Annual report pursuant to Section 13 and 15(d)

NOTES PAYABLE

v3.23.2
NOTES PAYABLE
12 Months Ended
May 31, 2023
Debt Disclosure [Abstract]  
Debt Disclosure [Text Block]

NOTE 17 NOTES PAYABLE

 

   

May 31, 2023

   

May 31, 2022

 

Debenture in the principal amount of $250,000 (the “Debenture 1”) dated December 1, 2021, which bears interest, payable quarterly commencing six months after issuance, at a rate of 15% per annum. Principal on Debenture 1 is due in two equal installments 18 months after issuance and at maturity on July 10, 2024. With the Debenture, the purchaser received warrants to purchase 75,758 shares of common stock at an exercise price of $1.65 per share of common stock. The Company shall make additional quarterly payments under Debenture 1 beginning 90 days after the end of its first fiscal quarter after January 10, 2025, and for the next five years, on an annual basis, equal to the greater of (a) 15% of the original principal amount, or (b) the purchaser’s pro rata portion of 5% of the distributions the Company receives as a result of the Quinn River Joint Venture during the prior fiscal year. The Company recorded a discount in the amount of $17,223 on Debenture 1. During the years ended May 31, 2023 and 2022, $6,667 and $3,334 of this discount was charged to operations, respectively. The Company recorded an original issue discount in the amount of $187,500 on Debenture 1. During the years ended May 31, 2023 and 2022, $72,581 and $36,290 of this original issue discount was charged to operations, respectively. During the years ended May 31, 2023 and 2022, the Company accrued interest in the amounts of $37,500 and $18,750 on Debenture 1, respectively. During they years ended May 31, 2023 and 2022, the Company made interest payments in the amounts of $50,000 and $0, respectively. On May 31, 2023, the Debenture 1 was amended as follows: (1) the maturity date was extended to October 31, 2024; (2) the first payment of principal and interest on June 30, 2023, followed by quarterly payment of principal and interest on September 30, 2023, beginning October 31, 2023, the Company is required to pay the note holder principal and interest monthly through the maturity date.

  $ 250,000     $ 250,000  
                 

Debenture in the principal amount of $250,000 (the “Debenture 2”) dated December 21, 2021, which bears interest, payable quarterly commencing six months after issuance, at a rate of 15% per annum. Principal on Debenture 2 is due in two equal installments 18 months after issuance and at maturity on July 10, 2024. With the Debenture, the purchaser received warrants to purchase 75,758 shares of common stock at an exercise price of $1.65 per share of common stock. The Company shall make additional quarterly payments under Debenture 2 beginning 90 days after the end of its first fiscal quarter after January 10, 2025, and for the next five years, on an annual basis, equal to the greater of (a) 15% of the original principal amount, or (b) the purchaser’s pro rata portion of 5% of the distributions the Company receives as a result of the Quinn River Joint Venture during the prior fiscal year. The Company recorded a discount in the amount of $10,428 on Debenture 2. During the years ended May 31, 2023 and 2022, $4,037 and $1,682 of this discount was charged to operations, respectively. The Company recorded an original issue discount in the amount of $187,500 on Debenture 2. During the years ended May 31, 2023, $72,581 and $30,242 of this original issue discount was charged to operations, respectively. During the years ended May 31, 2023 and 2022, the Company accrued interest in the amounts of $37,500 and $16,563 on Debenture 2, respectively. During the years ended May 31, 2023 and 2022, the Company made interest payments in the amounts of $47,917 and $0, respectively. On May 31, 2023, the Debenture 2 was amended as follows: (1) the first payment of principal and interest on June 30, 2023, followed by quarterly payment of principal and interest on September 30, 2023, beginning October 31, 2023, the Company is required to pay the note holder principal and Interest monthly through the maturity date.

