As filed with the Securities and Exchange Commission on November 21, 2023

Registration No. 333-

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,Washington, D.C. 20549

FORM S-1

AMENDMENT NO. 2

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

INKY

(Exact name of registrant as specified in its charter)

Ioanna Kallidou, President885 Tahoe Blvd.

Incline Village,NV89451

(775)909-6000

(Address, including zip code, and Chief Executive Officertelephone number, including area code, of registrant’s principal executive offices)

36 Aigyptou Avenue, Larnaca, 6030, Cyprus

Phone: +Doug Cole35725057246

M2i Global, Inc.

885 Tahoe Blvd.

Incline Village, NV89451

(775)909-6000

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Robert L. B. Diener,

Darrin M. Ocasio, Esq.

Law OfficesGlenn Burlingame, Esq.

Sichenzia Ross Ference Carmel LLP

1185 Avenue of Robert Dienerthe Americas

41 Ulua PlaceNew York, NY 10036

Haiku, HI 96708Telephone: (212) 930-9700

Approximate date of commencement of proposed sale to the public: As soon as practicable From time to time after the effective date of this registration statement, becomes effective.as determined by market and other conditions.

If any of the securities being registered on thethis Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: x.☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ¨☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ¨☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ¨☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

CALCULATION OF REGISTRATION FEE

(1)PursuantIf an emerging growth company, indicate by check mark if the registrant has elected not to Rule 416(a) underuse the Securities Act, this registration statement shall be deemedextended transition period for complying with any new or revised financial accounting standards provided pursuant to cover additional securities that may be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.

Section 7(a)(2)Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(B) of the Securities Act of 1933, as amended.

*- The fee was previously paid.☐

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Sectionsection 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to Sectionsaid section 8(a), may determine.

The information in this preliminary prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.permitted.

PRELIMINARY PROSPECTUS

SUBJECT TO COMPLETION, DATED MAY 30, 2019

506,961,668 SHARES OF COMMON STOCK

INKY

4,000,000 SharesThis prospectus relates to the offering and resale by the selling stockholders identified herein of Common Stock

$0.03 per Share

Inky (the “Company,” “we,” “our” and “us”) is offering directly 4,000,000up to 506,961,668 shares of our common stock (the “Shares”“Common Stock”) issued or issuable to such selling stockholders. The selling stockholders acquired the Common Stock in connection with an Agreement and Plan of Merger, dated May 16, 2023 (the “Merger Agreement”), atby and among the M2i Global, Inc. (the “Company”, formerly known as INKY Inc.), U.S. M and M Acquisition Corp., a maximum price of $0.03 per share forNevada corporation wholly owned by Company (“Merger Sub”), and U.S. Minerals and Metals Corp., a total maximum amount of $120,000 on a best efforts basisNevada corporation (“USMM”), pursuant to which Merger Sub merged with and into USMM, with USMM surviving the Merger as the Company’s wholly-owned subsidiary (the “Offering”“Merger”). The CEO, Ioanna Kallidou, will continue to have substantial control over the company following this offering.

This is the initial public offering of our common stock. We are offering the Shares on a self-underwritten basis which means our officers and directors will attempt to sell the Shares in reliance on the safe harbor from broker-dealer registration under Rule 3a4-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This prospectus will permit our officers and directors to sell the Shares directly to the public. We will not payreceive any commission or other compensation to our officers and directors related to the sale of the Shares. All funds that we raise from the Offering will be immediately available for our use and will not be returned to investors. We do not have any arrangements to place the funds receivedproceeds from the sale of Shares inshares of Common Stock by the Offering in an escrow, trustselling stockholders.

The selling stockholders may sell all or similar account. The funds received from the salea portion of the shares inof Common Stock beneficially owned by them and offered hereby from time to time directly or through one or more underwriters, broker-dealers, or agents. Please see the section entitled “Plan of Distribution” on page 47 of this offering will not be placed in an escrow account and that any proceeds will be available to the companyprospectus for its immediate use upon receipt.

There is no minimum number of Shares required to be purchased, and subscriptions, once received and accepted, are irrevocable. Because there is no minimum offering amount required asmore information. For a condition to closing in this Offering, the actual public offering amount and proceeds to us, if any, are not presently determinable and may be substantially less than alllist of the securities offered hereby.

The Offering will closeselling stockholders, see the section entitled “Selling Stockholders” on [_______], 2019, 240 days after the effectivenesspage 42 of the registration statement of which this prospectus is a part, unless all the Shares are sold before that date, we extend the offering another 30 days or we otherwise decide to close the offering early or cancel it, in each case in our sole discretion. If we extend the Offering, we will provide that information in an amendment to this prospectus. If we close the Offering early or cancel it, including during any extended offering period, we may do so without notice to investors, although if we cancel the Offering we will promptly return any funds investors may already have paid. We will bear all fees and expenses incident to our obligation to register the expenses relating to the registrationshares of the Shares. Common Stock.

No public market currently exists for our common stock and a public market may not develop, or, if any market does develop, it may not be sustained.

Our common stockCommon Stock is not currently traded on any exchange or quoted on the Over-The-Counter market. AfterOTC Pink Market under the effectivesymbol “MTWO”. The price of the last trade of our Common Stock as quoted on the OTC Pink Market was $1.45 per share. As of the date of the registration statement of which this prospectus, our Common Stock is a part, we intendsubject to seek to have a market maker file an application with the Financial Industry Regulatory Authority (“FINRA”), for our common stock to be eligible foronly limited quotation on the OTC Bulletin Board, the OTCQX or the OTCQB orPink, and it is listednot otherwise regularly quoted on any other over-the-counter market. Until such time as our Common Stock is so quoted, the shares of Common Stock covered by this prospectus will be sold by the selling stockholders from time to time at a fixed price of $0.30 per share. If and when our Common Stock is regularly quoted on an over-the-counter market or on a national securities exchange. exchange, the selling stockholders may sell their respective shares of Common Stock, from time to time, at prevailing market pricing or in privately negotiated transactions.

We do not yet havemay amend or supplement this prospectus from time to time by filing amendments or supplements as required. You should read the entire prospectus and any amendments or supplements carefully before you make your investment decision.

Investing in our securities involves risks. You should carefully read the “Risk Factors” beginning on page 5 of this prospectus before investing.

We may amend or supplement this prospectus from time to time by filing amendments or supplements as required. You should read the entire prospectus and any amendments or supplements carefully before you make your investment decision.

Neither the Securities and Exchange Commission nor any other regulatory commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a market maker who has agreed to file such application, nor can there be any assurance that such an application for quotation will be approved. In the absencecriminal offense.

The date of a trading market or an active trading market, investors may be unable to liquidate their investment or make any profit from an investment in the Shares.this prospectus [*], 2023.

We are an “emerging growth company” as defined in the SEC rules and we will be subject to reduced public reporting requirements. See “Emerging Growth Company and Smaller Reporting Company Status.”

TABLE OF CONTENTS

INVESTING IN OUR SECURITIES INVOLVES A HIGH DEGREE OF RISK. SEE “RISK FACTORS” BEGINNING ON PAGE 4 OF

ABOUT THIS PROSPECTUS FOR A DISCUSSION OF INFORMATION THAT SHOULD BE CONSIDERED IN CONNECTION WITH AN INVESTMENT IN OUR SECURITIES.

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

You should rely only on the information contained in this prospectus. Weprospectus or contained in any prospectus supplement or free writing prospectus filed with the Securities and Exchange Commission (the “SEC”). Neither we nor the selling stockholders have not authorized anyone to provide you with additional information or information different information from that contained in this prospectus.prospectus filed with the SEC. The selling stockholders are offering to sell, and seeking offers to buy, shares of our Common Stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of shares of our common stock. This prospectus does not constitute an offer to sell,Common Stock. Our business, financial condition, results of operations, and prospects may have changed since that date.

For investors outside the United States: Neither we nor the selling stockholders have done anything that would permit this offering or a solicitation of an offer to buy the securities in any circumstances under which the offerpossession or solicitation is unlawful. Neither the deliverydistribution of this prospectus norin any distribution of securitiesjurisdiction where action for that purpose is required other than in accordance with this prospectus shall, under any circumstances, imply that there has been no change in our affairs since the date of this prospectus.

The dateUnited States. Persons outside the United States who come into possession of this prospectus is May 30, 2019.must inform themselves about, and observe any restrictions relating to, the offering of the shares of Common Stock and the distribution of this prospectus outside the United States.

As used in this prospectus, unless otherwise designated, the terms “we,” “us,” “our,” the “Company,” “M2i,” and “our Company” refer to M2i Global, Inc., a Nevada corporation, and its subsidiaries.

Unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to “common stock” and “shares” refer to the common stock in our capital stock, unless otherwise indicated.

M2i Global, Inc., the M2i logo, and other trademarks or service marks of M2i appearing in this prospectus are the property of M2i or its subsidiaries. Trade names, trademarks, and service marks of other companies appearing in this prospectus are the property of their respective holders.

PROSPECTUS SUMMARY

The followingThis summary highlights selected information contained elsewhere in this prospectus. This summary does not contain all the information you should consider before investing in the securities. Before making an investment decision, you should read the entire prospectus carefully, including the sections entitled “Risk Factors” section,beginning on page 5 and “Special Note Regarding Forward-Looking Statements” beginning on page 20.

Our Business

Business Objective

M2i Global, Inc., is a Nevada-based company pursuing activities related to sourcing and mining strategic minerals and metals like cobalt, lithium, and tungsten.¹ Strategic minerals and metals are those that play a pivotal role in the financial statementsUnited States’ economic, military, and technological development, all of which are threatened by the fact that the U.S. relies heavily on imports to obtain these commodities, often sourcing them from states with which it has fraught relationships like the People’s Republic of China and the notesRussian Federation.² The Company envisions its activities contributing to the financial statements. Ifefforts to establish a domestic strategic mineral reserve, reducing the U.S.’s reliance on foreign actors. The Company will be pursuing its business objective through three separate operating business units:

¹ https://www.statista.com/topics/9242/strategic-minerals/#topicOverview

² https://www.wilsoncenter.org/article/geographic-concentration-critical-minerals-reserves-and-processing

Company Structure

M2i Global, Inc. is the parent company of two wholly-owned subsidiaries, U.S. Minerals and Metals Corp. and M2i, Inc. Currently, there are no operations anticipated for the subsidiaries but either may begin at a future date.

M2i’s structure is built upon three separate business units with standalone P&Ls to carry on the Company’s objectives. Each P&L is led by a vice president, who will work with a management team focused on implementing and building each effort into a business line, taking advantage of federal and state incentives, and building its own profit and loss contributions to the overall organization. The vice presidents report to the president/chief executive officer of the Company.

Recent Developments

On May 16, 2023, the Company entered into a Merger Agreement, by and among the Company, Merger Sub, and USMM, pursuant to which Merger Sub merged with and into USMM, with USMM surviving the Merger as the Company’s wholly-owned subsidiary. The Merger closed that same day (the “Closing”) and became effective upon the Company’s contemporaneous filing of Articles of Merger with the Secretary of State of Nevada.

Pursuant to the Merger, the holders of USMM’s common stock received one share of Common Stock for each share of USMM common stock they held. Doug Cole, as holder of all of the outstanding shares of preferred stock of USMM, received 100,000 shares of the Company’s Series A Super-Voting Preferred Stock in exchange for the 100,000 shares of USMM preferred stock he held prior to the Merger. As a result, Mr. Cole currently holds 66.36% of the voting power of the Company by virtue of his ownership of all of the Company’s outstanding Series A Super-Voting Preferred stock. Prior to the Merger, Ioanna Kallidou, the Company’s former Chief Executive Officer, held approximately 55.9% of the voting power of the Company.

In connection with the Agreement, (i) the articles of incorporation of the Company were amended to authorize 100,000 shares of the Series A Super-Voting Preferred Stock and to change the Company’s name from INKY, Inc. to M2i Global, Inc.; and (ii) a certificate of designation was filed with the Secretary of State of the State of Nevada to designate the terms of the Series A Super-Voting Preferred Stock. The holders of Series A Super-Voting Preferred Stock are entitled to 10,000 votes per share of Series A Super-Voting Preferred Stock.

Certain of the former stockholders of USMM are subject to lock-up agreements for the shares of Common Stock received from the Merger (the “Lock-Up Agreements”). The Lock-up Agreements prohibit such stockholders from offering, issuing, selling, contracting to sell, encumbering, granting any shares of the Common Stock or other securities convertible into or exercisable for Common Stock for a period of twelve (12) calendar months after the Closing (the “Lock-Up Period”). Additionally, during the period commencing on the Closing and continuing through the date that is twelve (12) calendar months after the Closing (the “Leak-Out Period”), neither the stockholders nor any of their Trading Affiliates (as defined below), collectively shall sell, directly, or indirectly more than 3% of shares of Common Stock held by such stockholder on any Trading Day (as defined below) during the Leak-Out Period (the “Leak-Out Period Shares”), and in no event shall the Leak-Out Period Shares exceed 5% of the trading volume of Common Stock, based on the thirty (30)-calendar-day average trading volume of the Company, as reported by Bloomberg. “Trading Affiliates” means any individual or entity acting on behalf of or pursuant to any understanding with the subscriber which has knowledge of the transactions contemplated hereby, and “Trading Day” shall mean a day on which trading in the shares of Common Stock generally occurs on a U.S. national or regional securities exchange on which the shares of Common Stock is listed.

The Lock-Up Agreements apply to approximately 43.96% of the shares of Common Stock of the Company.

Corporate Information

Our Common Stock is quoted on the OTC Pink Market under the symbol “MTWO”.

Our principal executive offices are located at 885 Tahoe Blvd. Incline Village, NV 89451, and our telephone number is (775) 909-6000. Our main corporate website is located at https://www.m2icorp.com. The information on our website is not incorporated by reference into this prospectus.

THE OFFERING

¹ The number of shares of Common Stock shown above to be outstanding before this offering is based on 514,333,691 shares outstanding as of November 21, 2023.

RISK FACTORS

An investment in our common stock, you are assumingsecurities involves a high degree of risk. As used throughoutYou should consider carefully the following information about these risks, together with the other information contained in this prospectus, unlessincluding the context otherwise requires,matters addressed in the terms “Inky” “Company,section entitled “Special Note Regarding Forward-Looking Statements,” “we,” “us,” or “our” refer to Inky.

beginning on page 20 of this prospectus, before making an investment decision. Our Company 

We currently have one application in development named “Inky”. Inky isbusiness, prospects, financial condition, and results of operations may be materially and adversely affected as a multi-use customizable application which includes a selectionresult of designs by various tattoo artists that are available via a smartphone-powered application with augmented reality which places pixels on your flesh in real-time.

We currently own one Application which Consumers can download through direct-to-consumer digital storefronts, such asany of the Apple App Store and Google Play Store. We will generate revenue from our users subscriptions with advanced features or downloadsfollowing risks. The value of our Application and from advertisements published on our ad supported Application titles. 

We intend to offer our Application insecurities could decline as a free advertisement-supported version and in a paid version that includes a more extended tattoo base. We believe that the ad supported versions allow for wider disseminationresult of our titles to consumers who might not otherwise spend money for an Application without first trying it.

Over the last several years, mobile devices, including smartphone and tablets, have proliferated extensively around the world across a wide rangeany of demographic groups. The mobile Apps industry has experienced corresponding growth in the numberthese risks. You could lose all or part of downloads, the number and types of Apps published. We believe that there will continue to be an increase in the number of smartphones and tablets sold. In addition, technological advances to these devices, including more powerful smartphones and tablets with larger screens enable mobile Apps to provide a platform for more diverse Apps and make applications more fun and visually appealing. We believe that technological developments will continue to drive growthyour investment in our industry forsecurities. Some of the foreseeable future. 

 1

Our senior manager has a backgroundstatements in mobile, digital“Risk Factors” are forward-looking statements. The following risk factors are not the only risk factors facing our Company. Additional risks and social media sales, advertising,uncertainties not presently known to us or that we currently deem immaterial may also affect our business, prospects, financial condition, and results of operations and technologyit is not possible to predict all risk factors, nor can we assess the impact of all factors on us or the extent to which any factor or combination of factors may cause actual results to differ materially from those contained in or implied by any forward-looking statements.

Risks Associated with Small Company Size and product development and deployment. We intend to leverage management’s industry experience and the contacts she will develop to our advantage.Liquidity Risks

We currently have one application we are working on and we plan to develop new Applications to expand our existing product offerings (Inky). We also intend to integrate our Applications with social media outlets and other Apps. We will rely on third party designers, developers and programs to develop new Apps. We also will solicit ideas for new titles from third parties. We will evaluate prospects based onAs a variety of factors. If we conclude that a particular prospect is worth pursuing, we may fund the development of the App through launch and beyond. 

We plan to market, sell and distribute our applications through direct-to-consumer digital storefronts, such as Apple’s App Store and the Google Play Store. We currentlystart-up or expect to advertise our Apps through our own website, social media (such as Facebook and LinkedIn), through mobile ad networks and search engine optimization (SEO) tools. 

We are a new development stage company, our business and prospects are difficult to evaluate because we have a very limited operating history and our business model is evolving, an investment in us is considered a high-risk investment whereby you could lose your entire investment.

We have recently commenced operations and, therefore, we are considered a “start-up” or “development stage” company. We will incur significant expenses in order to implement our business plan. As an investor, you should be aware of the difficulties, delays, and expenses normally encountered by an enterprise in its development stage, many of which are beyond our control, including unanticipated developmental, advertising, and marketing expenses. We cannot assure you that has yet to generate any meaningful revenue. At February 28, 2019, we had an accumulated deficit and a net loss of $11,209. For these reasons, our financial statements have been prepared assumingproposed business plan will materialize or prove successful, or that we will continue as aever be able to operate profitably. If we cannot operate profitably, you could lose your entire investment.

Our results of operations have not resulted in profitability and we may not be able to achieve profitability going concern, which assumes we will realize our assets and discharge our liabilitiesforward.

We may incur significant losses in the normal coursefuture for a number of business. Ifreasons, including the other risks described in this prospectus, and we are unablemay encounter unforeseen expenses, difficulties, complications, delays and other unknown events. Accordingly, we may not be able to achieve these ends,or maintain profitability. Our business is in an early development stage. There is no assurance that even if we cannot assure yousuccessfully implement our business plan, that we will be able to generate revenuecurtail our losses. Further, as we are a development stage enterprise, we expect that net losses and the working capital deficiency will continue. If we incur additional significant operating losses, our stock price may decline, perhaps significantly.

We do not have any existing bank credit facilities. Our ability to obtain such financing may be limited and if we are unable to secure such financing, our profitability may be adversely affected.

