Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Here To Serve Holding Corp
800 Westchester Ave Suite 641N
Rye Brook, NY 10573
________________________________
914-750-9339
www.heretoserve.tech
info@heretoserve.tech
SIC Code: 3999 and 7372
QuarterlyReport
For the Period Ending: June 30, 2022
(the "Reporting Period")
As of June 30, 2022, the number of shares outstanding of our Common Stock was: 75,338,500.
As of March 31, 2022, the number of shares outstanding of our Common Stock was: 71,786,977.
As of September 30, 2021, the number of shares outstanding of our Common Stock was: 67,340,075.
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: ☒ |
- "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.
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 1 of 14 |
- 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.
Here To Serve Holding Corp. (the "Company") was incorporated in Delaware on September 22, 1983 as New Ithica Corporation. In July 2007 the Company changed its name to American Uranium Mining, Inc. In September 2008, the Company changed its name to F3 Technologies, Inc. In November 2013, the Company changed its name to Here To Serve Holding Corp.
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 Company is active and in good standing in the state of Delaware, where it incorporated on September 22, 1983
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:
The Company acquired 100% ownership of Transcendence Age Corp., AVI Holding Corp and TelcoSoftware.com Corp. during the first quarter of fiscal 2022. In the second quarter of fiscal 2022, the Company sold its interest in Transcendence Age Corp.
The address(es) of the issuer's principal executive office:
800 Westchester Ave Suite 641N Rye Brook, NY 10573
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:
Not applicable
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 2 of 14 |
2) | Security Information | ||
Trading symbol: | HTSC | ||
Exact title and class of securities outstanding: | Common Stock | ||
CUSIP: | 42710U106 | ||
Par or stated value: | $0.001 per share | ||
Total shares authorized: | 400,000,000 as of date: 6/30/2022 | ||
Total shares outstanding: | 75,338,500 | as of date: 6/30/2022 | |
Number of shares in the Public Float2: | 32,902,678 | as of date: 6/30/2022 | |
Total number of shareholders of record: | 65 | as of date: 6/30/2022 |
All additional class(es) of publicly traded securities (if any):
Trading symbol: | ||||||
Exact title and class of securities outstanding: | ||||||
CUSIP: | ||||||
Par or stated value: | ||||||
Total shares authorized: | as of date: | |||||
Total shares outstanding: | as of date: | |||||
Transfer Agent | ||||||
Name: | Securities Transfer Corporation | |||||
Phone: | 469-633-0101 | |||||
Email: | dzheng@stctransfer.com | |||||
Address: 2901 N. Dallas Parkway, Suite 380 Plano, Texas 75093 | ||||||
Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒ | No: ☐ |
- 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: ☐
- "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.
- To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 3 of 14 |
Shares Outstanding as of Second Most Recent | |
Fiscal Year End: | *Right-click the rows below and select "Insert" to add rows as needed. |
Opening Balance |
Date 9/30/2019 | Common: 49,970,149 | ||||||||
Preferred: 1,100,000 | |||||||||
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) | |||||||||
10/15/2019 | New | 100,000 | Common | $0.003 | No | Cesar Herrera | Acquisition of | Restricted | 4(a)(2) |
Novus Ordo | |||||||||
Industries Inc. | |||||||||
10/23/2019 | New | 600,000 | Common | $0.0083 | Yes | Dr. Steven | Cash - Private | Restricted | 4(a)(2) |
Harter | Placement | ||||||||
2/11/2020 | New | 62,500 | Common | $0.04 | Yes | Luis Ramirez | Cash - Private | Restricted | 4(a)(2) |
