Filed Pursuant to Rule 253(g)(2)
File
No. 024-11594
NUTRANOMICS, INC.
SUPPLEMENT NO. 1 DATED AUGUST 26, 2021
TO
THE OFFERING CIRCULAR DATED AUGUST 13, 2021
This
document supplements, and should be read in conjunction with, the
offering circular of Nutranomics, Inc., a Wyoming corporation (the
"Company", "we", "our", or "us") dated August 13, 2021 and filed by
us with the Securities and Exchange Commission (the "Commission")
on August 13, 2021. Unless otherwise defined in this
supplement, capitalized terms used in this supplement shall have
the same meanings as set forth in the Offering Circular.
The
purpose of this supplement is to:
·Update
the offering price for our common shares throughout the Offering
Circular.
Offering Price for the Shares
The following information
supersedes and replaces the information included
in the Offering Circular:
As of August 26,
2021, the offering price per share of our Common Stock in the
Offering is $0.0004 per share. We are continuing to offer up
to 10,000,000,000 shares of our Common Stock. The Maximum
Offering Amount has been reduced to $4,000,000. Any reference
to the offering price and/or offering amount in the Offering
Circular shall be deemed to have been replaced with the Offering
Price and Maximum Offering Amount contained in this Supplement.
Investors will pay the most recent publicly announced offering
price as of the date of their subscription.
The following
table supersedes and replaces the table on Page 2 of the Offering
Circular.
|
Price to Public
|
Commissions (1)
|
Proceeds to
Company (2)
|
Proceeds to
Other Persons (3)
|
Per
Share
|
$0.0004
|
$0
|
$0.0005
|
None
|
Minimum Investment
|
$250.00
|
$0
|
$250.00
|
None
|
Maximum Offering
|
$4,000,000
|
$0
|
$4,000,000
|
None
|
(1) The Company shall pay no commissions to underwriters for the
sale of securities under this Offering.
(2) Does not reflect payment of expenses of this Offering, which
are estimated to not exceed $25,000.00 and which include, among
other things, legal fees, accounting costs, reproduction expenses,
due diligence, marketing, consulting, administrative services other
costs of blue-sky compliance, and actual out-of-pocket expenses
incurred by the Company selling the Shares, but which do not
include fees to be paid to the escrow agent and technology
providers. This amount represents the proceeds of the offering to
the Company, which will be used as set out in "USE OF PROCEEDS TO
ISSUER."
(3) There are no finder's fees or other fees being paid to third
parties from the proceeds. See 'PLAN OF DISTRIBUTION.'
The following
table supersedes and replaces the Dilution table on Page 16 of the
Offering Circular.
Percentage of shares offered that are sold
|
100%
|
|
|
Price
to the public charged for each share in this Offering
|
$0.0004
|
|
|
Historical net tangible book value per share (1)
|
$(0.0011)
|
|
|
Increase in net tangible book value per share attributable to new
investors in this Offering (2)
|
$0.0010
|
|
|
Net
tangible book value per share, after this Offering
|
$(0.0002)
|
|
|
Dilution per share to new investors
|
$0.0006
|
(1)
Net tangible book value per share is an estimate based on net
tangible shareholders equity book value as of April 30, 2021 of
$(6,559,758) and 5,851,316,410 outstanding shares of Common Stock
on August 13, 2021.
(2)
Before deducting estimated offering expenses of $25,000.
The following
table supersedes and replaces the Use of Proceeds table on Page 19
of the Offering Circular.
$0.0004 Offering Price
|
10%
|
25%
|
50%
|
75%
|
100%
|
Working
Capital
|
$250,000
|
$700,000
|
$1,700,000
|
$2,700,000
|
$3,700,000
|
|
|
|
|
|
|
Repayment of Outstanding Debts
|
$150,000
|
$300,000
|
$300,000
|
$300,000
|
$300,000
|
|
|
|
|
|
|
Total
|
$400,000
|
$1,000,000
|
$2,000,000
|
$3,000,000
|
$4,000,000
|
|
|
|
|
|
|
SIGNATURES
This Offering
Circular Supplement is submitted pursuant to Rule 253(g)(2) on
behalf of the Company by the undersigned, thereunto duly
authorized, on August 26, 2021.
Nutranomics, Inc.
By: /s/
Jonathan
Bishop
Jonathan Bishop
Principal Executive Officer and Director