NOTE 25 – SUBSEQUENT EVENTS

Effective August 16, 2022, Jeffrey Binder, the Company’s Chairman, Chief Executive Officer and a director, resigned from all of his officer and director positions with the Company and its subsidiaries for personal reasons.  On the same date, Mr. Andrew Glashow, the Company’s President and a director, succeeded Mr. Binder as the Company’s Chief Executive Officer.  In order to assure a smooth transition in management, Mr. Binder entered into a one-year consulting agreement with the Company for no compensation other than reimbursement of his expenses. The Company and Mr. Binder also terminated his employment agreement and Amended and Restated Confidentiality, Non-Compete and Property Rights Agreement.  Under the terms of the consulting agreement, however, Mr. Binder agreed not to compete with the Company in the State of Nevada for one year.

On August 18, 2022, we announced that we are holding a meeting of debenture holders on September 15, 2022, to seek the affirmative vote of the holders of the Canaccord Debentures to accomplish the following things: (i) to permit the mandatory conversion, in our discretion, of $7,931,490 in principal amount of the Canaccord Debentures plus $132,192 in accrued interest on the Canaccord Debentures into units at the reduced conversion price of $0.07125 per unit; (ii) to decrease the conversion price of the remaining Canaccord Debentures (following the mandatory conversion) to $0.10 per unit; (iii) to reduce the mandatory conversion VWAP provision in the Canaccord Debentures from $0.60 to $0.20; (iv) to provide for a reduced conversion price to holders of Canaccord Debentures who elect to covert more than the mandatory conversion amount of Canaccord Debentures on or prior to the date of the meeting of debenture holders; (v) to change the maturity date of the Canaccord Debentures so that half of the remaining Canaccord Debentures mature on December 31, 2023 and the remaining Canaccord Debentures mature on December 31, 2024; (vi) to provide for the payment of interest accruing between July 1, 2022 and December 31, 2024 so that one-third of the total scheduled interest is paid on December 31, 2023 and the balance of the accrued interest is paid on December 31, 2024; and (vii) to grant a security interest in certain of our assets (such as licenses, inventory (including work in process), equipment (excluding equipment subject to purchase money financing) and contract rights (excluding investments in entities other than wholly owned subsidiaries)) to the holders of the Canaccord Debentures and to other holders of debt of ours now or in the future, as we may elect, provided that we are able to secure all regulatory approvals required to make such a grant.