Shareholders’ Equity |
9 Months Ended |
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Sep. 30, 2023 | |
Equity [Abstract] | |
Shareholders’ Equity |
Note 4 – Shareholders’ Equity
Preferred Stock
The Company is authorized to issue 3.00 per share of Common Stock subject to adjustments. shares of preferred stock, par value $ per share. On September 26, 2022 the Company submitted a Certificate of Designation to the Secretary of State of Nevada designating shares of preferred stock as Series A Preferred (“Series A Preferred”). Each shareholder shall have the right, at any time and from time to time, at the shareholder’s option to convert any or all of such holder’s shares of Series A Preferred into the number of shares of Common Stock. Each share of Series A Preferred initially converts into shares of Common Stock at a reference rate of $
The holders of Series A Preferred shall be entitled to receive dividends, in cash or in-kind at the Company’s election, in an amount equal to $ per share. If paid in kind, the dividend shall be in shares of Series A Preferred (the “Dividend Shares”) valued at the $ per share of Series A Preferred (the “Purchase Price”) unless the closing price of the Common Stock on the Trading Day prior to the issuance of the dividend is below the Reference Rate, in which case the Dividend Shares shall be valued at the Purchase Price adjusted pursuant to the formula set forth in Section 3 of the Certificate of Designations.
On March 15, 2023, the Company issued Series A shares as a dividend per the terms of the Series A Preferred Certificate of Designation.
On June 15, 2023, the Company issued Series A shares as a dividend per the terms of the Series A Preferred Certificate of Designation.
From September 1 to September 14, 2023, the Company entered into waiver agreements pursuant to which the Company issued Series A Dividend Shares for the settlement of certain liquidated damages.
On September 15, 2023, the Company issued Series A shares as a dividend per the terms of the Series A Preferred Certificate of Designation.
As September 30, 2023 and December 31, 2022, the Company had and Series A preferred shares issued and outstanding, respectively.
Common Stock
The Company is authorized to issue million shares of common stock, par value $ per share.
During the nine months ended September 30, 2023, the Company issued 188,078 for services rendered. shares of common stock valued at $
During the nine months ended September 30, 2023, the Company issued 984,304, net offering costs of $9,946. shares of common stock for proceeds of $
During the nine months ended September 30, 2023, the Company issued 781,684 pursuant to waive agreements for the settlement of certain liquidated damages. shares of common stock valued at $
As September 30, 2023 and December 31, 2022, the Company had and shares issued and outstanding, respectively.
During the three and nine months ended September 30, 2023, the Company realized losses of $392,660 and $794,811, respectively, for liquidated damages contained in the Registration Rights Agreements in certain of the Company’s equity offerings for failing to file and maintain a Registration Statement covering the shares sold in those offerings. From September 1 to 14, 2023, the Company entered into Waiver Agreements with certain investors pursuant to which the Investors waived certain liquidated damages owed to the Investors by the Company in exchange for the issuance to the Investors by the Company of and 6,579 shares of common and Series A preferred stock, par value $ and $ per share, respectively. The Company realized a $266,654 loss on settlement for the issuance of common stock under the Waiver Agreements. As of September 30, 2023 and December 31, 2022, the accrued liquidated damages and accrued interest is $ and $282,916, respectively.
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