Placement | |||||||||
6/15/2020 | New | 5,000,000 | Common | $0.003 | Yes | Brian Holden | Warrant | Unrestricted | Rule |
Exercise | 144(b)(1)(ii) | ||||||||
8/28/2020 | New | 1,000,000 | Common | $0.0792 | No | Prairie Fire | Acquisition of | Restricted | 4(a)(2) |
Enterprises | 28 Mining | ||||||||
(Charles Gryba, | Claims | ||||||||
control person) | |||||||||
9/21/2020 | New | 700,000 | Common | $0.003 | Yes | Brian Holden | Warrant | Unrestricted | Rule |
Exercise | 144(b)(1)(ii) | ||||||||
10/14/2020 | New | 400,000 | Common | $0.003 | Yes | Paul Riss | Warrant | Restricted | 4(a)(2) |
Exercise | |||||||||
11/12/2020 | New | 2,000,000 | Common | $0.093 | No | Prairie Fire | Acquisition of | Restricted | 4(a)(2) |
Enterprises | 66 Mining | ||||||||
(Charles Gryba, | Claims | ||||||||
control person) | |||||||||
12/14/2020 | New | 500,000 | Common | $0.08 | Yes | The Beling | Cash - Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
01/04/2021 | New | 549,000 | Common | $0.093 | No | Prairie Fire | Acquisition of | Restricted | 4(a)(2) |
Enterprises | 66 Mining | ||||||||
(Charles Gryba, | Claims | ||||||||
control person) | |||||||||
1/26/2021 | New | 600,000 | Common | $0.003 | Yes | Brian Holden | Warrant | Unrestricted | Rule |
Exercise | 144(b)(1)(ii) | ||||||||
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 4 of 14 |
4/10/2021 | New | 125,000 | Common | $0.08 | Yes | Dr. Steven | Cash - Private | Restricted | 4(a)(2) |
Harter | Placement | ||||||||
4/29/2021 | New | 2,000,000 | Common | $0.0999 | No | Michael Dawald | Consulting | Restricted | 4(a)(2) |
Services | |||||||||
5/10/2021 | New | 125,000 | Common | $0.08 | Yes | The Beling | Cash - Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
5/21/2021 | New | 1,358,426 | Common | $0.003 | Yes | Brian Holden | Warrant | Unrestricted | Rule |
Exercise | 144(b)(1)(ii) | ||||||||
06/21/2021 | New | 1,000,000 | Common | $0.13 | No | KRTL Biotech | Acquisition of | Restricted | 4(a)(2) |
Inc. (Kai Kim, | 15% of | ||||||||
control person) | corporate entity | ||||||||
07/13/2021 | New | 125,000 | Common | $0.08 | Yes | The Beling | Cash -Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
7/20/2021 | New | 1,000,000 | Common | $.10008 | No | Alexander Cole | Consulting | Restricted | 4(a)(2) |
Services | |||||||||
08/04/2021 | New | 125,000 | Common | $0.08 | Yes | The Beling | Cash -Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
11/09/2021 | New | 285,714 | Common | $0.035 | Yes | The Beling | Cash -Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
11/09/2021 | New | 285,714 | Common | $0.035 | Yes | The Beling | Cash -Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
12/01/2021 | New | 250,000 | Common | $0.04 | Yes | Kimberly | Cash -Private | Restricted | 4(a)(2) |
Kozosky | Placement | ||||||||
12/01/2021 | New | 250,000 | Common | $0.04 | Yes | Phyllis Brosette | Cash -Private | Restricted | 4(a)(2) |
Placement | |||||||||
12/01/2021 | New | 150,000 | Common | $0.04 | Yes | Marcus | Cash -Private | Restricted | 4(a)(2) |
Gustafsson | Placement | ||||||||
12/9/21 | New | 500,000 | Common | $0.07 | No | Paul Riss | Acquisition of | Restricted | 4(a)(2) |
Transcendence | |||||||||
Age Corp | |||||||||
12/20/2021 | New | 200,000 | Common | $0.035 | Yes | The Beling | Cash -Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
2/18/2022 | New | 285,714 | Common | $0.035 | Yes | The Beling | Cash -Private | Restricted | 4(a)(2) |
Family Trust | Placement | ||||||||
(David Beling) | |||||||||
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 5 of 14 |
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Here To Serve Holding Corporation published this content on 14 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 August 2022 17:32:02 UTC.