Capital Stock	9 Months Ended
Apr. 30, 2020
Equity [Abstract]
Capital Stock	NOTE 5 - CAPITAL STOCK Common Stock The holders of the Company’s common stock are entitled to receive dividends out of assets or funds legally available for the payment of dividends at such times and in such amounts as the board from time to time may determine. Holders of common stock are entitled to one vote for each share held on all matters submitted to a vote of stockholders. There is no cumulative voting of the election of directors then standing for election. The common stock is not entitled to pre-emptive rights and is not subject to conversion or redemption. Upon liquidation, dissolution or winding up of the company, the assets legally available for distribution to stockholders are distributable ratably among the holders of the common stock after payment of liquidation preferences, if any, on any outstanding payment of other claims of creditors. The Company has 1,056,700 and 44,333 shares of common stock issued and outstanding as of April 30, 2020 and July 31, 2019, respectively. During the nine months ended April 30, 2020, the Company designated four new classes of preferred stock, par value $0.001 (collectively, the “Preferred Stock”): Series F Convertible Preferred Stock with 40,000,000 shares authorized; Series T Convertible Preferred Stock with 375 shares authorized; Series B Super Voting Preferred with 1,000,000 shares authorized; and Series G Convertible Preferred with 60,000 shares authorized. During the nine months ended April 30, 2020, on February 7, 2020, the Company entered into a share exchange agreement with 27 Health, Inc., an entity controlled by the Company’s executive officers and directors, pursuant to which the Company acquired 100% of the capital stock of 27 Health in exchange for 10,000 shares of newly authorized Series F Preferred, which shares were issued in proportion to the ownership percentages of their 27 Health stock. Upon the issuance of the shares of Series F Preferred, 27 Health Inc. became a wholly owned subsidiary of Lord Global Corporation. The acquisition was recorded at the par value of the stock at the time of issuance. . During the nine months ended April 30, 2020, Auctus Fund LLC (“Auctus Fund”) issued a conversion notice for the loan executed on August 1, 2018 to the Company for 2,048 shares of common stock for a principal reduction of $2,917 interest of $4,776 update and fees of $500. During the nine months ended April 30, 2019, subsequent to the above conversion notice, the Company issued to Auctus Fund 1,103 shares of common stock to convert the principal amount due of $3,516 and settlement of unpaid interest of $83 and penalty of $10,000. During the nine months ended April 30, 2020, Crown Bridge Partners Fund LLC issued a conversion notice for the loan executed February 25, 2019 to the Company for 2,150 shares of common stock for a principal reduction of $6,775 and fees of $750. During the nine months ended April 30, 2019, the Company reserved 217 shares of common stock for Veyo Partners per the consulting agreement dated November 30, 2017. Fair value of the shares reserved as of January 31, 2020 is $8,647. During the nine months ended April 30, 2020, on November 8, 2019, 1,780 shares of Series A Convertible Preferred stock were converted to 42,720 shares of common stock by the former CEO Carmine T. Biscardi. During the nine months ended April 30, 2020, on November 13, 2019, the former CEO Carmine T. Biscardi entered into a share purchase agreement with Lord Global Corporation and Joseph Cellura to sell 3,220 shares of Preferred Series A Convertible stock and 45,008 shares of common stock (post-split). This agreement transferred controlling interest of both the Preferred Series A (100% issued and outstanding) and common stock (51.16% issued and outstanding) to these parties, effective and as of November 27, 2019. During the nine months ended April 30, 2020, on December 13, 2019, by vote of majority shareholders and unanimous consent of the Board, the Company approved a 100,000 to 1 reverse stock split. On December 16, 2019, the Company filed with the State of Nevada a Certificate of Change registering the 100,000 to 1 reverse stock split for each class of stock. The reverse stock split was approved by FINRA effective January 29, 2020. During the nine months ended April 30, 2020, the Company designated four new classes of preferred stock: Series F Convertible Preferred with 40,000,000 shares authorized at $0.001 par value, Series T Convertible Preferred with 375 shares authorized at $0.001 par value, Series B Super Voting Preferred with 1,000,000 shares authorized at $0.001 par value, and Series G Convertible Preferred with 60,000 shares authorized at $0.001 par value. During the nine months ended April 30, 2020, on February 7, 2020, the Company entered into a share exchange agreement with 27 Health, Inc. The issued shares of the acquired company will be exchanged for Preferred Series F stock in proportion to the ownership percentages of the issued stock. Upon the issuance of the stock, 27 Health Inc. will become a wholly owned subsidiary of Lord Global Corporation. The acquisition was recorded at the par value of the stock at the time of issuance. During the nine months ended April 30, 2020, Management returned to treasury 45,008 shares of common stock. During the nine months ended April 30, 2020, the Company issued 18 shares of Preferred Series L convertible stock as compensation for the share exchange agreement with Lord Global Corporation for approximately $1,940 in consideration. During the nine months ended April 30, 2020, the Company issued 1,000,000 shares of Preferred Series B Super Voting stock as compensation for on-going negotiations for