Annual report pursuant to Section 13 and 15(d)

RELATED PARTY TRANSACTIONS

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RELATED PARTY TRANSACTIONS
12 Months Ended
May 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions Disclosure [Text Block]

NOTE 21 RELATED PARTY TRANSACTIONS

 

As of May 31, 2024 and 2023, the Company had accrued salary due to Michael Abrams, a former officer of the Company prior to his September 1, 2015 termination, in the amount of $16,250.

 

Year ended May 31, 2024:

 

The Company made payments of $5,000 to each of its three directors per Board Meeting for their participation on the Board, for a total of $60,000. Of that, Andrew Glashow, the Chief Executive Officer, received $20,000 for his participation on the Board.

 

The Company’s Board of Directors authorized the payment of a bonus for its Chief Executive Officer in the amount of $50,000.

 

The Company accrued interest in the amount of $110,066 on a convertible note payable to Navy Capital Green Co-Invest Fund, LLC, an entity that holds greater than 10% of the Company’s common stock outstanding. This note was also amended as follows: (i) the conversion price of the debentures was reduced to $0.07 per unit; (ii) the conversion price of warrants underlying the units issuable upon conversion was reduced to $0.10 per share; (iii) the maturity date was extended to January 31, 2028; (iv) accrued interest in the amount of $215,414 was added to the principal balance. A loss on extinguishment of debt in the amount of $1,376,083 was charged to operations in connection with this transaction. See note 16. At May 31, 2024, the principal balance of the convertible note payable to Navy Capital Green Co-Invest Fund, LLC, was $1,924,030.

 

At May 31, 2023, a U.S. Debenture 1 in the amount of $1,801,783 payable to Navy Capital Green Co-Investment Fund was classified as a related party liability.  At May 31, 2024, Navy Capital Green no longer holds a greater than 10% interest in the Company’s equity, and is no longer considered a related party; U.S. Debenture 1 was not classified as a related party debt as May 31, 2024. See note 16.

 

At May 31, 2024, there are seven related party notes outstanding with a total principal amount of $2,067,023. See note 17.

 

Year ended May 31, 2023:

 

On August 17, 2022, the Company granted 12,500 shares of restricted common stock to Charlene Soco, an officer of the Company, effective February 4, 2022. The shares were fully vested, and the restrictions removed, on December 31, 2022.

 

On May 31, 2023, the Company granted 12,500 shares of restricted stock to Jamie Dickson, an officer of the Company. These shares are fully vested.

 

During the year ended May 31, 2023, the Company made payments of $12,000 to each of its three directors for their participation on the Board, for a total of $36,000.

 

At May 31, 2023, there is one related party convertible debenture outstanding in the principal amount of $1,801,783. See note 16.