Notes to the
Condensed Consolidated Financial Statements
(Unaudited)
Note 1 — Nature of the Business
MJ Holdings Inc. (OTC Pink: MJNE. the “Company”,
“we”, “us”) is a publicly-traded, cannabis holding company providing cultivation management, licensing
support, production management and asset and infrastructure development – currently concentrating on the Las Vegas market.
It is our intention to grow our business and provide a 360-degree spectrum of infrastructure (including: cultivation, production
management, dispensaries and consulting services) through: the acquisition of existing companies; joint ventures with existing
companies possessing complementary expertise, and/or through the development of new opportunities. (See Note 14 - Subsequent Events
for highlights of major events subsequent to September 30, 2019).
Note 2 — Basis of Presentation
The accompanying
unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the
United States of America (“GAAP”) for interim financial information and with the rules and regulations of the U.S.
Securities and Exchange Commission (“SEC”). Accordingly, these consolidated financial statements do not include all
of the information and footnotes required for audited annual financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary to make consolidated financial statements not misleading have been
included. The balance sheet at December 31, 2018, has been derived from the Company’s audited consolidated financial
statements as of that date.
The unaudited
condensed consolidated financial statements included herein should be read in conjunction with the audited consolidated financial
statements and the notes thereto that are included in the Company’s Annual Report on Form 10-K for the year ended December
31, 2018, that was filed with the SEC on October 16, 2019. The results of operations for the three and nine months ended September
30, 2019, are not necessarily indicative of the results to be expected for the full year or any future periods.
The unaudited
condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Intercompany
balances and transactions have been eliminated in consolidation.
The significant
accounting policies followed by the Company for interim reporting are consistent with those included in the Company’s Annual
Report on Form 10-K for the year ended December 31, 2018. There were no material changes to our significant accounting policies
during the interim period ended September 30, 2019.
Note 3 —
Going Concern
The Company has recurring net losses, which have resulted in an accumulated deficit of $12,131,325 as
of September 30, 2019. The Company incurred a net loss of $4,288,712 and negative cash flows from operating activities of $4,155,770
for the period ended September 30, 2019. These factors raise substantial doubt about the Company’s ability to continue as
a going concern for a period of one year from the issuance of the financial statements. The ability of the Company to continue
as a going concern is dependent on the Company’s ability to further implement its business plan, raise capital, and generate
revenues. The Financial Statements do not include any adjustments that might be necessary if the Company is unable to continue
as a going concern.
The Company’s current capital resources
include cash, and inventories. Historically, the Company has financed its operations principally through debt and/or equity markets.
Note 4 —
Inventory
At September 30, 2019 and December 31,
2018, inventory consisted of finished goods that amounted to $1,746,402. Inventories are valued at the lower of cost or net realizable
value. We determine cost on the basis of the first in first out method. The Company periodically reviews inventories for obsolescence
and any inventories identified as obsolete are reserved or written off.
Note 5 —
Prepayments, Customer Deposits and Deposits
Management
Agreement
In April of 2018,
the Company entered into a management agreement with the holder of a State of Nevada cultivation license (the “Licensed Operator”),
so that the Company can lawfully engage in the cultivation of marijuana for sale under the laws of the State of Nevada. The term
of the agreement was for eight years, pursuant to which the Licensed Operator has engaged the Company to develop, manage and operate
a licensed cultivation facility on three-acres of property owned by the Licensed Operator. In January of this year the Company
terminated the existing management agreement and entered into a Cultivation and Sales Agreement, Consulting Agreement and Equipment
Lease Agreement with the Licensed Operator (collectively the “Agreements”).