acquisitions of revenue generating contracts and/or interests in third party entities. During the nine months ended April 30, 2020, the Company issued 550 shares of Preferred Series G convertible stock to CNLT LLC in exchange for approximately $50,000 cash consideration. Each Series G share converts to 1,000 shares of common stock. No of these shares were converted into common stock at April 30, 2020 or July 31, 2019. During the nine months ended April 30, 2020, JA Ventures, Inc. converted 1,000,000 shares of common stock as compensation for development of revenue generating contracts and previously held convertible preferred stock. Series A Convertible Preferred Stock During the nine months ended April 30, 2020, on October 31, 2019, the Company authorized 1,950 shares of the Series A Convertible Preferred Stock (“Series A Preferred”), pursuant to the Series A Certificate of Designation, which Series A Preferred shall be convertible into shares of common stock of the Company at the option of the holders thereof at any time. Each share of Series A Preferred is convertible into 24 shares of common stock. The Series A Convertible Preferred Stock has the following rights and privileges: Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted. Conversion – Each share of Preferred Stock, is convertible at the option of the holder into twenty-four shares of common stock, subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock. The outstanding shares of Preferred Stock can be converted into common stock upon the request of the holding shareholder. Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $0.001 (as adjusted, as defined), plus all declared but unpaid dividends. Contingent redemption - In the event that a Mandatory Redemption Event (as defined below) occurs, each Holder shall have the right to have all or any portion of the Preferred Shares held by such Holder redeemed by the Company (a “Mandatory Redemption”) at the Mandatory Redemption Price. The “Mandatory Redemption Price” shall be equal to the Liquidation Preference of the Preferred Shares being redeemed multiplied by one hundred and twenty five percent (125%) in same day funds. In order to exercise its right to effect a Mandatory Redemption, a Holder must deliver a written notice (a “Mandatory Redemption Notice”) to the Company at any time on or before the Business Day following the day on which such event is no longer continuing. (i) the Company fails for any reason, including without limitation as a result of not having a sufficient number of shares of Common Stock authorized and reserved for issuance, or as a result of the limitation contained in the stock designation, or due to voluntary action undertaken by the Company or a failure by the Company to take action, to issue shares of Common Stock to a Holder and deliver certificates representing such shares to such Holder as and when required by the provisions hereof upon Conversion of any Preferred Shares, and such failure continues for ten (10) Business Days; (ii) the Company breaches, in a material respect, due to voluntary action undertaken by the Company or a failure by the Company to take action, any covenant or other material term or condition of the Preferred Stock, or any other agreement, document, certificate or other instrument delivered in connection with the transactions contemplated thereby, and such breach continues for a period of five (5) Business Days after written notice thereof to the Company from a Holder; (iii) any material representation or warranty made by the Company in any agreement, document, certificate or other instrument delivered in connection with the transactions contemplated hereby or thereby is inaccurate or misleading in any material respect as of the date such representation or warranty was made due to voluntary action undertaken by the Company or a failure by the Company to take action. The Board voted to award the CEO Carmine T. Biscardi 5,000 shares of Preferred Series A stock, of which 500 shares of Series A convertible preferred stock were issued in exchange for $50,000 of the debt and 4,500 shares of Series A convertible preferred stock were issued as compensation for his long service to the Company. We determined the fair value of the preferred stock as of the issuance date based on the market price of $10 for common stock with 1 share of Series A Preferred Stock convertible to 24 shares of common stock, resulting in a fair value of $240 per share. Thus, the fair value for 500 and 4,500 shares of Series A Convertible Preferred Stock is $120,000 and $1,080,000, respectively. The Company recognized a loss on settlement of debt of $70,000 and stock-based compensation of $1,080,000 for the above-mentioned preferred stock issuances, during the nine months ended April 30, 2020. Due to the Preferred Stock’s contingent redemption feature, the Series A Convertible Preferred Stock are reported as temporary equity in the consolidated balance sheet. Of the 5,000 shares of Series A Preferred stock issued, approximately 1,700 shares of Series A Preferred was outstanding at April 30, 2020 and 0 shares at July 31, 2019. Approximately 3,300 shares were converted to common stock by the stockholder. Series B Super Voting Preferred Stock During the nine months ended April 30, 2020, pursuant to the Certificate of Designation, the Company authorized 1,000,000 shares of Series B Super Voting Preferred Stock (“Series B Preferred”), which shall have non-dilutable voting rights equivalent to 68% of all voting shares. The Series B Super Voting Preferred Stock has the following rights and privileges: Voting – The holders of the Preferred Stock shall have non-dilutable majority voting rights of 68% over the entire capital structure. Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $0.001 (as adjusted, as defined), plus all declared but unpaid dividends. During the nine months ended April 30, 2020, the Company issued 1,000,000 shares of Series B Super Voting Preferred Stock to 27 Health, Inc. as compensation for on-going negotiations for revenue generating contracts. As of the date of this Report, no additional Series B Super Voting Preferred Stock shares are available to issue. Series G Convertible Preferred Stock During the nine months ended April 30, 2020, the Company authorized 60,000 shares of Series G Convertible Preferred Stock (“Series G Preferred”) pursuant to a Series G Certificate of Designation. The Series G Preferred Convertible Stock have, among other rights and privileges, the right to convert the shares of Series G Preferred into 1,000 shares of common stock. The Series G Preferred has, in addition to the above conversion rights, a beneficial ownership limitation provision which states, in substance, that in no event may a holder of shares of Series G Preferred convert into common stock a number of Series G Preferred if, as a result of such conversion, the holder would own in excess of 4.99% of the Company’s then outstanding shares of common stock. During the nine months ended April 30, 2020, on March 25, 2020, the Company issued 550 shares of Series G convertible preferred stock (“Series G Preferred”) to CNLT, LLC in exchange for approximately $330,000 cash consideration (see Note 1 and Note 4). None of these shares of Series G Preferred were converted into common stock as of April 30, 2020 or as of the date of this Report. See Note 8-Subsequent Events with respect to the issuance in May 2020 of 1,500 additional shares of Series G Preferred to an unrelated third party as part of a Settlement Agreement. Series L Convertible Preferred Stock During the nine months ending April 30, 2020, on January 17, 2019, pursuant to the Certificate of Designation, the Company authorized 20 shares of the Series L Convertible Preferred Stock (“Series L Preferred”), which shall be convertible into shares of common stock of the Company at the option of the holders thereof at any time after the issuance of the preferred stock. Each Series L Convertible Preferred Stock shall be converted into 3 shares of common stock. The Series L Convertible Preferred Stock has the following rights and privileges: Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted. Conversion – Each share of Preferred Stock, is convertible at the option of the holder into twenty-four shares of common stock, subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock. The outstanding shares of Preferred Stock can be converted into common stock upon the request of the holding shareholder. Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $0.001 (as adjusted, as defined), plus all declared but unpaid dividends. Contingent redemption - In the event that a Mandatory Redemption Event (as defined below) occurs, each Holder shall have the right to have all or any portion of the Preferred Shares held by such Holder redeemed by the Company (a “Mandatory Redemption”) at the Mandatory Redemption Price. The “Mandatory Redemption Price” shall be equal to the Liquidation Preference of the Preferred Shares being redeemed multiplied by one hundred and twenty five percent (125%) in same day funds. In order to exercise its right to effect a Mandatory Redemption, a Holder must deliver a written notice (a “Mandatory Redemption Notice”) to the Company at any time on or before the Business Day following the day on which such event is no longer continuing. (i) the Company fails for any reason (including without limitation as a result of not having a sufficient number of shares of Common Stock authorized and reserved for issuance, or as a result of the limitation contained in the stock designation, or due to voluntary action undertaken by the Company or a failure by the Company to take action, to issue shares of Common Stock to a Holder and deliver certificates representing such shares to such Holder as and when required by the provisions hereof upon Conversion of any Preferred Shares, and such failure continues for ten (10) Business Days; (ii) the Company breaches, in a material respect, due to voluntary action undertaken by the Company or a failure by the Company to take action, any covenant or other material term or condition of the Preferred Stock, or any other agreement, document, certificate or other instrument delivered in connection with the transactions contemplated thereby, and such breach continues for a period of five (5) Business Days after written notice thereof to the Company from a Holder; (iii) any material representation or warranty made by the Company in any agreement, document, certificate or other instrument delivered in connection with the transactions contemplated hereby or thereby is inaccurate or misleading in any material respect as of the date such representation or warranty was made due to voluntary action undertaken by the Company or a failure by the Company to take action. During the nine months ended April 30, 2020, pursuant to the share exchange agreement with Lord Global Corporation dated December 31, 2019, the Company issued 1,940,000 shares of Preferred Series L stock in exchange for the outstanding shares of the private company. The stock has a stated par value of $0.001, the transaction was recorded at the stated par value of the stock. Series T Convertible Preferred Stock During the nine months ended April 30, 2020, on January 17, 2019, pursuant to the Certificate of Designation, the Company authorized 375 shares of Series T Convertible Preferred Stock, which shall be convertible into shares of common stock of the Company at the option of the holders thereof at any time after the issuance of the preferred stock. Each Series T Convertible Preferred Stock shall be converted into 3 shares of common stock. The Series T Convertible Preferred Stock has the following rights and privileges: Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted. Conversion – Each share of Preferred Stock, is convertible at the option of the holder into three shares of common stock, subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock. The outstanding shares of Preferred Stock can be converted into common stock upon the request of the holding shareholder. Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $0.001 (as adjusted, as defined), plus all declared but unpaid dividends. Contingent redemption - In the event that a Mandatory Redemption Event (as defined below) occurs, each Holder shall have the right to have all or any portion of the Preferred Shares held by such Holder redeemed by the Company (a “Mandatory Redemption”) at the Mandatory Redemption Price. The “Mandatory Redemption Price” shall be equal to the Liquidation Preference of the Preferred Shares being redeemed multiplied by one hundred and twenty five percent (125%) in same day funds. In order to exercise its right to effect a Mandatory Redemption, a Holder must deliver a written notice (a “Mandatory Redemption Notice”) to the Company at any time on or before the Business Day following the day on which such event is no longer continuing. (i) the Company fails for any reason (including without limitation as a result of not having a sufficient number of shares of Common Stock authorized and reserved for issuance, or as a result of the limitation contained in the stock designation, or due to voluntary action undertaken by the Company or a failure by the Company to take action, to issue shares of Common Stock to a Holder and deliver certificates representing such shares to such Holder as and when required by the provisions hereof upon Conversion of any Preferred Shares, and such failure continues for ten (10) Business Days; (ii) the Company breaches, in a material respect, due to voluntary action undertaken by the Company or a failure by the Company to take action, any covenant or other material term or condition of the Preferred Stock, or any other agreement, document, certificate or other instrument delivered in connection with the transactions contemplated thereby, and such breach continues for a period of five (5) Business Days after written notice thereof to the Company from a Holder; (iii) any material representation or warranty made by the Company in any agreement, document, certificate or other instrument delivered in connection with the transactions contemplated hereby or thereby is inaccurate or misleading in any material respect as of the date such representation or warranty was made due to voluntary action undertaken by the Company or a failure by the Company to take action. During the nine months ended April 30, 2020, approximately 1,333 shares were issued during the year to two investors in exchange for bon fide management services. The 1,333 preferred shares were converted on April 8, 2020 into 4,000 shares of common stock. As of the date of this Report, no shares were issued or outstanding with respect to the Company’s Series T Convertible Preferred stock. Series F Convertible Preferred Stock During the nine months ended April 30, 2020, on February 7, 2020, the Company authorized 40,000,000 shares of Series F Convertible Preferred Stock (“Series F Preferred”) pursuant to the Series F Certificate of Designation, which was amended on April 27, 2020, without making any material change. As of April 30, 2020, and the date of this Report, 10,000 shares of Series F Preferred were outstanding, all of which are owned by the founders and former owners of 27 Health, Inc. The Series F Preferred has, among other rights, the right to convert the shares of Series F Preferred into 97% of the Company’s common stock on a fully diluted basis, which includes all shares of common stock underlying convertible notes or other securities, including preferred stock, convertible into shares of the Company’s common stock. The Series F Preferred a beneficial ownership limitation provision which states, in substance, that in no event may a holder of shares of Series F Preferred convert into common stock a number of Series F Preferred if, as a result of such conversion, the holder would own in excess of 4.99% of the Company’s then outstanding shares of common stock. During the nine months ended April 30, 2020, the Company entered into a share exchange agreement with the holders of 27 Health, Inc. pursuant to which the Company issued 10,000 shares of Series F Preferred in exchange for all of the capital stock of 27 Health, Inc. for development of revenue generating contracts to be valued. Upon the issuance of the shares of Series F Preferred, 27 Health Inc. became a wholly owned subsidiary of Lord Global Corporation. The acquisition was recorded at the par value of the stock at the time of issuance. Warrants On February 25, 2019, the Company issued Crown Bridge Partners LLC a Common Stock Purchase Warrant for 189 shares of common stock. The warrants have an exercise price of $350 per share and expiration date of February 25, 2024. These warrants were tainted by the variable notes and the fair value of $47,063 was accounted for as a derivative liability in accordance with ASC 815. During the nine months ended April 30, 2020, no warrants were granted, forfeited, expired or cancelled. As of April 30, 2020, there were 189 warrants outstanding with a weighted average exercise price of $350, a weighted average remaining expiration period of approximately 4.0 years and intrinsic value of zero.

