Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
GRILLiT Inc.
1254 Osgood Street
Unit 1406
North Andover, MA 01845
727-300-5775
grillitbrands.com SIC Code: 5812
Annual Report
For the Period Ending: December 31, 2021
As of December 31, 2021the Number of shares outstanding of Common Stock was:
3,853,836,751
As of September 30, 2021, the number of shares outstanding of our Common Stock was:
3,853,836,751
As of December 31, 2020, the number of shares outstanding of our Common Stock was:
3,660,503,905
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:
Yes: ☐ | No: ☒ |
1 "Change in Control" shall mean any events resulting in:
- 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.
- The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets.
- 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
- 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 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.
- 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.
Current = GRILLiT INC.
Formerly = Holdings Energy, Inc. until 4-2013
Formerly = Green Equity Holdings, Inc. until 4-2012
Formerly = CX2 Technologies, Inc. until 8-2010
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):
Date and State of Incorporation: May 21, 2002 in Nevada
Issuer's current standing: Active
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:
None
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:
None
The address(es) of the issuer's principal executive office:
1254 Osgood Street Unit 1406
North Andover, MA 01845
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:
None
- Security Information
Trading symbol: | GRLT | |||
Exact title and class of securities outstanding: | COMMON STOCK | |||
CUSIP: | 39850R109 | |||
Par or stated value: | .0001 | |||
Total shares authorized: | 4,000,000,000 | as of date: 12/31/2021 | ||
Total shares outstanding: | 3,853,836,751 | as of date: 12/31/2021 | ||
Number of shares in the Public Float2: | 3,808,798,431 | as of date: 12/31/2021 | ||
Total number of shareholders of record: | 770 | as of date: 12/31/2021 | ||
Transfer Agent | ||||
Name: | Pacific Stock Transfer | |||
Phone: | 1.800.785.7782 | |||
Email: | info@pacificstocktransfer.com | |||
Address: 6725 Via Austi Parkway #300 Las Vegas, NV 89119 | ||||
Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒ | No: ☐ |
2 "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.
3 To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
- 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
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 Jan 1, 2019Common: 3,660,503,905 | |||||||||||
Class A: | 225,000 | ||||||||||
Class B: | 0 | ||||||||||
Class C: | 21,720 | ||||||||||
Class D: | 268,829 | ||||||||||
Class E: | 100,000 | ||||||||||
Date of | Transaction | Number of | Class of | Value of | Were the | Individual/ Entity | Reason for share | Restricted or | Exemption | ||
Transaction | type (eg. new | Shares | Securities | shares | shares | Shares were | issuance (eg. 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) OR- | filing. | Type. | ||||
shares | share) at | to market | have individual | Nature of | |||||||
returned to | Issuance | price at | with voting / | Services | |||||||
treasury) | the time | investment | Provided | ||||||||
of | control | ||||||||||
issuance? | disclosed). | ||||||||||
(Yes/No) | |||||||||||
4/9/2021 | New | 76,545,833 | Common | $.0024 | Yes | Mammoth | Debt Conversion | Unrestricted | Section 4(a)(1) | ||
Brad Hare | |||||||||||
6/3/2021 | New | 116,787,013 | Common | $.0019 | Yes | Mammoth | Debt Conversion | Unrestricted | Section 4(a)(1) | ||
Brad Hare | |||||||||||
Shares Outstanding | on Date of This | Report: | |||||||||
Ending Balance: | Ending | Balance | |||||||||
Date Dec 31, 2021Common: 3,853,836,751 | |||||||||||
Class A: | 225,000 | ||||||||||
Class B: | 0 | ||||||||||
Class C: | 21,720 | ||||||||||
Class D: | 268,829 | ||||||||||
Class E: | 100,000 | ||||||||||
Additional Notes: The conversion of notes by Mammoth into common stock on April 9, 2021 and June 3, 2021 are the result of Irrevocable Reserved Shares authorized by C. Keith Wilkerson II, who was the CEO of GRILLiT Inc. on March 16, 2016, to Mammoth and acknowledged and agreed by Pacific Stock Transfer. Irrevocable Reserved Shares allow for a transfer agent to act without delay and without the need for any action or confirmation by the company (GRILLiT Inc.) with respect to the issuance of common stock pursuant to any conversions received by the Transfer Agent (Pacific Stock Transfer) from the Investor (Mammoth). As of January 1, 2021 Mammoth had 193,333,333 reserved shares and post conversion, Mammoth currently has 487 reserved shares remaining.
B. Debt Securities, Including Promissory and Convertible Notes
Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.
Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☐
Date of | Outstanding | Principal | Interest | Maturity | Conversion Terms (e.g. | Name of Noteholder | Reason for | |
Note | Balance ($) | Amount at | Accrued | Date | pricing mechanism for | (entities must have | Issuance (e.g. | |
Issuance | Issuance | ($) | determining conversion of | individual with voting | Loan, Services, | |||
($) | instrument to shares) | / Investment control | etc.) | |||||
disclosed). | ||||||||
6/3/2021 | $40,476 | $ | 50,000 | 0 | 6/2/2023 | Conversion only upon default | Mammoth | Working Capital |
notice of monthly payment. | ||||||||
Brad Hare | ||||||||
6/30/2014 | $ 17,361 | $ | 17,361 | 0 | 6/29/2015 | Converts at 75% of closing Market | Lou Frangos | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Rebecca C. Tyree | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Laura M. Evans | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | John H. Ruld, Jr. | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Allan Corn | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 6,000 | $ | 6,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Vidal C. Rivera | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 7,000 | $ | 7,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Diana M. Nagy | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Bobbie C. St John | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | James H. & Dolores E. | Working Capital |
Price on day of conversion | Almond | |||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Willis Honea | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 18,000 | $ | 18,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | George Nicholas | Working Capital |
Price on day of conversion | ||||||||
6/30/2014 | $ 118,250 | $ | 118,250 | 0 | 6/29/2015 | Converts at 75% of closing Market | Dynamic Spirit, LLC | Working Capital |
Price on day of conversion | (Paul Aoun) | |||||||
6/30/2014 | $ 12,000 | $ | 12,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Dynamic Spirit, LLC | Working Capital |
Price on day of conversion | (Paul Aoun) | |||||||
6/30/2014 | $ 20,000 | $ | 20,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Smart Equity Partners, | Working Capital |
Price on day of conversion | LLC (Keith Gebert) | |||||||
6/30/2014 | $ 18,000 | $ | 18,000 | 0 | 6/29/2015 | Converts at 75% of closing Market | Lauro Equipment - | Debt Conv |
Price on day of conversion | Mark Lauro | |||||||
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Healthy & Tasty Brands Corporation published this content on 10 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 February 2022 13:52:05 UTC.