Quarterly report pursuant to Section 13 or 15(d)

Stockholders??? Equity

v3.24.4
Stockholders’ Equity
 6 Months Ended
Nov. 30, 2024
Stockholders' Equity Note [Abstract]  
Equity [Text Block]

Note 17: Stockholders’ Equity

 

The Company’s authorized capital stock consists of 345,000,000 shares of common stock, par value $0.0001 per share, and 5,000,000 shares of preferred stock, par value $0.001 per share.

 

Common stock transactions for the six months ended November 30, 2024

 

On August 30, 2024, the Company issued 56,847,545 shares of common stock pursuant to the conversion $2,200,000 of the principal amount of a note payable (see note 15). No gain or loss was recorded on this transaction as the conversion occurred according to the terms of the note.

 

On September 10, 2024, the Company settled three notes payable in the aggregate principal amount of $2,868,282 for a cash payment in the amount of $2,600,000. In addition, the noteholders returned for cancellation a total 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. The cancelled shares were valued at the closing price of the Company’s common stock on the date of the cancellation, or $0.044 per share for a total value of $681,510. The warrants were valued at $4,136 using the Black-Sholes valuation model. A gain in the amount of $949,793 was recorded on this transaction. See note 18.

 

On November 1, 2024, the Company acquired and cancelled 1,125,000 shares of common stock from a board member at a cost of $40,000. These shares were valued at $0.0557 per shares, which was the closing price on the date of the cancellation; the amount of $22,663 was charged to additional paid-in capital on this related party transaction. The purchase price of $40,000 was unpaid at November 30, 2024. (see note 12)

 

Common stock transactions for the six months ended November 30, 2023

 

None.

 

Warrants

 

Warrants for the six months ended November 30, 2024:

 

The following table summarizes the significant terms of warrants outstanding at November 30, 2024. This table does not include the unit warrants. See Unit Warrants section below.

 

Range of

exercise

Prices

    

Number of

warrants

Outstanding

    

Weighted

average

remaining

contractual

life (years)

    

Weighted

average

exercise

price of

outstanding

Warrants

    

Number of

warrants

Exercisable

    

Weighted

average

exercise

price of

exercisable

Warrants

  
                                             
$ 0.40-0.4125       14,549,685       1.12     $ 0.40       14,549,685     $ 0.40  
          14,549,685       1.12     $ 0.40       14,549,685     $ 0.40  

 

Transactions involving warrants are summarized as follows. This table does not include the unit warrants. See Unit Warrants section below.

 

   

Number of

Shares

    

Weighted Average

Exercise Price

  

Warrants outstanding at May 31, 2023

     21,181,449     $ 0.40  

Granted

     -     $ -  

Exercised

     -     $ -  

Cancelled / Expired

     (454,548 )   $ 0.41  

Warrants outstanding at May 31, 2024

     20,726,901     $ 0.40  

Granted

                

Exercised

     -     $ -  

Cancelled / Expired

     (6,177,216 )   $ 0.40  

Warrants outstanding at November 30, 2024

     14,549,685     $ 0.40  

 

Stock Options

 

Stock options for the six months ended November 30, 2024

 

During the six months ended November 30, 2024, 41,667 options issued to the Company’s previous Chief Science Officer expired.

 

The following table summarizes the significant terms of options outstanding at November 30, 2024.

 

Range of

exercise

Prices

    

Number of

options

Outstanding

    

Weighted

average

remaining

contractual

life (years)

    

Weighted

average

exercise

price of

outstanding

Options

    

Number of

Options

Exercisable

    

Weighted

average

exercise

price of

exercisable

Option

  
                                             
$ 0.039       8,000,000       9.15     $ 0.039       2,520,832     $ 0.039  

 

Transactions involving options are summarized as follows.

 

   

Number of

Shares

    

Weighted Average

Exercise Price

  

Options outstanding at May 31, 2024

     8,041,667     $ 0.039  

Granted

     -     $ -  

Exercised

     -     $ -  

Cancelled / Expired

     (41,667 )   $ -  

Options outstanding at November 30, 2024

     8,000,000     $ 0.039  

 

The Company valued options using the Black-Scholes valuation model utilizing the following variables during the six months ended November 30, 2024:

 

   

November 30,

  
   

2024

  

Volatility

     269.44 %

Dividends

   $ -  

Risk-free interest rates

     3.8 %

Expected term (years)

     5.00  

 

Stock options for the three months ended November 30, 2023

 

None.

 

During the three and six months ended November 30, 2024, the Company charged $23,382 and $52,184, respectively, to stock-based compensation expense, in connection with the vesting of stock options. There were no comparable charges during the three and six months ended November 30, 2023.

 

The aggregate intrinsic value of options outstanding and exercisable at November 30, 2024 and 2023 was $16,637 and $0, respectively. Aggregate intrinsic value represents the difference between the fair value of the Company’s stock on the last day of the fiscal period, which was $0.045 as of November 30, 2024, and the exercise price multiplied by the number of options outstanding and exercisable.