We do not have any existing bank credit facilities. Our ability to obtain such financing may be limited as banks and other financial institutions may be reluctant to extend credit to businesses they perceive as lacking prolonged operating histories, an industry that may be politically undesirable, and limited information relating to revenues and costs upon which they can evaluate the merits and risks of any such credit extension. Our inability to secure bank credit facilities (or some other form of cash/liquid injection) may have an adverse effect on our results of operations. In the absence of such bank financing, our limited operating history and assets and the lag often existing between commencing business operations and profitability may force us to rely solely on business operation revenues in order to support our company, which revenues may not be sufficient to meet our operating and administrative expenses. If we do not have sufficient cash to meet our expenses, whether from revenues or bank credit, we may have to curtail or cease business operations.

Holders of the Series A Super-Voting Preferred Stock will control the operations of the Company for the foreseeable future.

The holders of the Series A Super-Voting Preferred Stock will vote on Company matters on an “as-converted” basis of one vote of Series A Super-Voting Preferred Stock to 10,000 votes of Common Stock. As a result of this Series A Super-Voting Preferred stock ownership, the holders of the Series A Super-Voting Preferred Stock will continue to influence the vote on all matters submitted to a vote of our shareholders, including the election of directors, amendments to the certificate of incorporation and continue operations. See “RISK FACTORS.” the by-laws, and the approval of significant corporate transactions.

History

We have never declared or paid a cash dividend on our common stock nor will we in the foreseeable future.

We were incorporatedpresently intend to retain all earnings to implement our business plan; accordingly, we do not anticipate the declaration of any dividends for Common Stock in Nevadathe foreseeable future. You will not receive dividend income from an investment in the shares and as a result, the purchase of the shares should only be made by an investor who does not expect a dividend return on June 12, 2018. Beingthe investment.

Accordingly, investors who anticipate the need for immediate income from their investments by way of cash dividends should refrain from purchasing any of our securities. As we do not intend to declare dividends in the future, you may never see a development stage company, we have noreturn on your investment, and you indeed may lose your entire investment.

If payment of dividends does occur at some point in the future, it would be contingent upon our revenues and have limited operating history. Ourearnings, if any, capital requirements, and general financial statements forcondition. The payment of any common stock dividends will be within the period from June 12, 2018 (datediscretion of inception) to February 28, 2019, report no revenues and a net lossthe Company’s board of $11,209. As of February 28, 2019, we had $452directors (the “Board”).

We incur professional fees in cash on hand. We intend to use the net proceeds from this offering to develop our business operations (See “Description of Business" and "Use of Proceeds").

We intend to utilize the proceeds from this offering to fund our business plan over the next twelve months. We will require minimum funding of $90,000 to conduct our proposed operations and pay all expenses for this period, including expenses associatedconnection with maintainingbeing a reporting company statusunder the Securities Exchange Act of 1934, as amended and the requirements of the Sarbanes-Oxley Act, may strain our resources, increase our costs and distract management, and we may be unable to comply with these requirements in a timely or cost-effective manne.

Our Company is subject to the United Statesreporting requirements of the 1934 Act and as such, we are required to file 10-Ks, 10-Qs and 8-Ks and other reports with the Securities and Exchange Commission (“SEC”).Commission. We will incur professional fees (i.e., attorney, auditors, and filing agents) in connection with the preparation and filing of such reports and we currently anticipate such costs to range from $25,000 to $50,000 per year. If we are unable to obtain minimum funding of $90,000,file such reports, we will be delinquent in our business may fail. Even if we raise $60,000 (one-halffilings which could adversely affect the marketability of the Offering,Common Stock.

Complying with these statutes, regulations and requirements will occupy a significant amount of time for our Board and management and will significantly increase our costs and expenses. Furthermore, while we may need more funds to develop our growth strategy and to continue maintaining a reporting company status.

Asgenerally must comply with Section 404 of the dateSarbanes-Oxley Act of this prospectus, there is no public trading market2002 for our common stock and no assurance that a trading market forfiscal years, we are not required to have our securities will ever develop.

We currently manage and operateindependent registered public accounting firm attest to the effectiveness of our business throughinternal controls until our one employee and independent contractors.

Our principal executive office is located at 36 Aigyptou Avenue, 6030 Larnaca, Cyprus. Our phone number is +35725030566. We maintain a corporate website at www.inky.live.

Emerging Growth Company and Smaller Reporting Company Status

Emerging Growth Company

We arefirst annual report subsequent to our ceasing to be an “emerging growth company” as defined inwithin the meaning of Section 2(a)(19) of the Securities Act. Once it is required to do so, our independent registered public accounting firm may issue a report that is adverse in the event it is not satisfied with the level at which our controls are documented, designed, operated or reviewed. Compliance with these requirements may strain our resources, increase our costs and distract management, and we may be unable to comply with these requirements in a timely or cost-effective manner.

In addition, we expect that being a public company subject to these rules and regulations may make it more difficult and more expensive for us to obtain director and officer liability insurance and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our Board or as executive officers. We are currently evaluating these rules, and we cannot predict or estimate the amount of additional costs we may incur or the timing of such costs.

The failure to comply with the internal control evaluation and certification requirements of Section 404 of Sarbanes-Oxley Act of 1933, as amended (the “Securities Act”), as modified bycould harm our operations and our ability to comply with our periodic reporting obligations.

As a reporting company under the Jumpstart Our Business Startups1934 Act, of 2012 (the “JOBS Act”). As such, we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestationinternal control evaluation and certification requirements of Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), reduced disclosure obligations regarding executive compensation2002. We are in the process of determining whether our existing internal controls over financial reporting systems are compliant with Section 404. This process may divert internal resources and will take a significant amount of time, effort, and expense to complete. If it is determined that we are not in compliance with Section 404, we may be required to implement new internal control procedures and reevaluate our financial reporting. We may experience higher than anticipated operating expenses as well as outside auditor fees during the implementation of these changes and thereafter. Further, we may need to hire additional qualified personnel in order for us to be compliant with Section 404. If we are unable to implement these changes effectively or efficiently, it could harm our operations, financial reporting, and/ or financial results and could result in our periodic reports and proxy statements, and exemptionsbeing unable to obtain an unqualified report on internal controls from the requirements of holding a non-binding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. We intend to take advantage of all of these exemptions.

In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards, and delay compliance with new or revised accounting standards until those standards are applicable to private companies. We have elected to take advantage of the benefits of this extended transition period. Weour independent auditors, which could be an emerging growth company until the last day of the first fiscal year following the fifth anniversary ofadversely affect our first common equity offering, although circumstances could cause us to lose that status earlier if our annual revenues exceed $1.0

2

billion, if we issue more than $1.0 billion in non-convertible debt in any three-year period or if we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act.

Smaller Reporting Company

We also qualify as a “smaller reporting company” under Rule 12b-2 of the Exchange Act, which is defined as a company with a public equity float of less than $75 million. To the extent that we remain a smaller reporting company at such time as we are no longer an emerging growth company, we will still have reduced disclosure requirements for our public filings some of which are similar to those of an emerging growth company, including havingability to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act and the reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements.reporting obligations under the 1934 Act.

Summary of the Offering

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RISK FACTORS

Investing in the Shares involves a high degree of risk. You should carefully consider the risks described below, as well as other information provided to you in this prospectus, including information in the section of this prospectus entitled “Forward Looking Statements.” The risks and uncertainties described below are not the only ones facing the Company. Additional risks and uncertainties not presently known to the Company or that the Company currently believes are immaterial may also impair the Company’s business operations. If any of the following risks actually occur, the Company’s business, financial condition or results of operations could be materially adversely affected, the value of the Shares could decline, and you may lose all or part of your investment.

Risks Related to Our Operating History and Financial Condition

We have a limited operating history and are subject to the risks encountered by early-stage companies. Moreover, because we have a limited operating history, you may not be able to accurately evaluateresell any shares you purchased.

Presently, there is an extremely limited trading market for our operations.

Inky was incorporated in June 12, 2018 and we have been actively marketing our App for only a short period of time, whichCommon Stock. There is no assurance that any trading market will makebe present or expand. This means that it difficultmay be hard or impossible for you to evaluatefind a willing buyer for your shares should you decide to sell them in the merits of investingfuture.

Risks Associated with Our Business

We may not acquire market share or achieve profits due to competition in our Company. industries.

We operate in a highly competitive marketplace with various competitors. Increased competition may result in reduced gross margins and/or loss of market share, either of which would seriously harm its business and results of operations. Management cannot be certain that the Company will be able to compete against current or future competitors or that competitive pressure will not seriously harm its business. Some of our competitors are much larger and have greater access to capital, sales, marketing and other resources. These competitors may be able to respond more rapidly to new regulations or devote greater resources to the development and promotion of their business model than the Company can. Furthermore, some of these competitors may make acquisitions or establish cooperative relationships among themselves or with third parties in the industry to increase their ability to rapidly gain market share.

Without additional financing to develop our business plan, our business may fail.

Because we have generated only minimal revenue from our Company has a limited operating history, you should considerbusiness and evaluatecannot anticipate when we will be able to generate meaningful revenue from our operating prospectsbusiness, we will need to raise additional funds to conduct and grow our business. We do not currently have sufficient financial resources to completely fund the development of our business plan. We anticipate that we will need to raise further financing. We do not currently have any arrangements for financing and we can provide no assurance to investors that we will be able to find such financing if required. The most likely source of future funds presently available to us is through the sale of equity capital. Any sale of share capital will result in light of the risksdilution to existing stockholders.

If we are unable to hire and uncertainties frequently encountered by early-stage companies in rapidly evolving markets. For us, these risks include:

risks thatretain key personnel, we may not have sufficient capitalbe able to achieveimplement our growth strategy;business plan.

risks that we may not develop our product offerings in a manner that enables us to be profitable and satisfy consumer preferences;

risks that our growth strategy may not be successful; and

risks that fluctuations in our operating results will be significant relative to our revenues.

These risks are described in more detail below. Our future growth will depend substantiallysuccess is largely dependent on our ability to address these and the other risks describedhire highly qualified personnel. This is particularly true in this section. If we do not successfully address these risks,those parts of our business that are related to intellectual property generation or exploitation. These individuals are in high demand and we may not be able to attract the personnel we need. In addition, we may not be able to afford the high salaries and fees demanded by qualified personnel, or may lose such employees after they are hired. Failure to hire key personnel when needed, or on acceptable terms, would be significantly harmed.have a significant negative effect on our business and our operations.

Our minimal operations and lack of established sources of revenues raises substantialaccountant has indicated doubt about our ability to continue as a going concern.

We have suffered recurring losses from operations. The reportcontinuation of our independent auditor indicatethe Company as a going concern is dependent upon the Company attaining and maintaining profitable operations and/or raising additional capital. Our financial statements do not include any adjustment relating to the recovery and classification of recorded asset amounts or the amount and classification of liabilities that might be necessary should the Company’s minimalCompany discontinue operations. The recurring losses from operations to date and lack of fully established sources of revenuenet capital deficiency raise substantial doubt about the Company’s ability to continue as a going concern. For

A wide range of economic and logistical factors may negatively impact our operating results.

Our operating results will be affected by a wide variety of factors that could materially affect revenues and profitability, including the timing and cancellation of customer orders and projects, competitive pressures on pricing, availability of personnel, and market acceptance of our services. As a result, we may experience material fluctuations in future operating results on a quarterly and annual basis which could materially affect our business, financial condition and operating results.

We must obtain, maintain, and renew governmental permits and approvals to operate in the mineral and metals industry, which can be a costly and time-consuming process and result in restrictions.

Numerous governmental permits and approvals are required to operate in the mineral and metals industry. State and federal regulatory authorities exercise considerable discretion in the timing and scope of permit issuance. Requirements imposed by these reasons,authorities may be costly and time consuming and may result in delays in the commencement or continuation of exploration or production operations.

The permitting rules, and the interpretations of these rules, are complex, change frequently, and are often subject to discretionary interpretations by regulators, all of which may make compliance more difficult or impractical, and which may possibly preclude the continuance of some of our business operations.

If we fail to effectively manage our growth, our future business results could be harmed and our managerial and operational resources may be strained.

As we proceed with our business plan, we expect to experience significant and rapid growth in the scope and complexity of our business. We will need to add staff to market our services, manage operations, handle sales and marketing efforts and perform finance and accounting functions. We will be required to hire a broad range of additional personnel in order to successfully advance our operations. This growth is likely to place a strain on our management and operational resources. The failure to develop and implement effective systems, or to hire and retain sufficient personnel for the performance of all the functions necessary to effectively service and manage our potential business, or the failure to manage growth effectively, could have a materially adverse effect on our business and financial condition.

Because we have limited operating history and have not yet generated significant revenues or operating cash flows, you may have difficulty evaluating our ability to successfully implement our business strategy.

Because of our limited operating history, the operating performance of our properties and our business strategy have not yet been proven. As a result, our historical financial statements do not provide a meaningful basis to evaluate our operations or our ability to achieve our business strategy. Therefore, it may be difficult for you to evaluate our business and results of operations to date and assess our future prospects.

In addition, we may encounter risks and difficulties experienced by companies whose performance is dependent upon newly-constructed or newly-acquired assets, such as any one of our acquired business units failing to perform as expected, having higher than expected operating costs, having lower than expected customer revenues, or suffering equipment breakdown, failures or operational errors. We may be less successful in achieving a consistent operating level capable of generating cash flows from our operations as compared to a company whose major assets have been prepared assuminghad longer operating histories. In addition, we may be less equipped to identify and address operating risks and hazards in the Company will continue as a going concern, which assumes we will realizeconduct of our business than those companies whose major assets have had longer operating histories.

Risks associated with operational events in connection with our activities globally, resulting in significant adverse impacts on our people, communities, the environment or our business.

We engage in activities that have the potential to cause harm to our people and assets, communities, other stockholders and/or the environment, including serious injuries, illness and fatalities, loss of infrastructure, amenities and livelihood, and damage to sites of cultural significance. An operational event at our operations or through our value chain could also cause damage or disruptions to our assets and dischargeoperations, impact our liabilitiesfinancial performance, result in litigation or class actions and cause long-term damage to our license to operate and reputation. The potential physical impacts of climate change could increase the normal courselikelihood and/or severity of business.risks associated with operational events. Impacts of operational events may also be amplified if we fail to respond in a way that is consistent with our corporate values and stockholder expectations.

We will likely depend on a limited number of customers for a significant portion of our revenues.

We will likely depend on a limited number of customers for a significant portion of our revenues. The failure to obtain additional customers or the loss of all or a portion of the revenues attributable to any customer as a result of competition, creditworthiness, inability to negotiate extensions or replacement of contracts or otherwise, could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

To maintain and grow our business, we will be required to make substantial capital expenditures. If we are unable to achieve these ends,obtain needed capital or financing on satisfactory terms, we may have to curtail our operations and delay our construction and growth plans, which may materially adversely affect our business, financial condition, results of operations, and cash flows.

In order to maintain and grow our business, we will need to make substantial capital expenditures associated with operations and facilities, which have not yet been constructed. Constructing, maintaining and expanding infrastructure, is capital intensive. We must continue to invest capital to maintain or to increase our production and to develop any future acquired properties. Decisions to increase our production levels could also affect our capital needs. We cannot assure you that we will be able to maintain our production levels or generate revenuesufficient cash flow, or that we will have access to supportsufficient financing to continue our operationsproduction, permitting and continue operations. 

We cannot predict our future capital needsdevelopment activities, and we may not be ablerequired to secure additional financing.

We believe that cash on hand, the proceeds of this offering and internally generated revenue from downloadsdefer all or a portion of our App will be sufficient to meetcapital expenditures.

A deterioration of economic conditions in our presently anticipated working capital and capital expenditure requirements for the next 12 months. This belief is based on our operating plan which in turn is based on assumptions, which may prove to be incorrect. In addition, we may need to raise significant additional funds sooner in order to support our growth, develop new or enhanced services and products, respond to competitive pressures, acquire or invest in new portfolios of Apps, or take advantage of unanticipated opportunities. If our financial resources are insufficient, we will require additional financing in order to meet our plans for expansion. We cannot ensure that this additional financing, if needed, will be available on acceptable terms or at all. Furthermore, any debt financing, if available, may involve restrictive covenants, which may limit our operating flexibility with respect to business matters. If additional funds are raised through the issuance of equity securities, the percentage ownership of our existing stockholders will be reduced, our stockholders may experience additional dilution in net book value, and such equity securities may have rights, preferences, or privileges senior to those of our existing stockholders. If adequate funds are not available on acceptable terms or at all, we may be unable to develop or enhance our services and products, take advantage of future opportunities, repay debt obligations as they become due, or respond to competitive pressures, any of which would have a material adverse effect on our business, prospects, financial condition, and results of operations.

Risks Related to Our Business and Industry

If we fail to develop or acquire and publish a new App that achieve market acceptance or we do not continue to enhance our existing App, our revenues would suffer.

Our business depends on developing or acquiring and publishing mobile Apps that consumers will purchase and download.

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We expect to invest resources in research and development, analytics and marketing to introduce new Apps and continue to update our existing App, and we often must make decisions about these matters well in advance of product release to timely implement them. In addition, we may acquire newly developed Apps from others that we believe will be well received by consumers. Our success depends, in part, on unpredictable and volatile factors beyond our control, including consumer preferences, competing Apps, new mobile platforms and the availability of alternative products. If our App do not meet consumer expectations, or it is not brought to market in a timely and effective manner, our business, operating results and financial condition would be harmed. Even if our App is successfully introduced and well received by consumers, a failure to continue to update it, a subsequent shift in the consumer preferences or a reduction in their usefulness to consumersprospective customers’ industries could cause a decline in our Apps popularity that could materially reduce our revenues and harm our business, operating results and financial condition. Furthermore, we compete for the discretionary spending of consumers, who face a vast array of Apps and other business or entertainment product choices. If we are unable to generate and sustain sufficient interest in our Apps compared to available alternatives, our business and financial results would be seriously harmed. 

If we are unable to maintain a good relationship with the markets where our App is distributed, our business will suffer.

Apple’s “App Store” and Google’s “Google Play” are the sole distribution and payment mediademand for our mobile App. We generate and expect to generate for the foreseeable future all our revenue from the sale of mobile App through these platforms and any deterioration in our relationship with Apple or Google would harm our business and adversely affect the value of our stock.

Our ability to effectively and efficiently market our Apps on Apple’s “App Store” and Google’s “Google Play” must be considered in light of the sheer number of products available for download on these sites, which exceed 1 million Apps andservices impacting, among other product offerings. Given the extent of choices available to consumers and our recent entry into the industry, our App will not be afforded the exposure at these online stores that more established and successful competitors may receive, including those that pay considerable fees to Apple and Google to advertise their titles. Accordingly, we may incur substantial advertising to provide the exposure necessary to keep our product top of mind to consumers and promote downloads of our App. These costs would directly and negatively impact our results of operation, profitability and financial condition.

