The accompanying footnotes are an integral part
of these unaudited condensed consolidated financial statements.
The accompanying footnotes are an integral part
of these unaudited condensed consolidated financial statements.
The accompanying footnotes are an integral part
of these unaudited condensed consolidated financial statements.
The accompanying footnotes are an integral part
of these unaudited condensed consolidated financial statements.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2023
(unaudited)
NOTE 1 – NATURE
OF BUSINESS
American Clean Resources
Group, Inc. f/k/a Standard Metals Processing, Inc. (“we,” “us,” “our,” “ACRG” or the
“Company”) is an exploration stage company, incorporated in Nevada having offices in Lakewood, Colorado and through its subsidiary,
a property in Tonopah, Nevada. The business plan is to purchase equipment and build a facility on the Tonopah property to serve as a
permitted custom processing toll milling facility (which includes an analytical lab, pyrometallurgical plant, and hydrometallurgical
recovery plant).
The Company plans to
perform permitted custom processing toll milling which is a process whereby mined material is crushed and ground into fine particles
to ease the extraction of any precious minerals contained therein, such as minerals in the gold, silver, and platinum metal groups. Custom
milling and refining can include many different processes that are designed specifically for each ore load and to maximize the extraction
of precious metals from carbon or concentrates. These toll-processing services also distil, dry, mix, or mill chemicals and bulk materials
on a contractual basis and provide a chemical production outsourcing option for industrial companies, which lack the expertise, capacity,
or regulatory permits for in-house production.
We are required to obtain
several permits before we can begin construction of a small-scale mineral processing facility to conduct permitted processing toll milling
activities and construction of the required additional buildings and well relocation necessary for us to commence operations.
Going Concern
The accompanying condensed
consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States
of America (“U.S. GAAP”), assuming we will continue as a going concern, which contemplates the realization of assets and satisfaction
of liabilities in the normal course of business. For the three months ended March 31, 2023, the Company incurred net losses from operations
of $195,357. At March 31, 2023, the Company had an accumulated deficit of $106,725,853 and a working capital deficit of $12,545,405. In
addition, virtually all of the Company’s assets are encumbered or pledged under a senior secured convertible promissory note payable
to a related party that is in default. These circumstances raise substantial doubt about the Company’s ability to continue as a
going concern. Our ability to continue as a going concern is dependent on our ability to raise the required additional capital or debt
financing to meet short and long-term operating requirements. During the three months ended March 31, 2023, the Company had $39,426 of
expenses, and $945,960 of defaulted notes payable and accrued interest sold by their holders, that were paid directly by GPR, a related
party and the Company's convertible note line of credit with GPR was increased by this same amount. During the three months ended March
31, 2022, the Company had $314,433 of expenses that were paid directly by GPR, a related party and the Company's convertible note line
of credit with GPR was increased by this same amount. (See Notes 4 and 8).
Management believes
that private placements of equity capital and/or additional debt financing will be needed to fund our long-term operating requirements.
The Company may also encounter business endeavors that require significant cash commitments or unanticipated problems or expenses that
could result in a requirement for additional cash. If the Company raises additional funds through the issuance of equity or convertible
debt securities, the percentage ownership of our current shareholders could be reduced, and such securities might have rights, preferences,
or privileges senior to our common stock. Additional financing may not be available on acceptable terms, or at all. If adequate funds
are not available or are not available on acceptable terms, the Company may not be able to take advantage of prospective business endeavors
or opportunities, which could significantly and materially restrict our operations. We are continuing to pursue external financing alternatives
to improve our working capital position. If the Company is unable to obtain the necessary capital, the Company may have to cease operations.
NOTE 2 – SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include
the accounts of ACRG and its wholly owned subsidiary Aurielle Enterprises Inc. (“AE”) and its wholly owned subsidiaries Tonopah
Custom Processing, Inc., (“TCP”) and Tonopah Resources, Inc. (“TR”) All significant intercompany transactions,
accounts and balances have been eliminated in consolidation.
Basis of Presentation
The accompanying unaudited condensed consolidated
financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.
GAAP”), for interim financial information pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”).