    250,000       250,000  

 

   

May 31, 2023

   

May 31, 2022

 

Debenture in the principal amount of $500,000 (the “Debenture 3”) dated December 21, 2021, which bears interest, payable quarterly commencing six months after issuance, at a rate of 15% per annum. Principal on Debenture 3 is due in two equal installments 18 months after issuance and at maturity on July 10, 2024. With the Debenture, the purchaser received warrants to purchase 151,516 shares of common stock at an exercise price of $1.65 per share of common stock. The Company shall make additional quarterly payments under Debenture 3 beginning 90 days after the end of its first fiscal quarter after January 10, 2025, and for the next five years, on an annual basis, equal to the greater of (a) 15% of the original principal amount, or (b) the purchaser’s pro rata portion of 5% of the distributions the Company receives as a result of the Quinn River Joint Venture during the prior fiscal year. The Company recorded a discount in the amount of $19,335 on Debenture 3. During the years ended May 31, 2023 and 2022, $7,485 and $3,118 of this discount was charged to operations, respectively. The Company recorded an original issue discount in the amount of $375,000 on Debenture 3. During the years ended May 31, 2023 and 2022, $145,161 and $60,484 of this original issue discount was charged to operations, respectively. During the years ended May 31, 2023 and 2022, the Company accrued interest in the amounts of $75,000 and $33,125 on Debenture 3, respectively. During the years ended May 31, 2023 and 2022, the Company made interest payments in the amounts of $95,625 and $0, respectively. On May 31, 2023, the Debenture 3 was amended as follows: (1) the maturity date was extended to October 31, 2024; (2) the first payment of principal and interest on June 30, 2023, followed by quarterly payment of principal and interest on September 30, 2023, beginning October 31, 2023, the Company is required to pay the note holder principal and interest monthly through the maturity date.

    500,000       500,000  
                 

Debenture in the principal amount of $500,000 (the “Debenture 4”) dated January 4, 2022, which bears interest, payable quarterly commencing six months after issuance, at a rate of 15% per annum. Principal on Debenture 4 is due in two equal installments 18 months after issuance and at maturity on July 10, 2024. With the Debenture, the purchaser received warrants to purchase 151,516 shares of common stock at an exercise price of $1.65 per share of common stock. The Company shall make additional quarterly payments under Debenture 4 beginning 90 days after the end of its first fiscal quarter after January 10, 2025, and for the next five years, on an annual basis, equal to the greater of (a) 15% of the original principal amount, or (b) the purchaser’s pro rata portion of 5% of the distributions the Company receives as a result of the Quinn River Joint Venture during the prior fiscal year. The Company recorded a discount in the amount of $17,154 on Debenture 4. During the years ended May 31, 2023 and 2022, $6,862 and $2,287 of this discount was charged to operations, respectively. The Company recorded an original issue discount in the amount of $375,000 on Debenture 4. During the years ended May 31, 2023 and 2022, $150,000 and $50,000 of this original issue discount was charged to operations, respectively. During the years ended May 31, 2023 and 2022, the Company accrued interest in the amounts of $75,000 and $30,417 on Debenture 4, respectively. During the years ended May 31, 2023 and 2022, the Company made interest payments in the amounts of $92,917 and $0, respectively. On May 31, 2023, the Debenture 4 was amended as follows: (1) the maturity date was extended to October 31, 2024; (2) the first payment of principal and interest on June 30, 2023, followed by quarterly payment of principal and interest on September 30, 2023, beginning October 31, 2023, the Company is required to pay the note holder principal and interest monthly through the maturity date.