Upon completion
of the construction of the outdoor cultivation facility, at the Company’s sole cost and expense, and receipt of the appropriate
approvals from local and state authorities, the Company began cultivating marijuana in August of 2018. Pursuant to the terms of
the Agreement, the Company agreed to generate sales of at least $2,000,000 per year from product cultivated from the outdoor cultivation
facility. The Licensed Operator may terminate the agreement, in accordance with the terms of the Agreements, if the Company does
not generate at least $2,000,000 in annual revenues. The Company may cure a breach of this provision by paying 10% of the revenue
shortfall to the Licensed Operator. Pursuant to the Agreements, the Licensed Operator will: (i) retain 15% of the net revenues
generated from product cultivated from the outdoor cultivation facility and (ii) pay 85% of the net revenues to the Company. Upon
execution of the initial management agreement, the Company paid $300,000 to the Licensed Operator as consideration for the opportunity
to construct and manage the outdoor cultivation facility on the Licensed Operator’s property. In exchange for the initial
consideration, the Licensed Operator agreed not to retain 15% of the first $2 million of net revenues generated from the outdoor
cultivation facility. In addition, once the outdoor facility began cultivating in August of 2018, the Company became obligated
to pay the Licensed Operator $7,000 per month for compliance, security, and other administrative costs incurred by the Licensed
Operator during the term of the Agreements. The Company recorded the $300,000 paid to the Licensed Operator as prepaid expenses.
The balance of the prepaid expenses as of September 30, 2019 is $68,689.
In order to develop
and manage the three-acre outdoor facility, the Company, in March of 2018, entered into a management services agreement with a
Nevada limited liability company (the “Manager”) to provide operational oversight and cultivation management for the
Company’s three-acre outdoor cultivation facility. The term of the agreement was for three years. The Manager was entitled
to receive compensation equal to twelve percent of the gross yield sales from each harvest with six percent payable in the form
of cash and six percent payable in the form of the Company’s common stock. In May of 2019 the Company and the Manager
agreed to terminate the existing management agreement. The Company agreed to pay to the Manager total compensation equaling $318,000
upon termination of the management agreement in the form of $159,000 in cash and shares of the Company’s common stock with
a value $159,000.
Deposits
As of September
30, 2019, the Company had a total of $1,030,875 on deposit. These consist of deposits on contractual obligations.
Note
6 — Property and Equipment
Property and equipment at September 30,
2019 and December 31, 2018 consisted of the following:
|
|
September 30,
2019
|
|
|
December 31,
2018
|
|
Leasehold Improvements
|
|
$
|
323,350
|
|
|
$
|
17,535
|
|
Machinery and Equipment
|
|
|
1,052,204
|
|
|
|
919,782
|
|
Building and Land
|
|
|
3,150,000
|
|
|
|
1,500,000
|
|
Furniture and Fixtures
|
|
|
534,375
|
|
|
|
314,890
|
|
Total property and equipment
|
|
|
5,059,928
|
|
|
|
2,752,207
|
|
Less: Accumulated depreciation
|
|
|
(381,795
|
)
|
|
|
(123,256
|
)
|
Property and equipment, net
|
|
$
|
4,678,133
|
|
|
$
|
2,628,951
|
|
Depreciation expense for the nine months
ending September 30, 2019 and 2018 was $257,834 and $3, respectively.
Note 7 — Intangible Assets
In October 2016, Red Earth, LLC (“Red
Earth”) a subsidiary of the Company, entered into an Asset Purchase and Sale Agreement with the owner of a provisional Medical
Marijuana Establishment Registration Certificate (the “Provisional Grow License”) issued by the state of Nevada for
the cultivation of medical marijuana for $300,000. To initiate the purchase and transfer the Provisional Grow License, the Company
paid a $25,000 deposit to the seller in October 2016. In February 2017, an investor advanced the Company $350,000 to fund the purchase
of the Provisional Grow License.
In April 2018,
the State of Nevada finalized and approved the transfer of the provisional cultivation license to Red Earth. In July 2018,
we completed the first phase of construction on this facility and we received a City of Las Vegas Conditional Business License
(the “Conditional License”) to operate a marijuana cultivation facility in a portion of our Western Avenue leasehold.
In August of 2019, we entered into a membership interest purchase agreement to sell forty-nine (49%) percent of Red Earth to an
unrelated third party. We expect to obtain final approvals towards perfecting the cultivation license from the State of Nevada
and City of Las Vegas regulatory authorities by the end of the third quarter of 2020, but we can provide no assurances on the receipt
and/or timing of the final approvals. As of the date of this filing we have not commenced operations pursuant to the terms and
requirements of the Conditional License.