Capital Stock

9 Months Ended

Apr. 30, 2020

NOTE 5 - CAPITAL STOCK

Common Stock

The holders of the Company’s common stock are entitled to receive dividends out of assets or funds legally available for the payment of dividends at such times and in such amounts as the board from time to time may determine. Holders of common stock are entitled to one vote for each share held on all matters submitted to a vote of stockholders. There is no cumulative voting of the election of directors then standing for election. The common stock is not entitled to pre-emptive rights and is not subject to conversion or redemption. Upon liquidation, dissolution or winding up of the company, the assets legally available for distribution to stockholders are distributable ratably among the holders of the common stock after payment of liquidation preferences, if any, on any outstanding payment of other claims of creditors.

The Company has 1,056,700 and 44,333 shares of common stock issued and outstanding as of April 30, 2020 and July 31, 2019, respectively.

During the nine months ended April 30, 2020, the Company designated four new classes of preferred stock, par value $0.001 (collectively, the “Preferred Stock”): Series F Convertible Preferred Stock with 40,000,000 shares authorized; Series T Convertible Preferred Stock with 375 shares authorized; Series B Super Voting Preferred with 1,000,000 shares authorized; and Series G Convertible Preferred with 60,000 shares authorized.

During the nine months ended April 30, 2020, on February 7, 2020, the Company entered into a share exchange agreement with 27 Health, Inc., an entity controlled by the Company’s executive officers and directors, pursuant to which the Company acquired 100% of the capital stock of 27 Health in exchange for 10,000 shares of newly authorized Series F Preferred, which shares were issued in proportion to the ownership percentages of their 27 Health stock. Upon the issuance of the shares of Series F Preferred, 27 Health Inc. became a wholly owned subsidiary of Lord Global Corporation. The acquisition was recorded at the par value of the stock at the time of issuance. .

During the nine months ended April 30, 2020, Auctus Fund LLC (“Auctus Fund”) issued a conversion notice for the loan executed on August 1, 2018 to the Company for 2,048 shares of common stock for a principal reduction of $2,917 interest of $4,776 update and fees of $500.

During the nine months ended April 30, 2019, subsequent to the above conversion notice, the Company issued to Auctus Fund 1,103 shares of common stock to convert the principal amount due of $3,516 and settlement of unpaid interest of $83 and penalty of $10,000.

During the nine months ended April 30, 2020, Crown Bridge Partners Fund LLC issued a conversion notice for the loan executed February 25, 2019 to the Company for 2,150 shares of common stock for a principal reduction of $6,775 and fees of $750.

During the nine months ended April 30, 2019, the Company reserved 217 shares of common stock for Veyo Partners per the consulting agreement dated November 30, 2017. Fair value of the shares reserved as of January 31, 2020 is $8,647.