Accordingly, they do not include all the information and footnotes required by US GAAP for complete financial statements. The unaudited
condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes
thereto included in our Form 10-K for the year ended December 31, 2022, filed April 17, 2023. In the opinion of management, all adjustments
(consisting of normal recurring adjustments unless otherwise indicated) considered necessary for a fair presentation have been included.
Operating results for the three months ended March 31, 2023, are not necessarily indicative of the results that may be expected for the
year as a whole.
The accompanying condensed
consolidated financial statements of the Company have been prepared using the accrual method of accounting in accordance with U.S. GAAP
and considering the requirements of the SEC.
Cash
We maintain our cash
in high-quality financial institutions. The balances, at times, may exceed federally insured limits, however the Company has not experienced
any losses with respect to uninsured balances.
Long-Lived Assets
and Impairment of Long-Lived Assets
The Company annually
evaluates the carrying value of long-lived assets to be held and used, including but not limited to, mineral properties, mine tailings,
mine dumps, capital assets and intangible assets, or sooner when events and circumstances warrant such a review. The carrying value of
a long-lived asset is considered impaired when the anticipated undiscounted cash flow from such asset is separately identifiable and
is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair
value of the long-lived asset. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate
with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair values are
reduced for the cost to dispose.
Use of Estimates
Preparing condensed
financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Revenue Recognition
and Deferred Revenue
As of March 31, 2023
and December 31, 2022, we have recorded no revenues from custom permitted processing toll milling. If we achieve revenue generation,
the Company plans to report such revenues consistent with ASC Topic 606 Revenues from Contracts with Customers.
Financial Instruments
The carrying amounts
for all financial instruments approximates fair value. The carrying amounts for cash, accounts payable and accrued liabilities approximated
fair value because of the short maturity of these instruments. The fair value of short-term debt is approximated at their carrying amounts
based upon the expected borrowing rate for debt with similar remaining maturities and comparable risk.
Loss per Common Share
Basic earnings (loss)
per common share is computed by dividing net loss applicable to common shareholders by the weighted average number of common shares outstanding
during the periods presented. Diluted earnings per common share is determined using the weighted average number of common shares outstanding
during the periods presented, adjusted for the dilutive effect of common stock equivalents, consisting of shares that might be issued
upon exercise of options, warrants and conversion of convertible debt. In periods where losses are reported, the weighted average number
of common shares outstanding excludes common stock equivalents, because their inclusion would be antidilutive.
At March 31, 2023, and
December 31, 2022, the number of equivalent shares of convertible notes payable of 2,324,261 and 846,499 respectively, were excluded from
the diluted weighted average common share calculation due to the antidilutive effect such shares would have on net loss per common share.
Income Taxes
Income taxes are accounted
for based upon an asset and liability approach. Accordingly, deferred tax assets and liabilities arise from the difference
between the tax basis of an asset or liability and its reported amount in the financial statements. Deferred tax amounts are
determined using the tax rates expected to be in effect when the taxes will actually be paid or refunds received, as provided under currently
enacted tax law. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected
to be realized. Income tax expense or benefit is the tax payable or refundable, respectively, for the period plus or minus
the change in deferred tax assets and liabilities during the period.
Accounting guidance
requires the recognition of a financial statement benefit of a tax position only after determining that the relevant tax authority would
more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold,
the amount recognized in the consolidated financial statements is the largest benefit that has a greater than fifty percent likelihood
of being realized upon ultimate settlement with the relevant tax authority. The Company believes its income tax filing positions
and deductions will be sustained upon examination and accordingly, no reserves, or related accruals for interest and penalties have been
recorded at December 31, 2022 and March 31, 2023. The Company recognizes interest and penalties on unrecognized tax benefits as well as interest
received from favorable tax settlements within income tax expense.
Recent Accounting Standards
During the three month
period ended March 31, 2023, and through May 15, 2023, there were several new accounting pronouncements issued by the Financial Accounting
Standards Board. Each of these pronouncements, as applicable, has been or will be adopted by the Company. Management does
not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s consolidated
financial statements.