Note 8 —
Investments
Marketable
Securities – Available for Sale
On August 13, 2018, the Company entered into a Stock Exchange Agreement with Healthier Choices Management
Corp. (HCMC) to acquire 1,500,000,000 shares of Healthier Choices’ common stock in exchange for 85,714 shares of MJ Holdings
Inc. common stock. The Company entered into this transaction to bolster the strategic relationship between the Company and HCMC.
The value of the stock exchanged by each party on the date of exchange was $150,000. This represents a less than 5% ownership interest
for each company in the others’ Company. The shares issued in each entity were restricted pursuant to Rule 144 of the Securities
Act of 1933, as of the date of filing of this periodic report the shares are eligible to have the restrictive legend removed. The
Company recorded the 1,500,000,000 shares of HCMC common stock as an available for sale security and intends to mark the value
to market each reporting period based on the current market value of its held shares in Healthier Choices. As of the transaction
date, the price as quoted on the OTC Markets for Healthier Choices common stock was $0.0001 per share.
Cost Method
Investments
On July 3, 2019, we executed an agreement
effective June 25, 2019 with Innovation Labs, Ltd. (“ILL”) and Innovation Shares, LLC, (“ISL”) both Delaware
entities to acquire 238,096 Series Post Seed Preferred Stock Shares in ILL and 238,096 Post Seed Preferred Units in ISL for a total
sum of $250,000, collectively representing an approximate two and ½ percent (2.5%) ownership interest in the two entities.
ILL developed and operates the Innovation Labs Cannabis Index (NYSEARCA: THCX) (www.thcxindex.com). The Company believes that this
investment will allow us to more closely monitor market developments concerning cannabis and upon future federal regulatory changes
may allow MJNE to become part of the THCX portfolio.
Note 9 — Notes Payable
Notes payable as of September 30, 2019 and December 31, 2018
consist of the following:
|
|
September 30,
2019
|
|
|
December 31,
2018
|
|
Note payable bearing interest at 6.50%, originated November 1, 2018, due on October 31, 2023 originally $1,100,000
|
|
$
|
1,090,854
|
|
|
$
|
1,099,006
|
|
Convertible note payable – related party bearing interest at 5.00%, originated October 17, 2018, due on October 16, 2019
|
|
|
-
|
|
|
|
250,000
|
|
Note payable bearing interest at 5.0%, originated January 17, 2019, due on January 31, 2022
|
|
|
750,000
|
|
|
|
-
|
|
Note payable bearing interest at 9.0%, originated January 17, 2019, due on January 16, 2020 originally $150,000
|
|
|
100,000
|
|
|
|
-
|
|
Note payable related party bearing interest at 0.0%, originated February 1, 2019, due on July 31, 2019
|
|
|
-
|
|
|
|
-
|
|
Note payable bearing interest at 0.0%, originated February 14, 2019, due on August 16, 2019
|
|
|
-
|
|
|
|
-
|
|
Note payable bearing interest at 6.5% originated April 1, 2019, due on March 31, 2022 originally $250,000
|
|
|
243,959
|
|
|
|
-
|
|
Total notes payable
|
|
$
|
2,184,813
|
|
|
$
|
1,349,006
|
|
Less: current portion
|
|
|
(227,926
|
)
|
|
|
(312,905
|
)
|
Long-term notes payable
|
|
$
|
1,956,887
|
|
|
$
|
1,036,101
|
|
On September 21, 2018, the Company, through its wholly-owned
subsidiary Prescott Management, LLC, entered into a contract to purchase an approximately 10,000 square foot office building located
at 1300 South Jones Boulevard, Las Vegas, Nevada 89146 for $1,500,000, subject to seller financing in the amount of $1,100,000,
amortizing over 30 years at an interest rate of 6.5% per annum with monthly installments of $6,952.75 beginning on November 1,
2018, and continuing on the same day of each month thereafter until October 31, 2019. Upon the one-year anniversary of the note,
a principal reduction payment of $50,000 is due, and provided that the monthly payments and the principal reduction payment have
been made, the payments will be recalculated and re-amortized on the same terms with a new scheduled monthly payment of $6,559
beginning on November 1, 2019 and continuing until October 31, 2023, at which time the entire sum of principal in the amount of
$986,438, plus any accrued interest, is due and payable. The Company closed the purchase on October 18, 2018. The building is
home to the Company’s business operations. Principal payments made in 2019 is $8,152
On October 17, 2018, the Company executed
a convertible promissory note for $250,000 with Roger Bloss, a related party. The note pays interest of 5.0% per annum at maturity.
