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STOCKHOLDERS’ EQUITY (DEFICIT)
 12 Months Ended
Dec. 31, 2024
STOCKHOLDERS' DEFICIT:  
STOCKHOLDERS’ EQUITY (DEFICIT)

NOTE 14 – STOCKHOLDERS’ EQUITY (DEFICIT)

 

Preferred Stock

 

In accordance with the Company’s bylaws, the Company has authorized a total of 2,000,000 shares of preferred stock, par value $0.01 per share, for all classes. As of December 31, 2024 and 2023 respectively, there were 88,335 and 88,335 total preferred shares issued and outstanding for all classes.

 

Common Stock

 

In accordance with the Company’s bylaws, the Company has authorized a total of 20,000,000,000 shares of common stock, par value $0.0001 per share. As of December 31, 2024 and 2023, there were 10,551,957,534 and 8,100,117,720 common shares issued, respectively.

 

2023 Transactions

 

On April 28, 2023 the Company entered into an Equity Financing Agreement with GHS, to which GHS agreed to Purchase $30,000,000 in shares of our Common Stock over the course of 12 months at 92% of the current market price.

 

On June 13, 2023 the Company entered into an Amendment to the 2023 Equity Financing Agreement with GHS, to which GHS agreed to Purchase $30,000,000 in shares of our Common Stock over the course of 12 months at 92% of the current market price.

 

On July 10,2023 the Company entered into a Second Amendment to the 2023 Equity Financing Agreement with GHS, to which GHS agreed to purchase up to $30,000,000 in shares of our Common Stock over the course of 12 months at 92% of the current market price.

 

On September 5, 2023, we entered into a Stock Purchase Agreement with an investor for the purchase of 100,000,000 shares of Common Stock for a total consideration of $100,000.

 

The below table of puts from 1/12/2023 through 4/11/2023 were made by the Company under the 2022 EFA during 2023. The put from 4/28/2023 was made under the EFA dated 4/28/2023. The puts from 6/26/2023 and 7/3/2023 were made by the Company under the Amended EFA dated June 13, 2023. The 7/10/2023 put was made by the Company under the Second Amended EFA dated July 10, 2023.

 

                           
Date of Put   Number of Common
Shares Issued		     Total Proceeds, Net of
Discounts		     Effective Price
per Share		   Net Proceeds  
1/12/2023     64,130,435     $ 400,000     $0.006237   $ 370,975  
1/17/2023*     11,441,647       100,000     $0.008740     100,000  
1/24/2023     77,733,861       400,000     $0.005146     370,975  
2/3/2023     61,173,706       300,000     $0.004904     277,975  
2/17/2023     75,447,571       300,000     $0.003976     277,975  
3/1/2023     83,113,044       324,000     $0.003898     300,295  
3/16/2023     93,165,852       254,232     $0.002729     235,410  
3/30/2023     65,465,384       166,903     $0.002549     154,195  
4/11/2023     67,462,162       203,554     $0.003017     188,279  
4/28/2023     91,796,875       235,000     $0.002560     208,550  
6/26/2023     44,583,334       214,000     $0.004800     141,020  
7/3/2023     51,442,308       274,058     $0.004200     257,020  
7/10/2023     28,593,750       91,500     $0.003200     85,094  
9/5/2023*     100,000,000       100,000     $0.001000     100,000  
11/7/2023*     55,555,555       50,000     $0.000900     50,000  
11/8/2023*     33,333,333       30,000     $0.000900     30,000  
11/14/2023     18,997,442       25,180     $0.001325     22,392  
11/22/2023     29,685,620       34,717     $0.001169     31,262  
11/29/2023*     55,555,555       50,000     $0.000900     50,000  
11/30/2023*     27,777,777       25,000     $0.000900     25,000  
12/1/2023*     33,333,333       30,000     $0.000900     30,000  
12/1/2023     51,275,586       47,973     $0.000936     43,590  
12/11/2023     87,136,216       108,019     $0.001240     99,433  
12/27/2023     67,522,014       57,909     $0.000858     52,830  
1/8/2024     52,162,997       44,736     .000858     40,580  
2/29/2024     178,571,428       100,000     .000560     100,000  
8/19/2024     55,555,556       40,000     .0007200     36,175  
      1,662,012,341     $ 1,666,019,121         $ 3,679,027    

 

In January 2023, the Company entered into a settlement of a dispute between certain stockholders in which the Company decided, during the period ended June 30, 2023, to issue shares to settle the dispute. In January 2023, the Company issued 297,000,000 shares of common stock to the individuals. The fair value of $1,989,900, or $0.0067 per share, was included in professional fees in the consolidated statements of operations for the year ended December 31, 2023. As part of this transaction $280,536 of accrued liabilities have been reversed.

 

2024 Transactions

 

On November 6, 2024 the Company entered into an Amendment to the 2023 Equity Financing Agreement with GHS, to which GHS agreed to Purchase $30,000,000 in shares of our Common Stock over the course of 12 months at 92% of the current market price.

 

The RRA provides that we shall (i) use our best efforts to file with the SEC a Registration Statement within 45 days of the date of the GHS Registration Rights Agreement; and (ii) have the Registration Statement declared effective by the SEC within 30 days after the date the GHS Registration Statement is filed with the SEC, but in no event more than 90 days after the GHS Registration Statement is filed.

 

Stock Options

 

As of December 31, 2024 and 2023, the Company had no outstanding stock options.