We are subject to Apple’s and Google’s standard terms and conditions for application developers, which govern the promotion, distribution and operation of mobile Apps on their platforms. Each of Apple and Google can unilaterally change its standard terms and conditions with no prior notice to us. In addition, the agreement terms can be vague and subject to changing interpretations by the storefront operator. Further, these storefront operators typically have the right to prohibit a developer from distributing its applications on its storefront if the developer violates its standard terms and conditions.

Our business would be harmed if:

Apple or Google discontinues or limits access to its platform by us and other App developers;

Apple or Google modifies its terms of service or other policies, including fees charged to, or other restrictions on, us or other application developers, or Apple or Google changes how the personal information of its users is made available to application developers on their respective platforms or shared by users;

Apple or Google establishes more favorable relationships with one or more of our competitors; or

Apple or Google develops its own competitive offerings.

If Apple or Google loses its market position or otherwise falls out of favor with mobile users, we would need to identify alternative channels for marketing, promoting and distributing our App, which would consume substantial resources and may not be effective. In addition, Apple and Google have broad discretion to change their terms of service and other policies with respect to us and other developers, and those changes may be unfavorable to us. Any such changes in the future could significantly alter how our App users experience our App or interact within our App, which may harm our business.

The mobile Apps industry is subject to rapid technological change and, to compete, we must continually enhance our mobile App and adapt to changing technologies and market conditions.

We must continue to enhance and improve the performance, functionality and reliability of our mobile App. The mobile application industry is characterized by rapid technological change, changes in user requirements and preferences, frequent new product and services introductions embodying new technologies and the emergence of new industry standards and practices that could render our products and services obsolete. We may fail to use new technologies effectively or to adapt our proprietary technology and systems to customer requirements or emerging industry standards. If we are unable to adapt to changing market conditions, customer requirements or emerging industry standards, we may not be able to increase our revenue and expand our business.

The markets in which we operate are highly competitive, and many of our competitors have significantly greater resources than we do. 

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Developing, distributing and selling mobile Apps is a highly competitive business, characterized by frequent product

introductions and rapidly emerging new platforms, technologies and storefronts. Our competitors that develop Apps vary in size and include publicly-traded and privately-held companies. These companies may already have an established market in our industry. Most of these companies have significantly greater financial and other resources than us and have been developing their products and services longer than we have been developing ours.

In addition, given the open nature of the development and distribution for smartphones and tablets and the relatively low barriers to entry, we also compete or will compete with a vast number of small companies and individuals who are able to create and launch apps and other content for these devices using relatively limited resources and with relatively limited start-up time or expertise. Moreover, the information and materials in our legal-related Apps titles (e.g., published case decisions and federal laws) are part of the public domain and available for anyone with the financial and technical resources to publish and make available through mobile Apps. Consumers of our legal-related titles may choose to download this type of information from more established legal publishing companies or from new entries into the industry.

Most of our competitors and our potential competitors have one or more advantages over us, either globally or in particular geographic markets, which include:

significantly greater financial and personnel resources;

stronger brand and consumer recognition;

lower labor and development costs and better overall economies of scale;

greater experience and expertise; and

broader distribution and presence.

If we are unable to compete effectively or we are not as successful as our competitors in our target markets, our sales could decline and our margins could decline, which would materially harm our business, operating results and financial condition.

Our financial results could vary significantly from quarter to quarter and are difficult to predict, which in turn could cause volatility in our stock price. 

Our revenues and operating results could vary significantly from quarter to quarter due to a variety of factors, many of which are outside of our control. As a result, comparing our operating results on a period-to-period basis may not be meaningful. In addition, we may not be able to accurately predict our future revenues or results of operations. We base our current and future expense levels on our internal operating plans and sales forecasts, and our operating costs are to a large extent fixed. As a result, we may not be able to reduce our costs sufficiently to compensate for an unexpected shortfall in revenues, and even a small shortfall in revenues could disproportionately and adversely affect financial results for that quarter.

In addition to other risk factors discussed in this section, factors that may contribute to the variability of our quarterly results include:

things, our ability to increase the number of consumers using our App;

the number and timing of new Apps released by us and our competitors, particularlyobtain capital. Renewed or continued weakness in the apps sector, which may represent a significant portioneconomic conditions of revenues in a quarter, which timing can be impactedany of the industries served by internal development delays, shifts in product strategy and how quickly digital storefront operators review and approve our apps for commercial release;

the loss of, or changes to, one of our distribution platforms;

changes to the Apple iOS platform or the Google Android platform that we are not able to adapt to our product offerings;

fluctuations in the size and rate of growth of overall consumer demand for smartphones, tablets, apps and related content;

decisions by us to incur additional expenses, such as increases in research and development, or unanticipated increases in vendor-related costs, such as hosting fees;

the timing of successful mobile device launches;

the seasonality of our industry;

macro-economic fluctuations in the United States and global economies, including those that impact discretionary consumer spending.

Major network failures could have an adverse effect on our business.

Our technology infrastructure is critical to the performance of our App and customer satisfaction. Our App run on a complex visualization system, or what is commonly known as virtual reality. It is located on the server areas. These systems are operated by third parties that we do not control and which would require significant time to replace. We expect this dependence on third parties to continue. Major equipment failures, natural disasters, including severe weather, terrorist acts, acts of war, cyber

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attacks or other breaches of network or information technology security that affect third-party networks, communications switches, routers, microwave links, cell sites or other third-party equipment on which we rely, could cause major network failures and/or unusually high network traffic demands that could have a material adverse effect on our operations or our ability to provide service to our customers. These events could disrupt our operations, require significant resources to resolve, result in a loss ofprospective customers or impair our ability to attract new customers, which in turn could have a material adverse effect on our business, prospects,financial condition, results of operations, and cash flows, including, for example:

● the tightening of credit or lack of credit availability to prospective customers could adversely affect our ability to collect our trade receivables; and

● our ability to access the capital markets may be restricted at a time when we intend to raise capital for our business, including for capital improvements.

The business of the other parties to our strategic alliances may involve many hazards and operating risks, some of which may not be fully covered by insurance. The occurrence of a significant accident or other event that is not fully insured could adversely affect our business, results of operations, financial condition.condition, and cash flows.

IfThe mining companies that we experience significant service interruptions, which could require significant resourcesenter into strategic alliances with are subject to resolve,many hazards and operating risks. Although our operating partners maintain insurance coverage customary to the industry, it is possible that the many hazards and operating risks could result in our inability to satisfy contractual obligations. This could result in prospective customers initiating claims against us. The operating risks that may have a significant impact on our future operations include:

● environmental hazards;

● mining and processing equipment failures and unexpected maintenance problems;

● inclement or hazardous weather conditions and natural disasters or other force majeure events;

● seismic activities, ground failures, rock bursts or structural cave-ins or slides;

● delays in moving our mining equipment;

● railroad delays or derailments;

● security breaches or terroristic acts; and

● other hazards or occurrences that could also result in personal injury and loss of customers or impairlife, pollution and suspension of operations.

Any of these risks could adversely affect our ability to attract new customers, whichconduct operations with the other parties to our strategic alliances or result in turnsubstantial loss to us or such partners as a result of claims for:

● personal injury or loss of life;

● damage to and destruction of property, natural resources and equipment;

● pollution, contamination and other environmental damage to our properties or the properties of others;

● potential legal liability and monetary losses;

● regulatory investigations, actions and penalties;

● suspension of our operations; and

● repair and remediation costs.

Although we maintain insurance for a number of risks and hazards, we may not be insured or fully insured against the losses or liabilities that could arise from a significant accident in our future operations. We may elect not to obtain insurance for any or all of these risks if we believe that the cost of available insurance is excessive relative to the risks presented. In addition, pollution, contamination and environmental risks generally are not fully insurable. The occurrence of an event that is not fully covered by insurance could have a material adverse effect on our business, prospects,financial condition, results of operations, cash flows and financial condition.ability to pay future dividends to our common stockholders.

In addition,We may be unsuccessful in integrating the operations of any future acquisitions, including acquisitions involving new lines of business, with our existing operations, and in realizing all or any part of the anticipated benefits of any such acquisitions.

From time to time, we may evaluate and acquire assets and businesses that we believe complement our existing assets and business. The assets and businesses we acquire may be dissimilar from our initial lines of business. Acquisitions may require substantial capital or the incurrence of substantial indebtedness. Our capitalization and results of operations may change significantly as a result of future acquisitions. We may also add new lines of business to our existing operations. Acquisitions and business expansions involve numerous risks, including the following:

● difficulties in the integration of the assets and operations of the acquired businesses or lines of business;

● inefficiencies and difficulties that arise because of unfamiliarity with new assets and the businesses associated with them and new geographic areas;

● the possibility that we have insufficient expertise to engage in such activities profitably or without incurring inappropriate amounts of risk; and

● the diversion of management’s attention from other operations.

Further, unexpected costs and challenges may arise whenever businesses with different operations or management are combined, and we may experience unanticipated delays in realizing the benefits of an acquisition. Entry into certain lines of business may subject us to new laws and regulations with which we are not familiar and may lead to increased litigation and regulatory risk. Also, following an acquisition, we may discover previously unknown liabilities associated with the growth of wireless data services, enterprise data interfaces and Internet-basedacquired business or Internet Protocol-enabled applications, wireless networks and devices are exposed to a greater degree to third-party data or applications overassets for which we have less direct control. As a result,no recourse under applicable indemnification provisions. If an acquired business or new line of business generates insufficient revenue or if we are unable to efficiently manage our expanded operations, our results of operations may be materially adversely affected.

If we do not make sufficient or effective capital expenditures, we will be unable to develop and grow our business. To fund our projected capital expenditures, we will be required to use cash from our operations, incur debt or issue additional Common Stock or other equity securities. Using cash from our operations will reduce cash available for maintaining or increasing our operating activities. Our ability to obtain bank financing or our ability to access the network infrastructurecapital markets for future equity or debt offerings may be limited by our financial condition at the time of any such financing or offering and information systems on which we rely,the covenants in our future debt agreements, as well as by general economic conditions, contingencies and uncertainties that are beyond our customers’ wireless devices,control.

In addition, incurring additional debt may significantly increase our interest expense and financial leverage, and issuing additional equity securities may result in significant stockholder dilution.

Debt we incur in the future may limit our flexibility to obtain financing and to pursue other business opportunities.

Our future level of debt could have important consequences to us, including the following:

● our ability to obtain additional financing, if necessary, for working capital, capital expenditures or other purposes may be subjectimpaired, or such financing may not be available on favorable terms;

● our funds available for operations and future business opportunities will be reduced by that portion of our cash flow required to make interest payments on our debt;

● we may be more vulnerable to competitive pressures or a wider array of potential security risks, including virusesdownturn in our business or the economy generally; and

● our flexibility in responding to changing business and economic conditions may be limited.

Our ability to service any future debt will depend upon, among other things, our future financial and operating performance, which will be affected by prevailing economic conditions and financial, business, regulatory and other typesfactors, some of computer-basedwhich are beyond our control. If our operating results are not sufficient to service any future indebtedness, we will be forced to take actions such as reducing or delaying our business activities, investments or capital expenditures, selling assets or issuing equity. We may not be able to effect any of these actions on satisfactory terms or at all.

Terrorist attacks whichor cyber-incidents could cause lapsesresult in information theft, data corruption, operational disruption and/or financial loss.

Like most companies, we have become increasingly dependent upon digital technologies, including information systems, infrastructure and cloud applications and services, to operate our businesses, to process and record financial and operating data, communicate with our business partners, as well as other activities related to our businesses. Strategic targets, such as energy-related assets, may be at greater risk of future terrorist or cyber-attacks than other targets in the United States. Deliberate attacks on, or security breaches in, our servicesystems or adversely affectinfrastructure, or the abilitysystems or infrastructure of third parties, or cloud-based applications could lead to corruption or loss of our customers to accessproprietary data and potentially sensitive data, delays in production or delivery, difficulty in completing and settling transactions, challenges in maintaining our service. Such lapsesbooks and records, environmental damage, communication interruptions, other operational disruptions and third-party liability. Our insurance may not protect us against such occurrences. Consequently, it is possible that any of these occurrences, or a combination of them, could have a material adverse effect on our business, prospects,financial condition, results of operations and financial condition.cash flows. Further, as cyber incidents continue to evolve, we may be required to expend additional resources to continue to modify or enhance our protective measures or to investigate and remediate any vulnerability to cyber incidents.

IfWe may face restricted access to international markets in the usefuture.

Access to international markets may be subject to ongoing interruptions and trade barriers due to policies and tariffs of smartphones and tablet devices as app platformsindividual countries, and the proliferationactions of mobile devices generallycertain interest groups to restrict the import or export of certain commodities. Although there are currently no significant trade barriers existing or impending of which we are aware that do, or could, materially affect our access to certain markets, there can be no assurance that our access to these markets will not increase, our business could be adversely affected.

While the number of people using mobile Internet-enabled devices, such as smartphones and tablet devices, has increased dramaticallyrestricted in the past few years, the mobile market, particularly the market for mobile apps, is still emerging, and it may not grow as we anticipate. Our future success is substantially dependent upon the continued growth of use of mobile devices for apps. The proliferation of mobile devices may not continue to develop at historical rates and consumers may not continue to use mobile Internet-enabled devices as a platform for apps. In addition, new and emerging technologies could make the mobile devices on which our Apps are currently released obsolete, requiring us to transition our business model to develop apps for other next-generation platforms.future.

Concerns about health risksRisks associated with wireless equipment may reducemarket concentration and our ability to sell and deliver products into existing and future key markets, impacting our economic efficiency.

We rely on the sale and delivery of the commodities we produce to customers around the world. Changes to laws, international trade arrangements, contractual terms or other requirements and/or geopolitical developments could result in physical, logistical or other disruptions to our operations in, or the sale or delivery of our commodities to, key markets. These disruptions could affect sales volumes or prices obtained for our products, adversely impacting our financial performance, results of operations and growth prospects.

The availability and reliability of transportation facilities and fluctuations in transportation costs could affect the demand for our services.products.

Mobile communications devicesTransportation logistics will play an important role in allowing us to supply our partners’ products to prospective customers. Any significant delays, interruptions or other limitations on the ability to transport their products could negatively affect our operations. Delays and interruptions of rail services because of accidents, failure to complete construction of rail infrastructure, infrastructure damage, lack of rail or port capacity, weather-related problems, governmental regulation, terrorism, strikes, lock-outs, third-party actions or other events could impair our ability to supply our future partners’ products to customers and adversely affect our profitability. In addition, transportation costs represent a significant portion of the delivered cost of minerals and, as a result, the cost of delivery is a critical factor in a customer’s purchasing decision. Increases in transportation costs, and fluctuations in the price of locomotive diesel fuel and demurrage, could make our partners’ products less competitive, which could have been allegeda material adverse effect on our business, financial condition, results of operations, and cash flows to pose health risks, including cancer, dueour stockholders. 

Risks Related to radio frequency emissionsEnvironmental, Health, Safety and Other Regulations

The operations of our strategic alliance counterparts may impact the environment or cause exposure to hazardous substances, and our properties may have environmental contamination, which could expose us to significant costs and liabilities.

The operations of our strategic alliance counterparts currently use hazardous materials and generate limited quantities of hazardous wastes from these devices. Giventime to time. Drainage flowing from or caused by mining activities can be acidic with elevated levels of dissolved metals, a condition referred to as “acid mine drainage,” or may include other pollutants requiring treatment. We could become subject to claims for toxic torts, natural resource damages and other damages as well as for the investigation and clean-up of soil, surface water, groundwater, and other media. Such claims may arise, for example, out of conditions at sites that counterparts to our strategic alliances operate, as well as at sites that they previously owned or operated, or may acquire. Our liability for such claims may be joint and several, so that we may be held responsible for more than our share of the contamination or other damages, or for the entire share.

Environmental activism and initiatives aimed at limiting climate change and a reduction of air pollutants could interfere with our business activities, operations and ability to access capital sources.

Participants in the mining industry are frequently targeted by environmental activist groups that openly attempt to disrupt the industry. It is possible that our Appstrategic alliance counterparts may be the target of such activism in the future, including when we attempt to grow our business through acquisitions, when our strategic alliance counterparts commence new mining operations or register our securities with the SEC. If that were to happen, our ability to operate our business or raise capital could be materially and adversely impacted.

Our future strategic alliance counterparts’ mines are subject to stringent foreign, federal and state safety regulations that increase their cost of doing business at active operations and may place restrictions on mobile communications devices,theirs or our methods of operation. Any change to government regulation/administrative practices may have a negative impact on our ability to operate and our profitability. In addition, government inspectors in certain circumstances may have the actual or perceived health risk resulting fromability to order the use of mobile communications devices could adversely affect us through a reduction in mobile communication devise users, thereby reducing potential usersmining operations of our productsstrategic alliance counterparts to be shut down based on safety considerations.

Federal, state, local and services.foreign mining regulations are routinely expanded, changed, applied or interpreted in manners which could fundamentally alter the ability of our Company to carry on our business, by raising compliance costs and increasing potential liability. This and other future mine safety rules could potentially result in or require significant expenditures by our strategic alliance counterparts, as well as additional safety training and planning, enhanced safety equipment, more frequent mine inspections, stricter enforcement practices and enhanced reporting requirements. At this time, it is not possible to predict the full effect that current, new or proposed statutes, regulations and policies will have on the operating costs of our strategic alliance counterparts, but any expansion of existing regulations, or making such regulations more stringent may inadvertently have a negative impact on the profitability of our operations.

If third parties claim that we infringe their intellectual property, itOur business model may result in costly litigation.various legal proceedings, which may have an adverse effect on our business.

We cannot assure you that third parties will not claimDue to the nature of our current or future products infringe their intellectual property rights. Any such claims, with or without merit, could cause costly litigation that could consume significant management time. As the number of product offerings in the mobile application market increases and functionalities increasingly overlap, companies such as ours may become increasingly subject to infringement claims. Such claims also might require us to enter royalty or license agreements. If required,business, at times we may be involved in legal proceedings incidental to our normal business activities. We will not be able to obtain such royalty or license agreements, or obtain them on terms acceptable to us.

We may not be able to adequately protect our proprietary technology,predict the outcome, and our competitors may be able to offer similar products which would harm our competitive position.