Management’s
Evaluation of Subsequent Events
The Company evaluates
events that have occurred after the consolidated balance sheet date of March 31, 2023, through the date which the consolidated financial
statements were issued. Based upon the review, the Company did not identify any recognized or non-recognized subsequent events that would
have required adjustment or disclosure in the condensed consolidated financial statements.
Mineral Properties
Mineral property acquisition costs are recorded
at cost and are deferred until the viability of the property is determined. No properties have produced operating revenues at this time.
Exploration, mineral property evaluation, option payments, related acquisition costs for mineral properties acquired under an option
agreement, general overhead, administrative and holding costs to maintain a property on a care and maintenance basis are expensed in
the period they are incurred. When reserves are determined for a property and a bankable feasibility study is completed, subsequent exploration
and development costs on the property would be capitalized. If a project were to be put into production, capitalized costs would be amortized
on the unit of production basis.
Management reviews the net carrying value of
each mineral property as changes may materialize with a property or at a minimum, on an annual basis. Where information and conditions
suggest impairment, estimated future net cash flows from each property are calculated using estimated future prices, proven and probable
reserves and value beyond proven and probable reserves, and operating, capital and reclamation costs on an undiscounted basis. If it
is determined that the future cash flows are less than the carrying value, a write-down to the estimated fair value is made with a charge
to loss for the period. Where estimates of future net cash flows are not available and where other conditions suggest impairment, management
assesses if the carrying value can be recovered.
Management’s estimates of gold prices,
recoverable reserves, probable outcomes, operating capital, and reclamation costs are subject to risks and uncertainties that may affect
the recoverability of mineral property costs.
The Company does not own any mining claims. It
owns tailings located on the Tonopah property and the rights to some tailings located in Manhattan, Nevada. The Company has not disturbed
or processed any of this material, but recently authorized GPR to examine the economic feasibility of processing the tailings to reclaim
their residual content of valuable metals in exchange for the exclusive right to process the tailings should their economic assessment
prove positive. The terms of such processing to be mutually agreed upon between GPR and the Company in the future based on the results
of the assessment. In addition, the Company and Sustainable Metal Solutions, LLC (“SMS”), an affiliate of GPR, agreed
to form a joint venture into which the Company will contribute the solar energy rights attributable to its 1,086 acres in exchange for
SMS’s agreement to develop, manage and underwrite the venture.
NOTE 3 – MINING AND MINERAL RIGHTS
The Company is preparing the Tonopah property
site for the construction of a permitted custom processing toll milling facility including grading the land, installing fencing, and
working with contractors for our planned 21,875 square foot building and servicing and drilling various wells for our future operations.
The Company has continued to assess the realizability
of its mining and mineral rights. Based on an assessment the Company conducted in January 2023, the Company believes the carrying value
of the rights recorded on its books is not impaired. The Company determined that its land, mineral rights, and water rights of $3,883,524
was fairly stated and not exposed to impairment.
NOTE 4 – CONVERTIBLE NOTES PAYABLE
On March 16, 2020 the Company executed a Line
of Credit (“LOC”) with Granite Peak Resources, LLC (“GPR”), a related party, evidenced by a convertible promissory
note. The LOC is for up to $2,500,000, matures over three years and may be increased by up to another $1,000,000 and extended an additional
two years at GPR’s sole option. The LOC is for funding operating expenses critical to the Company’s basic operations and redirection
and all requests for funds may be approved or disapproved in GPR’s sole discretion. The LOC bears interest at 10% per annum, is
convertible into shares of the Company’s common stock at a per share price of $1.65 and is secured by the real and personal property
of the Company and its subsidiaries, and the subsidiaries’ stock GPR already has under lien (See Note 8). During the three months
ended March 31, 2023, the Company had $39,426 of expenses, and $945,960 of defaulted notes payable and accrued interest sold by their
holders, that were paid directly by GPR, a related party and the Company's convertible note line of credit with GPR was increased by this
same amount. During the year ended December 31, 2022, the Company had $314,433 of expenses that were paid directly by GPR, a related party
and the Company's convertible note line of credit with GPR was increased by this same amount certain accounts payable. At March 31, 2023
and December 31, 2022 the balance due GPR under the LOC is $2,184,913 and $1,299,527 principal and $243,169 and $184,928 accrued interest,
respectively.
