Electromedical Technologies, Inc 10-Q, filed May 16, 2022

Electromedical Technologies, Inc (EMED)

10-Q 2022-05-16 For: 2022-03-31

Added on April 06, 2026

About this 10-Q

Electromedical Technologies, Inc filed this 10-Q on May 16, 2022, covering the quarter ended March 31, 2022.

Headline figures

Quarter ended March 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $221.89K; up 33.3% from $166.44K a year earlier
Net loss: $1.14M; compared with a net loss of $2.56M a year earlier
Diluted EPS: -$0.01; compared with -$0.11 a year earlier

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →


16561 N. 92^nd Street, Ste. 101
Scottsdale, AZ	85260
(Address of principal executive offices)	(Zip Code)


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☒


PART I. FINANCIAL INFORMATION

Item 1.	UNAUDITED FINANCIAL STATEMENTS:	3

	BALANCE SHEETS AS OF MARCH 31, 2022 AND DECEMBER 31, 2021	3

	STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021	4

	STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021	5

	STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021	7

	NOTES TO THE UNAUDITED FINANCIAL STATEMENTS	8

Item 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	17

Item 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	20

Item 4.	CONTROLS AND PROCEDURES	20

PART II. OTHER INFORMATION		21

Item 1.	LEGAL PROCEEDINGS	21

Item 1A.	RISK FACTORS	21

Item 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	22

Item 3.	DEFAULTS UPON SENIOR SECURITIES	33

Item 4.	MINE SAFETY DISCLOSURE	33

Item 5.	OTHER INFORMATION	33

Item 6.	EXHIBITS	35

SIGNATURES		40


	March 31, 2022		December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	170,048	$	383,170
Accounts receivable		31,790		35,085
Inventories		196,924		218,510
Prepaid expenses and other current assets		24,930		38,002
Total current assets		423,692		674,767

Property and equipment, net		721,875		727,344
Total assets	$	1,145,567	$	1,402,111

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current liabilities:
Accounts payable	$	274,251	$	214,785
Credit cards payable		14,686		11,283
Accrued expenses and other current liabilities		539,237		317,037
Customer deposits		21,850		—
Convertible promissory notes, net of discount of $492,877 and $723,166, respectively		1,289,476		811,687
Related party notes payable		—		57,875
Long term debt, current portion		30,490		29,502
Total current liabilities		2,169,990		1,442,169

Long-term liabilities:
Bank debt, net of current portion		511,613		518,849
Government debt, net of current portion		153,789		154,429
Other liabilities		9,204		9,167
Total liabilities		2,844,596		2,124,614

Commitments and contingencies (Note 9)		—		—

Stockholders’ deficit
Series A Preferred Stock, $.00001 par value, 1,000,000 shares authorized and 500,000 outstanding		355,000		355,000
Series B Preferred Stock, $.00001 par value, 1 share authorized and 0 outstanding		—		—
Common stock, $.00001 par value, 500,000,000 and 250,000,000 shares authorized; 104,955,567 and 87,725,842 shares outstanding at March 31, 2022 and December 31, 2021, respectively		1,048		876
Additional paid-in-capital		20,401,493		20,804,333
Accumulated deficit		(22,456,570)		(21,882,712)
Total stockholders’ deficit		(1,699,029)		(722,503)
Total liabilities and stockholders’ deficit	$	1,145,567	$	1,402,111


	2022		2021
Net sales	$	221,894	$	166,440

Cost of sales		67,641		41,951

Gross profit		154,253		124,849

Selling, general and administrative expenses		879,810		1,689,383

Loss from operations		(725,557)		(1,564,534)

Other income (expense)
Interest expense		(213,379)		(1,060,302)
Change in fair market value of derivative liabilities		—		14,798
Other income (expense)		—		(428)
Loss on extinguishment of debt		(205,600)		—
Forgiveness of debt		—		50,082
Total other expense		(418,979)		(995,850)

Net loss	$	(1,144,536)	$	(2,560,384)
Deemed dividend related to warrant resets		(63,381)		(510,222)
Net loss attributable to common stockholders		(1,207,917)		(3,070,606)

Weighted average shares outstanding - basic and diluted		97,260,915		28,558,027
Weighted average loss per share - basic and diluted	$	(0.01)	$	(0.11)


														Total
	Series A Preferred			Series B Preferred			Common Stock			Paid in		Accumulated		Stockholders’
	Amount		Shares	Amount		Shares	Amount		Shares	Capital		Deficit		Deficit
Balance, December 31, 2021	$	355,000	500,000	$	—	—	$	876	87,725,842	$	20,804,333	$	(21,882,712)	$	(722,503)

Shares issued for consulting services		—	—		—	—		106	10,600,000		356,794		—		356,900

Warrants issued in conjunction with convertible promissory notes		—	—		—	—		—	—		142,996		—		142,996

Warrants reset in conjunction with convertible promissory notes		—	—		—	—		—	—		63,381		(63,381)		—

Adoption of ASU 2020-06		—	—		—	—		—	—		(1,013,414)		634,059		(379,355)

Issuance of common stock for cash		—	—		—	—		15	1,500,000		42,751		—		42,766

Cashless warrant exercises		—	—		—	—		51	5,129,725		(51)		—		—

Stock-based compensation		—	—		—	—		—	—		4,703		—		4,703

Net loss		—	—		—	—		—	—		—		(1,144,536)		(1,144,536)

Balance, March 31, 2022	$	355,000	500,000	$	—	—		1,048	104,955,567	$	20,401,493	$	(22,456,570)	$	(1,699,029)


											Total
	Preferred Stock			Common Stock			Paid in		Accumulated		Stockholders’
	Amount		Shares	Amount		Shares	Capital		Deficit		Deficit
Balance, December 31, 2020	$	355,000	500,000	$	269	27,175,800	$	7,957,860	$	(9,631,732)	$	(1,318,603)

Shares issued for consulting services		—	—		11	1,084,120		693,815		—		693,826

Warrant issued in conjunction with convertible promissory note		—	—		—	—		420,096		—		420,096

Warrants reset in conjunction with convertible promissory notes		—	—		—	—		510,222		(510,222)		—

Conversion of convertible promissory notes		—	—		10	1,019,113		380,093		—		380,103

Stock-based compensation		—	—		11	1,100,000		604,890		—		604,901

Net loss		—	—		—	—		—		(2,560,384)		(2,560,384)

Balance, March 31, 2021	$	355,000	500,000		301	30,379,033	$	10,566,976	$	(12,702,338)	$	(1,780,061)


	2022		2021
Cash flows from operating activities:
Net loss	$	(1,144,536)	$	(2,560,384)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense		361,603		1,298,727
Depreciation and amortization		5,469		5,469
Forgiveness of debt		—		(49,783)
Loss on extinguishment of debt		205,600		—
Amortization of debt discount and day one derivative loss and warrant expense		164,710		1,010,601
Change in fair value of derivative liabilities- convertible promissory notes		—		(14,798)
Change in operating assets and liabilities:
Accounts receivable		3,295		(4,178)
Inventories		21,586		(129,791)
Prepaid expenses and other current assets		13,072		161,990
Other assets		—		7,000
Accounts payable		59,466		(42,284)
Credit cards payable		3,403		(1,057)
Accrued expenses and other current liabilities		(33,400)		9,817
Customer deposits		21,850		(18,301)
Other liabilities		37		(265)
Net cash used in operating activities		(317,845)		(327,237)

Cash flows from financing activities:
Repayments on bank debt		(6,888)		(6,556)
Related party notes payable-net		(57,875)		(50,000)
Issuance of convertible promissory notes		494,220		712,500
Repayments on convertible promissory notes		(367,500)		—
Repayments on notes payable		—		(12,846)
Issuance of common stock for cash - net		42,766		—
Net cash provided by financing activities		104,723		643,098

Net (decrease) increase in cash and cash equivalents		(213,122)		315,861

Cash and cash equivalents, beginning of period		383,170		264,913

Cash and cash equivalents, end of period	$	170,048	$	580,774

Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest	$	72,308	$	16,356
Income taxes	$	—	$	—

Non-cash investing and financing activities:

January 1,2022 adoption of ASU2020-06	$	379,355	$	—
Warrants, common stock and beneficial conversion feature issued in conjunction with convertible promissory notes	$	192,996	$	420,096
Derivative liabilities issued in conjunction with convertible promissory notes	$	—	$	974,931
Conversion of convertible promissory notes, derivative liabilities and accrued interest into shares of common stock	$	—	$	380,103


	THREE MONTHS ENDED MARCH 31,
	2022		2021
Customer A	17.8	%	12.4	%
Customer B	17.4	%	18.6	%


	March 31,		December 31,
	2022		2021
Building	$	875,000	$	875,000
Furniture and equipment		24,987		24,987
		899,987		899,987
Less: accumulated depreciation and amortization		(178,112)		(172,643)
	$	721,875	$	727,344


	March 31,		December 31,
Convertible promissory notes	2022		2021
Principal balance	$	1,782,353	$	1,534,853
Debt discount balance		(492,877)		(723,166)
Net Notes balance	$	1,289,476	$	811,687