Our success depends upon our proprietary technology. We rely or may rely primarily on copyright, service mark and trade secret laws, confidentiality procedures and contractual provisions to establish and protect our proprietary rights. As part of our confidentiality procedures, we enter non-disclosure agreements with our employees and consultants. Despite these precautions, third parties could copy or otherwise obtain and use our technology without authorization, or develop similar technology independently. We also pursuethere is always the registration of our domain names, trademarks, and service marks in the United States. We

cannot assure youpotential that the protection of our proprietary rights will be adequate or that our competitors will not independently develop similar technology, duplicate our products and services or design around any intellectual property rights we hold.

We may become subject to government regulation and legal uncertainties that could reduce demand for our products and services or increase the cost of doing business, thereby adversely affecting our financial results.

We are not currently subject to direct regulation by any domestic or foreign governmental agency, other than regulations applicable to businesses generally and laws or regulations directly applicable to Internet commerce. However, due to the

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increasing popularity and use of mobile applications, it is possible that a number of laws and regulations may become applicable to us or may be adopted in the future with respect to mobile applications covering issues such as:

user privacy;

taxation;

right to access personal data;

copyrights;

distribution; and

characteristics and quality of services.

The applicability of existing laws governing issues such as property ownership, copyrights and other intellectual property issues, encryption, taxation, libel, export or import matters and personal privacy to mobile applications is uncertain. For example, laws relating to the liability of providers of online services for activities of their users and other third parties are currently being tested by a number of claims, including actions based on invasion of privacy and other torts, unfair competition, copyright and trademark infringement, and other theories based on the nature and content of the materials searched, the ads posted or the content provided by users. It is difficult to predict how existing laws will be applied to our business and the new laws to which we may become subject.

If we are not able to comply with these laws or regulations or if we become liable under these laws or regulations, we could be directly harmed, and we may be forced to implement new measures to reduce our exposure to this liability. This may require us to expend substantial resources or to modify our App, which would harm our business, financial condition and results of operations. In addition, the increased attention focused upon liability issues because of lawsuits and legislative proposals could harm our reputation or otherwise impact the growth of our business. Any costs incurred because of this potential liability could harm our business and operating results.

It is possible that several laws and regulations may be adopted or construed to apply to us in the United States and elsewhere that could restrict the mobile industry, including user privacy, advertising, taxation, content suitability, copyright, distribution and antitrust. Furthermore, the growth and development of electronic commerce and virtual goods may prompt calls for more stringent consumer protection laws that may impose additional burdens on companies such as ours conducting business through mobile devices. We anticipate that scrutiny and regulation of our industry will increase and we will be required to devote legal and other resources to addressing such regulation. Changes to these laws intended to address these issues, including some recently proposed changes, could create uncertainty in the marketplace. Such uncertainty could reduce demand for our services or increase the cost of doing business due to increased costs of litigation in an individual matter or increased service delivery costs.

Our president, treasurer, secretary and director has no experience managing a public company which is required to establish and maintain disclosure control and procedures and internal control over financial reporting.

We have never operated as a public company. Ioanna Kallidou, our president, treasurer, secretary and director has no experience managing a public company, which is required to establish and maintain disclosure controls and procedures and internal control over financial reporting. As a result, we may not be able to operate successfully as a public company, even if our operations are successful. We plan to comply with all the various rules and regulations, which are required for a public company that is reporting company with the Securities and Exchange Commission. However, if we cannot operate successfully as a public company, your investment may be materially adversely affected.

Our president, treasurer, director and secretary is a non-U. S. resident, therefore investors may have difficulty enforcing any judgments against her within the United States.

Our president, treasurer, director and secretary, Ms. Kallidou is a non-U.S. resident, and all or a substantial portionaggregation of her assets are located outside the United States. As a result, it may be difficult for investors to enforce within the United States any judgments obtained against our director, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof. Accordingly, it may be difficult or impossible for an investor to bring an action against Ms. Kallidou, in the case that an investor believes that such investor’s rights have been infringed under the U.S. securities laws, or otherwise. Even if an investor is successful in bringing an action of this kind, the laws of Cyprus may render that investor as unable to enforce a judgment against the assets of Ms. Kallidou. As a result, our shareholders may have more difficulties in protecting their interests through actions against our management, director or major shareholder, compared to shareholders of a corporation doing business and whose officers and directors reside within the United States. Further, since our assets are located outside the United States, they will be outside of the jurisdiction of United States courts to administer, if we become subject of an insolvency or bankruptcy proceeding. Accordingly, if we declare bankruptcy or insolvency, our shareholders may not receive the distributions on liquidation that they would otherwise be entitled to if our assets were to be located within the United States under United States bankruptcy laws.

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The laws and regulations concerning data privacy and data security are continually evolving, and our actual or perceived failure to comply with these laws and regulations could harm our business. 

We are subject to federal, state and foreign laws regarding privacy and the protection of the information that we collect regarding our users, which laws are currently in a state of flux and likely to remain so for the foreseeable future. The U.S. government, including the Federal Trade Commission and the Department of Commerce, is continuing to review the need for greater regulation over collecting information concerning consumer behavior on the Internet and on mobile devices. For example, in December 2012, the Federal Trade Commission adopted amendments to the Children’s Online Privacy Protection Act to strengthen privacy protections for children under age 13, which amendments became effective in July 2013. Various government and consumer agencies have also called for new regulation and changes in industry practices. For example, in February 2012, the California Attorney General announced a deal with Amazon, Apple, Google and others, to strengthen privacy protection for users that download third-party Apps to smartphones and tablet devices. If we do not follow existing laws and regulations, as well as the rules of the smartphone platform operators, with respect to privacy-relatedmany matters or if consumers raise any concerns about our privacy practices, even if unfounded, it could damage our reputation and operating results.

Our App is subject to our privacy policy and our terms of service. If we fail to comply with our posted privacy policy, terms of service or privacy-related laws and regulations, including with respect to the information we collect from users of our App, it could result in proceedings against us by governmental authorities or others, which could harm our business. In addition, interpreting and applying data protection laws to the mobile App industry is often unclear. These laws may be interpreted and applied in conflicting ways from state to state, country to country, or region to region, and in a manner that is not consistent with our current data protection practices. Complying with these varying requirements could cause us to incur additional costs and change our business practices. Further, if we fail to adequately protect our users’ privacy and data, it could result in a loss of player confidence in our services and ultimately in a loss of users, which could adversely affect our business.

In the area of information security and data protection, many states have passed laws requiring notification to users when there is a security breach for personal data, such as the 2002 amendment to California’s Information Practices Act, or requiring the adoption of minimum information security standards that are often vaguely defined and difficult to implement. Costs to comply with these laws may increase because of changes in interpretation. Furthermore, any failure on our part to comply with these laws may subject us to significant liabilities. The security measures we have in place to protect our data and the personal information of our employees, customers and partners could be breached due to cyber-attacks initiated by third party hackers, employee error, malfeasance, or otherwise. Because the techniques used to obtain unauthorized access, disable or degrade service or sabotage systems change frequently and often are not recognized until launched against a target, we may be unable to anticipate these techniques or to implement adequate preventative measures. Any breach or unauthorized access could materially interfere with our operations or our ability to offer our services or result in significant legal and financial exposure, damage to our reputation and a loss of confidence in the security of our data, which could have an adverse effect on our business and operating results.cash flows, results of operations or financial position.

Risks RelatingA resurgence of COVID-19 or a new pandemic may have a negative impact on our business.

A resurgence of COVID-19 or a new pandemic could present a significant and unforecastable risk to our Organizationthe Company and our Common Stock

The sole officerbusiness plan. Any restrictions on national and directorinternational travel, required closures, travel and import/export restrictions, and sipping impacts may make made it increasingly difficult to carry out normal business activities related to corporate finance efforts, the pursuit of new customers for the Company’s products and services and curtailment of delivery of commodities to customers. As a result, a resurgence of the Company Ioanna Kallidou, currently devotes all her free timeCOVID-19 pandemic or a new pandemic will almost certainly increase risks of lower revenues and higher losses for the Company.

Risks Related to Company matters. She does not have any public company experiencethis Offering and is involved in other business activities. The Company's needsOur Common Stock

Trading on the OTC Pink Market may be volatile and sporadic, which could exceeddepress the amountmarket price of time or level of experience she may have. This could result in her inabilityour Common Stock and make it difficult for our stockholders to properly manage Company affairs, resulting in our remaining a start-up company with no revenues or profits.resell their shares.

Our sole officer and directorCommon Stock is currently devoting all her time to Company matters, but further she could not be able to work exclusively for us and does not devote all her time to our operations, she will devoting approximately 40 hours for the Company per week. Therefore, it is possible that a conflict of interest regarding her time may arise based on her employment by other companies. Her other activities may prevent her from devoting full-time to our operations which could slow our operations and may reduce our financial results because of the slowdown in operations.

In addition, our sole officer and director Ioanna Kallidou lack public company experience, which could impair our ability to comply with legal and regulatory requirements such as those imposed by Sarbanes-Oxley Act of 2002. Our sole officer and director Ms. Kallidou has never been responsible for managing a publicly traded company. Such responsibilities include complying with federal securities laws and making required disclosures on a timely basis. Any such deficiencies, weaknesses or lack of compliance could have a materially adverse effect on our ability to comply with the reporting requirements of the Securities Exchange Act of 1934 which is necessary to maintain our public company status. If we were to fail to fulfill those obligations, our ability to continue as a U.S. public company would be in jeopardy in which event you could lose your entire investment in our company.

We are conducting a direct primary offering with no minimum amount required to be raised and as a result we can accept your investment funds at any time without any other investment funds being raised and may not raise sufficient funds to

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operate our business beyond the next twelve months.

There is no minimum offering amount that must be raised and as result we may close on significantly less than the maximum offering amount. Investment funds will not be placed in an escrow account pending the attainment of a minimum amount of proceeds and will be transmitted directly to the Company for its immediate use. Thus, you may be one of only a few investors in this Offering. If we close on less than the maximum offering amount, we may not have sufficient capital to execute on our business strategy the way we have intended. Our ability to obtain additional financing thereafter may have a materially adverse effect on our ability to execute our overall plan and your investment may be lost.

If you purchase the Shares, you will experience immediate dilution.

If you purchase the Shares sold in this Offering, you will experience immediate dilution because the price that you pay for our common stock will be greater than the net tangible book value per share of our shares of common stock.

The price of the Shares offered has been arbitrarily established by us.

The price of the Shares was arbitrarily established considering such matters as the state of our business development and the general condition of the industry in which we operate. The Offering price bears little relationship to the assets, net worth, or any other objective criteria of value applicable to us.

There is currently no trading market for our common stock.

There currently is no trading market for our stock. After the effective date of the registration statement of which this prospectus forms a part, we will seek to identify a marker maker to apply for the Shares to be admitted to quotation on the OTC Markets; however, we cannot assure you that we will identify a market maker that will file such application or that, if the Shares are admitted to quotation, that a public market will ever develop. There is no guarantee that the Shares will ever be quoted on the OTC Pink Market operated by OTC Markets Group Inc. Trading in stock quoted on the OTC Pink Market is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with our operations or business prospects. This volatility could depress the market price of our Common Stock for reasons unrelated to operating performance. Moreover, the OTC Pink Market is not a stock exchange, and trading of securities on the OTC Pink Market is often more sporadic than the trading of securities listed on a quotation system like NASDAQ or a stock exchange like Amex. Accordingly, shareholders may have difficulty reselling any exchange. Furthermore, you will likely not be able to sell your securities if a regular trading market for our securities does not develop and we cannot predictof the extent, if any, to which investor interest will lead to the development of a viable trading market in our Shares. We expect the initial market for ourshares.

Our stock to be limited, if a market develops at all. Even if a limited trading market does develop, there is a risk that the absencepenny stock. Trading of potential buyers will prevent you from selling your Shares if you determine to reduce or liquidate your investment. Additionally, the initial public offering price of $0.03 per share may not reflect the current value of our Shares after the Offering. This lack of a trading market and a lack of an adequate number of potential buyers may result in the inability to sell your Shares when desired or result in your receiving a lower price for your Shares upon their sale than you paid in this Offering.

We do not expect to pay dividends in the future; any return on investment may be limited to the value of our common stock. 

We do not currently anticipate paying cash dividends in the foreseeable future. The payment of dividends on our common stock will depend on earnings, financial condition and other business and economic factors affecting us when our Board of Directors may consider relevant. Our current intention is to apply net earnings, if any, in the foreseeable future to the development of our business and to increase our working capital. There can be no assurance that we will ever have sufficient earnings to declare and pay cash dividends to the holders of our common stock, and in any event, a decision to declare and pay dividends is at the sole discretion of our Board. If we do not pay dividends, our common stock may be less valuable becauserestricted by the Securities and Exchange Commission’s penny stock regulations which may limit a return on your investment will only occur if itsstockholder’s ability to buy and sell our stock.

Our stock price appreciates. 

Difficulties we may encounter managing our growth could adversely affect our results of operations.

If we experience rapidis a penny stock. The Securities and substantial growth, it will place a strain on our administrative infrastructure and our managerial and financial resources. To manage substantial growth of our operations, we will be required to:

improve existing, and implement new, operational, financial and management controls, reporting systems and procedures;

install enhanced management information systems; and

hire, train, motivate, manage and retain our employees.

We may not be able to install adequate management information and control systems in an efficient and timely manner, and our current or planned personnel, systems, procedures and controls may not be adequate to support our future operations. If we are unable to manage growth effectively, our business would be seriously harmed.

The designation of our common stock as a "penny stock" would limit the liquidity of the Shares.

Our common stock may be deemed aExchange Commission has adopted Rule 15g-9 which generally defines “penny stock” to be any equity security that has a market price (as that term is defined under Rule 3a51-1 of the Exchange Act) in any market that may develop in the future. Generally, a "penny stock" is a common stock that is not listed on a securities exchange

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and trades fordefined) less than $5.00 a share. Prices oftenper share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are not available to buyers and sellers andcovered by the market may be very limited. Penny stocks in start-up companies are among the riskiest equity investments. Broker-dealerspenny stock rules, which impose additional sales practice requirements on broker-dealers who sell penny stocks must provide purchasersto persons other than established customers and “accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of these stocks$5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk-disclosurerisk disclosure document in a form prepared by the SEC. The documentSecurities and Exchange Commission which provides information about penny stocks and the nature and level of risks involved in investing in the penny stock market. A brokerThe broker-dealer also must also provide purchasersthe customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and information regarding brokerthe broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer’s confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and obtainreceive the purchaser'spurchaser’s written agreement to the purchase. Many brokers choose nottransaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to participate inthese penny stock transactions. Becauserules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules there may be less trading activitydiscourage investor interest in penny stocks in any market that develops forand limit the marketability of our common stock in the future and stockholders are likely to have difficulty selling their shares.Common Stock.

The Financial Industry Regulatory Authority, or FINRA, has adopted sales practice requirements which may also limit a stockholder’s ability to buy and sell our stock.

In addition to the “penny stock” rules described above, the Financial Industry Regulatory Authority (“FINRA”)FINRA has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low pricedlow-priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, the FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers. The FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock in any market that develops for our common stock in the future,Common Stock, which may limit theyour ability to buy and sell our stock and which will have an adverse effect on anythe market that develops for the Shares. our shares.

Because we can issue additional shares, purchasers of our shares may incur immediate dilution and may experience further dilution.

We may be deemedare authorized to be a “shell company” and as such shareholders may not be ableissue up to rely on the provisions of Rule 144 for resale of their1,000,100,000 shares, until certain conditions are met.

Rule 405 promulgated under the Securities Act of 1933 defines a “shell company” as a registrant… that has: no or nominal operations; and either (a) no or nominal assets; (b) assets consisting solely of cash and cash equivalents; or (c) assets consisting of any amount of cash and cash equivalents and nominal other assets. While the Company does not believe that it is a “shell company”, designation as a “shell company” could result in the application of Rule 144(i), which would limit the availability of the exemption from registration provided in Rule 144 for certain1,000,000,000 shares of Company common stockCommon Stock, and could result100,000 shares of Series A Super-Voting Preferred Stock. The Board has the authority to approve additional share issuances, and to determine the rights, preferences and privileges of such shares, without consent of any of our stockholders. Consequently, our stockholders may experience more dilution in certain persons affiliated with the Company being deemed “statutory underwriters under Rule 145(c). If the Company is a shell company, the securities issued by the Company can only be resold by filing a registration statement for those shares or utilizing the provisions of Rule 144 once certain conditions are met, specifically: (i) the Company has ceased to be a shell company (ii) the Company is subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, (iii) the Company has filed all required reports under the Exchange Act of the preceding 12 months and (iv) one year has elapsed since the Company filed “Form 10” information. Thus, a shareholdertheir ownership of the Company in the future.

An active, liquid and orderly trading market for our common stock may not develop or be able to sell its shares until such time as a registration statement for those shares is filed or the Company has ceased to be a shell company either by effecting a business combination or by developmental growth, the Company has remained current on its Exchange Act filings for 12 monthsmaintained, and the Company has filed the information as would be required by a “Form 10” registration statement filing (e.g. audited financial statements, management information and compensation, shareholder information, etc.). In addition, if the Company were to be deemed a “shell company”, it would be prohibited from filing a registration statement on Form S-8 and be subject to certain enhanced reporting requirements. Designation as a “shell company” could also have a detrimental impact on the Company’s ability to attract additional capital through subsequent unregistered offerings.

We may be considered a “Blank Check” Company

The Company may be a “Blank Check” company as defined in Rule 419 promulgated under the Securities Act of 1933, as amended. If we are a “Blank Check” company, we will need to comply with the rules and regulations in Rule 419 related to the sales of securities and deposit of the proceeds of such sales and the certificates related thereto into an escrow or trust, which proceeds will not be available to the Company until the completion of a transaction pursuant to an acquisition agreement (See Rule 419 (e)). If this requirement is deemed to be applicable, the Company may not have sufficient funds to continue operations until a qualifying acquisition is completed.

Ourour stock price may be volatile.volatile and/or decrease substantially as a result of the sale of the shares.

Active, liquid and orderly trading markets usually result in less price volatility and more efficiency in carrying out investors’ purchase and sale orders. The market price of our Common Stock could vary significantly as a result of a number of factors, some of which are beyond our control. In the event of a drop in the market price of our Common Stock, you could lose a substantial part or all of your investment in our Common Stock.

The following factors could affect our stock price:

The stock marketmarkets in general and the stock prices of technology-based and wireless communications companies have experienced extreme volatility that has often has been unrelated to the operating performance of any specific public company. Ifparticular companies. These broad market fluctuations may adversely affect the trading price of our common stock is approved for trading or quotation,Common Stock. Securities class action litigation has often been instituted against companies following periods of volatility in the overall market and in the market price of our common stock is likely to be highly volatile and could fluctuate widely in price in response to various factors, many of which are beyond our control, including the following:

changes in our industry;

competitive pricing pressures;

our ability to obtain working capital financing;

additions or departures of key personnel;

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

limited "public float" in the hands of a small number of persons whose sales or lack of salescompany’s securities. Such litigation, if instituted against us, could result in positive or negative pricing pressure onvery substantial costs, divert our management’s attention and resources and harm our business, operating results and financial condition.

