Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
HNO INTERNATIONAL, INC.
A Nevada Corporation
41558 Eastman Drive, Suite B
Murrieta, CA 92562
Phone: (951) 305-8872
Website: www.hnointernational.com
SIC Code: 8711
Quarterly Report
For the Quarter Ending: January 31, 2022
(the "Reporting Period")
As of January 31, 2022, [Current Reporting Period Date or More Recent Date]the number of shares outstanding of our Common Stock was:
95,285,299
As of October 31, 2021, [Prior Reporting Period End Date]the number of shares outstanding of our Common Stock was:
95,265,299
As of October 31, 2021, [Most Recent Completed Fiscal Year End Date]the number of shares outstanding of our Common Stock was:
95,265,299
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 Control of the company has occurred over this reporting period:
Yes: ☐ | No: ☒ |
ITEM 1 | NAME OF 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.
Name changes:
Current name HNO International, Inc. From 8/31/2021 to Present Formerly known as Excoin Ltd. From 7/8/2020 to 8/31/2021 Formerly known as Clenergen Corporation. From 3/19/2009 to 7/8/2020
Formerly known as American Bonanza Resources Limited. From 5/2/2005 to 3/19/2009
The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years;
Date and state (or jurisdiction) of incorporation (also describe any changes to incorporation since inception, if applicable) May 2, 2005 - Nevada
Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive): 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:
41558 Eastman Drive, Murrieta, CA 92562
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:
41558 Eastman Drive, Murrieta, CA 92562
Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any similar proceeding in the past five years?
Yes: ☐ | No: ☒ |
ITEM 2 SECURITY INFORMATION
As of January 31, 2022:
Trading symbol: HNOI
Exact title and class of securities outstanding - Common Stock
CUSIP: 404729105
Par or stated value: $0.001
Total shares authorized: | 500,000,000 | as of date: January 31, 2022 |
Total shares outstanding: | 95,285,299 | as of date: January 31, 2022 |
Number of shares in the public float: | 115,551 | as of date: January 31, 2022 |
Total number of shareholders of record: | 256 | as of date: January 31, 2022 |
Additional class of securities (if any):
Trading symbol:
Exact title and class of securities outstanding:
CUSIP:
Par or stated value: Total shares authorized:
Total shares outstanding:
Transfer Agent:
N/A
Series A Preferred stock
N/A $0.001
10,000,000 as of date: January 31, 2022
10,000,000 as of date: January 31, 2022
Name: Pacific Stock Transfer Company
Phone: 702-361-3033
Email: paul@pacificstocktransfer.com
Address: 6725 Via Austi Parkway, Suite 300, Las Vegas, NV 89119
Is the Transfer Agent registered under the Exchange Act? Yes No
ITEM 3 | ISSUANCE HISTORY |
The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.
Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares or any other securities or options to acquire such securities issued for services. Using the tabular format below, please describe these events.
A. Changes to the Number of Outstanding Shares
Shares | Opening Balance: | |||||||||
Outstanding as | *Right-click the rows below and select "Insert" to add rows as | |||||||||
of Second Most | Common: 265,299 | |||||||||
Recent Fiscal | needed. | |||||||||
Preferred:10,000,000 | ||||||||||
Year End: | ||||||||||
10/31/2019 | ||||||||||
Date of | Transaction | Number of | Class of | Value of | Were the | Individual/ Entity | Reason for share | Restricted or | Exemption or | |
Transaction | type (e.g. new | Shares Issued | Securities | shares | shares | Shares were | issuance (e.g. for | Unrestricted | Registration | |
issuance, | (or cancelled) | issued | issued at a | issued to (entities | cash or debt | as of this | Type? | |||
cancellation, | ($/per | discount to | must have | conversion) OR | Filing. | |||||
shares | share) at | market | individual with | Nature of Services | ||||||
returned to | Issuance | price at | voting / | Provided (if | ||||||
treasury) | the time of | investment | applicable) | |||||||
issuance? | control disclosed). | |||||||||
(Yes/No) | ||||||||||
12/9/2020 | New Issaunce | 95,000,000 | Common | $0.001 | Yes | Douglas | Consulting | Restricted | Section 4A-2 | |
Stock | Anderson(1) | services | ||||||||
12/9/2020 | New Issaunce | 5,000,000 | Common | $0.001 | Yes | Eden Capital LLC, | Consulting | Restricted | Section 4A-2 | |
Stock | Control person | services | ||||||||
Anthony Vaz | ||||||||||
12/9/2020 | New Issaunce | 4,000,000 | Common | $0.001 | Yes | DWC, LLC, | Consulting | Restricted | Section 4A-2 | |
Stock | Control person | services | ||||||||
Wayne Grossman | ||||||||||
9/22/2021 | Cancellation | (5,000,000) | Common | $0.001 | Yes | Eden Capital LLC, | N/A - Shares | Restricted | Section 4A-2 | |
Stock | Control person | returned and | ||||||||
Anthony Vaz | cancelled for | |||||||||
non-performance | ||||||||||
10/14/2021 | Cancellation | (4,000,000) | Common | $0.001 | Yes | DWC, LLC, | N/A - Shares | Restricted | Section 4A-2 | |
Stock | Control person | returned and | ||||||||
Wayne Grossman | cancelled for | |||||||||
non-performance | ||||||||||
11/13/2021 | New Issuance | 20,000 | Common | $0.0005 | Yes | Donald Owens (2) | Pursuant to | Restricted | Section 4A-2 | |
Stock | Share Exchange | |||||||||
Agreement | ||||||||||
Number of Shares | Ending Balance: | |||||||||
Outstanding as of: | ||||||||||
1/31/2022 | Common: 95,285,299 | |||||||||
Series A Preferred: 10,000,000 | ||||||||||
- Subsequently, in a private transaction the 95,000,000 shares of Common Stock were transferred to HNO Green Fuels Inc., a Nevada corporation, of which Donald Owens is Chief Executive Officer/control person.
- Subsequently, in a private transaction the 20,000 shares of Common Stock were transferred to HNO Green Fuels Inc., a Nevada corporation, of which Donald Owens is Chief Executive Officer/control person.
-
Debt Securities, Including Promissory and Convertible Notes
List and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.
Check this box if there are no outstanding promissory, convertible notes or debt arrangements:
Date of | Outstanding | Principal | Interest | Maturity | Conversion Terms (e.g. pricing | Name of | Reason for |
Note | Balance ($) | Amount at | Accrued | Date | mechanism for determining | Noteholder | Issuance (e.g. |
Issuance | Issuance | ($) | conversion of instrument to shares) | Loan, Services, | |||
($) | etc.) |
12/27/2021 $20,026.00 | $20,000.00 | $26.00 12/27/2024 Convertible into common stock at Jerrold Coakley | Convertible | |
a discount price of forty (40%) of and Sonya | Loan Agreement | |||
the closing price of the | Mingo-Coakley | |||
Company's common stock on the | ||||
date of conversion. |
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HNO International Inc. published this content on 16 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 March 2022 23:50:00 UTC.