HNO International, Inc.

Sold yet another small toxic convertible note, $67,500 principal (net $62,500), to Monroe Street Capital Partners — the pattern of frequent, small, discount-priced convertible notes continuing.

capital raising announcement

Entered a new $30 million, 24-month equity line of credit with Lambda Ventures, allowing puts at 80% of the lowest recent trading price — steeper terms than the 90%-of-market GHS facility from 2023, suggesting weakened negotiating position.

capital raising announcement

Sold another toxic convertible note, $96,250 principal (net $87,500) plus warrants for 385,000 shares, to Jefferson Street Capital — continuing the reliance on small, expensive, dilutive debt.

capital raising announcement

Sold a $150,000 convertible note (net $133,000) to CFI Capital LLC convertible at 60% of the lowest 20-day trading price — worsening to 50% if a DTC 'chill' is imposed or 45% on default — a classic toxic death-spiral structure.

capital raising announcement

Restated FY2024 and the two subsequent interim periods a second time for the same root cause — understated stock-based compensation from mis-valued service-stock issuances, adding $1.1 million (FY2024) and $4.8 million (Q1 FY2025) of non-cash expense — confirming a recurring, unresolved internal-controls weakness around valuing stock paid for services.

financial restatement

New auditor Barton CPA found errors in the valuation of stock issued for services, forcing a restatement of the FY2023 financial statements — a direct consequence of the forced auditor change after BF Borgers was barred.

financial restatement

CEO/Chairman Donald Owens and lender HNO Green Fuels exchanged a combined 360 million shares of common stock (245 million and 115 million respectively) for new Series B Convertible Preferred Stock — a major recapitalization that sharply cut the outstanding common float, though it concentrates control with insiders via preferred shares.

capital raising announcement

Dismissed BF Borgers CPA as auditor after the SEC barred the firm from practicing before it (a May 3, 2024 enforcement order affecting hundreds of public companies) and engaged Barton CPA — an industry-wide audit disruption, not company-specific misconduct, but a real one nonetheless.

auditor change

Extended five more promissory notes owed to HNO Green Fuels (all issued in 2023) to the same December 2024 maturity, adding to the growing stack of related-party debt being repeatedly rolled rather than repaid.

material agreement

Extended three promissory notes (originally issued 2021-2022) owed to affiliated lender HNO Green Fuels, Inc., waiving prior defaults and pushing maturity to December 2024 — the company had been in default on debt to its own affiliate.

material agreement

Now renamed HNO International, Inc., entered a $10 million equity line of credit with GHS Investments, allowing the company to sell stock at 90% of the lowest recent trading price over a 24-month period — a dilutive, market-price-linked financing facility, plus upfront commitment shares to GHS.

capital raising announcement

HNO International, Inc. suspended its duty to file periodic reports with the SEC.

listing compliance notice

Restructured its African and Southeast Asian operations around a joint venture with Futenco AG, giving up majority control of its Ghana subsidiary (down to 40%, Futenco 57%) in exchange for project financing commitments the company acknowledged had not yet been funded, while simultaneously overhauling its board and losing its India country director — a defensive restructuring under real strain, not a straightforward growth deal.

asset acquisition disposition

Borrowed $300,000 from TCA Global Credit Master Fund at 10% interest plus a 7.5% commitment fee and other charges, netting only $277,950 against a $331,500 repayment obligation due within six months — another expensive short-term facility.

capital raising announcement

Agreed to acquire an existing 18MW biomass power plant near Chennai, India, projected to generate about $15 million in annual revenue and $3 million in annual surplus cash at an 80% load factor — a major scale-up from the 1.5MW India plant bought weeks earlier.

material agreement

Acquired United Bio Fuels Private Limited, owner of a 1.5MW biomass power plant in Salem, Tamil Nadu, India, for about $1.76 million — mostly used to retire the plant's debt to India's government renewable-energy lender — giving the company its first operating power asset.

asset acquisition disposition

Borrowed $250,000 from Vastani Trading Limited at 24% annual interest with a 3-month maturity and warrants struck at a 30% discount to market, plus escalating penalty warrants for every month the note went unpaid past maturity — expensive, high-risk short-term financing.

capital raising announcement

Closed the reverse merger with Clenergen UK, establishing the company as a biomass renewable-energy developer with a public-private partnership in Ghana (a planned 56MW biomass plant on a 14,000-acre energy plantation) and operations underway in India.

business combination

Signed a share exchange agreement to acquire UK-based Clenergen Corporation Limited, issuing 70.3 million shares to its shareholders — the reverse merger that would turn this shell into a renewable-energy operating company.

material agreement