The Series A Super-Voting Preferred stockholders will have the market pricesability to direct the voting of a majority of the voting power of our common stock; 

salesCommon Stock, and their interests may conflict with those of our common stock;other stockholders.



The Series A Super-Voting Preferred stockholders will hold a voting control equivalent to approximately 66.36% of our abilityCommon Stock, making us a controlled company since the Series A Super-Voting Preferred stockholder will continue to executeown a majority of the voting power of shares eligible to vote in the election of our business plan;directors.

operating results

As a result, the Series A Super-Voting Preferred stockholders will be able to control matters requiring stockholder approval, including the election of directors, changes to our organizational documents and significant corporate transactions. This concentration of ownership makes it unlikely that fall below expectations;

lossany other holder or group of any strategic relationship;

regulatory developments;

economicholders of our Common Stock will be able to affect the way we are managed or the direction of our business. The interests of the Series A Super-Voting Preferred stockholders with respect to matters potentially or actually involving or affecting us, such as future acquisitions, financings and other external factors;corporate opportunities and

period-to-period fluctuations in attempts to acquire us, may conflict with the interests of our financial results.

 In addition, the securities markets have from time to time experienced significant price and volume fluctuations that are unrelated to the operating performanceother stockholders. The Series A Super-Voting Preferred stockholders’ concentration of companies. These market fluctuationsvoting control may also materially and adversely affect the markettrading price of our common stock.Common Stock to the extent investors perceive a disadvantage in owning stock of a company with significant stockholders.

BecauseWe may issue preferred stock whose terms could adversely affect the voting power or value of our Common Stock.

Our amended and restated certificate of incorporation will authorize us to issue, without the approval of our stockholders, one or more classes or series of preferred stock having such designations, preferences, limitations and relative rights, including preferences over our Common Stock respecting dividends and distributions, as our Board may determine. The terms of one or more classes or series of preferred stock could adversely impact the voting power or value of our Common Stock. For example, we will have broad discretion overmight grant holders of preferred stock the useright to elect some number of the net proceeds from this Offering, you may not agree with how we use them and the proceeds may not be invested successfully.

We will have broad discretionour directors in all events or on the usehappening of specified events or the Offering proceeds. Whileright to veto specified transactions. Similarly, the repurchase or redemption rights or liquidation preferences we currently anticipate that we will usemight assign to holders of preferred stock could affect the net proceeds of this Offering for to (i) develop and acquire new mobile apps, (ii) update our existing mobile App, (iii) advertising and marketing, (iv) expenses associated with public company reporting requirements, (v) staffing, and (v) working capital, our management may allocate the net proceeds among these purposes as it deems necessary. In addition, market or other factors may require our management to allocate portions of the net proceeds for other purposes. Accordingly, you will be relying on the judgment of our management with regard to the use of the net proceeds from this Offering, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. It is possible that the proceeds will be invested in a way that does not yield a favorable, or any, return for us.

Issuance of stock to fund our operations may dilute your investment and reduce your equity interest.

We may need to raise capital in the future to fund the growth of our Company. Any equity financing may have significant dilutive effect to stockholders and a material decrease in our stockholders’ equity interest in us. Equity financing, if obtained, could result in substantial dilution to our existing stockholders. At its sole discretion, our board of directors may issue additional securities without seeking stockholder approval, and we do not know when we will need additional capital or, if we do, whether it will be available to us.

We may, in the future, issue additional common stock, which would reduce investors’ percent of ownership and may dilute our share value.

Our Articles of Incorporation authorize the issuance of 75,000,000 shares of common stock. As of the date of this prospectus, the Company had 4,000,000 shares of common stock outstanding. Accordingly, we may issue up to an additional 71,000,000 shares of common stock. The future issuance of common stock may result in substantial dilution in the percentage of our common stock held by our then existing shareholders. We may value any common stock in the future on an arbitrary basis. The issuance of common stock for future services or acquisitions or other corporate actions may have the effect of diluting theresidual value of the shares held by our investors, and might have an adverse effect on any trading market for our common stock.  Common Stock.

We will incur increased costs and demands upon management because of complying with the laws and regulations affecting public companies, which could harm our operating results. 

As a public company, we will incur significant legal, accounting and other expenses, including costs associated with public company reporting requirements. We will also incur costs associated with current corporate governance requirements, including requirements under Section 404 and other provisions of the Sarbanes-Oxley Act, as well as rules implemented by the SEC or any stock exchange or inter-dealer quotations system on which our common stock may be listed in the future. The expenses incurred by public companies for reporting and corporate governance purposes have increased dramatically in recent years. We expect these rules and regulations to substantially increase our legal and financial compliance costs and to make some activities more time-consuming and costly. We are unable to currently estimate these costs with any degree of certainty. We also expect

that these new rules and regulations may make it difficult and expensive for us to obtain director and officer liability insurance, and if we are able to obtain such insurance, we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage available to privately-held companies. As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our board of directors or as our executive officers.

If we fail to maintain proper and effective internal controls, our ability to produce accurate and timely financial statements could be impaired, which could harm our operating results, our ability to operate our business and investors’ views of us. 

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We will be required to comply with Section 404 of the Sarbanes-Oxley Act which requires public companies to conduct an annual review and evaluation of their internal controls and attestations of the effectiveness of internal controls by independent auditors. Ensuring that we have adequate internal financial and accounting controls and procedures in place so that we can produce accurate financial statements on a timely basis is a costly and time-consuming effort that will need to be evaluated frequently. Our failure to maintain the effectiveness of our internal controls in accordance with the requirements of the Sarbanes-Oxley Act could have a material adverse effect on our business. We could lose investor confidence in the accuracy and completeness of our financial reports, which could have an adverse effect on the price of our common stock. In addition, if our efforts to comply with new or changed laws, regulations, and standards differ from the activities intended by regulatory or governing bodies due to ambiguities related to practice, regulatory authorities may initiate legal proceedings against us and our business may be harmed.

As an “emerging growth company” under the JOBS Act,federal securities laws and we are permittedcannot be certain if the reduced disclosure requirements applicable to rely on exemptions from certain disclosure requirements.emerging growth companies will make our common stock less attractive to investors.

We qualify asare an “emerging growth company” under the JOBS Act. As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so longcompany,” as we are an emerging growth company, we will not be required to:

have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis);

submit certain executive compensation matters to stockholder advisory votes, such as “say-on-pay” and “say-on-frequency”; and

disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the chief executive officer’s compensation to median employee compensation.

In addition, Section 102 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provideddefined in Section 7(a)(2)(B)2(a) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to1933, as amended (the “Securities Act”), and we may take advantage of the benefits of this extended transition period. Our financial statements may thereforecertain exemptions from various reporting requirements that are not be comparableapplicable to those ofother public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with such new or revised accounting standards.

We will remain an “emerging growth company” for up to five years, or until the earliestauditor attestation requirements of (i) the last daysection 404 of the first fiscal yearSarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in which our total annual gross revenues exceed $1 billion, (ii)periodic reports and proxy statements, and exemptions from the date that we becomerequirements of holding a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market valuenonbinding advisory vote on executive compensation and shareholder approval of our ordinary shares that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.

Until such time, however, weany golden parachute payments not previously approved. We cannot predict if investors will find our common stock less attractive because we may rely on these exemptions. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile.

In addition, an “emerging growth company” may take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We are choosing to take advantage of the extended transition period for complying with new or revised accounting standards.

We will remain an “emerging growth company” until the last day of the fiscal year following the fifth anniversary of the date of the first sale of our common stock pursuant to an effective registration statement under the Securities Act, although we will lose that status sooner if our revenues exceed $1.235 billion, if we issue more than $1 billion in non-convertible debt in a three year period, or if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last day of our most recently completed second fiscal quarter.

Investors may be unable to compare our business with other companies in our industry if they believe that our financial accounting is not as transparent as other companies in our industry. If we are unable to raise additional capital as and when we need it, our financial condition and results of operations may be materially and adversely affected.

If securities or industry analysts do not publish research or reports about our business, if they adversely change their recommendations regarding our Common Stock or if our operating results do not meet their expectations, our stock price could decline.

The trading market for our Common Stock will be influenced by the research and reports that industry or securities analysts may publish about us or our business. If one or more of these analysts cease coverage of our company or fail to publish reports on us regularly, we could lose visibility in the financial markets, which in turn could cause our stock price or trading volume to decline. Moreover, if one or more of the analysts who cover our company downgrades our Common Stock or if our operating results do not meet their expectations, our stock price could decline.

Investors’ interests in our Company will be diluted and investors may suffer dilution in their net book value per share if we issue additional shares or raise funds through the sale of equity securities.

Our articles of incorporation authorize the issuance of 1,000,100,000 shares of capital stock, consisting of 1,000,000,000 shares of Common Stock, and 100,000 shares of Series A Super-Voting Preferred stock, both with a par value of $0.001. If we are required to issue any additional shares or enter into private placements to raise financing through the sale of equity securities, investors’ interests in our Company will be diluted and investors may suffer dilution in their net book value per share depending on the price at which such securities are sold. If we issue any such additional shares, such issuances also will cause a reduction in the proportionate ownership and voting power of all other stockholders. Further, any such issuance may result in a change in our control.

There is not an active liquid trading market for the Company’s common stock.

13The Company’s common stock is quoted on the OTC Pink Market under the symbol “MTWO”. However, there has been minimal reported trading to date in the Company’s common stock, and we cannot give an assurance that an active trading market will develop. As a result, investors may find it difficult to dispose of, or to obtain accurate quotations of the price, our securities. This severely limits the liquidity of the Common Stock and may adversely affect the market price of our Common Stock. A limited market may also impair our ability to raise capital by selling shares of capital stock and may impair our ability to acquire other companies or assets by using Common Stock as consideration.

CAUTIONARY STATEMENTSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in thisThis prospectus that are forward-looking in nature are based on(including the current beliefssection regarding Management’s Discussion and Analysis of our management as well as assumptions made byFinancial Condition and information currently available to management, including statements concerning our business, operationsResults of Operations) and financial performance and condition, as well as our plans, objectives and expectations for our business operations and financial performance and condition. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identifyany prospectus supplement contains forward-looking statements, about our expectations, beliefs or intentions regarding, among other things, our product development efforts, business, financial condition, results of operations, strategies or prospects. In addition, from time to time, our representatives have made or may make forward-looking statements, orally or in writing. Forward-looking statements can be identified by terminologythe use of forward-looking words such as “may,” “will,” “could,” “should,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “predict,“may,” ”contemplate,” continue,” “potential” and similar expressions that are predictions of“should” or indicate future events and future trends,“anticipate” or the negativetheir negatives or other variations of these termswords or other comparable terminology,words or by the fact that these statements do not relate strictly to historical or current matters. These forward-looking statements may identify forward-looking statements. Thesebe included in, but are not limited to, various filings made by us with the SEC, press releases or oral statements reflectmade by or with the approval of one of our judgmentauthorized executive officers. Forward-looking statements relate to anticipated or expected events, activities, trends or results as of the date of this prospectus with respectthey are made. Because forward-looking statements relate to future events, the outcome of which ismatters that have not yet occurred, these statements are inherently subject to risks which may have a significant impact onand uncertainties that could cause our business, operatingactual results to differ materially from any future results expressed or financial condition. You are cautioned that theseimplied by the forward-looking statements. Many factors could cause our actual activities or results to differ materially from the activities and results anticipated in forward-looking statements, are inherently uncertain. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those described herein. Except as required by law, we undertake no obligation to update forward-looking statements. The risks identified in the “Risk Factors” section of this prospectus, among others, may impact forward-looking statements contained in this prospectus.

You should also referincluding, but not limited to, the section of thisfactors summarized below.

This prospectus entitled “Risk Factors” for a discussion ofidentifies important factors that maywhich could cause our actual results to differ materially from those indicated by the forward-looking statements, particularly those set forth under the heading “Risk Factors,” beginning on page 5 of this prospectus. The risk factors included in this prospectus are not necessarily all of the important factors that could cause actual results to differ materially from those expressed or implied byin any of our forward-looking statements. Because ofGiven these factors, we cannot assureuncertainties, you that theare cautioned not to place undue reliance on such forward-looking statements in this prospectus will prove to be accurate. Furthermore, if our forward-looking statements prove to be inaccurate, the inaccuracy may prove to be material. Considering the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time-frame, or at all.statements.

All written and oral forward-looking statements attributable to us or persons acting on our behalf speak only as of the date of this prospectus and are expressly qualified in their entirety by thesethe cautionary statements. You should evaluate allstatements included in this prospectus. We undertake no obligations to update or revise forward-looking statements to reflect events or circumstances that arise after the date made in this prospectus inor to reflect the contextoccurrence of unanticipated events. In evaluating forward-looking statements, you should consider these risks and uncertainties.

We caution you that the important factors referenced above may not contain all the factors that are important to you.

USE OF PROCEEDS

We estimate that our proceeds from this Offering, assuming all Shares are sold, will be $120,000 (based on an assumed offering price of $0.03 per share). The following table sets forth the uses of proceeds assuming the sale of 25%, 50%, 75%, and 100%, respectively, of the securities offered for sale by us.

We will not receive allany of the proceeds from the sale of the commonshares of our Common Stock being offered for sale by the selling stockholders. We will bear all fees and expenses incident to our obligation to register the shares of Common Stock. Brokerage fees, commissions and similar expenses, if any, attributable to the sale of shares offered hereby will be borne by the applicable selling stockholders.

MARKET PRICE AND DIVIDENDS

Market Price for our Common Stock

Our Common Stock began trading on the OTC Pink Market under the symbol “INKI.” On June 8, 2023, our stock symbol changed to “MTWO”. You should be aware that over-the-counter market quotations may reflect inter-dealer prices, without retail mark-up, mark-down or commissions and may not necessarily represent actual transactions. The high and low bid quotations for our shares of our Common Stock for the quarterly periods our stock traded within the two most recent fiscal years and the fiscal quarters of our current fiscal year are (prices set forth below represent inter-dealer quotations, without retail markup, markdown or commission and may not be reflective of actual transactions):

Holders

As of November 21, 2023, there were approximately 89 stockholders of record holding 506,961,668 shares of our Common Stock. This number does not include an indeterminate number of stockholders whose shares are held by brokers in street name. The holders of our Common Stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. Holders of our Common Stock have no preemptive rights and no right to convert their Common Stock into any other securities. Additionally, there are no redemption or sinking fund provisions applicable to our Common Stock.

Dividend Policy

We have never paid any cash dividends on our Common Stock and do not anticipate paying any cash dividends on our Common Stock in the foreseeable future. We presently intend to useretain all earnings to implement our business plan. Any future determination to pay cash dividends will be at the proceedsdiscretion of our Board and will be dependent upon our financial condition, results of operations, capital requirements and such other factors as our Board deems relevant. Our ability to pay cash dividends is subject to limitations imposed by state law.

OUR BUSINESS

Our Vision

Our vision is to develop a world-class portfolio of critical minerals and materials projects. The diversity of our portfolio would provide an integrated solution to the challenges facing the critical minerals and materials industry.

The Global Energy Transition

Renewable energy is expected to overtake coal by 2025 as the world’s largest source of electricity.³ The growth in renewable energy is exponential.

In the U.S., the Secretary of Energy pursuant to authority under the Energy Act of 2020 determines the list of critical minerals and materials. The final 2022 list of critical minerals includes the following 50 minerals Aluminum, antimony, arsenic, barite, beryllium, bismuth, cerium, cesium, chromium, cobalt, dysprosium, erbium, europium, fluorspar, gadolinium, gallium, germanium, graphite, hafnium, holmium, indium, iridium, lanthanum, lithium, lutetium, magnesium, manganese, neodymium, nickel, niobium, palladium, platinum, praseodymium, rhodium, rubidium, ruthenium, samarium, scandium, tantalum, tellurium, terbium, thulium, tin, titanium, tungsten, vanadium, ytterbium, yttrium, zinc, and zirconium.⁴

The vital market for critical minerals and metals is the enabling component of the vital transition of the energy market. The infrastructure requirement for clean energy is dependent on the availability of the raw materials that these minerals represent. The future of the nation’s economic security and our national defense industry is reliant on an uninterrupted supply chain of minerals and metals.

Nickel, lithium, cobalt, and graphite are used in batteries. Rare-earth minerals such as neodymium and samarium are essential to the magnets of wind turbines and electric motors. An unstable supply of these minerals threatens the continued growth of renewable energy.

The chart in figure 1 depicts the projected growth of the demand for specific minerals that provide the base material for the manufacturing of electrical vehicle and energy storage batteries. The growth rate for projected demand in 2050 is presented using 2020 as the base of comparison.⁵

Figure 1: Energy Storage Minerals

Many of these critical minerals are mined and processed in a small number of countries, as illustrated in the chart in Figure 2.⁶

³ “The Clean Energy Future is Arriving Faster Than You Think,” NY Times, August 12, 2023

⁴ energy.gov/cmm/what-are-critical-materials-and critical-minerals.

⁵ Source: https://www.iea.org/reports/the-role-of-critical-minerals-in-clean-energy-transitions; The Role of Critical Minerals in Clean Energy Transitions”

⁶“The global fight for critical minerals is costly and damaging,” Nature, July 19, 2023; https://www.nature.com/articles/d41586-023-02330-0#:~:text=Elements%20such%20as%20rare%2Dearth,China%27s%20dominance%20over%20their%20production

Figure 2: Sources of Minerals

The current dependence on foreign sources for critical materials supply flow and minerals processing must be addressed in the short and mid-term to create a stable supply chain of these materials to support both the national and economic security of the U.S. The table as Figure 3 depicts the current level of foreign sources for critical minerals by industry.⁷

Figure 3: Critical Minerals List Associated with Key Industries

⁷ U.S. Department of the Interior U.S. Geological Survey, MINERAL COMMODITY SUMMARIES 2023,

https://pubs.usgs.gov/periodicals/mcs2023/mcs2023.pdf

Our Organizational Chart

It is currently anticipated that M2i’s structure will be built upon three separate business units with standalone P&Ls to carry on the Company’s objectives. Each P&L will be led by a vice president, who will work with a management team focused on implementing and building each effort into a business line, taking advantage of federal and state incentives, and building its own profit and loss contributions to the overall organization. The vice presidents will report to the president/chief executive officer of the Company. M2i business development will be a cross-functional discipline whose responsibilities cut across the organization. M2i will establish a finance department, staffed by a Director of Finance and Controller to ensure the effective and efficient management of funds, and to implement appropriate accounting controls.

M2i Primary Minerals & Metals

The primary business purpose of PMM will be to develop and supply the U.S. sanctioned value chain of critical metals needed by the U.S. and its free trade partners. PMM will supply the 50 critical minerals and Rare Earth Elements (“REE”) as defined by the U.S. Geologic Survey 2022. These minerals will be sourced globally from this Offering,mines adhering to continueethical extraction principles and guidelines.

Strategic Alliances

The Company expects to enter several strategic alliances (“SAs”) to further its business objectives; namely through multiple mechanisms including asset acquisition and independent supply contracts. The SAs will likely be with companies that can expand our capability to extract minerals from existing mines, assist in implementing new mining projects, and develop and place into production new technologies and processes in extracting and processing minerals. Our efforts, and particularly our JVs, will be focused on delivering guaranteed access to critical minerals and metals for national defense and economic security.

Currently, we are in negotiations with Reforme Group (“Reforme”), an Australian mining and recycling company to enter into a strategic alliance agreement (the “SA Agreement”) wherein Reforme and M2i will create an Australian proprietary limited company (“M2i Aust”) to source and trade critical metals and strategic minerals. It is currently anticipated that M2i and Reforme Group will each be equal shareholders in M2iAust. It is currently anticipated that the businessSA Agreement will enable us to capitalize on Reforme’s expertise in critical minerals. Reforme is an innovative Australian mining services, infrastructure, recycling, and marketing plan. Our budgetary allocations may vary, depending uponrenewables company with specialized expertise in the percentagedevelopment of proceedsgreen and brown field mining projects with the demonstrated capability in end-to-end management of mine operations, processing, logistics and off-take negotiations.

The SA will play a pivotal role in advancing the critical minerals supply chain and contributing to the global energy transformation. We expect that we obtainthe SA will extract critical minerals from existing brownfield mines’ tailings utilizing a novel extraction technology and process developed by Reforme. Reforme’s technology includes mine remediation methods to return the Offering. For example, we may determinesite to a state that itwould satisfy government and community concerns. It is more beneficialanticipated that Reforme will grant M2iAust a right of first refusal to allocate funds toward securing potential financingenter into offtake agreements with Reforme or its related corporate bodies for any critical metals and businessstrategic minerals extracted from mining tenements owned or controlled by Reforme. M2i will support the development of strategic resources by Reforme. Together, the companies will refer any third party off take opportunities in the shortAsia Pacific region for strategic resources to M2iAust. M2iAust will negotiate offtake agreements to secure offtake from Reforme and third parties for offtake which will be sold to M2i in subsequent offtake agreements. The JV has a term of 5 years unless agreed otherwise. By leveraging their combined expertise and resources, the partners intend to establish a more sustainable and efficient critical minerals ecosystem that fully aligns with the objectives outlined in the United States-Australian Climate, Critical Minerals, and Clean Energy Transformation Compact.

The Company expects it subsidiary, U.S. Minerals and Metals Corp., to assign to it two contracts with Lyons Capital, LLC. On February 23, 2023, U.S. Minerals and Metals Corp. and Lyons Capital, LLC (“Lyons”) entered into a business development agreement wherein Lyons agreed to act as Senior Strategic and Business Development Advisor to U.S. Minerals and Metals Corp. for a term of 10 years (the “BDA”). Lyons will receive, on January 2, 2024, and on the first business day of each year thereafter 10,000,000 shares of U.S. Minerals and Metals Corp.’s common stock in exchange for a purchase price of $1,000 per year. The BDA may be terminated by either party for any reason effective upon the first business day of the calendar year following the termination notice provided at least 30 days in advance.

Lyons and Minerals and Metals Corp. also entered into the Wall Street Conference Business Development Agreement on February 23, 2023 (the “WSCA”). In the WSCA, Lyons agreed, for a term of 5 years, to provide U.S. Minerals and Metals Corp. with a yearly event sponsorship, including a speaking slot at the Wall Street Conference organized by Lyons, and introductions to, among others, personnel for business development opportunities. In exchange, Lyons will receive $2,000,000 per year in either cash or shares of U.S. Minerals and Metals Corp.’s common stock (if elected, the issuance of shares will be issued at a purchase price of $200 per year). 

M2i Recycling

Critical metals are of vital importance for the defense sector across the air, sea, and land domains. For instance, tantalum is needed in warheads, and high-performing alloys used in fuselages of combat aircraft require niobium, vanadium, and molybdenum.

We see an opportunity to establish a closed-loop, transparent program for capturing and returning critical metals and minerals in the defense industrial supply chain. This program would encompass both new production and end-of-life systems, ensuring that these valuable resources are reused domestically rather than to conserve funds to satisfy continuous disclosure requirements for a longer period. relying on foreign sources.

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The defense supply chain presents a significant volume of critical metals that can be effectively recycled and reused. By tapping into this resource and establishing M2i as an efficient supplier of this service, we can capture a considerable market share. This opportunity arises from the fact that no recycling company, to our knowledge, has successfully accomplished this on a large scale thus far.

PLAN OF OPERATION

M2i Government and Policy

M2i Government and Policy is the business unit established with the goals of aligning U.S. policy in terms of industry requirements and national interests. The cornerstone of the value proposition of G&P is the creation and management of the Strategic Minerals Reserve (“SMR”) in collaboration with the federal government to enable an uninterrupted supply of the most critical minerals and metals to mitigate the current and future vulnerabilities of this vital supply chain. We were incorporatedexpect the SMR to augment or enhance the National Defense Stockpile.

G&P will focus on two key efforts, the implementation of the SMR and the ongoing liaison with the government at the federal, state, and local levels. Critical to the success of the SMR will be the continuing dialogue with key congressional members. We have established congressional support in Nevada and are working to receive both an authorization in the Stateannual National Defense Authorization Act, as well as, an appropriation of funding to enable the implementation of the SMR. G&P also aims to establish a collaboration with Hawthorne Army Depot, located in Hawthorne, Nevada, on June 12, 2018.to obtain the storage and administrative space to conduct a pilot demonstration.

The ongoing liaison with select members of the congressional contingent from Nevada will act to ensure that the SMR pilot retains the focus of each respective office. We have never declared bankruptcy, have never beenexpect that the conclusion of a successful pilot will lead to the establishment of the second phase of the SMR, which is to build out the SMR to multiple locations, and to stockpile critical minerals that would extend supply beyond the DOD industry to private sector industry organizations in receivership,the event of a disruption to the flow of critical minerals.

Human Capital

Recruiting the right people will be critical to our success. We believe that the team of officers, directors and have never been involved in any legal action or proceedings. Since incorporation,advisors that we have not madealready assembled will provide a strong foundation for developing our business. See “Management” for the biographies of our officers, directors and advisors.

Financing Sources

We estimate that our first two years of operation will require $20-30 million. Our aim is to obtain government funding to meet this need.

Competition

The Company, upon achieving its business objectives, believes it will be one of the only companies that operates across the full spectrum of the mineral and metals industry.

The rare earths mining and processing markets are capital intensive and competitive. Outside of the six (6) major rare earth producers in China, and those consolidated under their production quotas—there are only two other producers operating at scale, MP Materials and Lynas, which processes its rare earth materials in Malaysia. The Company’s competitors may have greater financial resources, as well as other strategic advantages to maintain, improve and possibly expand their facilities.

It is possible that when the Company achieves its anticipated production rates and other planned products, the increased competition could lead competitors to engage in predatory pricing behavior. Any increase in the amount of rare earth products exported from other nations, and increased competition, whether legal or illegal, may result in price reductions, reduced margins and loss of potential market share, any significant purchase or sale of assets. We are a start-up company that has just recently startedwhich could materially adversely affect our operations.profitability.

Additionally, our potential Chinese competitors have historically been able to produce at relatively low costs due to domestic economic and regulatory factors, including less stringent environmental regulations. If we are unable to successfully find clients who uses our service, we may quickly use up the proceeds from this offering.

We intend to commence operations in the business of software development. Inky is a useful Application which helps the user decide what and where to ink without having to live with unintended results after the fact. In this regard, the user isnot able to visualize the proposed tattoo before one is permanently applied. Once the user goes through this process, the tattoo technician is able to specifically position and overlay the user’s desired future tattoo.

We expect to complete our public offering within 240 days after the effectivenessachieve anticipated costs of our registration statement by the Securities and Exchange Commissions. We intend to concentrate our efforts on raising capital during this period. Our operations will be limited due to the limited amount of funds we currently have on hand. Upon completion of our public offering, our specific goal is to profitably sell our service. If we are unable to obtain minimum funding of approximately $90,000 (i.e. 75% of the shares are sold), our business may fail.

As of today, we have started to introduce our platform to our potential users, and we have already presented our service to “friends and family".  The Offering will expand our funding beyond this group.

Our cash needs for the next twelve months (estimated at between $90,000 and $120,000) and plan of operations following the completion of our public offering is as follows:

Develop and Acquisition of Apps

Month 1-9: we plan on spending 1 to 9 months developing a Inky application. In this regard, we plan to commence with a simple application on a free and open-source content management system (CMS) for publishing web content in accordance to the raised financials, the range is from $12,500 till $55,000. We will need to sell at least 75% of shares in this Offering to cover the expenses on the development of its terms of reference, establishing a design and maintaining our application. As the business grows and develops, we might consider upgrading the design and functionality of the application to enhance the usability experience of our platform and make it more attractive for potential users. To accomplish this, we intend to hire professionals to develop the structure of the platform and design the fully-implemented Application and its operating platform. If we sell the maximum shares in this offering, we will spend up to $55,000 and to develop and acquisition of Apps.

Advertising and Marketing

Month 2-12: in the development stage, the principal use of our funds will be for marketing and advertising. The goal is that the better we actively position our company, the more users we will attract. We plan to develop our advertising campaign in 2 to 12 months. These expenses will vary from $5,000 to $20,000 depending on the number of shares sold. To initiate our marketing and advertising campaign we need at a minimum of $5,000 to advertise the company within Cyprus, however, in order to make it more powerful and speaking across the country, we need to collect around $7,000, which requires at least 50% of shares to be sold. This sum will be spent on filling the social webpages with content and on buying advertising slots at different websites. In order to collect funds up to $10,500 for promotional videos we will need to sell at least 75% of shares. We will need to sell 100% of shares we will spend up to $20,000 in order to maximally distribute our application in the form of advertising in Google Play and AppStore.

Staffing

Month 6-8:The more we develop, the more time we will need to devote to the Inky development application, and possibly in the future for other applications. As all the Inky's data is on the server and processed by the administrator, there is a possibility,production, then any strategic advantages that our director Ms. Kallidoucompetitors may have over us, such as lower labor and production costs, could have a material adverse effect on our business. As a result of these factors, we may not be able to manage withcompete effectively against current and future competitors.

Many of the entire amount of work. Within 6-8 months, we will needCompany’s competitors, as well as potential competitors, possess substantially greater financial, marketing, personnel and other resources than the Company. The Company’s competitors and potential competitors include far larger, more established companies that have access to hire a ystem administrator-assistant on a permanent basis. We will need to sell at least 50% of shares to raise up the amount of $5,000 to cover the expenses of hiring this stuff. Staffing expenses will vary from $5,000 to $18,500 depending on the number of shares sold.

Website Development

Month 3-8: we plan on spending 3 to 8 months developing the website. We plan to start off with a simple website on a free and open-source content management system (CMS) for publishing web content. To raise up the amount of $10,000capital markets, and to payother funding sources that may be unavailable to the annual fee for hosting and subscription, at least 50% of our shares mustCompany. There can be sold. We need to sell at least 75% of shares so we will spend up to $16,500 to coverno assurance the expenses of maintaining of our website. As the business grows and develops, we might

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consider upgrading the design of the website to enhance the usability experience of our platform and make it more attractive for the potential users. To do so we are likely to move onto our own website, hire professionals to work out the structure of the platform and design the web pages, and maintain the whole platform. We expect it to be a costly procedure which demands all 100% shares to be sold and weCompany will be able to spend upcompete successfully against current or future competitors or that competitive pressures faced by the Company will not materially adversely affect its business, operating results, and financial condition.

Compliance with Government Regulation

Mining operations and exploration activities are subject to $16,500various national, state, and to develop our website.

DETERMINATION OF OFFERING PRICE

The offering price for the Shareslocal laws and regulations in this Offering was arbitrarily determined. In determining the initial public offering priceUnited States, as well as other jurisdictions, which govern prospecting, development, mining, production, exports, taxes, labor standards, occupational health, waste disposal, protection of the Shares,environment, mine safety, hazardous substances and other matters.

We believe that we considered several factors including the following:

Our business structureare and operations;

Prevailing market conditions, including the history and prospects for our industry;

Our future prospectswill continue to be in compliance in all material respects with applicable statutes and the experience ofregulations passed in the United States. There are no current orders or directions relating to our management;Company with respect to the foregoing laws and regulations.



DESCRIPTION OF PROPERTY

Our capital structure.

Therefore, the public offering price of the Sharesprincipal executive offices are located at 885 Tahoe Blvd. Incline Village, NV 89451. The Company does not necessarily bearown any relationship to established valuation criteria and may not be indicativeproperty or hold any leases.

LEGAL PROCEEDINGS

We know of prices that may prevail atno other material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any timeother material proceeding or from time to timepending litigation. There are no other proceedings in the public market for the common stock. You cannot be sure that a public market forwhich any of our securities will develop and continuedirectors, executive officers or that the securities will ever trade ataffiliates, or any registered or beneficial stockholder, is an adverse party or has a price at or higher than the offering price in this Offering.material interest adverse to our interest.

DILUTION

If you invest in our common stock, your interest will be diluted to the extent of the difference between the initial public offering price per share and the pro forma net tangible book value per share after the offering. Dilution results from the fact that the per share offering price is substantially in excess of the book value per share attributable to the existing shareholders for our presently outstanding shares of common stock. Dilution arises mainly as a result of our arbitrary determination of the offering price of the Shares being offered. Dilution of the value of the Shares you purchase is also a result of the lower book value of the Shares held by our existing stockholders. Our historical net tangible book value (deficit) at February 28, 2019 was $(7,209), or $(0.0018) per share of common stock. Net tangible book value is the amount that results from subtracting total liabilities and intangible assets from total assets. The following tables compare the differences of your investment in our Shares with the investment of our existing stockholders based on the percentage of Shares sold of the 4,000,000 Shares available to be purchased:

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MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information

There is currently no public trading market for our common stock and no such market may ever develop. While we intend to seek and obtain quotation of our common stock for trading on the OTC Markets, there is no assurance that our application will be approved. An application for quotation on the OTC Markets must be submitted by one or more market makers who:

are approved by FINRA;

who agree to become a market maker in the security; and

who demonstrate compliance with SEC Rule 15(c)2-11 before initiating a quote in a security on the OTC Bulletin Board, the OTCQX or the OTCQB or on a securities exchange.

In order for a security to be eligible for quotation by a market maker, the Company will be required to meet a ($0.01) bid price test, provide information based upon their reporting standard (SEC Reporting, Bank Reporting or International Reporting), and submit an annual OTC Markets Certification signed by our Chief Executive Officer or Chief Financial Officer. Currently, Ms. Kallidou, our President and Chief Executive Officer acts as our principal financial and accounting officer.

After the effectiveness of this registration statement, we will seek to cause a market maker to submit an application for quotation to FINRA, though we have not yet indentified a market maker to file such application. We can provide no assurance that we will be able to identify a market maker to submit an application to FINRA, that our common stock will be traded on the OTC Bulletin Board, the OTCQX or the OTCQB or on a securities exchange or, if traded, that a public market will materialize.

Reports

Upon the effectiveness of the registration statement of which this prospectus is a part, the Company will be subject to certain reporting requirements and will file with the SEC annual reports including annual financial statements, certified by our independent accountants, and unaudited quarterly financial statements in our quarterly reports filed electronically with the SEC. All reports and information filed by the Company can be found at the SEC’s website, www.sec.gov.

Financial Statements

Our financial statements are included in this prospectus, beginning on page F-1.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion and analysis of our  financial condition and results of operations of M2i Global, Inc., together with our annual audited financial statements as of November 30, 2022, and, 2021, and unaudited financial statements as of August 31, 2023, and the related notes  and  other  financial  information included elsewhere in this prospectus. Some  of  the  information  contained  in  this  discussion  and  analysis  or  set  forth elsewhere  in  this  prospectus,  including  information  with  respect  to  our  plans  and  strategy  for  our  business  and related  financing,  includes  forward-looking  statements that  involve  risks  and  uncertainties.  You should reviewread the sections titled “Risk Factors” section  of  this  prospectusand “Special Note Regarding Forward-Looking Statements” for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

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Recently Issued Accounting Pronouncements

During the period ended August 31, 2023, and through the filing of this prospectus, there were several new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”). Each of these pronouncements, as applicable, has been or will be adopted by the Company. Management does not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s financial statements.

All other new accounting pronouncements issued but not yet effective or adopted have been deemed not to be relevant to us, hence are not expected to have any impact once adopted.

Summary of Significant Accounting Policies

There have been no changes to the Summary of Significant Accounting Policies described in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 15, 2023.

Liquidity and Capital Resources

At August 31, 2023, the Company had a cash balance of $44,914, as compared to a cash balance of $114 at November 30, 2022. The Company incurred negative cash flow from operations of $954,702 for the period ended August 31, 2023, as compared to negative cash flow from operations of $10,510 in the comparable prior year period. The increase in negative cash flows from operations was primarily from increased travel and professional fees during the current period as the Company shifted its focus and prepared to ramp up operations. Cash flows from investing activities during the periods ending August 31, 2023 and 2022 were zero and $6,310, respectively. Cash flows from financing activities during the periods ended August 31, 2023 and 2022 totaled $999,501 and $16,880, respectively. The increase was the result of $1,234,501in proceeds from the issuance of stock, $435,000 in payments for the purchase of treasury shares and increase in related party loan of $183,120. Going forward, the Company expects capital expenditures to increase significantly as operations are expanded pursuant to its current growth plans. The Company anticipates the requirement to raise significant debt or equity capital in order to fund future operations.

Results of Operations

Comparison of the Three Months Ended August 31, 2023 and 2022

For the three months ended August 31, 2023 and 2022, the Company’s revenues totaled $0, respectively. We qualifyanticipate the Company’s revenues in upcoming quarters may increase significantly as management attempts to implement the Company’s new business model.