	Principal		Debt Discount		Net
Pre 2020	$	50,000	$	—	$	50,000
August 2020		155,000		—		155,000
September 2020		107,500		—		107,500
November 2020		244,853		(1,548)		243,305
December 2020		110,000		(1,642)		108,358
October 2021		500,000		(201,014)		298,986
February 2022		307,500		(141,554)		165,946
March 20,2022		307,500		(147,119)		160,381
	$	1,782,353	$	(492,877)	$	1,289,476


Fair Value of Common Share	$	0.0318-0.0345
Exercise Price	$	0.025
Risk Free Rate		1.35-1.46	%
Expected Life (Yrs.)		5.0
Volatility		158.6-158.8	%


Date Issued	Exercise Price		Number Outstanding	Expiration Date
December 1, 2018	$	0.025	168,500		December 1, 2023
May 1, 2020	$	0.52	100,000		May 1, 2025
October 1, 2021	$	0.025	9,000,000		October 1, 2026
October 13, 2021	$	0.025	2,083,333		October 13, 2026
October 17, 2021	$	0.025	450,000		October 17, 2024
February 11, 2022	$	0.025	3,000,000		February 11, 2027
March 10, 2022	$	0.025	3,000,000		March 10, 2027
			17,801,833


	2022		2021		Change
Marketing	$	3,238	$	17,611	$	(14,373)
Commissions		41,733		40,974		759
Payroll related		254,589		752,008		(497,419)
Consulting and professional fees		529,459		828,648		(299,189)
Research and development		15,000		8,300		6,700
Other operating expenses		35,791		41,842		(6,051)
	$	879,810	$	1,689,383	$	(809,573)

20.01	Amended 2017 Employee and Consultant Stock Ownership Plan.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

31.1	Certification of Chief Executive Officer.	Filed herewith.

31.2	Certification of Chief Financial Officer.	Filed herewith.

32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed herewith.

32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed herewith.

101.INS	Inline XBRL Instance Document	Filed herewith.

101.SCH	Inline XBRL Taxonomy Extension Schema Document	Filed herewith.

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.

101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.

101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document	Filed herewith.

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.

104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)	Filed herewith.

	ELECTROMEDICAL TECHNOLOGIES INC.

	By:	/s/ Matthew Wolfson
		Matthew Wolfson
		President & Chief Executive Officer
		(Principal Executive Officer)


	By:	/s/ Matthew Wolfson
		Matthew Wolfson
		Chief Financial Officer
		(Principal Financial and Accounting Officer)


	EMED:

	ELECTROMEDICAL TECHNOLOGIES, INC.


	By:	/s/ Matthew Wolfson
	Name:	Matthew Wolfson
	Title:	Principal Executive Officer, Sole Director

Exhibit No.	Description of Exhibit	Location

3.1	Certificate of Incorporation.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

3.2	Amendment to Certificate of Incorporation filed with the Delaware Secretary of State on January 9, 2020.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

3.3	Amendment to Certificate of Incorporation filed with the Delaware Secretary of State on July 9, 2020 increasing authorized common stock to 50 million shares.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

3.4	Amendment to Certificate of Incorporation filed with the Delaware Secretary of State on November 1, 2019 designating Series A Preferred Shares.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

3.5	Amendment to Certificate of Incorporation filed with the Delaware Secretary of State on August 23, 2017 converting from a limited liability company to a C corporation.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

3.6	Corporate Bylaws.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

4(vi)	Description of Securities	Incorporated by reference to the Company’s Form 8a-12g filed August 5, 2020.

