations under share subscription agreements of $125,400 for settlement of services included in share subscriptions payable.
From December 15, 2020 to December 22, 2020, the Company issued 7,164,029 shares of common stock to satisfy obligations under share subscription agreements of $221,664 for settlement of convertible notes included in share subscriptions payable.
From January 8, 2021 to January 20, 2021, the Company issued 5,636,923 shares of common stock to satisfy obligations under share subscription agreements of $131,734 for settlement of convertible notes included in share subscriptions payable.
On January 8, 2021, the Company issued 3,075,000 shares of common stock to satisfy obligations under share subscription agreements of $81,675 for settlement of services included in share subscriptions payable.
On January 14, 2021, the Company issued 4,051,666 shares of common stock to satisfy obligations under share subscription agreements of $57,645 for settlement of services and $25,000 for settlement of cash included in share subscriptions payable.
From January 22, 2021, to January 26, 2021, the Company issued 3,604,000 shares of common stock to satisfy obligations under share subscription agreements of $90,943 for settlement of convertible notes included in share subscriptions payable.
On February 2, 2021, the Company issued 1,400,000 shares of common stock to satisfy obligations under share subscription agreements of $8,400 for settlement of services and $15,000 for settlement of cash included in share subscriptions payable.
On February 15, 2021, the Company issued 4,000,000 shares of common stock to satisfy obligations under share subscription agreements of $110,000 for settlement of services included in share subscriptions payable.
On February 19, 2021, the Company issued 2,233,333 shares of common stock to satisfy obligations under share subscription agreements of $16,300 for settlement of services and $22,000 for settlement of cash included in share subscriptions payable.
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On February 23, 2021, the Company issued 1,197,674 shares of common stock to satisfy obligations under share subscription agreements of $17,500 for settlement of cash included in share subscriptions payable.
On March 1, 2021, the Company issued 7,000,000 shares of common stock to satisfy obligations under share subscription agreements of $129,000 for settlement of services and $21,000 for settlement of cash included in share subscriptions payable.
On March 8, 2021, the Company issued 500,000 shares of common stock to satisfy obligations under share subscription agreements of $10,000 for settlement of cash included in share subscriptions payable.
On March 22, 2021, the Company issued 1,750,000 shares of common stock to satisfy obligations under share subscription agreements of $52,500 for settlement of services included in share subscriptions payable.
From March 23, 2021 to March 30, 2021, the Company issued 3,120,495 shares of common stock to satisfy obligations under share subscription agreements of $86,666 for settlement of convertible notes included in share subscriptions payable.
Common Stock Payable
(i)Year Ended March 31, 2022
As at March 31, 2022, the Company had total subscriptions payable for 18,085,315 shares of common stock for $45,867 in cash, shares of common stock for interest valued at $27,911, shares of common stock for services valued at $55,870 and shares of common stock for notes payable of $20,673.
(ii)Year Ended March 31, 2021
On March 31, 2021, the Company had total subscriptions payable for 6,645,315 shares of common stock for $54,366 in cash, shares of common stock for interest valued at $27,911, shares of common stock for services valued at $119,769 and shares of common stock for notes payable of $20,673.
14.RELATED PARTY TRANSACTIONS
During the years ended March 31, 2022 and 2021, the Company entered into the following transactions with related parties:
Paul D. Thompson, sole director and officer of the Company
Taurus Gold, Inc., controlled by Paul D. Thompson
Accounts payable – related parties – Note 6
Notes payable and notes payable – related parties – Note 7
15.INCOME TAXES
The Company had no income tax expense due to operating loss incurred for the years ended March 31, 2022 and 2021.
United States
Section 2303. Modifications for net operating losses (NOL): Under Code Section 172(a) the amount of the NOL deduction is equal to the lesser of (a) the aggregate of the NOL carryovers to such year and NOL carrybacks to such year, or (b) 80% of taxable income computed without regard to the deduction allowable in this section. Thus, NOLs are currently subject to a taxable-income limitation and cannot fully offset income. The Act temporarily removes the taxable income limitation to allow an NOL to fully offset income.
Section 2306. Modifications of limitation on business interest: The 2017 Tax Cuts and Jobs Act of 2017 (TCJA) generally limited the amount of business interest allowed as a deduction to 30% of adjusted taxable income. The Act temporarily and retroactively increases the limitation on the deductibility of interest expense under Code Section
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163(j)(1) from 30% to 50% for tax years beginning in 2019 and 2020. (Code Section 163(j)(10)(A)(i) as amended by Act Section 2306(a)).
The Company has not recorded the necessary provisional adjustments in the financial statements in accordance with its current understanding of the CARES Act and guidance currently available as of this filing. But is reviewing the CARES Act potential ramifications.
Mexico
Corporations resident in Mexico are taxable on their worldwide income from all sources, including profits from business and property. The Company is subject to Mexico tax at a rate of 30% on taxable income, if any, from Mexico operations. Subject to certain limitations, losses incurred in prior years by a business may be carried forward and deducted from income earned over a subsequent ten-year period. Net operating loss carrybacks are not allowed.
The tax effects of temporary differences and tax loss and credit carry forwards that give rise to significant portions of deferred tax assets and liabilities on March 31, 2022 and 2021 are comprised of the following: