Item 3.02
Unregistered Sales of Equity Securities
On
March 31, 2017
, the Registrant accepted a conversion notice from
KBM Worldwide, Inc.
("
KBM
") to partially satisfy a $98,500 Convertible Promissory Note Agreement ("the
KBM
Note") dated August 6
, 2014
with
KBM
. 76,125,000 shares were subsequently issued to satisfy $6,090 of the outstanding principal in accordance with the terms of the
KBM
Note
.
As of the date of this report the remaining amount currently outstanding on the
KBM
Note is $93,233.
On
April 3, 2017
, the Registrant accepted a conversion notice from
Typenex Co-Investment, LLC
("
Typenex
") to partially satisfy a $280,000 Convertible Promissory Note Agreement ("the
Typenex
Note") dated October 1, 2013 with
Typenex
.
105,500,000
shares were subsequently issued to satisfy $7,385 of the outstanding principal and interest in accordance with the terms of the
Typenex
Note. As of the date of this report the remaining amount currently outstanding on the
Typenex
Note, including accrued interest and other fees, is now $75,336.
On
April 3, 2017
, the Registrant accepted a conversion notice from Tangiers Investors LP, ("Tangiers") to partially satisfy a $750,000 Convertible Promissory Note Agreement ("the Note") dated October 2, 2012 with Tangiers.
152,571,429
shares were subsequently issued to satisfy $10,680 of the outstanding principal and interest in accordance with the terms of the Note, as amended on December 5, 2014. As of the date of this report the remaining amount currently outstanding on the Note, including accrued interest, is now $411,817.
On
April 4, 2017
, the Registrant accepted a conversion notice from
LG Capital Funding LLC
("LG") to partially satisfy a $33,000 Promissory Note ("the LG Note #2") dated February 3, 2014, with LG. An aggregate of 87,027,714 shares were subsequently issued to satisfy $6,092 of the outstanding principal and interest in accordance with the terms of the LG Note #2
.
As of the date of this report the remaining amount currently outstanding on the LG Note #2, including accrued interest, is now $5,855.
KBM, Typenex, Tangiers, and LG are each an “accredited investor” as defined under Rule 501 of Regulation D. The Company believes that these transactions are exempt from registration with the Securities and Exchange Commission pursuant to Section 4(2) of the Securities Act of 1933,
as amended.
The above described executed
Notes are
attached hereto and incorporated by reference as Exhibits 10.1 through 10.5.
As of the date of this report the Registrant has 1,948,523,741 shares of its common stock issued and outstanding and 1,948,365,631 shares in the public float.