Fansfrenzy : Revised OTC Disclosure FFZY May 31st 2022

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

FANSFRENZY CORPORATION

10040 W. CHEYENNE AVE. SUITE 170-162

LAS VEGAS, NEVADA

_______________________________

514-773-7017 [e-mail]

SIC Code 7900

Quarterly Report

For the Period Ending: May 31st, 2022.

(the "Reporting Period")

As of May 31st, 2022, the number of shares outstanding of our Common Stock was:

55,930,252 Shares

As of Prior Quarter Period End Date February 28th, 2022, the number of shares outstanding of our Common Stock was:

55,930,252 Shares.

As of Most Recent Completed Fiscal Year End Date February 28th, 2022, the number of shares outstanding of our Common Stock was:

55,930,252 Shares.

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: ☐

No: ☒

Indicate by check mark whether the company's shell status has changed since the previous reporting period:

Yes: ☐

No: ☒

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:

1 "Change in Control" shall mean any events resulting in:

1. Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
2. The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
3. A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
4. The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the

OTC Markets Group Inc.
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Yes: ☐

No: ☒

1. Name and address(es) of the issuer and its predecessors (if any)

In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.

• FansFrenzy Corporation
• Formerly HE-5 Resources Corporation until 8-2017
• Formerly Botaniex Inc. until 3-2006
• Formerly CortDev Inc. until 4-2005
• Formerly ProActive Computer Services, Inc. until 4-2004

The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

The state of incorporation has always been Nevada and the Company is presently active and in good standing.

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

N/A

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

N/A

The address(es) of the issuer's principal executive office:

10040 W. CHEYENNE AVE. SUITE 170-162

LAS VEGAS, NEVADA

The address(es) of the issuer's principal place of business:

Check box if principal executive office and principal place of business are the same address: ☒

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☐

No: ☒

If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:

N/A

surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

OTC Markets Group Inc.
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2)	Security Information
Trading symbol:	FFZY
Exact title and class of securities outstanding:	COMMON SHARES
CUSIP:		307251 108
Par or stated value:	0.001
Total shares authorized:	900,000,000	as of date: May 31st, 2022.
Total shares outstanding:	55,9300,252	as of date: May 31st, 2022.
Number of shares in the Public Float2:	12,928,151	as of date: May 31st, 2022
Total number of shareholders of record:	587	as of date: May 31st, 2022.

All additional class(es) of publicly traded securities (if any):

Trading symbol:	FFZY
Exact title and class of securities outstanding:	PREFERRED SHARES
CUSIP:		404155 20 2
Par or stated value:	0.001
Total shares authorized:	20,000,000	as of date: May 31st, 2022
Total shares outstanding:	18,000,000	as of date: May 31st, 2022
Transfer Agent
Name:	MANHATTAN TRANSFER REGISTRAR CO.
Phone:	631-928-7656
Email:	[e-mail]
Address: 38B Sheep Pasture Road
Port Jefferson, NY 11777
www.mtrco.com
Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒	No: ☐

1. Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

1. "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.
2. To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

OTC Markets Group Inc.
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Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐

Shares Outstanding as of Second Most Recent
Fiscal Year End:	Opening Balance		*Right-click the rows below and select "Insert" to add rows as needed.
Date 28/02/2021	Common:53,444,552
	Preferred:18,000,000
Date of	Transaction	Number of	Class of	Value of	Were the	Individual/ Entity	Reason for share	Restricted or	Exemption
Transaction	type (e.g. new	Shares	Securities	shares	shares	Shares were	issuance (e.g. for	Unrestricted	or
	issuance,	Issued (or		issued	issued at	issued to	cash or debt	as of this	Registration
	cancellation,	cancelled)		($/per	a discount	(entities must	conversion)	filing.	Type.
	shares			share) at	to market	have individual	-OR-
	returned to			Issuance	price at	with voting /	Nature of
	treasury)				the time	investment	Services
					of	control	Provided
					issuance?	disclosed).
					(Yes/No)
16/02/2021	New	2,250,000	Common	0.0025	Yes	Bernie Nicholls	Debt	Restricted	N/A
	Issuance						Conversion
16/02/2021	New	6,500,000	Common	0.0025	Yes	Nicolas	Debt	Restricted	N/A
	Issuance					Kanellopoulos	Conversion
16/02/2021	New	1,750,000	Common	0.0025	Yes	John	Debt	Restricted	N/A
	Issuance					Kaminaris	Conversion
						Andreadakis
15/7/2021	New	1,281,700	Common	0.03	No	Jean Matone	Cash	Restricted	N/A
	Issuance
15/7/2021	New	404,000	Common	0.05	No	Elio Marco	Cash	Restricted	N/A
	Issuance					Giordano
15/07/2021	New	80,000	Common	0.05	No	Paul Naraine	Cash	Restricted	N/A
	Issuance
01/08/2021	New	720,000	Common	0.05	No	Paul Naraine	Cash	Restricted	N/A
	Issuance
Shares
Outstanding on
Date of This
Report:
Ending Balance
Ending Balance:
Date
31/05/2022
Common:

55,930,252

Preferred:

18,000,000

OTC Markets Group Inc.
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Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended June 30, 2021, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2019 through June 30, 2021 pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☒

Date of

Outstanding

Principal

Interest

Maturity

Conversion Terms (e.g.

Name of Noteholder

Reason for

Note

Balance ($)

Amount

Accrued

Date

pricing mechanism for

(entities must have

Issuance (e.g.

Issuance

at

($)

determining conversion of

individual with voting

Loan, Services,

Issuance

instrument to shares)

/ investment control

etc.)

($)

disclosed).

Use the space below to provide any additional details, including footnotes to the table above:

1. Financial Statements

A. The following financial statements were prepared in accordance with:

1. ☒ U.S. GAAP ☐ IFRS

2. The financial statements for this reporting period were prepared by (name of individual)4:

Name:	BERNIE NICHOLLS
Title:	PRESIDENT AND CEO
Relationship to Issuer:	PRESIDENT AND CEO

4 The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS by persons with sufficient financial skills.

OTC Markets Group Inc.
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