Life Clips, Inc. announced that it has entered into a common stock purchase agreement and a registration rights agreement with Mastiff Group, LLC for private placement of up to $50,000,000 in a equity line of credit on March 16, 2022. The sales of common stock are solely at the option of the company and the company is under no obligation to sell securities pursuant to the arrangement. Shares of common stock may be sold by the company pursuant to this arrangement over a period of up to 24 months after commencement to direct investor to purchase up to a fixed maximum amount of shares of Common Stock as set forth in the purchase agreement on any business day on which the closing price of the common stock exceeds $.009 provided, that investor's maximum commitment under any single fixed purchase will not exceed the product of 20% of the average trading volume of the common stock on the principal trading market for the 5 trading days immediately preceding the date of delivery of a fixed purchase notice multiplied by the volume weighted average price for the common stock during regular trading hours during a trading day on the trading market on the fixed purchase date.

The purchase price per share of the common stock that may be sold to investor under the purchase agreement in such fixed purchases equals 75% of the arithmetic average of the closing sale prices for the common stock during the 5 consecutive trading-day period ending on the purchase date for the fixed purchase if the common stock is listed on The Nasdaq Capital Market or any nationally recognized successor thereto and there is no upper limit on the price per share that investor could be obligated to pay for the common stock under the purchase agreement. As consideration for investor's irrevocable commitment to purchase shares of common stock upon the terms of and subject to satisfaction of the conditions set forth in the purchase agreement, concurrently with the execution and delivery of the purchase agreement, the company issued to investor the greater of 250,000,000 shares and 4.99% of the issued and outstanding shares of the company's common stock on such date. The sales of common stock by the company to the investor will be made in reliance upon the provisions of section 4(a)(2) of the Securities Act and rule 506(B) of regulation d promulgated by the commission under the Securities Act.