During the nine months ended April 30, 2020, on November 8, 2019, 1,780 shares of Series A Convertible Preferred stock were converted to 42,720 shares of common stock by the former CEO Carmine T. Biscardi.

During the nine months ended April 30, 2020, on November 13, 2019, the former CEO Carmine T. Biscardi entered into a share purchase agreement with Lord Global Corporation and Joseph Cellura to sell 3,220 shares of Preferred Series A Convertible stock and 45,008 shares of common stock (post-split). This agreement transferred controlling interest of both the Preferred Series A (100% issued and outstanding) and common stock (51.16% issued and outstanding) to these parties, effective and as of November 27, 2019.

During the nine months ended April 30, 2020, on December 13, 2019, by vote of majority shareholders and unanimous consent of the Board, the Company approved a 100,000 to 1 reverse stock split. On December 16, 2019, the Company filed with the State of Nevada a Certificate of Change registering the 100,000 to 1 reverse stock split for each class of stock. The reverse stock split was approved by FINRA effective January 29, 2020.

During the nine months ended April 30, 2020, the Company designated four new classes of preferred stock: Series F Convertible Preferred with 40,000,000 shares authorized at $0.001 par value, Series T Convertible Preferred with 375 shares authorized at $0.001 par value, Series B Super Voting Preferred with 1,000,000 shares authorized at $0.001 par value, and Series G Convertible Preferred with 60,000 shares authorized at $0.001 par value.

During the nine months ended April 30, 2020, on February 7, 2020, the Company entered into a share exchange agreement with 27 Health, Inc. The issued shares of the acquired company will be exchanged for Preferred Series F stock in proportion to the ownership percentages of the issued stock. Upon the issuance of the stock, 27 Health Inc. will become a wholly owned subsidiary of Lord Global Corporation. The acquisition was recorded at the par value of the stock at the time of issuance.

During the nine months ended April 30, 2020, Management returned to treasury 45,008 shares of common stock.

During the nine months ended April 30, 2020, the Company issued 18 shares of Preferred Series L convertible stock as compensation for the share exchange agreement with Lord Global Corporation for approximately $1,940 in consideration.

During the nine months ended April 30, 2020, the Company issued 1,000,000 shares of Preferred Series B Super Voting stock as compensation for on-going negotiations for acquisitions of revenue generating contracts and/or interests in third party entities.

During the nine months ended April 30, 2020, the Company issued 550 shares of Preferred Series G convertible stock to CNLT LLC in exchange for approximately $50,000 cash consideration. Each Series G share converts to 1,000 shares of common stock. No of these shares were converted into common stock at April 30, 2020 or July 31, 2019.

During the nine months ended April 30, 2020, JA Ventures, Inc. converted 1,000,000 shares of common stock as compensation for development of revenue generating contracts and previously held convertible preferred stock.

Series A Convertible Preferred Stock

During the nine months ended April 30, 2020, on October 31, 2019, the Company authorized 1,950 shares of the Series A Convertible Preferred Stock (“Series A Preferred”), pursuant to the Series A Certificate of Designation, which Series A Preferred shall be convertible into shares of common stock of the Company at the option of the holders thereof at any time. Each share of Series A Preferred is convertible into 24 shares of common stock.

The Series A Convertible Preferred Stock has the following rights and privileges:

Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted.

Conversion – Each share of Preferred Stock, is convertible at the option of the holder into twenty-four shares of common stock, subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock. The outstanding shares of Preferred Stock can be converted into common stock upon the request of the holding shareholder.

Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $0.001 (as adjusted, as defined), plus all declared but unpaid dividends.

Contingent redemption - In the event that a Mandatory Redemption Event (as defined below) occurs, each Holder shall have the right to have all or any portion of the Preferred Shares held by such Holder redeemed by the Company (a “Mandatory Redemption”) at the Mandatory Redemption Price. The “Mandatory Redemption Price” shall be equal to the Liquidation Preference of the Preferred Shares being redeemed multiplied by one hundred and twenty five percent (125%) in same day funds. In order to exercise its right to effect a Mandatory Redemption, a Holder must deliver a written notice (a “Mandatory Redemption Notice”) to the Company at any time on or before the Business Day following the day on which such event is no longer continuing.