The Company entered into an Amendment and Forbearance
Agreement with GPR on January 5, 2023 wherein GPR agreed to: (a) increase the existing LOC from $5,000,000 due March 16, 2025 to $35,000,000
due March 16, 2027, (b) roll two existing promissory notes purchased by GPR into the LOC resulting in the extinguishment of such notes
as separate instruments, and (c) to forebear until January 12, 2024, on exercising its foreclosure rights under its defaulted Senior
Secured Note. The Company’s Board of Directors approved a revision in the conversion price at which the LOC may convert into the
Company’s common stock from $1.65 per share to $1.05 per share, based upon the market price of the Company’s common stock
over the 3 days preceding the agreement. GPR is the Company’s majority shareholder and largest debtholder. GPR holds a senior secured
interest in all of the assets of the Company, including the stock of its subsidiary entities.
Advances by GPR to pay directly certain operating
expenses, reduce certain accounts payable, or acquire certain notes payable in default on the Company’s behalf have been included
in the convertible promissory issued by the Company in connection with the LOC and classified accordingly in the accompanying condensed
consolidated financial statements.
NOTE 5 – PREFERRED STOCK – SERIES
A
The Series A Preferred Stock is presented as mezzanine equity due
to its rights and preference. The Attributes of the Series A Preferred Stock include but are not limited to the following:
Distribution in Liquidation
The Series A Preferred Stock has a liquidation
preference of $10,000,000, payable only upon certain liquidity events or upon achievement of a market value of our equity equaling $200,000,000
or more. Upon any liquidation, dissolution or winding up of the Company, and after paying or adequately providing for the payment of
all its obligations, the remainder of the assets of the Company shall be distributed, either in cash or in kind, first pro rata to the
holders of the Series A Preferred Stock in an amount equal to the Liquidation Value (as described below); then, to any other series of
Preferred Stock, until an amount to be determined by a resolution of the Board of Directors prior to issuances of such Preferred Stock,
has been distributed per share, and, then, the remainder pro rata to the holders of the Common Stock. Upon the occurrence of any Liquidation
Event (as defined below), each holder of Series A Preferred Stock will receive a payment equal to the Original Issue Price for each share
of Series A Preferred Stock held by such holder (the “Liquidation Value”). A “Liquidation Event” will have
occurred when:
| ● | The Company has an average
market capitalization (calculated by adding the value of all outstanding shares of Common Stock valued at the Company’s closing
sale price on the OTC Market or other applicable bulletin board or exchange, plus the value of the outstanding Series A Preferred Stock
at the Original Issues Price per share) of $200,000,000 or more over any 90 day period. The holders of the Series A Preferred Stock would
have the right, for 30 days after the end of such qualifying 90 day measurement period, to require the Company to purchase the Series
A Preferred Stock for an amount equal to the Liquidation Value. |
| ● | Any Liquidity Event in which
the Company receives proceeds of $50,000,000 or more. For purposes hereof, a “Liquidity Event” means any (a) liquidation,
dissolution or winding up of the Company; (b) acquisition of the Company by means of any transaction or series of related transactions
(including, without limitation, any reorganization, merger, share exchange, share purchase or consolidation) provided that the applicable
transaction shall not be deemed a liquidation unless the Company’s stockholders constituted immediately prior to such transaction
hold less than 50% of the voting power of the surviving or acquiring entity; or (c) the sale, lease, transfer or other disposition, in
a single transaction or series of related transactions, by the Company or any subsidiary of the Company of all or substantially all the
assets of the Company and its subsidiaries taken as a whole, or the sale or disposition (whether by merger or otherwise) of one or more
subsidiaries of the Company if substantially all of the assets of the Company and its subsidiaries taken as a whole are held by such
subsidiary or subsidiaries. |
Written notice of any Liquidation Event (the
“Liquidation Notice”) shall be given by mail, postage prepaid, or by facsimile to non-U.S. residents, not less than five
days prior to the anticipated payment date state therein, to the holders of record of Series A Preferred Stock, such notice to be addressed
to each such holder at its address as shown by the records of the Company. The Liquidation Notice shall state (i) the anticipated payment
date, and (ii) the total Liquidation Value available for distribution to Series A Preferred Stock shareholders upon the occurrence of
the Liquidation Event.
