Quarterly report [Sections 13 or 15(d)]

Notes Payable

v3.25.1
Notes Payable
9 Months Ended
Feb. 28, 2025
Notes Payable [Line Items]  
Debt Disclosure [Text Block]

Note 13: Notes Payable

 

On September 10, 2024, the Company made a payment in the amount of $2,600,000 in full satisfaction of principal in the aggregate amount of $2,868,283 and the return for cancellation of 15,488,901 shares of the Company’s common stock and warrants to purchase 6,177,216 shares of the Company’s common stock. A gain in the amount of $949,793 was recorded on this transaction. See notes 14, 15 and 17. The table below provides the details of this transaction:

 

U.S. Convertible Debenture 1   $ 1,885,556  
U.S. Convertible Debenture 2     471,387  
Debenture 6     511,340  
Common stock and warrants – fair value     681,510  
Cash payment     (2,600,000 )
Gain   $ 949,793  

 

    February 28,
2025
    May 31,
2024
 

Debenture 2

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.

 

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.

 

On December 31, 2023, the Debenture 2 was amended as follows: The original issue discount in the amount of $187,000 was reduced to $37,500. A gain on extinguishment of debt in the amount of $111,807 was recognized in connection with this transaction, and a discount in the amount of $6,501 was recorded.  

 

During the three and nine months ended February 28, 2025, the Company amortized discounts on the Debenture 2 in the aggregate amount of $0 and $197, respectively. During the three and nine months ended February 28, 2025, the Company made principal and interest payments in the amount of $0 and $17,917, respectively, on Debenture 2. As of February 28, 2025, Debenture 2 has been paid in full.

    -       17,917  
                 

Debenture 6

Debenture in the principal amount of $500,000 (the “Debenture 6”) dated January 4, 2022, which bears interest, payable quarterly commencing nine 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. The Company recorded an original issue discount in the amount of $375,000 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.

 

On December 31, 2023, the Debenture 6 was amended as follows: The original issue discount in the amount of $375,000 was reduced to $75,000. A gain on extinguishment of debt in the amount of $402,370 was recognized in connection with this transaction, and a discount in the amount of $209,783 was recorded.

 

During the three months and six ended February 28, 2025, the Company amortized discounts in the amount of $183,263 and $193,560, respectively, on Debenture 6. During the three and nine months ended February 28, 2025, the Company capitalized interest in the amount of $10,708 on Debenture 6. During the three months and nine ended February 28, 2025, the Company made principal payments in the amount of $511,340 on Debenture 6 (see notes 13 and 17). At February 28, 2025, all amounts due under Debenture 6 have been paid in full.

    -       500,632  

Promissory Note 6 (PN 6)

PN6 in the principal amount of $250,000 (the “PN6”) dated February 22, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $11,799 beginning March 31, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments in the amount of $30,796 and $89,698, respectively, on PN6. During the three and nine months ended February 28, 2025, the Company made interest payments on PN6 in the amount of $4,602 and $16,497, respectively.

    132,804       222,502  

 

    February 28,
2025
    May 31,
2024
 

Promissory Note 15 (PN 15)

PN15 in the principal amount of $100,000 (the “PN15”) dated January 7, 2025, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $4,707 beginning January 31, 2025. During the three and nine months ended February 28, 2025, the Company made principal payments in the amount of $7,452 on PN6. During the three and nine months ended February 28, 2025, the Company made interest payments on PN6 in the amount of $1,963.

    92,548       -  
Notes Payable   $ 225,352     $ 741,052  
Less: Discount     -       (193,756 )
Notes Payable, Net of Discount   $ 225,352     $ 547,296  

 

    February 28,
2025
    May 31,
2024
 
Total Notes Payable, Current Portion   $ 180,768     $ 139,345  
Total Notes Payable, Long-term Portion, net of discount   $ 44,584     $ 407,951  
Related Party [Member]  
Notes Payable [Line Items]  
Debt Disclosure [Text Block]

Note 15: Notes PayableRelated Party

 

    February 28,
2025
    May 31,
2024
 

Promissory Note 1 (APN1)

PN1 Debenture in the principal amount of $475,000 (the “PN1”) dated January 2, 2024, which bears interest at a rate of 12% per annum. Principal and interest payments are due monthly for 36 months in the amount $15,917 beginning February 29, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN1 in the amount of $37,237 and $108,458, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN1 in the amount of $10,515 and $34,799, respectively.

  $ 325,603     $ 434,061  
                 

Promissory Note 2 (PN2)

PN2 in the principal amount of $465,000 (the “PN2”) dated January 2, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 36 months in the amount $15,582 beginning February 29, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN2 in the amount of $36,453 and $106,175, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN2 in the amount of $10,294 and $34,066, respectively.

