Quarterly report pursuant to Section 13 or 15(d)

Notes Payable

v3.23.4
Notes Payable
6 Months Ended
Nov. 30, 2023
Debt Disclosure [Abstract]  
Debt Disclosure [Text Block]

Note 17: Notes Payable

 

   

November 30, 2023

   

May 31, 2023

 

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 three and six months ended November 30, 2023, $1,275 and $2,550, respectively, of this discount was charged to operations. The Company recorded an original issue discount in the amount of $187,500 on Debenture 1. During the three and six months ended November 30, 2023, $13,876 and $27,752, respectively, of this original issue discount was charged to operations. During the three and six months ended November 30, 2023, the Company accrued interest in the amounts of $8,958 and $18,333, respectively, on Debenture 1. During the three and six months ended November 30, 2023, the Company made interest payments in the amounts of $15,208 and $24,583, respectively. During the three and six months ended November 30, 2023, the Company made principal payments in the amounts of $33,333. 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.

  $ 216,667     $ 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 three and six months ended November 30, 2023, $1,009 and $2,018, respectively, of this discount was charged to operations. The Company recorded an original issue discount in the amount of $187,500 on Debenture 2. During the three and six months ended November 30, 2023, $18,145 and $36,290, respectively, of this original issue discount was charged to operations. During the three and six months ended November 30, 2023, the Company accrued interest in the amounts of $3,516 and $9,740, respectively, on Debenture 2. During the three and six months ended November 30, 2023 and 2022, the Company made interest payments in the amounts of $12,370 and $20,833, respectively. During the three and six months ended November 30, 2023, the Company made principal payments in the amount of $31,250 and $177,083, respectively, on Debenture 2. 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.

    72,917       250,000  

 

   

November 30, 2023

   

May 31, 2023

 

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 three and six months ended November 30, 2023, $1,541 and $3,082, respectively, of this discount was charged to operations. The Company recorded an original issue discount in the amount of $375,000 on Debenture 3. During the three and six months ended November 30, 2023, $29,886 and $59,772, respectively, of this original issue discount was charged to operations. During the three and six months ended November 30, 2023, the Company accrued interest in the amounts of $17,917 and $36,667, respectively, on Debenture 3, respectively. During the three and six months ended November 30, 2023, respectively, the Company made interest payments in the amounts of $30,417 and $49,167. During the three and six months ended November 30, 2023, the Company made principal payments in the amount of $66,667 on Debenture 3. 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.

    433,333       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 three and six months ended November 30, 2023, $1,413 and $2,826, respectively, of this discount was charged to operations. The Company recorded an original issue discount in the amount of $375,000 on Debenture 4. During the three and six months ended November 30, 2023, $30,882 and $61,764, respectively, of this original issue discount was charged to operations. During the three and six months ended November 30, 2023, the Company accrued interest in the amounts of $17,917 and $36,667, respectively, on Debenture 4. During the three months ended November 30, 2023, the Company made interest payments in the amounts of $30,417 and $49,167, respectively. During the three and six months ended November 30, 2023, the Company made principal payments in the amount of $66,667 on Debenture 4. 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.

    433,333       500,000  
   

November 30, 2023

   

May 31, 2023

 
                 

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 three and six months ended November 30, 2023, $1,413 and $2,826, respectively, of this discount was charged to operations. The Company recorded an original issue discount in the amount of $375,000 on Debenture 5. During the three and six months ended November 30, 2023, $30,882 and $61,764, respectively, of this original issue discount was charged to operations. During the three and six months ended November 30, 2023, the Company accrued interest in the amounts of $17,917 and $36,667, respectively, on Debenture 5. During the three and six months ended November 30, 2023, the Company made interest payments in the amounts of $30,417 and $49,167, respectively. During the three and six months ended November 30, 2023, the Company made principal payments in the amount of $66,667 on Debenture 5. 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.

    433,333       500,000  
                 

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 three and six months ended November 30, 2023, $1,413 and $2,826, respectively, of this discount was charged to operations. The Company recorded an original issue discount in the amount of $375,000 on Debenture 6. During the three and six months ended November 30, 2023, $30,882 and $61,764, respectively, of this original issue discount was charged to operations. During the three and six months ended November 30, 2023, the Company accrued interest in the amounts of $17,917 and $49,167, respectively, on Debenture 6. During the three and six months ended November 30, 2023, the Company made interest payments in the amounts of $30,417 and $49,167, respectively. During the three and six months ended November 30, 2023, the Company made principal payments in the amount of $66,667 on Debenture 6.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.

    433,333       500,000  
                 

Total

    2,022,916       2,500,000  

Original Issue Discount

    1,875,000       1,875,000  

Notes Payable, Gross

    3,897,916       4,375,000  

Less: Discount

    (576,903

)

    (902,339

)

Notes Payable, Net of Discount

    3,321,013       3,472,661  

 

   

November 30, 2023

   

May 31, 2023

 

Total – Notes Payable, Net of Discounts, Current Portion

  $ 2,022,916     $ 1,439,584  

Total – Notes Payable, Net of Discounts. Long Term Portion

  $ 1,298,097     $ 2,033,077  

 

During the three months ended November 30, 2023 and 2022, the Company amortized discounts to interest expense in the amount of $162,718 and $194,774, respectively. During the six months ended November 30, 2023 and 2022, the Company amortized discounts to interest expense in the amount of $325,436 and $389,547, respectively.

 

Aggregate maturities of notes payable and convertible notes payable, and convertible notes payable – related parties as of November 30, 2023 are as follows (not including unamortized debt discounts in the amount of $783,303):

 

For the twelve months ended November 30,

 

2024

  $ 6,879,967  

2025

    4,128,052  

2026

    375,000  

2027

    375,000  

2028

    375,000  

Thereafter

    375,000  

Total

  $ 12,508,019