For the three months ended August 31, 2023, our operating expenses increased to $1,446,398 compared to $23,364 for the comparable period in 2022. The increase of $1,423,034 was primarily driven by travel and professional fees associated with the shift in strategic focus and preparations for increased operations. We anticipate future operating expenses to increase with the expansion of operations, resulting in increased expenses related to compensation and professional fees.

Comparison of the Nine Months Ended August 31, 2023 and 2022

For the nine months ended August 31, 2023 and 2022, the Company’s revenues totaled $3,400 and $0, respectively. We anticipate the Company’s revenues in upcoming quarters may increase significantly as management attempts to implement the Company’s new business model.

For the nine months ended August 31, 2023, our operating expenses increased to $1,921,863 compared to $47,635 for the comparable period in 2022. The increase of $1,874,228 was primarily driven by travel and professional fees associated with the shift in strategic focus and preparations for increased operations. We anticipate future operating expenses to increase with the expansion of operations, resulting in increased expenses related to compensation and professional fees.

For the nine months ended August 31, 2023, other expenses totaled $95,066, compared to $0 in the comparable period in 2022. This increase in other expenses was primarily driven by impairment expenses in the current period. We anticipate our other expenses may increase as the Company could incur financing costs related to the expansion of its operations.

Comparison of the Years Ended November 30, 2022 and 2021

For the years ended November 30, 2022 and 2021, the Company’s revenues totaled $1,000 and $0, respectively.

For the year ended November 30, 2022, our operating expenses increased to $67,442 compared to $17,837 for the comparable period in 2021. The increase of $49,605 was primarily due to an “emerging  growth  company”increase of $49,000 in payroll expense.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Qualitative and Quantitative Disclosures about Market Risk.

We are a smaller reporting company and, therefore, we are not required to provide information required by this item.

Controls and Procedures.

Evaluation of Disclosure Controls and Procedures: Our management carried out an evaluation of the effectiveness and design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the JOBS  Act.  As  a  result,  we  are  permitted  to,Securities and intend  to,  relyExchange Act of 1934, as amended (the Exchange Act). Based on exemptions  from  certainthat evaluation, our Chief Executive Officer has concluded that, at August 31, 2023, such disclosure requirements.  For  so  long  as  we  are  an  emerging  growth  company,  we  willcontrols and procedures were not be required to:effective.

Have an auditor reportDisclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that the information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to management including our Chief Executive Officer and Interim Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Controls: Our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the objectives of our disclosure control system are met. Because of inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected. Our Chief Executive Officer has concluded, based on their evaluation as of the end of the period covered by this Quarterly Report that our disclosure controls and procedures were not sufficiently effective to provide reasonable assurance that the objectives of our disclosure control system were met.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

Provide an auditor attestation with respect to management’s report on the effectiveness of our internal controls over financial reporting;

Comply  with any requirement that may be adopted by the  Public Company Accounting Oversight Board  regarding mandatory audit firm rotation or a supplement  to the auditor’s report providing  additional  information about the audit and the  financial statements (i.e., an auditor discussion and analysis);

Submit certain executive compensation matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency;” and

Disclose certain executive compensation related items such as the correlation between executive compensation  and performance and comparisons of the CEO’s  compensation to median employee  compensation.

We  will  remain  an  “emerging  growth  company”  for  up  to  five  years,  or  until  the  earliest  of  (i)  the  last  day  of  the  first  fiscal  year  in  which  our  total  annual  gross  revenues  exceed  $1  billion,  (ii)  the  date  that  we  become  a  “large  accelerated  filer”  as  defined  in  Rule  12b-2  under  the  Securities  Exchange  Act  of  1934,  which  would  occur  if  the market  value  of  our  ordinary  shares  that  is  held  by  non-affiliates  exceeds  $700  million  as  of  the  last  business  day  of  our  most  recently  completed  second  fiscal  quarter  or  (iii)  the  date  on  which  we  have  issued  more  than  $1 billion  in  non-convertible  debt  during  the  preceding  three  year  period.  Even  if  we  no  longer  qualify  for  the exemptions  for  an  emerging  growth  company,  we  may  still  be,  in  certain  circumstances,  subject  to  scaled  disclosure  requirements  as  a  smaller  reporting  company.  For  example,  smaller  reporting  companies,  like  emerging  growth  companies,  are  not  required  to  provide  a  compensation  discussion  and  analysis  under  Item  402(b)  of Regulation S-K or auditor attestation of internal  controls over financial reporting.

Under the JOBS Act, an “emerging growth company” can delay adopting new or revised accounting standards until such time as those standards apply to private companies, as set forth in Section 7(a)(2)(B) of the Securities Act. We chose not to take advantage of such extended transition period for complying with any new or revised accounting standards and acknowledge that this election is irrevocable.

Our cash balance is $452 as of February 28, 2019. We have been utilizing and may utilize funds from Ioanna Kallidou, our Chairman and President, who has informally agreed to advance funds to allow us to pay for offering costs, filing fees, and professional fees. As of February 28, 2019, Ms. Kallidou advanced us $8,775. The next two years Ms. Kallidou does not intend to request to be repaid before the Company will fully implemented the plan of operations and begin to increase the revenues to the level of sufficient income to manage the business in full. To implement our plan of operations for the next twelve months’ period, we require a minimum of $90,000 of funding from this offering. There is no guarantee that such level will ever be reached.

Being a newly organized company, we have operating history which includes developing our business plan, setting up our web site, and purchasing our firstly needed equipment. After twelve months’ period, we may need additional financing. We do not currently have any arrangements for additional financing. The Company’s registration office is located at 36 Aigyptou Avenue, 6030 Larnaca, Cyprus. Our phone number is +35725030566. We currently have one application (Inky) in development. Inky is a multi-use customizable application includes a selection of designs by different tattoo artists that you can try out virtually via the automatic of smartphone-powered augmented reality placing pixels on the user’s flesh in real-time.

Our independent registered public accountant, KSP Group, Inc., has issued a going concern opinion. This means that there is a substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills.

We will offer our app in a free advertisement-supported version and in a paid version that includes more extended tattoo base. We believe that the ad supported versions allow for wider dissemination of our titles to consumers who might not otherwise spend money for an App without first trying the application. Consumers will be able to download our App(s) through direct-to-consumer digital storefronts, such as the Apple App Store and Google Play Store. We will generate revenue from sales, or downloads, or of Apps and from advertisements published on our ad supported app titles. 

If we need additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash, or cease operations entirely. Even if we raise $120,000 from this offering, it will last one year, but we may need more funds for business operations in the next year, and we will have to revert to obtaining additional money.

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Growth Strategies and Outlook

Our principal growth strategy entails developing our App to supplement our future Apps portfolio. We plan to develop new Apps to expand our existing product offerings.  We also may seek to develop our social media presence. We will rely on third party designers, developers and programs to develop new Apps. We also will solicit ideas for new titles from unrelated parties. We evaluate prospects based on a variety of factors. If we conclude that a particular prospect is worth pursuing, we may fund the development of the App through launch and beyond. 

We plan to market, sell and distribute our application through direct-to-consumer digital storefronts, such as Apple’s App Store and the Google Play Store. We currently or expect to advertise our Apps through our own website, social media, such as Facebook and LinkedIn, through mobile ad networks and search engine optimization (SEO) tools. 

We also will seek to develop and publish free-to-play apps. Free-to-play apps are apps that a player can download and play for free, but which allow players to access a variety of additional content and features for a fee, through “in-app purchases” utilizing virtual currency they may be purchased through digital storefronts, and to engage with various advertisements and offers that generate revenues for us. We may seek to acquire franchises around which we develop apps, including movies, television programs, toys and other cultural phenomena that lend themselves to gamification.

Our ability to pursue and achieve our objectives are predicated on our receipt of meaningful revenue from sales of our existing App and those we may release in the future and from our ability to raise capital from outside sources.

Our revenues will depend significantly on growth in the mobile apps market and our ability to develop or acquire and publish mobile Apps that are well received by consumers. We expect to invest resources in research and development, analytics and marketing to introduce new Apps and continue to update our existing App, and to the extent that App behind which we have invested significant capital is not successful, our business and financial condition could be harmed. We operate in an extremely competitive environment for consumers against a continually increasing number of developers, many of which are significantly larger than us and have other competitive advantages, and the overall strength of the economy in the United States. We expect to allocate a material portion of our operating revenue and capital that we receive to spending on sales and marketing initiatives in connection with the launch and promotion of our apps in an effort to drive sales.

Our ability to achieve and sustain profitability will depend not only on our ability to grow our revenues, but also on our ability to manage our operating expenses. Currently, we have one employee, our Director Ioanna Kallidou, she is not receiving a salary. For the foreseeable future, we expect to utilize the services of independent contractors and consultants, who we believe are readily available for our purposes, in order to manage our personnel costs. We also will continue to maintain a virtual office as long as our operations permit to keep our office space overhead within reason. 

Results of Operations as of February 28, 2019

Revenue

We had no revenue for this period.

Selling, General and Administrative Expenses 

As of February 28, 2019, our selling, general and administrative costs were $6,308. These costs comprise principally licensing and filing fees and office administrative expenses.

Professional Fees

As of February 28, 2019, our professional costs were $299 representing the amount we paid for professional services since our organization and in connection with the preparation of the registration statement of which this prospectus forms a part.

Net Loss

As of February 28, 2019, we recorded a net loss of 6,308 because our expensesoccurred during the period exceedsended August 31, 2023, that have materially affected, or are reasonably likely to materially affect, our income asinternal control over financial reporting.

In our annual report for the year ended November 30, 2022, we migrated our Apps portfolio into our Company and recently began implementing marketing initiatives.identified the following material weaknesses which are still applicable:

Liquidity and Capital Resources

Liquidity is the ability of a companyManagement plans to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate on an ongoing basis. Significant factorsaddress these material weaknesses in the management of liquidity include funds generated by operations, the availability of credit facilities, levels of accounts receivable and accounts payable and capital expenditures.coming quarters.

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As of February 28, 2019, we had working capital of $7,209. SinceIn our inception, we have financed our operations through the sale of equity securities, from borrowings from a third party and from internally generated revenue from operations. Our primary requirements for liquidity and capital are the development or acquisition of new.

Based on our current cash position, we will be able to continue operations for approximately 12 months, assuming we do not raise additional funding. We believe our current cash and net working capital balance is only sufficient to cover our expenses for filing required quarterly and annual reports with the Securities and Exchange Commission and our status as a corporation in the State of Nevadareport for the next 12 months. We must raise approximately $90,000, to complete our plan of operation foryear ended November 30, 2022, we identified the next 12 months. Additional funding will likely come from equity financing from the sale of our common stock, if we are able to sell such stock. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in Inky. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our development activities. In the absence of such financing, our business will fail. Therefollowing material weaknesses which are no assurances that we will be able to achieve further sales of our common stock or any other form of additional financing. If we are unable to achieve the financing necessary to continue our plan of operations, then we will not be able to continue our plan of operation for the next 12 months and our business will fail.longer applicable:

We require additional capital to achieve our objectives of developing and acquiring new App. We are going to work with independent app designers, developers and programmers who provide us with new ideas and titles to publish. We also are going to solicite new apps and concepts that we may acquire from third parties. When we receive an idea for a new App, we research the commercial viability of the concept, undertaking an analysis of the cost to develop the App against its potential economic return. If we determine that the App is commercially viable, we may fund the cost of development, publication and marketing. Upon completion of development we will own the App title. Developing and publishing free-to-play apps will require considerable capital to develop, maintain and update, particularly apps we may seek to develop around popular movie, television, toy other cultural phenomena that lend themselves to gamification.

Our cash on hand and cash flow from existing operations will allow us to operate at current levels but will not be sufficient to fund our desired development and acquisition strategy or the cash required in connection with launching, marketing and promoting our app, and we are dependent on the proceeds from the sale of the Shares in this Offering to fund these endeavors. If we do not receive sufficient funds from the sale of Shares in this offering, we may seek to raise such funds by way of equity or debt financings in the future. Any debt financing secured by us in the future could involve restrictive covenants relating to our capital-raising activities and other financial and operational matters, which might make it more difficult for us to obtain additional capital and to pursue business opportunities, including opening new restaurants. We might not be able to obtain additional financing on terms favorable to us, if at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to develop and acquire new Apps and adequately promote them and to respond to business challenges could be significantly limited. Furthermore, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. The inability to obtain additional capital may restrict our ability to grow and may reduce our ability to continue to conduct business operations. If we are unable to obtain additional financing, we may have to curtail our marketing and development plans and possibly cease our operations. 

Cash Flows:

The following table presents summary cash flow information for the periods indicated.

Operating Activities 

As of February 28, 2019, we have used $7,473 for operating activities, comprising the payment of professional fees and for selling, general and administrative expenses.

Financing Activities 

As of February 28, 2019, net cash used provided by financing activities was $2,775.

Contractual Commitments as of February 28, 2019

As of the date of this prospectus, the Company has no contractual obligations, commercial commitments, long-term debt or lease obligations.

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As of February 28, 2019, we borrowed the sum of $8,775 from a third party, which we applied to our general working capital expenses.

Off-Balance Sheet and Other Arrangements

As of the date of this prospectus, the Company has not had any off-balance sheet or similar arrangements since its inception.

Inflation 

We do not believe that inflation has had a material effect on our business, financial condition or results of operations. If our costs were to become subject to significant inflationary pressures, we might not be able to fully offset these higher costs through price increases. Our inability or failure to do so could harm our business, operating results and financial condition. 

Critical Accounting Policies and Use of Estimates

The preparation of ourOur consolidated financial statements and accompanying notes are prepared in accordance with United States Generally Accepted Accounting Principles, of GAAP,US GAAP. Preparing financial statements requires usmanagement to make estimates and judgmentsassumptions that affect ourthe reported amounts of assets, liabilities, revenue, and expenses,expenses. These estimates and related disclosureassumptions are affected by management’s application of contingent assetsaccounting policies. We believe that understanding the basis and liabilities. We base ournature of the estimates on historical experience and on various other assumptions that we believe to be reasonable under current circumstances in making judgments aboutinvolved with the carrying value of assets and liabilities that are not readily available from other sources. We evaluate our estimates on an on-going basis. Actual results may differ from these estimates under different assumptions or conditions.

Accounting policies are an integral partfollowing aspects of our financial statements. A thoroughstatements is critical to an understanding of these accounting policies is essential when reviewing our reported results of operations and our financial position. Management believes that the critical accounting policies and estimates discussed below involve the most difficult management judgments, due to the sensitivity of the methods and assumptions used. Our significant accounting policies are described in Note 1 to ourfinancials.

Going Concern

The accompanying unaudited condensed consolidated financial statements included elsewherehave been prepared in this report.

We believeconformity with generally accepted accounting principles, which contemplate continuation of the following accounting policies and estimates are the most critical. Some of them involve significant judgments and uncertainties and could potentially result in materially different results under different assumptions and conditions.

Revenue Recognition -Company as a going concern. The Company applies paragraph 605-10-S99-1had limited revenues and incurred losses during the period ended August 31, 2023 and year ended November 30, 2022. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Management anticipates that the Company may be dependent, for the near future, on additional investment capital to fund operating expenses. It is anticipated that revenues will be forthcoming within the third or fourth quarters of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met:

persuasive evidence of an arrangement exists,

the services have been rendered and all required milestones achieved,

the sales price is fixed or determinable, and

collectability is reasonably assured.

Recent Accounting Pronouncements

Emerging Growth Company Critical Accounting Policy Disclosure: We qualify as an "emerging growth company" under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, we can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period.

current fiscal year. There are no recent accounting pronouncements published after February 28, 2019assurances that havethe Company will be successful in this or any of its endeavors or become financially viable and continue as a material effectgoing concern.

MANAGEMENT

Directors and Executive Officers

Set forth below is certain information with respect to the individuals who are our directors and executive officers.

Doug Cole

Mr. Cole, age 67, is Executive Chairman and Chief Financial Officer of M2i Global, Inc. Doug brings over 39 years of experience in sales, marketing, and leadership roles, having run over 8 companies, both public and private. He has focused all his time on global development of startup companies and turnarounds. He has been involved with raising millions of dollars for his companies and numerous M&A work. As a private and public chairman, CEO, and board member, he has expanded every company he has been involved with, leveraging relationships globally. He has spoken at many major industry conferences throughout his career.

Prior to M2i, Doug was Chairman and CEO of American Battery Metals Corporation (ABML) from 2017 to 2021, where he orchestrated a successful turnaround that resulted in a high of a $2 billion market capitalization. Mr. Cole led the transition from a lithium exploration and development company to a lithium asset and lithium-ion battery metal recycling company and left the company in August of 2021. He was a Partner overseeing all ongoing deal activities with Objective Equity LLC from 2005 through 2016, a boutique investment bank focused on the financial statements presented herein. high technology, data analytics and the mining sector.

DESCRIPTION OF OUR BUSINESSSince 1977, Mr. Cole has held various executive roles, including Chairman, Executive Vice Chairman, Chief Executive Officer and President of multiple public corporations. From May 2000 to September 2005, he was also the Director of Lair of the Bear, The University of California Family Camp located in Pinecrest, California. During the period between 1991 and 1996 he was the CEO of HealthSoft and he also founded and operated Great Bear Technology, which acquired Sony Image Soft and Starpress, then went public and eventually sold to Graphix Zone. In 1995, Mr. Cole was honored by New Enterprise Associates, a leading venture capital firm, as CEO of the year.

Overview

Since 1982 he has been very active with the University of California, Berkeley where he mentors early-stage technology companies. Mr. Cole has extensive experience in global M&A and global distributions. He obtained his BA in Social Sciences from UC Berkeley in 1978.

Inky

Jeffrey W. Talley

Lieutenant General (Ret) Jeffrey W. Talley, age 64, is President and CEO of U.S. Minerals and Metals Corporation. Jeff is an accomplished senior executive and proven leader with experience in large-scale organizations, public private partnerships, national & cyber security, environmental & energy sustainability, disaster emergency management, infrastructure resilience, data analytics & technology, R&D, and higher education. Jeff’s career consists of a portfolio of academic, business, and government experiences.

Prior to assuming his role, he served as President and CEO of The P3i Group, which he founded in 2020, providing senior management consulting to clients, with emphasis on the application of P3s to solve complex problems and create new opportunities. Prior to The P3i Group, Jeff served as Vice President and Global Fellow at IBM from 2017 thru 2020, IBM’s Global Government Industry practice, advising senior leadership on strategic issues to include emerging markets, business development, and acquisitions.

Jeff’s board experience includes serving as Chairman of the Board of Directors for BluMetric Environmental, a Canadian environmental consulting and water cleantech company, from March 2019 until July 2023. Jeff also served as a Member of the Board of Directors of the Environmental and Energy Study Institute, a 501(c)(3) non-profit organization focused on advancing science-based solutions for climate change, energy, and environmental challenges, from September 2019 until April 2023.

