Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
APT SYSTEMS INC
505 Montgomery Street, Floor 11, San Francisco, CA 94111
_______________________________
415-200-1105
www.aptsystemsinc.com
info@aptsystemsinc.com
SIC Code 8742
QUARTERLY Report
For the Period Ending: April 30, 2021
(the "Reporting Period")
As of date November 15, 2021, the number of shares outstanding of our Common Stock was:
2,449,480,426
As of quarter ending April 30, 2021, the number of shares outstanding of our Common Stock was:
2,208,423,836
As of year ending January 31, 2021, the number of shares outstanding of our Common Stock was:
2,208,423,836
As of year ending January 31, 2021, the number of shares outstanding of our Common Stock was:
2,208,423,836
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: ☒ |
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 1 of 30 |
Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:
Yes: ☐ | No: ☒ |
- 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.
APT Systems, Inc
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):
APT Systems, Inc. is incorporated in the State of Delaware and has an Active status as of the date of this report.
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:
505 Montgomery Street, 11th Floor
San Francisco, CA 94111
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: ☒
None
Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?
Yes: ☐ | No: ☒ |
1 "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 2 of 30 |
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 | ||
2) | Security Information | |
Trading symbol: | APTY | |
Exact title and class of securities outstanding: | Common Stock | |
CUSIP: | 03834Y 101 | |
Par or stated value: | $0.0001 |
Total shares authorized: | 2,750,000,000 | as of date: November 15, 2021 |
Total shares outstanding: | 2,449,480,426 | as of date: November 15, 2021 |
Number of shares in the Public Float2: | 2,111,124,109 | as of date: November 15, 2021 |
Total number of shareholders of record: | 62 shareholders as of date: April 30, 2021 |
All additional class(es) of publicly traded securities (if any):
N/A
Transfer Agent
Name: | Pacific Stock Transfer Agent | |
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? 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: ☐
2 "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.
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 3 of 30 |
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 01/31/19 | Common: 582,136,888 | ||||||||
Preferred: 1,172,500 (1) | |||||||||
Date of | Transaction | Number of Shares | Class of | Value of | Were the | Individual/ | Reason for | Restrict | Exemption |
Transaction | type (e.g. new | Issued (or | Securities | shares | shares | Entity | share issuance | ed or | or |
issuance, | cancelled) | issued ($/per | issued at | Shares were | (e.g. for cash | Unrestri | Registration | ||
cancellation, | share) at | a | issued to | or debt | cted as | Type. | |||
shares | Issuance | discount | (entities | conversion) | of this | ||||
returned to | to market | must have | -OR- | filing. | |||||
treasury) | price at | individual | Nature of | ||||||
the time | with voting / | Services | |||||||
of | investment | Provided | |||||||
issuance | control | ||||||||
? | disclosed). | ||||||||
(Yes/No) | |||||||||
2/21/2019 | New | 28,463,899 | Common | $0.0004 | No | Bellridge | Debt | Unrestr | Reg D |
Issuance | Capital LP | Conversion | icted | ||||||
- Robert | (Convertible | ||||||||
Klimov | Notes) | ||||||||
3/05/2019 | New | 16,861,415 | Common | $0.0004 | No | Tonaquint, | Debt | Unrestr | Reg D |
Issuance | Inc. - | Conversion | icted | ||||||
John Fife | (Convertible | ||||||||
Notes) | |||||||||
4/02/2019 | New | 31,275,862 | Common | $0.0002 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
4/03/2019 | New | 32,685,136 | Common | $0.0002 | No | Bellridge | Debt | Unrestr | Reg D |
Issuance | Capital LP | Conversion | icted | ||||||
- Robert | (Convertible | ||||||||
Klimov | Notes) | ||||||||
4/04/2019 | New | 32,846,154 | Common | $0.0002 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
4/10/2019 | New | 32,847,826 | Common | $0.0002 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
OTC Markets Group Inc. | |||||||||
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 4 of 30 |
4/11/2019 | New | 36,130,435 | Common | $0.0002 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
4/12/2019 | New | 36,108,696 | Common | $0.0002 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
4/15/2019 | New | 37,680,864 | Common | $0.0002 | No | Bellridge | Debt | Unrestr | Reg D |
Issuance | Capital LP | Conversion | icted | ||||||
- Robert | (Convertible | ||||||||
Klimov | Notes) | ||||||||
4/16/2019 | New | 12,782,609 | Common | $0.0002 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
4/24/2019 | New | 50,000,000 | Common | $0.0002 | No | Tonaquint, | Debt | Unrestr | Reg D |
Issuance | Inc. - | Conversion | icted | ||||||
John Fife | (Convertible | ||||||||
Notes) | |||||||||
4/25/2019 | New | 42,683,636 | Common | $0.0002 | No | Bellridge | Debt | Unrestr | Reg D |
Issuance | Capital LP | Conversion | icted | ||||||
- Robert | (Convertible | ||||||||
Klimov | Notes) | ||||||||
12/24/2019 | New | 48,333,333 | Common | $0.0001 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
1/07/2020 | New | 50,833,333 | Common | $0.0001 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | (Convertible | ||||||||
LTD. - | Notes) | ||||||||
Curt | |||||||||
Kramer | |||||||||
1/14/2020 | New | 53,333,333 | Common | $0.0001 | No | Power Up | Debt | Unrestr | Reg D |
Issuance | Lending | Conversion | icted | ||||||
Group | |||||||||
OTC Markets Group Inc. | |||||||||
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 5 of 30 |
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APT Systems Inc. published this content on 16 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 November 2021 14:56:02 UTC.