VISIUM TECHNOLOGIES INC

Previous wording

As of December 31, 2023, we had eight (8) full time employees.

Current wording

As of March 31, 2024, we had six (6) full time employees.

Previous wording

For the six months ended December 31, 2023, selling, general and administrative expenses were $1,591,308 as compared to $893,581 for the six months ended December 31, 2022. For the six-month periods ended December 31, 2023 and 2022 selling, general and administrative expenses consisted of the following:

Current wording

For the nine months ended March 31, 2024, selling, general and administrative expenses were $1,990,912 as compared to $1,461,560 for the nine months ended March 31, 2023. For the nine-month periods ended March 31, 2024 and 2023 selling, general and administrative expenses consisted of the following:

Previous wording

The increase in selling, general and administrative expenses of $697,727 during fiscal 2024, when compared with the prior year, is primarily due to an increase in stock-based consulting expense of $287,189, an increase in stock-based compensation expense of $337,373, higher consulting expense of $95,000, higher legal and professional fees expense of $15,444, and higher accounting expense of $22,353, offset by lower salaries expense of $76,091.

Current wording

The increase in selling, general and administrative expenses of $529,302 during fiscal 2024, when compared with the prior year, is primarily due to an increase in stock-based consulting expense of $381,296, an increase in stock-based compensation expense of $104,873, higher consulting expense of $99,980, higher legal and professional fees expense of $11,192, and higher accounting expense of $18,390, offset by lower salaries expense of $88,802.

Previous wording

Interest expense represents stated interest of notes and convertible notes payable as well as amortization of debt discount. Interest expense is higher for the six months ended December 31, 2023 due to higher note balances, offset by lower debt discount amortization of $75,060 as compared to the prior year period.

Current wording

Interest expense represents stated interest of notes and convertible notes payable as well as amortization of debt discount. Interest expense is higher for the nine months ended March 31, 2024 due to higher note balances, offset by lower debt discount amortization of $75,060 as compared to the prior year period.

Previous wording

For the three months ended December 31, 2023, selling, general and administrative expenses were $1,083,168 as compared to $533,892 for the three months ended December 31, 2022. For the three months ended December 31, 2023 and 2022 selling, general and administrative expenses consisted of the following:

Current wording

For the three months ended March 31, 2024, selling, general and administrative expenses were $399,604 as compared to $567,979 for the three months ended March 31, 2023. For the three months ended March 31, 2024 and 2023 selling, general and administrative expenses consisted of the following:

Previous wording

The increase in selling, general and administrative expenses of $549,276 for the three months ended December 31, 2023, when compared with the prior year period, is primarily due to an increase in stock-based consulting expense of $255,648, an increase in stock-based compensation expense of $297,658, and an increase in consulting fee expense, offset by lower salaries expense of $42,819, and lower legal and professional fees expense of $4,396.

Current wording

The decrease in selling, general and administrative expenses of $168,425 for the three months ended March 31, 2024, when compared with the prior year period, is primarily due to a decrease in stock-based compensation expense of $232,500, a decrease in investor relations expense of $13,400, and a decrease in salaries, offset by an increase in stock-based consulting expense of $94,107, and an increase in consulting fees of $4,980.

Previous wording

The accompanying financial statements have been prepared on a going concern basis. The Company has used net cash in its operating activities of $267,208 and $278,099 during the six-month periods ended December 31, 2023 and 2022, respectively, and has a working capital deficit of approximately $4.8 million and $4.3 million at December 31, 2023 and June 30, 2023, respectively. The Company’s ability to continue as a going concern is dependent upon its ability to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due, to fund possible future acquisitions, and to generate profitable operations in the future, once a merger with an operating company is consummated. Management plans may continue to provide for its capital requirements by issuing additional equity securities and debt. The outcome of these matters cannot be predicted at this time and there are no assurances that if achieved, the Company will have sufficient funds to execute its business plan or generate positive operating results.