(i) the Company fails for any reason, including without limitation as a result of not having a sufficient number of shares of Common Stock authorized and reserved for issuance, or as a result of the limitation contained in the stock designation, or due to voluntary action undertaken by the Company or a failure by the Company to take action, to issue shares of Common Stock to a Holder and deliver certificates representing such shares to such Holder as and when required by the provisions hereof upon Conversion of any Preferred Shares, and such failure continues for ten (10) Business Days;

(ii) the Company breaches, in a material respect, due to voluntary action undertaken by the Company or a failure by the Company to take action, any covenant or other material term or condition of the Preferred Stock, or any other agreement, document, certificate or other instrument delivered in connection with the transactions contemplated thereby, and such breach continues for a period of five (5) Business Days after written notice thereof to the Company from a Holder;

(iii) any material representation or warranty made by the Company in any agreement, document, certificate or other instrument delivered in connection with the transactions contemplated hereby or thereby is inaccurate or misleading in any material respect as of the date such representation or warranty was made due to voluntary action undertaken by the Company or a failure by the Company to take action.

The Board voted to award the CEO Carmine T. Biscardi 5,000 shares of Preferred Series A stock, of which 500 shares of Series A convertible preferred stock were issued in exchange for $50,000 of the debt and 4,500 shares of Series A convertible preferred stock were issued as compensation for his long service to the Company. We determined the fair value of the preferred stock as of the issuance date based on the market price of $10 for common stock with 1 share of Series A Preferred Stock convertible to 24 shares of common stock, resulting in a fair value of $240 per share. Thus, the fair value for 500 and 4,500 shares of Series A Convertible Preferred Stock is $120,000 and $1,080,000, respectively.

The Company recognized a loss on settlement of debt of $70,000 and stock-based compensation of $1,080,000 for the above-mentioned preferred stock issuances, during the nine months ended April 30, 2020. Due to the Preferred Stock’s contingent redemption feature, the Series A Convertible Preferred Stock are reported as temporary equity in the consolidated balance sheet.

Of the 5,000 shares of Series A Preferred stock issued, approximately 1,700 shares of Series A Preferred was outstanding at April 30, 2020 and 0 shares at July 31, 2019. Approximately 3,300 shares were converted to common stock by the stockholder.

Series B Super Voting Preferred Stock

During the nine months ended April 30, 2020, pursuant to the Certificate of Designation, the Company authorized 1,000,000 shares of Series B Super Voting Preferred Stock (“Series B Preferred”), which shall have non-dilutable voting rights equivalent to 68% of all voting shares.

The Series B Super Voting Preferred Stock has the following rights and privileges:

Voting – The holders of the Preferred Stock shall have non-dilutable majority voting rights of 68% over the entire capital structure.

During the nine months ended April 30, 2020, the Company issued 1,000,000 shares of Series B Super Voting Preferred Stock to 27 Health, Inc. as compensation for on-going negotiations for revenue generating contracts. As of the date of this Report, no additional Series B Super Voting Preferred Stock shares are available to issue.

Series G Convertible Preferred Stock

During the nine months ended April 30, 2020, the Company authorized 60,000 shares of Series G Convertible Preferred Stock (“Series G Preferred”) pursuant to a Series G Certificate of Designation.

The Series G Preferred Convertible Stock have, among other rights and privileges, the right to convert the shares of Series G Preferred into 1,000 shares of common stock.

The Series G Preferred has, in addition to the above conversion rights, a beneficial ownership limitation provision which states, in substance, that in no event may a holder of shares of Series G Preferred convert into common stock a number of Series G Preferred if, as a result of such conversion, the holder would own in excess of 4.99% of the Company’s then outstanding shares of common stock.

During the nine months ended April 30, 2020, on March 25, 2020, the Company issued 550 shares of Series G convertible preferred stock (“Series G Preferred”) to CNLT, LLC in exchange for approximately $330,000 cash consideration (see Note 1 and Note 4). None of these shares of Series G Preferred were converted into common stock as of April 30, 2020 or as of the date of this Report. See Note 8-Subsequent Events with respect to the issuance in May 2020 of 1,500 additional shares of Series G Preferred to an unrelated third party as part of a Settlement Agreement.

