On April 4, 2016, the Company sold, pursuant to private placement subscription agreements, an aggregate of 5,722,222 shares of the Company’s common stock, at a price of $0.045 per share, for aggregate gross proceeds of $257,500.

Effective April 4, 2016, the Company issued 500,000 shares of common stock to James P. Geiskopf, a director of the Company, as compensation for services provided and to be provided to the Company during 2016.

Effective April 4, 2016, the Company issued a secured convertible note to Rory J. Cutaia, the Chief Executive Officer and a director of the Company, in the amount of $291,271, which represents additional sums that Mr. Cutaia advanced to the Company during the period from December 2015 through March 2016, and is in addition to all pre-existing loans made by, and notes held by Mr. Cutaia. This is an adjustment to the the amount reported in the Company’s April 11, 2016 Form 8-K. This note bears interest at the rate of 12% per annum, compounded annually. In consideration for Mr. Cutaia’s agreement to extend the repayment date to August 4, 2017, the Company granted Mr. Cutaia the right to convert up to 30% of the amount of the such note into shares of the Company’s common stock at $0.07 per share and issued 2,080,505 share purchase warrants, exercisable at $0.07 per share until April 4, 2019, which warrants represent 50% of the amount of such note. In connection with the issuance of this note, the Company entered into a security agreement whereby the Company granted security over all of its assets as security for repayment of the note.

Effective April 4, 2016, the Company also issued an unsecured convertible note payable to Mr. Cutaia in the amount of $121,875, which represents the amount of accrued but unpaid salary owed to Mr. Cutaia for the period from December 2015 through March 2016. In consideration for Mr. Cutaia’s agreement to extend the payment date to August 4, 2017, the Company granted Mr. Cutaia the right to convert the amount of the note into shares of common stock at $0.07 per share. This note bears interest at the rate of 12% per annum, compounded annually.

Effective April 4, 2016, the Company also issued an unsecured convertible note payable to Oceanside Strategies, Inc. (“Oceanside”) in the amount of $680,268. This note supersedes, replaces and consolidates all the previous notes and current liabilities due to Oceanside for sums Oceanside loaned to the Company in 2014 and 2015. This note bears interest at the rate of 12% per annum, compounded annually. In consideration for Oceanside’s agreement to convert the prior notes from current demand notes and extend the maturity date to December 4, 2016, the Company granted Oceanside the right to convert up to 30% of the amount of such note into shares of our common stock at $0.07 per share and issued 2,429,530 share purchase warrants, exercisable at $0.07 per share until April 4, 2019, which warrants represent 25% of the amount of such note.

Effective May 1, 2016, the Company changed the vesting date of January 21, 2017 to May 1, 2016 for 500,000 restricted shares of the Company’s common stock previously granted to James P. Geiskopf, a director of the Company, on July 21, 2015.

On May 2, 2016, the Company granted 600,000 shares of common stock to both Dan Fleyshman and Branden Hampton as compensation for joining the Company’s Advisory Board.