10.1	Employment Contract; Matthew Wolfson Chief Executive Officer, as amended.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.2	Rule 10b5-1 Sales Plan – Wolfson	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.3	Agility Warrant Agreement, December 1, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.4	Agility Warrant Agreement, May 1, 2020.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.5	E-Business International, Inc. Stock Purchase Agreement, November 29, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.6	E-Business International, Inc. Stock Purchase Agreement Product Development, November 29, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.7	Consulting Agreement, Brenda Andrews, July 1, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.8	Consulting Agreement, Blue Ridge Enterprises, July 9, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.9	Consultant Agreement and directors resolution, October 21, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.10	Stock Purchase Agreement Stephanie Campbell, March 25, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.11	Stock Purchase Agreement Petar Gajic, March 25, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.12	Consent Action for Iakovos Tsakalidis Issuance, October 11, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.13	Option Agreement Kishkovskiy, March 11, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.14	Stock Purchase Agreement, Kelly Lauren Myers, March 25, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.15	Consent Action Nikolai Ogorodnikov Issuance October 11, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.16	Options Agreement Alexander Pedenko June 20, 2019	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.17	Consent Action PYP Enterprises July 1, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.18	Consulting Agreement PYP Enterprises, July 1, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.19	Stock Purchase Agreement Nicholas Rosin, March 25, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.20	KISS Agreement Blue Ridge Enterprises, LLC, July 6, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.21	Convertible Promissory Note Luis Lu December 11, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.22	Consulting Agreement Robert L. Hymers III, February 11, 2020.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.23	Consulting Agreement Redstone Communications, LLC, February 27, 2020.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.24	Sales Agreement Edgar Villanueva, October 25, 2017.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.25	Consent Action for Iakovos Tsakalidis, October 25, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.26	Consent Action for Nikolai Ogorodnikov, October 25, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.27	Amendment to KISS Agreement, March 22, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.28	Convertible Promissory Note, Ben and Carol Howden, May 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.29	Notice of Conversion - Howden, October 24, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.30	Taubman Subscription Agreement, October 31, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.31	Consent Action for Gene Taubman, October 31, 2018.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.32	Consulting Agreement, Robert L. Hymers III, February 11, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.33	Amended Consulting Agreement, Robert L. Hymers III, June 28, 2019.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.34	Stock Purchase Agreement dated June 15, 2020 with Pro Active Partners.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.35	Stock Purchase Agreement dated June 4, 2020 with Vista Capital Investments, LLC.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.36	Convertible Promissory Note dated June 4, 2020 with Vista Capital Investments, LLC.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.37	Warrant Issued to Vista Capital Investments, LLC dated June 4, 2020.	Incorporated by reference to the Company’s Form S-1/A-4 filed on July 20, 2020.

10.38	July 21, 2020 Convertible Promissory Note with JRD-HD Enterprises III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.39	July 21, 2020 Securities Purchase Agreement with JRD-HD Enterprises III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.40	August 4, 2020 Note Purchase Agreement with JRD-HD Enterprises III, LLC.	Incorporated by reference to the Company’s Form 8a-12g filed August 5, 2020.

10.41	August 4, 2020 8% Convertible Note with JRD-HD Enterprises III, LLC.	Incorporated by reference to the Company’s Form 8a-12g filed August 5, 2020.

10.42	August 11, 2020 10% Convertible Promissory Note with Redstart Holdings Corp.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.43	August 11, 2020 Securities Purchase Agreement with Redstart Holdings Corp.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.44	September 3, 2020 Convertible Promissory Note JR-HD Enterprises, III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.45	September 3, 2020 Note Purchase Agreement with JR-HD Enterprises, III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.46	September 8, 2020 10% Convertible Promissory Note with Redstart Holdings Corp.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.47	September 8, 2020 Securities Purchase Agreement with Redstart Holdings Corp.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.48	September 28, 2020 Convertible Promissory Note with JSJ Investments, Inc.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.49	October 22, 2020 Convertible Promissory Note with Redstart Holdings Corp.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.50	November 3, 2020 Securities Purchase Agreement with JR-HD Enterprises, III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.51	November 3, 2020 Convertible Note with JR-HD Enterprises, III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.52	December 1, 2020 Convertible Note with Jefferson Street Capital, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.53	December 1, 2020 Securities Purchase Agreement with Jefferson Street Capital, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.54	December 3, 2020 Securities Purchase Agreement with JR-HD Enterprises, III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.55	December 3, 2020 Convertible Promissory Note with JR-HD Enterprises, III, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.56	December 14, 2020 Securities Purchase Agreement with GS Capital Partners, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.57	December 14, 2020 Convertible Promissory Note with GS Capital Partners, LLC.	Incorporated by reference to the Company’s Form 10-K filed on March 30, 2021.

10.58	February 8, 2021 Securities Purchase Agreement, Warrant Agreement, Convertible Debenture and Registration Rights Agreement with YA II PN, Ltd.	Incorporated by reference to the Company’s Form 8-K filed February 12, 2021.

10.59	November 10, 2021 Placement Agent Agreement, Univest Securities.	Incorporated by reference from the Company’s Form 10-Q filed November 15, 2021.

10.60	November 10, 2021 Registration Rights Agreement, White Lion Capital, LLC	Incorporated by reference from the Company’s Form 10-Q filed November 15, 2021.

10.61	November 10, 2021 Common Stock Purchase Agreement, White Lion Capital, LLC	Incorporated by reference from the Company’s Form 10-Q filed November 15, 2021.

10.62	First Amendment to Forbearance Agreement with JR-HD Enterprises III, LLC dated March 25, 2022	Filed herewith.


	JR-HD ENTERPRISES III, LLC:

	By:	/s/ Jeff Ramson
	Name:	Jeff Ramson
	Title:	Manager


	/s/ Matthew Wolfson
	Matthew Wolfson
	Chief Executive Officer
	(Principal Executive Officer)

	/s/ Matthew Wolfson
	Matthew Wolfson, Chief Financial Officer
	(Principal Financial and Accounting Officer)