Series L Convertible Preferred Stock

During the nine months ending April 30, 2020, on January 17, 2019, pursuant to the Certificate of Designation, the Company authorized 20 shares of the Series L Convertible Preferred Stock (“Series L Preferred”), which shall be convertible into shares of common stock of the Company at the option of the holders thereof at any time after the issuance of the preferred stock. Each Series L Convertible Preferred Stock shall be converted into 3 shares of common stock.

The Series L Convertible Preferred Stock has the following rights and privileges:

Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted.

(i) the Company fails for any reason (including without limitation as a result of not having a sufficient number of shares of Common Stock authorized and reserved for issuance, or as a result of the limitation contained in the stock designation, or due to voluntary action undertaken by the Company or a failure by the Company to take action, to issue shares of Common Stock to a Holder and deliver certificates representing such shares to such Holder as and when required by the provisions hereof upon Conversion of any Preferred Shares, and such failure continues for ten (10) Business Days;

During the nine months ended April 30, 2020, pursuant to the share exchange agreement with Lord Global Corporation dated December 31, 2019, the Company issued 1,940,000 shares of Preferred Series L stock in exchange for the outstanding shares of the private company. The stock has a stated par value of $0.001, the transaction was recorded at the stated par value of the stock.

Series T Convertible Preferred Stock

During the nine months ended April 30, 2020, on January 17, 2019, pursuant to the Certificate of Designation, the Company authorized 375 shares of Series T Convertible Preferred Stock, which shall be convertible into shares of common stock of the Company at the option of the holders thereof at any time after the issuance of the preferred stock. Each Series T Convertible Preferred Stock shall be converted into 3 shares of common stock.

The Series T Convertible Preferred Stock has the following rights and privileges:

Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted.

Conversion – Each share of Preferred Stock, is convertible at the option of the holder into three shares of common stock, subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the Preferred Stock. The outstanding shares of Preferred Stock can be converted into common stock upon the request of the holding shareholder.

During the nine months ended April 30, 2020, approximately 1,333 shares were issued during the year to two investors in exchange for bon fide management services. The 1,333 preferred shares were converted on April 8, 2020 into 4,000 shares of common stock. As of the date of this Report, no shares were issued or outstanding with respect to the Company’s Series T Convertible Preferred stock.

Series F Convertible Preferred Stock

During the nine months ended April 30, 2020, on February 7, 2020, the Company authorized 40,000,000 shares of Series F Convertible Preferred Stock (“Series F Preferred”) pursuant to the Series F Certificate of Designation, which was amended on April 27, 2020, without making any material change. As of April 30, 2020, and the date of this Report, 10,000 shares of Series F Preferred were outstanding, all of which are owned by the founders and former owners of 27 Health, Inc.

The Series F Preferred has, among other rights, the right to convert the shares of Series F Preferred into 97% of the Company’s common stock on a fully diluted basis, which includes all shares of common stock underlying convertible notes or other securities, including preferred stock, convertible into shares of the Company’s common stock. The Series F Preferred a beneficial ownership limitation provision which states, in substance, that in no event may a holder of shares of Series F Preferred convert into common stock a number of Series F Preferred if, as a result of such conversion, the holder would own in excess of 4.99% of the Company’s then outstanding shares of common stock.

During the nine months ended April 30, 2020, the Company entered into a share exchange agreement with the holders of 27 Health, Inc. pursuant to which the Company issued 10,000 shares of Series F Preferred in exchange for all of the capital stock of 27 Health, Inc. for development of revenue generating contracts to be valued. Upon the issuance of the shares of Series F Preferred, 27 Health Inc. became a wholly owned subsidiary of Lord Global Corporation. The acquisition was recorded at the par value of the stock at the time of issuance.

Warrants

On February 25, 2019, the Company issued Crown Bridge Partners LLC a Common Stock Purchase Warrant for 189 shares of common stock.

The warrants have an exercise price of $350 per share and expiration date of February 25, 2024. These warrants were tainted by the variable notes and the fair value of $47,063 was accounted for as a derivative liability in accordance with ASC 815.

During the nine months ended April 30, 2020, no warrants were granted, forfeited, expired or cancelled. As of April 30, 2020, there were 189 warrants outstanding with a weighted average exercise price of $350, a weighted average remaining expiration period of approximately 4.0 years and intrinsic value of zero.

Lord Global Corp 10-Q