On July 15, 2019 the note was converted to common stocks.
On January 17, 2019, the Company executed
a promissory note for $750,000 with FR Holdings LLC, a Wyoming limited liability company. The note pays interest of 5.0% per annum,
payable in regular monthly installments of $3,125, due on or before the same day of each month beginning February 1, 2019 until
January 31, 2022 at which the entire principal and any then accrued interest thereon shall be due and payable.
On January 17, 2019, the Company executed
a short-term promissory note for $150,000 with Let’s Roll Holdings, LLC. The note bears an interest rate of 9.0% per annum
and is due and payable in full plus accrued interest on January 16, 2020.
On February 1, 2019 per agreement the Company executed a short-term promissory note for $101,000 with
Roll On, LLC, who is a related party. The note bears no interest. The balance as of March 31, 2019 was $85,000. The note was paid
in full on April 1, 2019.
On February 14, 2019, the Company executed a short-term promissory note for $100,000 with Stran &
Company. The note bears no interest during the first 90 days. Thereafter, interest shall accrue on the unpaid principal balance
at a fixed rate of 0.5% per month. The note was paid in full on April 1, 2019.
On April 1, 2019, the Company executed a
promissory note for $250,000 with John T. Jacobs and Teresa D. Jacobs. The note bears an interest rate of 6.5% per annum, payable
in regular monthly installments of $2,178, due on or before the same day of each month beginning May 1, 2019 until March 31, 2020
at which time a principal reduction of $50,000 shall be due, the payments shall be re-amortized (15-year amortization). On or before
March 31, 2021, a second principal reduction of $50,000 shall be due, the payments shall be re-amortized (15-year amortization).
Payments shall continue to be paid until March 31, 2022, at which time the entire sum of principal and accrued interest shall be
due and payable.
Note 10 — Commitments and Contingencies
Operating Leases
The Company leases a production / warehouse
facility under a non-cancelable operating lease that expire in June 2027. Future minimal rental and lease commitments under non-cancelable
operating leases with terms in excess of one year as of September 30, 2019, are as follows:
|
|
Amount
|
|
Fiscal year ending December 31:
|
|
|
|
2019
|
|
$
|
230,640
|
|
2020
|
|
|
230,640
|
|
2021
|
|
|
230,640
|
|
2022
|
|
|
230,755
|
|
2023
|
|
|
230,986
|
|
Thereafter
|
|
|
812,328
|
|
Less payments made thru third quarter 2019
|
|
|
172,980
|
|
Total minimum lease payments
|
|
$
|
1,793,009
|
|
Rental expense is accounted for on the
straight-line method. Rent expense, incurred pursuant to operating leases for the nine months ended September 30, 2019 and
2018, was $323,754 and $99,188 respectively.
Litigation
From time to time, the Company may become
involved in various lawsuits and legal proceedings that arise in the ordinary course of business. When the Company is aware of
a claim or potential claim, it assesses the likelihood of any loss or exposure. If it is probable that a loss will result and the
amount of the loss can be reasonably estimated, the Company will record a liability for the loss. I addition to the estimated loss,
the liability includes probable and estimable legal cost associated with the claim or potential claim. Litigation is subject to
inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the Company business.
There is no pending litigation involving the Company at this time.
Note 11 —
Preferred Stock
Preferred stock, par value $0.001, 5,000,000
shares authorized, 0 shares outstanding as of September 30, 2019.
Series A convertible Preferred stock $1,000
stated value, 2,500 authorized, 0 shares outstanding as of September 30, 2019.
Note 12 —
Common Stock
During the nine months ended September
30, 2019, the Company issued 1,333,967 shares of Company’s common stock in exchange for professional services valued at $675,604.
During the nine months ended September
30, 2019, the Company had received back from a shareholder 20,000,000 shares of Company’s common stock in exchange for $20,000.
During the nine months ended September
30, 2019, the Company received cash proceeds related to stock subscriptions payable of $260,000. Subsequent to the period end,
the Company will issue 520,000 shares of common stock in full satisfaction of the subscription payable.