Jeff’s military career included duty in the U.S., Korea, Kuwait, and Iraq, culminating in 2012 when he was appointed to the rank of Lieutenant General and to a four-year term as the Chief of Army Reserve (USAR) & Commanding General of the U.S. Army Reserve Command (USARC). The USAR and USARC is an organization of over 215,000 Soldiers/civilians, 134 general officers/executives, an annual operating budget of $9B, and activities in over 30 countries, including all states/territories. He has received numerous medals/awards, including two Army Distinguished Medals and three Bronze Star Medals. He retired from the military in 2016 and was recognized by the U.S. Senate on June 28, 2016 with “Tribute to Lieutenant General Jeffrey W. Talley”, as reflected in the congressional record. On April 28, 2023, he was awarded the Gold de Fleury Medal for “inspirational leadership to the Nation and the U.S. Army Engineer Regiment.”

Jeff’s academic positions held are: Assistant Professor, Associate Professor, Professor, Department Chair, Endowed Chair, Institute Director, Adjunct Professor, Advanced Leadership Fellow, Scholar-in-Residence, and Professor of the Practice, with appointments at the University of Notre Dame, Southern Methodist University, The Johns Hopkins University, Harvard University, and University of Southern California.

Jeff holds a Ph.D. from Carnegie Mellon University, an Executive M.B.A. from the University of Oxford, an M.S.E. from The Johns Hopkins University, an M.L.A. from Washington University in St. Louis, an M.S.S. from the U.S. Army War College, an M.A. from Assumption College, and a B.S. from Louisiana State University. He is a registered Professional Engineer (P.E.), a Board-Certified Environmental Engineer (BCEE) in Sustainability, and a Diplomate, Water Resources Engineer (D.WRE).

Dhruv Gulati

Dhruv Gulati, age 61, leads M2i Corporation’s business development stage company, incorporatedand revenue generation pursuits, focusing on securing profitable and strategic offtake contracts with US and other partner country private and public enterprises. Prior to joining M2i in December of 2022, he led the StateBusiness Development - Strategic Partnerships: US and International Ventures for American Battery Technology Company (ABTC), based in Reno, Nevada, from April 2021 thru March 2022. The primary focus of NevadaABTC was Lithium Ion Battery Recycling & the development of Lithium extraction technology. Prior to ABTC, Dhruv served as the Senior Client Executive for CMI/Solutions based in Cotati, California, providing consulting and system integration services.

Since 2006, Dhruv has also served as Managing Director and Founder of Double G Holdings LLC based in Petaluma, California, focusing on June 12, 2018. Inky (“we,” “us,” orreal estate development and home construction in Nicaragua.

James C. Bernet

James Bernet, age 59, is Vice President of Business Development for M2i Global. In this role, Jim is responsible for developing and executing the “Company”) develops, publishesbusiness development vision, strategy, plans, and processes that will drive sales, increase revenue, expand markets, mobile software applicationand accomplish financial objectives. Jim will identify and evaluate new markets, partners, channels, and customers, while developing a wide network of contacts to keep informed about current and future industry and market actions. Jim’s role also includes continually researching and analyzing the business environment, competitors, and customers to develop ideas for smartphonesnew products and tablet devices (“Apps”). Inky is engaged in mobile applications development. Inky facilitates the user deciding whatservices, evaluating pricing structure, and where to ink without having to actually commence the tattoo procedure. The User simply utilizes Inky to preview a proposed tattoo. Then the tattoo technician utilizes the User’s phone’s camera to positionassessing business models. Additionally, Jim will provide business case narratives, feasibility studies, proposal development, and overlay theproposed tattoo. Usersnegotiations for new business opportunities. Jim will be ableresponsible to download our Application through direct-to-consumer digital storefronts, suchprovide support across all M2i Global P&Ls, as the Apple App Store and Google Play Market.

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We plan to generate revenue fromwell as collaborate with marketing, sales, or downloads, of our App and from advertisements published on our ad supported app titles.

The member of our management has accumulated significant experience, knowledge and contacts across the key disciplines in the digital and mobile industries. This encompasses digital and social media sales, advertising, operations, and technology and product development, and deployment. We expectother stakeholders to leverage management’s industry experienceadvance the business development plan.

Prior to joining M2i, Jim served as president of BCA Cares until March of 2023, a commercial loan brokerage firm that he founded in January of 2005. His primary responsibility was to drive the growth and contactsexpansion of his business. Jim led a team of business development professionals and collaborated with various internal and external stakeholders to our advantage.identify new market opportunities, develop strategic partnerships, and drive revenue growth.

Industry BackgroundJim is also an Army Reserve Ambassador (ARA) and Trends

An App is a type of application software designed to run on a mobile device, such as a smartphone or tablet device. Inky is an App that facilitateswas awarded the user deciding what and where to ink without having to actually commenceMeritorious Public Service Medal from the tattoo procedure.

Over the last several years, mobile devices, including smartphones and tablets, have proliferated extensively around the world across a wide range of demographic groups, which is demonstrated in the following statistics published by the noted sources:

As of August 2017, there are over 3.5 billion unique mobile internet users. Source: Statista

Users spend on average 69% of their media time on smartphones. Source: comScore

Mobile devices will drive 80% of global internet usage. Source: Zenith

50%Secretary of the time individuals spend on digital mediaArmy. This prestigious award was formerly known as the Outstanding Civilian Service Award, and is on mobile apps. Source: Comscorethe third highest honor within the public service awards scheme of the Department of the Army that can be awarded to a private citizen. Jim is also Captain’s Circle Member with the San Diego Police Foundation, Small Business owner, BCA Cares, LLC from 2005 to 2023.

The total number of Android app downloads in 2016 was 90 billion. Source: App Annie

Despite the sea of choice for mobile apps available for both iOSAlberto Rosende

Major General (Ret) Alberto “Al” Rosende, age 61, leads M2i’s business operations and Android, in real life people tend to use only a few on a daily basis. The average number of apps people use is 9 apps daily, and 30 apps monthly. Source: TechCrunch

Mobile websites get more visitors than native apps. But those people spend a lot less time on mobile websites than they do on apps. Source: comScore

There are about 8 million apps in the Google Play store, 2.2 million in the Apple App Store, 669K in the Windows Store, and 600K in the Amazon Appstore. Source: Statista

As mobile devices have become more prevalent, the mobile Apps industry has experienced corresponding growth in the number of Apps published and the niches they serve,integration efforts, ensuring efficient operations across M2i’s business units, as well as driving the revenues they generate. We believe that there will continueeffective and timely integration of new entities, focusing on realizing planned revenue and operational contributions to be an increaseM2i, optimizing M2i’s growing economies of scale. Al also leads the M2i Government & Policy P&L, strengthening our relationships with federal, state, and local governmental entities, agencies and departments to facilitate the creation of Public Private Partnerships (P3). Special focus is on the creation of a national Strategic Mineral Reserve similar in scope and operation to the federal government’s Strategic Petroleum Reserve.

Al has over 37 years of command and operational experience in the number of smartphones and tablets sold.Army. In addition, Apple, Samsung and other mobile device manufacturers have introduced new, larger and more powerful smartphones and tablets that enable more complex Apps and that allow app developers to create apps that are optimizedhis private sector career, Al spent 28 years in the global payments industry, where he worked for larger screen sizes and designed to take advantage of these devices’ advanced capabilities and functionality. We believe that the proliferation of and technological developments to mobile devices will continue to drive growth in our industry for the foreseeable future.

Our App

Inky is engaged in mobile applications develop area. The following is an illustration of how it works.

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The app includes a selection of designs by different tattoo artists that you can try out virtually via the automatic of smartphone-powered augmented reality placing pixels on your flesh in real-time.

There are two profiles: User and Master in our application. If you want to share your sketches, your work with other you need

to sign up as Master. If you want just to try the tattoo via our application on your body you should sign up as User. You can change your account mode to other without any problem, just sign out from the current mode and sign up another as needed one. As Master, you can upload your own sketches to the app to see whether your pen skills are sharp enough to merit leaving a permanent mark on your person.

The app asks you to put a little ink on your skin — think of that as part of the try before you buy process — because you need to draw an inky signlargest global payment brands in the form of octopus on your person in the place where you’re considering the real deal.

Then the AR tech uses your phone’s camera, combined with your three ink marks, to position and overlay what might be your future tattoo. So you’re peeking through your smartphone screen at an alternative tattooed you. Which is about as useful as AR gets right now.

Our app are designed to appeal to a variety of responsibilities, providing operational and risk management consulting services to client banks and payment processors operating in the Latin America and Caribbean Region.

Al retired from the U.S. Army in December of 2021 with over 37 years of service, after spending the last four plus years serving in a full-time capacity. After transitioning from the Army, he returned to work in the payments industry as a consultant, serving as President of Emerg-Int Group, which he founded in 2016. He served as Head of Cards & Payments for Hi Americas during the period of March 2022 to July 2022, an early wage access start-up firm and subsidiary of Hi-UK. Al also provided consulting services to Axyde Analytics, responsible for customer support for key clients during the period of August 2022 thru February 2023. Since January 2023, Al has served as a Senior Instructor for the Next Leadership Academy (since January 2023).

Al holds a BS in Business Administration from Nova Southeastern University, an MS in National Resource Strategy from the National Defense University, and an MA from The George Washington University in Education and Human Development.

Doug Kunnel

Doug Kunnel, age groups ranging from younger teens65, has over 35 years of experience in leading and growing innovative technologies and recycling enterprises. For the past 20 years, Mr. Kunnel has a successful record of accomplishment in building and operating multifaceted recycling companies. He has a vast knowledge and network of strategic partners key for achieving strategic growth/sales initiatives and partnership development.

Mr. Kunnel was the founder, owner and CEO of Arrow Recycling Solutions. An enterprise founded in 1998 that focused predominately on major industrial manufacturing accounts with an emphasis on improved industrial collecting systems, while developing alternative Environment, Health, and Safety (EH&S) services and on-sight shop maintenance services. Operations were developed to adults. We offer our appenhance transaction/reporting transparency and vertical market integration. Mr.

Kunnel was employed by Arrow Recycling Solutions until its sale in both2018. Until his hiring at M2i, Mr. Kunnel was retired.

With annual revenues reaching $28M and over 60+ Employees, Mr. Kunnel built an infrastructure consisting of large balers, process equipment, a free advertisement-supported versionfleet of 15 trucks, and a paid version that does includecomplete range of support equipment. He also was co-inventor of modern technology for a patented inventory monitoring system.

Family Relationships

There are no family relationships with any of the tattoo base from Inky,executive officers or directors of the Company and the above referenced individual. Other than as Inky Master. We believe that by offering free ad supported versions we can buildset forth in the Agreement, there are no arrangements or understandings between the above referenced individual and any other persons pursuant to which he was selected as a significantly larger customer base more quickly than we could if we charged usersdirector, and there are no transactions in which he has an up-front fee to download our apps since they may be reluctant to purchasing a app without first playing it. If the users enjoy a title, they may purchase the appinterest requiring disclosure under Item 404(a) of Regulation S-K.

Election of Directors and try Inky tattoo base.Officers

In the future, we intend to broaden the scopeAll of our App to include piercing, scarring, tunnels, microdermabrasion, tattoos ondirectors will hold office until the whitenext annual meeting of the eye, microdermabrasion (implants silicone).

In the future, we also plan to develop our application in the application-profile for the Masters who will fill in information about themselves and users will choose the real tattoo Master according to the tattoo works and their geolocation.

Sales, Marketing and Distribution

We plan to market, sell and distribute our Inky Apps exclusively through Apple’s App Store and through the Google Play Store, the largest direct-to-consumer digital storefronts. We expect that a majority of our revenues will be derived from sales on the Apple App Store. 

We plan to generate revenue from downloads of our paid App mode and from advertisements published on our ad supported

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app and game titles. We are planning to enter into agreements with each of Apple and Google that govern our relationship as developers / distributors on their respective storefronts.

We will complete the process of migrating the Apps into our corporate structure. We recently retained a new ad network that we believe employs a more effective technology platform and a more aggressive direct sales team. We also are integrating into our existing app and will incorporate into our new apps lucrative ad models and in-app purchasing.

We may partner with other App publishers to develop and market new titles. These types of arrangements will allow us to defray development and marketing costs among a wider range of titles and increase our chances of publishing a successful title.

We will employ advanced analytics, a means of analyzing data we collect about users of our Apps, to develop and publish more appealing titles and features in our apps.

Our ability to market our Apps successfully on direct-to-consumer digital storefronts will depend on a number of factors, including our ability to build relationships with storefront owners and educate them about our title roadmap so that they featurestockholders or otherwise prominently place them within the storefront. If we are able to achieve these ends, we believe that consumers are more likely to find our Apps, which may result in greater downloads and more revenue. We believe that a number of factors may influence the featuring or placement of an App, including:

the perceived attractiveness of the title;

the level of critical or commercial success of the App or of other Apps previously introduced by a publisher;

incorporation of the storefront owner’s latest technology in the publisher’s title;

how strong the consumer experience is on all of the devices that discover titles using any given digital storefront;

the publisher’s relationship with the applicable storefront owner and future pipeline of quality titles for it; and

the current market share of the publisher.

We also expect to undertake a number of marketing initiatives designed to attract consumers to download our Apps, including:

using social networking websites, such as Facebook and Twitter, focused directly at the target users of our Apps;

paying third parties to advertise or incentivize consumers to download our Apps through offers or recommendations;

using “push” notifications to alert existing and prospective users of updates to our Apps and new product offerings;

cross-promoting our Apps through banner advertisements in our other Apps, as well as advertising our Apps in our competitors’ product offerings; and

undertaking outreach efforts with video app websites and related media outlets, such as providing reviewers with access to our apps prior to launch.

Competition

Developing and distributing Apps is a highly competitive business, characterized by frequent product introductions and rapidly emerging new platforms, technologies and storefronts. With respect to competing for consumers of our app, we will compete primarily on the basis of app quality, brand and customer reviews. We will compete for promotional and digital storefront placement based on these factors, as well as our relationship with the storefront owner, historical performance, perception of sales potential and relationships with licensors of brands, properties and other content.

We believe that our small size will allow provide us a competitive edge for the time being and allow us to make quick decisions as to product development to take advantage of consumer preferences at a particular point in time.

With respect to our App, we compete with a continually increasing number of companies, including industry leaders such as Activision, DeNA, Electronic Arts (EA Mobile), Apploft, GREE, GungHo Online Entertainment, King Digital Entertainment, Nexon, Warner Brothers and Zynga and many well-funded private companies, including Kabam, Machine Zone, Rovio, Storm 8/Team Lava and Supercell. We could also face increased competition if large companies with significant online presences such as Apple, Google, Amazon, Facebook or Yahoo, choose to enter or expand in the apps space or develop competing apps. One of the main competitor is the InkHunter, whose prototype application is similar to ours. But we believe we are also  a good competitor.

In addition, given the open nature of the development and distribution for smartphones and tablets, we also compete or will compete with a vast number of small companies and individuals in all of our segments who are able to create and launch Apps and other content for these devices using relatively limited resources and with relatively limited start-up time or expertise.

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Most of our competitors and our potential competitors have one or more advantages over us, including:

significantly greater financial and personnel resources;

stronger brand and consumer recognition;

the capacity to leverage their marketing expenditures across a broader portfolio of mobile and non-mobile products;

more substantial intellectual property of their own;

lower labor and development costs and better overall economies of scale; and

broader distribution and presence.

Intellectual Property

Our intellectual property is an essential element of our business. We currently use a combination of trade secret and other intellectual property laws, confidentiality agreements and license agreements to protect our intellectual property. We may seek to file copyrights with respect to one or more of our titles in the future. Our employees and independent contractors are required to sign agreements acknowledging that all inventions, trade secrets, works of authorship, developments and other processes generated by them on our behalf are our property, and assigning to us any ownership that they may claim in those works. Despite our precautions, it may be possible for third parties to obtain and use without our consent intellectual property that we own or license. Unauthorized use of our intellectual property by third parties, including piracy, and the expenses incurred in protecting our intellectual property rights, may adversely affect our business.

We may, from time to time, encounter disputes over rights and obligations concerning intellectual property. If we do not prevail in these disputes, we may lose some or all of our intellectual property protection, be enjoined from further sales of our App or other applications determined to infringe the rights of others, and/or be forced to pay substantial royalties to a third party, any of which would have a material adverse effect on our business, financial condition and results of operations.

Government Regulation

We are subject to various federal, state and international laws and regulations that affect our business, including those relating to the privacy and security of customer and employee personal information and those relating to the Internet, behavioral tracking, mobile applications, advertising and marketing activities, and sweepstakes and contests. Additional laws in all of these areas are likely to be passed in the future, which could result in significant limitations on or changes to the ways in which we can collect, use, host, store or transmit the personal information and data of our customers or employees, communicate with our customers, and deliver products and services, or may significantly increase our compliance costs. As our business expands

to include new uses or collection of data that are subject to privacy or security regulations, our compliance requirements and costs will increase and we may be subject to increased regulatory scrutiny.

Employees

We are a start-up company and currently have one employee only - Ioanna Kallidou, our president, treasurer, secretary and director. We intend to outsource any additional services if the business requires so.

Properties

We currently maintain a virtual office at 36 Aigyptou Avenue, 6030 Larnaca, Cyprus. We believe that this space is adequate for our current and foreseeable requirements but that we could establish a permanent presence on acceptable terms, if necessary.

LEGAL PROCEEDINGS

We are not involved in any pending legal proceeding nor is it aware of any pending or threatened litigation against us.

MANAGEMENT

Members of our Board of Directors are elected by the stockholders to a term of one year and serve until their successors arehave been elected and qualified. OurThe officers of our Company are appointed by our Board to a term of one year and servehold office until their successors are duly appointed and qualified,death, resignation or untilremoval from office.

Legal Proceedings

We know of no material proceedings in which any of our directors, officers, affiliates or any stockholder of more than 5% of any class of our voting securities, or any associate thereof is a party adverse or has a material interest adverse to M2i or its subsidiaries. To the officer is removed from office. Our Boardbest of our knowledge, none of our directors or executive officers has, no nominating, audit or compensation committees.during the past ten years: 

27Code of Ethics

We have adopted a Code of Ethics applicable to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, which is a “code of ethics” as defined by applicable rules of the SEC. The Code of Ethics is intended to meet the requirements for a code of ethics under the Sarbanes-Oxley Act of 2002, or “SOX”, and is specifically applicable to our principal executive officer, principal financial and accounting officer and controller or persons performing similar functions. Among other matters, the Code of Ethics is designed to deter wrongdoing and to promote:

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