Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Viper Networks, Inc.
P.O. Box 4905
Troy, MI 48099
_______________________________
-
724-1300
www.vipernetworks.com
ir@vipernetworks.com
7899
AnnualReport
For the Period Ending: 12.31.21
(the "Reporting Period")
As of December 31, 2021, the number of shares outstanding of our Common Stock was:
5,468,852,781
As of September 30, 2021, the number of shares outstanding of our Common Stock was:
5,458,852,781
As of December 31, 2020, the number of shares outstanding of our Common Stock was:
5,928,852,781
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:
Page 1 of 22
- 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.
Tinglefoot Mining, Inc. from February 28, 1983 - February 26, 1996
Baja Pacific International, Inc. from February 26, 1996 - October 7, 1998
Taig Ventures, Inc., from October 7, 1998 - September 14, 2000
Viper Networks, Inc. from September 14, 2000 - Present
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):
Incorporated in the State of Utah on February 28, 1983
Redomiciled to Nevada in May 2005.
The Issuer is currently active in the State of Nevada.
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:
On September 13, 2021, the Board of Directors of the Company approved a reverse split of the Corporation's issued and outstanding common stock whereby each two hundred (200) shares of common stock will be converted into one (1) share of common stock. The reverse split was approved by a majority of the Company's shareholders on September 15, 2021. On October 20, 2021, the Board of Directors unanimously cancelled the approval of the reverse split
The address(es) of the issuer's principal executive office:
P.O. Box 4905
Troy, MI 48099
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: ☒
N/A
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:
N/A
Page 2 of 22
2) | Security Information | ||
Trading symbol: | VPER | ||
Exact title and class of securities outstanding: | Common Stock | ||
CUSIP: | 92762R105 | ||
Par or stated value: | $0.00001 | ||
Total shares authorized: | 100,000,000 (*) as of date: 12.31.21 | ||
Total shares outstanding: | 5,468,852,781 as of date: 12.31.21 | ||
Number of shares in the Public Float: | 5,092,010,693 as of date: 12.31.21 | ||
Total number of shareholders of record: | 330 | as of date: 12.31.21 |
- On September 13, 2021, the Board of Directors approved a 200 to 1 reverse split of the Company's issued and outstanding common stock and approved the decrease of the total authorized shares of Common Stock to 100,000,000 shares. On September 15, 2021, a majority of the issued and outstanding shares of Common Stock approved the reverse split and the decrease of the number of authorized shares of Common Stock to 100,000,000 shares. On October 20, 2021, the Board of Directors unanimously cancelled the approval of the reverse split. On February 2, 2022, the Company filed its certificate of change with the Secretary of State to increase the number of shares to 6,000,000,000.
All additional class(es) of publicly traded securities (if any):
Trading symbol: | None. | |||
Exact title and class of securities outstanding: | Preferred Series A | |||
CUSIP: | None. | |||
Par or stated value: | $0.001 | |||
Total shares authorized: | 20,000,000 | as of date: 12.31.21 | ||
Total shares outstanding: | 100,000 | as of date: 12.31.21 | ||
Trading symbol: | None. | |||
Exact title and class of securities outstanding: | Preferred Series B | |||
CUSIP: | None. | |||
Par or stated value: | $0.001 | |||
Total shares authorized: | 20,000,000 | as of date: 12.31.21 | ||
Total shares outstanding: | 10,922,076 | as of date: 12.31.21 | ||
Transfer Agent | ||||
Name: | Pacific Stock Transfer Company | |||
Phone: | 800-785-7782 | |||
Email: | info@pacificstocktransfer.com | |||
Address: 6725 Via Austi Parkway, Suite 300, Las Vegas, NV 89119 | ||||
Is the Transfer Agent registered under the Exchange Act?2 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.
- To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
Page 3 of 22
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: ☒
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 12.31.19 | Common: 5,928,852,781 | ||||||||
Preferred A: 100,000 | |||||||||
Preferred B: 3,487,500 | |||||||||
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) | |||||||||
April 8, 2021 | Cancellation | 200,000,000 | Common | $0.0002 | No | Farid Shouekani | Cancellation | Restricted | Exemption |
Shares | |||||||||
April 8, 2021 | Cancellation | 270,000,000 | Common | $0.0006 | No | Amjad | Cancellation | Restricted | Exemption |
Shares | Shouekani | ||||||||
May 26, 2021 | Cancellation | 2,500,000 | Series B | $0.0001 | No | Housam | Cancellation | Restricted | Exemption |
Preferred | Hajyousif | ||||||||
May 26, 2021 | Cancellation | 162,792 | Series B | $0.0005 | No | Hazar Marwan | Cancellation | Restricted | Exemption |
Preferred | Alemam | ||||||||
May 26, 2021 | Cancellation | 250,000 | Series B | $0.0005 | No | Samar Saleh Al- | Cancellation | Restricted | Exemption |
Preferred | Ashek | ||||||||
May 26, 2021 | Cancellation | 250,000 | Series B | $0.0005 | No | Faisal A A Al- | Cancellation | Restricted | Exemption |
Preferred | Saati | ||||||||
September 17, | Conversion | 7,463,832 | Series B | $0.0060 | Yes | Farid Shouekani | Conversion | Restricted | Exemption |
2021 | Preferred | ||||||||
September 17, | Conversion | 886,657 | Series B | $0.0060 | Yes | Hala Shouekani | Conversion | Restricted | Exemption |
2021 | Preferred | ||||||||
September 17, | Conversion | 1,831,298 | Series B | $0.0060 | Yes | Abed Almajid Al | Conversion | Restricted | Exemption |
2021 | Preferred | Mashhoor | |||||||
September 17, | Conversion | 415,581 | Series B | $0.0060 | Yes | Jinan Haba | Conversion | Restricted | Exemption |
2021 | Preferred | ||||||||
Page 4 of 22
November 8, | New | 10,000,000 | Common | $0.0109 Yes | Bassim | Service |
2021 | issuance | Shares | Alkhafaji |
Shares Outstanding on Date of This Report:
Ending Balance Ending
Balance:
Date December 31, 2021
Common: 5,468,852,781
Preferred A: 100,000
Preferred B: 10,922,076
Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended September 30, 2020, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2018, through September 30, 2020, pursuant to the tabular format above.
Use the space below to provide any additional details, including footnotes to the table above:
None needed
B. Debt Securities, Including Promissory and Convertible Notes
Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.
Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☒
Date of | Outstanding | Principal | Interest | Maturity | Conversion Terms (e.g. | Name of Noteholder | Reason for | ||||||||||||||||
Note | Balance ($) | Amount | Accrued | Date | pricing mechanism for | (entities must have | Issuance (e.g. | ||||||||||||||||
Issuance | at | ($) | determining conversion of | individual with voting | Loan, Services, | ||||||||||||||||||
Issuance | instrument to shares) | / investment control | etc.) | ||||||||||||||||||||
($) | disclosed). | ||||||||||||||||||||||
Use the space below to provide any additional details, including footnotes to the table above:
N/A
- Financial Statements
A. The following financial statements were prepared in accordance with:
- U.S. GAAP ☐ IFRS
Page 5 of 22
This is an excerpt of the original content. To continue reading it, access the original document here.
Attachments
- Original Link
- Original Document
- Permalink
Disclaimer
Viper Networks Inc. published this content on 24 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 March 2022 21:04:55 UTC.