Current wording

The accompanying financial statements have been prepared on a going concern basis. The Company has used net cash in its operating activities of $367,549 and $452,740 during the nine-month periods ended March 31, 2024 and 2023, respectively, and has a working capital deficit of approximately $4.9 million and $4.3 million at March 31, 2024 and June 30, 2023, respectively. The Company’s ability to continue as a going concern is dependent upon its ability to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due, to fund possible future acquisitions, and to generate profitable operations in the future, once a merger with an operating company is consummated. Management plans may continue to provide for its capital requirements by issuing additional equity securities and debt. The outcome of these matters cannot be predicted at this time and there are no assurances that if achieved, the Company will have sufficient funds to execute its business plan or generate positive operating results.

Previous wording

Net cash used in operations during the six months ended December 31, 2023 decreased by approximately $10,891 or less than 4% from the same period during fiscal year 2022. The cash used in operations was obtained through advances from directors totaling $40,055, the issuance of two convertible notes totaling $86,717, and the issuance of four promissory notes that netted the Company $235,000 during the six months ended December 31, 2023.

Current wording

Net cash used in operations during the nine months ended March 31, 2024 decreased by approximately $66,003 or approximately 14.6% from the same period during fiscal year 2023. The cash used in operations was obtained through advances from directors totaling $79,055, the issuance of two convertible notes totaling $133,000, and the issuance of four promissory notes that netted the Company $335,000 during the nine months ended March 31, 2024.

Previous wording

Net cash used in operations during the six months ended December 31, 2022 decreased by approximately $655,796 or 70% from the same period during fiscal year 2021. The decrease in cash used in operations is primarily due to the decrease in product development expenses, cash paid for legal and professional fees, and consulting and business development expense. This cash was obtained through the issuance of a convertible notes that netted the Company $105,000 and advances from officers amounting to $67,500 during the six months ended December 31, 2022.

Current wording

Net cash used in operations during the nine months ended March 31, 2023 decreased by approximately $1,289,831 or 74% from the same period during fiscal year 2022. The decrease in cash used in operations is primarily due to the decrease in marketing and product development expenses, cash paid for legal and professional fees, and consulting and business development expense. This cash was obtained through the issuance of two convertible notes that netted the Company $140,000, the issuance of two promissory notes that netted the Company $150,000, and advances from Directors of the Company of $72,500 during the nine months ended March 31, 2023.

Previous wording

The Company had convertible promissory notes aggregating $772,065 outstanding at December 31, 2023. The accrued interest amounted to approximately $259,183 as of December 31, 2023. The Convertible Notes Payable bear interest at rates ranging between 0% and 18% per annum. Interest is generally payable monthly. The Convertible Notes Payable are generally convertible at rates ranging between $0.0169 and $22,500 per share, at the holders’ option. At December 31, 2023, $694,179 of the convertible promissory notes have matured and are in default.

Current wording

The Company had convertible promissory notes aggregating $675,924 outstanding at March 31, 2024. The accrued interest amounted to approximately $243,137 as of March 31, 2024. The Convertible Notes Payable bear interest at rates ranging between 0% and 18% per annum. Interest is generally payable monthly. The Convertible Notes Payable are generally convertible at rates ranging between $0.0042 and $22,500 per share, at the holders’ option. At March 31, 2024, spproximately $634,000 of the convertible promissory notes have matured and are in default.

Previous wording

The Company had promissory notes aggregating $581,628 at December 31, 2023. The related accrued interest amounted to approximately $253,361 at December 31, 2023. The Notes Payable bear interest at rates ranging between 0% and 16% per annum. Interest is generally payable monthly. At December 31, 2023, $205,000 of the promissory notes have matured and are in default.

Current wording

The Company had promissory notes aggregating $650,603 at March 31, 2024. The related accrued interest amounted to approximately $269,484 at March 31, 2024. The Notes Payable bear interest at rates ranging between 0% and 16% per annum. Interest is generally payable monthly. At March 31, 2024, $355,000 of the promissory notes have matured and are in default.