Note 13 — Warrants and Options
Warrants
In June of 2019, in conjunction with the
Company’s offering under Rule 506 of Regulation D of the Securities Act (the “Offering”), the Company granted
warrants to each participant in the Offering upon the following terms and conditions: (a) each participant has the right to acquire
additional shares of the Company’s Common Stock equal to ten (10%) of the shares purchased in the offering (the “Warrants”);
(b) one-half of the Warrants granted to each participant have an exercise price of $0.65 and the other one-half have an exercise
price of $1.00, and (c) the Warrants shall be exercisable between June 5, 2019, the date of grant and June 4, 2021 the date of
expiration of the Warrants.
Prior to the Reverse Merger, the Company
had issued warrants to acquire 166,665 shares of common stock as compensation for consulting services. These warrants expire between
July 2019 and October 2019 and have exercise prices in excess of $2.50 per share. A summary of the warrants issued, exercised and
expired are below:
|
|
|
|
|
Weighted
|
|
|
|
|
|
|
Avg.
|
|
|
|
|
|
|
Exercise
|
|
|
|
Shares
|
|
|
Price
|
|
Balance at December 31, 2018
|
|
|
166,665
|
|
|
$
|
5.88
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
Balance at March 31, 2019
|
|
|
166,665
|
|
|
$
|
5.88
|
|
Issued
|
|
|
1,233,000
|
|
|
|
0.83
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
Balance at June 30, 2019
|
|
|
1,399,665
|
|
|
$
|
1.42
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
133,332
|
|
|
|
6.70
|
|
Balance at September 30, 2019
|
|
|
1,266,333
|
|
|
$
|
0.87
|
|
Stock Options
In July 2018, the Company entered into
a Corporate Advisory Agreement (“Advisory Agreement”) with a New York City based consulting company (the
“Consultant”) to provide business management, corporate compliance and related services to the Company and its subsidiaries.
The Advisory Agreement granted to the Consultant an option to acquire up to 10,000 additional shares of the Company’s common
stock at an exercise price of $1.20. The options have a term of three years. A summary of the options issued, exercised and expired
are below:
|
|
|
|
|
Weighted
|
|
|
|
|
|
|
Avg.
|
|
|
|
|
|
|
Exercise
|
|
|
|
Shares
|
|
|
Price
|
|
Balance at December 31, 2018
|
|
|
10,000
|
|
|
$
|
1.20
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
Balance at March 31, 2019
|
|
|
10,000
|
|
|
$
|
1.20
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
Balance at June 30, 2019
|
|
|
10,000
|
|
|
$
|
1.20
|
|
Issued
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Expired
|
|
|
-
|
|
|
|
-
|
|
Balance at September 30, 2019
|
|
|
10,000
|
|
|
$
|
1.20
|
|
Note 14 — Subsequent Events
The following material events occurred
subsequent to the quarter ended September 30, 2019:
In April of 2019, we executed
a membership interest purchase agreement (the “MIPA2”) to acquire all of the membership interests in two Nevada limited
liability companies that are each a holder of a State of Nevada marijuana license. Marijuana Establishment Registration Certificate,
Application No. C202 and Marijuana Establishment Registration Certificate, Application No. P133 (collectively the “Certificates”).
