Quarterly report pursuant to Section 13 or 15(d)

Note 11 - Stockholders' Equity

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Note 11 - Stockholders' Equity
6 Months Ended
Nov. 30, 2017
Disclosure Text Block Supplement [Abstract]  
Shareholders' Equity and Share-based Payments [Text Block]
Note 11 – Stockholders’ Equity

The Company’s authorized capital stock consists of 250,000,000 shares of common stock, par value $0.0001 per share and 20,000,000 shares of preferred stock, par value $0.001 per share. The Company had 39,126,944 and 32,852,944 shares of common stock issued and outstanding as of November 30, 2017 and May 31, 2017, respectively.

The Company recorded imputed interest of $268 and $271 during the three months ended November 30, 2017 and 2016 on related party payables due to a director and officer of the Company. The Company recorded imputed interest of $539 and $539 during the six months ended November 30, 2017 and 2016 on related party payables due to a director and officer of the Company.

Stock Issued for Services

On July 13, 2017, the Company issued 24,000 shares of common stock to a consultant in exchange for a $6,000 accrued liability for services previously provided.  This resulted in a gain on the settlement of accounts payable in the amount of $3,480.

Stock Issued for Note Exchange

On September 20, 2017, the Company entered into an Exchange Agreement, whereby it agreed to exchange the April 2015 Note for 1,500,000 shares of its common stock valued at $510,000. The holder of the April 2015 Note had previously sold it for $105,219, which represented the balance due by the Company, to StarForce Media, Inc., an entity that is not affiliated with the Company.  The Company recognized a loss on this exchange in the amount of $404,082, which was charged to operations during the three months ended November 30, 2017.

On September 25, 2017, the Company entered into an Exchange Agreement, whereby it agreed to exchange the 8% Note for 4,500,000 shares of its common stock valued at $1,844,035. The Company recognized a loss on this exchange in the amount of $989,177, which was charged to operations during the three months ended November 30, 2017.

On November 15, 2017, the Company issued 250,000 shares of restricted Common Stock, valued at $95,000, as a commitment fee to a convertible note holder.

Warrants 

On November 15, 2017, the Company issued FirstFire Global Opportunities Fund, LLC (“FirstFire”) a three year common stock purchase warrant to purchase 350,000 shares of the Company’s common stock at an initial exercise price of $0.75 per share.  These warrants were valued at $123,950 and were charged to operations during the three months ended November 30, 2017.

The following table summarizes the significant terms of warrants outstanding at November 30, 2017. These warrants were granted as part of a financing agreement:

           
Weighted
   
Weighted
         
Weighted
 
           
average
   
average
         
average
 
Range of
   
Number of
   
remaining
   
exercise
         
exercise
 
exercise
   
warrants
   
contractual
   
price of
   
Number of
   
price of
 
Prices
   
Outstanding
   
life (years)
   
outstanding Warrants
   
warrants Exercisable
   
exercisable Warrants
 
$
0.75
     
350,000
     
2.96
   
$
0.75
     
350,000
   
$
0.75
 
                                             
         
350,000
     
2.96
   
$
0.75
     
350,000
   
$
0.75
 

Transactions involving warrants are summarized as follows:

 
 
Number of
Shares
   
Weighted
Average
Exercise
Price
 
Warrants outstanding at May 31, 2017
   
-
   
$
-
 
Granted
   
350,000
   
$
0.75
 
Exercised
   
-
   
$
-
 
Cancelled / Expired
   
-
   
$
-
 
Warrants outstanding at November 30, 2017
   
350,000
   
$
0.75