Redemption
The Series A Preferred Stock may be redeemed
in whole or in part as determined by a resolution of the Board of Directors at any time, at a price equal to the Liquidation Value.
Voting Rights
Shares of Series A Preferred Stock shall have
no rights to vote on any matter submitted to a vote of shareholders, except as required by law, in which case each share of Series A
Preferred Stock shall be entitled to one vote.
Conversion Rights
Holders of Series A Preferred Stock will have
no right to convert such shares into any other equity securities of the Company.
NOTE 6 – COMMON
STOCK
Common Stock -
Option Grants
The Company recorded no compensation expense
for the three months ended March 31, 2023 and 2022. As of March 31, 2023, there was $0 in unrecognized compensation expense.
The Company did not grant any options during
the three months ended March 31, 2023, none expired, and none were cancelled. There are no unvested options as of March 31, 2023.
Common Stock issued
on exercise of stock options
None.
Sale of Common Stock
None.
Option Grants
During the three months ended March 31, 2023 and
the year ended December 31, 2022, there were no option grants issued, cancelled, or outstanding.
Common Stock Purchase Warrants
For warrants granted to non-employees in exchange
for services, the Company recorded the fair value of the equity instrument using the Black-Scholes pricing model unless the value of
the services is more reliably measurable.
During the three months ended March 31, 2023 and
the year ended December 31, 2022, there were no stock purchase warrants issued, cancelled, or outstanding.
The aggregate intrinsic value of the outstanding
and exercisable warrants at March 31, 2023 and December 31, 2022, respectively, was $0, as there are no outstanding and exercisable warrants.
NOTE 7 – COMMITMENTS AND CONTINGENCIES
Merger with SMS
On January 10, 2022
the Company executed a definitive agreement to acquire a controlling interest in Sustainable Metal Solutions LLC (“SMS”).
The purchase price for the controlling interest in SMS will be determined based upon the price of ACRG common stock on the date of closing,
such date to be decided by the Parties in good faith after all conditions precedent are met. SMS is an American multi-company environmental
development platform focused on producing carbon neutral precious metals and minerals thereby driving American mineral independence while
revitalizing the environment and minimizing the impacts of climate change. The business of SMS is consistent with the Company’s
posture to acquire, license or joint venture with other parties involved in toll milling, processing, or mining related activities, which
may include GPR and its affiliated entities, including, but not limited to, NovaMetallix. Inc., and BlackBear Natural Resources, LTD.
Legal Matters
Stephen E. Flechner
v. Standard Metals Processing, Inc.
On August 12, 2015 the
United States District Court for the District of Colorado issued a judgment in favor of Stephen E. Flechner for $2,157,000. An amended
final judgment was ordered in adjudication of the Complaint by the U.S. District Court for the District of Colorado (the “Court”)
on August 28, 2015 in favor of Flechner in the amount of $2,157,000, plus interest through the date of judgment of $235,246, plus interest
of $472.76/day from August 28, 2015 until paid in full. The Company has recognized the daily interest due from the date of the August
28, 2015 judgment through March 31, 2023, totaling $1,354,038, resulting in a total amount of $3,746,285 being included in the accrual
for settlement of lawsuits relating to this matter in the accompanying condensed consolidated balance sheet as of March 31, 2023.
On November 29, 2021,
the Company was notified that its majority shareholder, GPR, had executed definitive documents with Stephen Flechner to acquire his judgment
against the Company. Documents have been filed with the Court to reflect this acquisition.
NOTE 8 – related
party TRANSACTIONS
During March 2019, the Company was informed that
a change of control of the Company had occurred. GPR, through its members, including Pure Path Capital Management LLC acquired 1,389,289
shares of common stock (including 90,000 warrants to purchase common stock). The members transferred their shares of common stock of
the Company in exchange for a pro-rata ownership interest in GPR and are listed in the Schedule 13D filed by GPR on March 29, 2019. Since
March 2019, through March 31, 2023, GPR and its members, through several unsolicited transactions purchased another 43,206 shares of
common stock. GPR has not communicated to the Company any plans to change any of the current officers or directors or governing documents.
