Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The Company entered into a convertible debt obligation with Crown Bridge Partners LLC as of February 24, 2020, in the original principal amount of $75,000, bearing stated interest of 8% annually plus $3,000 of original issue discount. The note is convertible after 180 days after funding into the Company's common stock at a conversion price of 61% of the average of the two lowest trades in the 10 previous trading days before conversion. The Company has instructed its transfer agent to reserve 6,150,000 shares of the Company's common stock to permit Crown Bridge Partners LLC to convert the debt to equity.

Item 9.01 Financial Statements and Exhibits





Exhibit Number Description
99.1             Convertible promissory note
99.2             Securities Purchase Agreement
99.3             Transfer Agent Instructions

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