    318,748       424,923  
                 

Promissory Note 3 (PN3)

PN3 in the principal amount of $450,000 (the “PN3”) dated February 22, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $21,239 beginning March 31, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN3 in the amount of $55,433 and $161,456, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN3 in the amount of $8,284 and $29,694, respectively.

    239,047       400,503  
                 

Promissory Note 4 (PN4)

PN4 in the principal amount of $300,000 (the “PN4”) dated February 22, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $14,159 beginning March 31, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN4 in the amount of $36,955 and $107,637, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN4 in the amount of $5,522 and $19,796, respectively.

    159,365       267,002  
                 

Promissory Note 5 (PN5)

PN5 in the principal amount of $350,000 (the “PN5”) dated February 22, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $16,519 beginning March 31, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN5 in the amount of $43,115 and $125,577, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN5 in the amount of $6,443 and $23,095, respectively.

    185,926       311,503  
                 

Promissory Note 7 (PN7)

PN7 in the principal amount of $100,000 (the “PN7”) dated March 6, 2024, which bears interest at the rate of 12% per annum. Interest only payments are due quarterly in the amount of $3,500 for four quarters beginning March 29, 2024. The loan is due on February 28, 2025. During the three and nine months ended February 28, 2025, the Company made principal payments on PN7 in the amount of $100,000. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN7 in the amount of $3,500 and $10,500, respectively.

    -       100,000  
                 

Promissory Note 8 (PN8)

PN8 in the principal amount of $134,000 (the “PN8”) dated April 30, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $6,308 beginning May 31, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN8 in the amount of $16,139 and $47,006, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN8 in the amount of $2,785 and $9,764, respectively.

    82,025       129,031  
    February 28,
2025
    May 31,
2024
 

Promissory Note 9 (PN9)

PN9 in the principal amount of $2,600,000 (the “PN9”) dated August 28, 2024. Principal in the amount of $2,200,000 automatically converted into 56,847,545 shares of the Company’s common stock on August 30, 2024; the remaining principal in the amount of $400,000 bears interest at the rate of 12% per annum and is due on August 28, 2025. The conversion of the $2,200,000 in principal was at the market price per share of $0.0387 on the date of the note, and no gain or loss was recognized on this transaction. See note 17. No interest was accrued on this note during the three months ended February 28, 2025. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN9 in the amount of $24,000.

    400,000       -  
                 

Promissory Note 10 (PN10)

PN10 in the principal amount of $150,000 (the “PN10”) dated October 15, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $7,061 beginning November 30, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN10 in the amount of $17,019 and $22,580, respectively. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN10 in the amount of $4,164 and $5,664, respectively.

    127,420       -  
                 

Promissory Note 11 (PN11)

PN11 in the principal amount of $150,000 (the “PN11”) dated December 6, 2024, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $7,061 beginning December 31, 2024. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN11 in the amount of $16,851. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN11 in the amount of $4,333.

    133,149       -  
                 

Promissory Note 12 (PN12)

PN12 in the principal amount of $300,000 (the “PN12”) dated January 7, 2025, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $14,122 beginning January 31, 2025. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN12 in the amount of $22,355. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN12 in the amount of $5,889.

    277,645       -  
                 

Promissory Note 13 (PN13)

PN13 in the principal amount of $300,000 (the “PN13”) dated January 7, 2025, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $14,122 beginning January 31, 2025. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN13 in the amount of $22,355. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN13 in the amount of $5,889.

    277,645       -  
                 

Promissory Note 14 (PN14)

PN14 in the principal amount of $300,000 (the “PN13”) dated January 7, 2025, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $14,122 beginning January 31, 2025. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN14 in the amount of $22,355. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN14 in the amount of $5,889.

    277,645       -  
                 

Promissory Note 16 (PN16”)

PN16 in the principal amount of $125,000 (the “PN16”) dated January 7, 2025, which bears interest at the rate of 12% per annum. Principal and interest payments are due monthly for 24 months in the amount $5,884 beginning March 31, 2025. During the three and nine months ended February 28, 2025, the Company made principal payments on the PN16 in the amount of $0. During the three and nine months ended February 28, 2025, the Company made interest payments on the PN16 in the amount of $0.

    125,000       -  
                 
Total   $ 2,929,218     $ 2,067,023  
    February 28,
2025
    May 31,
2024
 
Total Notes Payable – Related Party, Current Portion   $ 2,008,209     $ 988,472  
Total Notes Payable – Related Party, Long Term Portion   $ 921,009     $ 1,078,551  

 

Aggregate maturities of notes payable, convertible notes payable, and notes payable – related parties as of February 28, 2025 are as follows:

 

For the twelve months ended February 28,

 

2026   $ 2,188,976  
2027     965,594  
Total   $ 3,154,570