GPR has expressed the purpose of its acquisition is to assist the Company in resolving its current obligations and claims, as a critical
step in determining its future business plans.
GPR also acquired the senior secured creditor
position previously held by Pure Path Capital Group LLC (the “Secured Note”), which includes a $2,500,000 first deed of trust
on the Tonopah property and an outstanding promissory note with a principal balance of $2,229,187 as of both March 31, 2023 and December
31, 2022, and related accrued interest of $1,978,761 and $2,286,109, respectively. The Secured Note is securitized by all the Company’s
tangible or intangible assets, already or hereinafter acquired, including but not limited to machinery, inventory, accounts receivable,
cash, computers, hardware, land and mineral rights, etc., and all of the outstanding shares of the Company’s subsidiary AE and its
subsidiaries TCP and TR which are held in Pledge by GPR’s Nevada counsel. The outstanding principal balance on the Secured Note
of $2,229,187 together with related accrued interest of $978,761 at March 31, 2023.
As further detailed in Note 4, in March 2020,
the Company executed a Line of Credit (“LOC”) with GPR, a related party, evidenced by a 10% convertible promissory note. The
LOC is for up to $2,500,000, matures over three years and may be increased by up to another $1,000,000 and extended an additional two
years, respectively at GPR’s sole option. As the LOC, like the Secured Note, is secured by all the Company’s assets including
a pledge of 100% of its subsidiaries’ stock. As such, the LOC’s outstanding balance and accrued interest increase the amount
of secured debt owned by GPR.
The Company entered Into an Amendment and Forbearance
Agreement with GPR on January 5, 2023 wherein GPR agreed to: (a) increase the existing LOC from $5,000,000 due March 16, 2025 to $35,000,000
due March 16, 2027, (b) roll two existing promissory notes purchased by GPR into the LOC resulting in the extinguishment of such notes
as separate instruments, and (c) to forebear until January 12, 2024, on exercising its foreclosure rights under its defaulted Senior Secured
Note. The Company’s Board of Directors approved a revision in the conversion price at which the LOC may convert into the Company’s
common stock from $1.65 per share to $1.05 per share, based upon the market price of the Company’s common stock over the 3 days
preceding the agreement. GPR is the Company’s majority shareholder and largest debtholder. GPR holds a senior secured interest in
all of the assets of the Company, including the stock of its subsidiary entities.
On February 11, 2015, the Company issued an unsecured
promissory note (the “TG Note”) to Tina Gregerson Family Properties, LLC, an entity controlled by a former director of the
Company. The TG Note for up to $750,000 was provided in tranches. Maturity of each tranche is one year from the date of receipt. Interest
accrued at 8% per annum on each tranche. Under the terms of the TG Note, the Company received $477,500. The TG Note was purchased from
Ms. Gregerson by GPR, the Company’s majority shareholder in September 2021 and rolled into the LOC on January 5, 2023 and is no
longer a separate note with a separate balance.
NOTE 9 – EARNINGS (LOSS) PER SHARE
Basic net loss per common share is computed by
dividing net loss applicable to common shareholders by the weighted average number of common shares outstanding during the periods presented.
Diluted net loss per common share is determined using the weighted average number of common shares outstanding during the periods presented,
adjusted for the dilutive effect of common stock equivalents, consisting of shares that might be issued upon exercise of options, warrants
and conversion of convertible debt. In periods where losses are reported, the weighted average number of common shares outstanding excludes
common stock equivalents, because their inclusion would be anti-dilutive.
At March 31, 2023 and December 31, 2022, the
weighted average shares from no stock options or warrants outstanding and Convertible Promissory note equivalent shares of 2,324,261,
and 846,499, respectively were excluded from the diluted weighted average common share calculation, due to the antidilutive effect such
shares would have on net loss per common share.
NOTE 10 – SUBSEQUENT EVENTS
None.