    500,000       500,000  
                 

Debenture in the principal amount of $500,000 (the “Debenture 5”) dated January 4, 2022, which bears interest, payable quarterly commencing six months after issuance, at a rate of 15% per annum. Principal on Debenture 5 is due in two equal installments 18 months after issuance and at maturity on July 10, 2024. With the Debenture, the purchaser received warrants to purchase 151,516 shares of common stock at an exercise price of $1.65 per share of common stock. The Company shall make additional quarterly payments under Debenture 5 beginning 90 days after the end of its first fiscal quarter after January 10, 2025, and for the next five years, on an annual basis, equal to the greater of (a) 15% of the original principal amount, or (b) the purchaser’s pro rata portion of 5% of the distributions the Company receives as a result of the Quinn River Joint Venture during the prior fiscal year. The Company recorded a discount in the amount of $17,154 on Debenture 5. During the years ended May 31, 2023 and 2022, $6,862 and $2,287 of this discount was charged to operations, respectively. The Company recorded an original issue discount in the amount of $375,000 on Debenture 5. During the years ended May 31, 2023 and 2022, $150,000 and $50,000 of this original issue discount was charged to operations, respectively. During the years ended May 31, 2023 and 2022, the Company accrued interest in the amounts of $75,000 and $30,417 on Debenture 5, respectively. During the years ended May 31, 2023 and 2022, the Company made interest payments in the amounts of $92,917 and $0, respectively. On May 31, 2023, the Debenture 5 was amended as follows: (1) the maturity date was extended to October 31, 2024; (2) the first payment of principal and interest on June 30, 2023, followed by quarterly payment of principal and interest on September 30, 2023, beginning October 31, 2023, the Company is required to pay the note holder principal and interest monthly through the maturity date.

    500,000       500,000  

 

   

May 31, 2023

   

May 31, 2022

 
                 

Debenture in the principal amount of $500,000 (the “Debenture 6”) dated January 4, 2022, which bears interest, payable quarterly commencing six months after issuance, at a rate of 15% per annum. Principal on Debenture 6 is due in two equal installments 18 months after issuance and at maturity on July 10, 2024. With the Debenture, the purchaser received warrants to purchase 151,516 shares of common stock at an exercise price of $1.65 per share of common stock. The Company shall make additional quarterly payments under Debenture 6 beginning 90 days after the end of its first fiscal quarter after January 10, 2025, and for the next five years, on an annual basis, equal to the greater of (a) 15% of the original principal amount, or (b) the purchaser’s pro rata portion of 5% of the distributions the Company receives as a result of the Quinn River Joint Venture during the prior fiscal year. The Company recorded a discount in the amount of $17,154 on Debenture 6. During the years ended May 31, 2023 and 2022, $6,862 and $2,287 of this discount was charged to operations, respectively. The Company recorded an original issue discount in the amount of $375,000 on Debenture 6. During the years ended May 31, 2023 and 2022, $150,000 and $50,000 of this original issue discount was charged to operations, respectively. During the years ended May 31, 2023 and 2022, the Company accrued interest in the amounts of $75,000 and $30,417 on Debenture 6, respectively. During the years ended May 31, 2023 and 2022, the Company made interest payments in the amounts of $92,917 and $0, respectively. On May 31, 2023, the Debenture 6 was amended as follows: (1) the maturity date was extended to October 31, 2024; (2) the first payment of principal and interest on June 30, 2023, followed by quarterly payment of principal and interest on September 30, 2023, beginning October 31, 2023, the Company is required to pay the note holder principal and interest monthly through the maturity date.

    500,000       500,000  
                 

Total

    2,500,000       2,500,000  

Original Issue Discount

    1,875,000       1,875,000  

Notes Payable, Gross

    4,375,000       4,375,000  

Less: Discount due to warrants

    (902,339

)

    (1,681,434

)

Notes Payable, Net of Discount

    3,472,661       2,693,566  

 

   

May 31, 2023

   

May 31, 2022

 

Total – Notes Payable, Net of Discounts, Current Portion

  $ 1,439,584     $ -  

Total – Convertible Notes Payable, Net of Discounts

  $ 2,033,077     $ 2,693,566  

 

   

May 31, 2023

   

May 31, 2022

 

Discounts on notes payable amortized to interest expense – years ended May 31, 2023 and 2022, respectively

  $ 779,096     $ 277,017  

 

Aggregate maturities of notes payable and convertible notes payable as of May 31, 2023 are as follows:

 

For the twelve months ended May 31,

 

2024

 

$

5,292,635

 

2025

 

 

4,813,467

 

2026

 

 

375,000

 

2027

 

 

375,000

 

2028

 

 

375,000

 

Thereafter

 

 

750,000

 

Total

 

$

11,981,102