The terms of the MIPA2 require the Company to purchase the licenses for the total sum of $1,250,000 each, $750,000 in cash and
$500,000 per license in the Company’s common stock. The Sellers, in exchange for a 4.99% ownership interest retention
in each license have agreed to waive $45,000 in accrued interest and extend the term of both the short term note and long term
note pursuant to the MIPA2. The terms of the MIPA2 provide for a $250,000 non-refundable down payment and include a short term
note in the amount of $500,000 carrying an annual interest rate of two percent (2%) which, together with accrued interest, is due
and payable on or before April 18, 2020, extended from October 18, 2019. The Company has made non-refundable deposits totaling
$550,000 and has reduced the principal of the aforementioned note to $200,000. The Company is obligated to issue $1,000,000 worth
of our common stock in fulfillment of our obligations in the MIPA2 and has executed a $750,000 long term note (the “LT Note”)
in favor of the current license holders that becomes due and payable upon the earlier of a) six months after the transfer of the
Certificates to the Company, or b) six months after the production/cultivation is declared fully operational by the applicable
regulatory agencies, or c) December 312020, extended from March 10, 2020. The LT Note carries an 8% annual interest rate and there
is no penalty for any prepayments of the LT Note. Additionally, the sellers shall receive, at closing, warrants to purchase up
to 1,500,000 additional shares of the Company’s common stock; 1,000,000 warrants shall be exercisable for a period of three
years from the closing date at an exercise price of $2.00 per share and 500,000 warrants shall be exercisable for a period of two
years from the closing date at an exercise price of $1.50 per share (collectively the “MJ Warrants”). The LT Note,
MJ Warrants and the common shares issued will be held in escrow until the transaction closes upon the terms of the MIPA2. On November
21, 2019 the Company received a SUP from the Nye County Nevada Board of Commissioners to operate a Marijuana processing facility
at our leasehold in Pahrump, NV, subsequently on November 25, 2019 we also received a SUP to operate a cultivation facility at
our Pahrump location. Upon receipt of all necessary regulatory approvals, we plan to move the cultivation license to the Company’s
260-acre facility in the Amargosa Valley of Nevada and move the production license into our recently Pahrump, NV facility.
In June of 2019, Coachill-Inn,
LLC, a subsidiary of Alternative Hospitality, Inc. (collectively “AHI”) executed a purchase and sale agreement with
Coachill Holdings, LLC (“CHL”) to acquire a parcel of land located within a 100-acre industrial cannabis park near
Desert Hot Springs, CA (the “Property”) to develop AHI’s first hotel project. The purchase price for the property
is $5,125,000. CHL is contributing $3,000,000 toward the purchase price of this property in exchange for a twenty-five percent
ownership interest in Coachill-Inn, LLC. AHI has made an initial non-refundable deposit of $150,000 toward the purchase of the
Property and will make an additional $1,975,000 in equity contribution at closing own and thereby 51% of Coachill-Inn, when the
transaction closes. The transaction is expected to close in the first quarter of 2020.
On August 28, 2019 we entered into a material definitive agreement with an Ohio limited liability company
(the “Buyer”) to sell forty-nine percent (49%) of the membership interests in the Company’s wholly owned subsidiary
Red Earth for $441,000. The membership interest purchase agreement (the “MIPA3”) requires the Buyer to make an additional
$3,559,000 payment into an execution fund (the “Fund”) to be utilized for the improvement and build-out of the Company’s
Western Avenue leasehold in Las Vegas, Nevada. The payment was due within ten (10) business days of the receipt by Red Earth of
a special use permit (“SUP”) from the City of Las Vegas for our Western Avenue facility. The Company received notice
from the Las Vegas City Council on October 18, 2019 that the SUP was granted effective October 9, 2019. We immediately provided
notice to the Buyer of the granting of the SUP; and, per the terms of the MIPA3 the Fund was to be established on or before November
1, 2019. As of the date of this filing of this periodic report the Buyer has not provided requested documentation that the Fund
has been established and the Company does not consider the transaction closed. The Buyer, in conjunction with the Company, will
jointly manage and operate the facility upon completion. The MIPA3 also requires the Buyer to make a final payment to the Company
of $1,000,000 between 90 and 180 days after issuance of the SUP, which is no later than April 7, 2020. Additionally, the Buyer
has a first refusal right to fund and build a 40,000 sq. ft. greenhouse facility at the Company’s Amargosa Valley Farm the
terms of which are to be negotiated in good faith upon the exercise of any rights granted to the Buyer in the MIPA3.
The Company made the following
issuances subsequent to September 30, 2019:
|
|
Shares
|
|
|
Fair Value
|
|
|
Average Price
per Share
|
|
Common stock issued for services
|
|
|
311,668
|
|
|
$
|
83,367
|
|
|
$
|
0.27
|
|
Common stock issued for stock subscriptions payable
|
|
|
520,000
|
|
|
|
260,000
|
|
|
|
0.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
831,668
|
|
|
$
|
343,367
|
|
|
$
|
0.41
|
|
The Company has evaluated subsequent events
through the date the financial statements were issued and filed with the Securities and Exchange Commission. The Company has determined
that there are no other such events that warrant disclosure or recognition in the financial statements, except as stated herein.