Note 15 - Subsequent Events |
9 Months Ended |
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Sep. 30, 2024 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] |
NOTE 15 SUBSEQUENT EVENTS
On October 1, 2024, pursuant to the 2023 Kips Bay Note, the Company issued 547,605 shares to Kips Bay at a conversion price of $149,004 at an average conversion price of $0.27. The Company plans to pay the remaining principal balance of $361,419 with cash in the fourth quarter of 2024.
In October 2024, pursuant to the 2024 Kips Bay Note, the Company issued 1,392,219 shares to Kips Bay at a conversion price of $536,840 at an average conversion price of $0.39.
On October 1, 2024, the Company executed an Exclusive License Agreement (“ELA”) and a Cooperative Research and Development Agreement (“CRADA”) with Alliance for Sustainable Energy LLC (“Alliance”), the managing and operating contractor of the U.S. Department of Energy’s (“DOE”) National Renewable Energy Laboratory (“NREL”), involving technologies developed by NREL and the Massachusetts Institute of Technology (“MIT”) for conversion of lignocellulosic biomass into aromatic sustainable aviation fuel (“SAF”). NREL and MIT are separately party to an Inter-Institutional Agreement that appointed NREL the exclusive right to license NREL’s and MIT’s joint intellectual properties. The ELA provides the Company with the exclusive worldwide right to use the NREL technologies in the processing and conversion of seed plants to renewable fuels and renewable fuel feedstocks, subject to limited geographic restrictions, in exchange for royalty and other fees linked to sales of licensed products and sublicensing. The terms of the CRADA involve a three-year scope of work to jointly develop an integrated process based on the Company's existing process and the NREL technologies for the solvocatalytic refining of woody biomass into aromatic SAF and other renewable fuels. The Company will fund the research and contribute staff, equipment, and use of its pilot facility in Wisconsin and the joint work will be supported by NREL, MIT, and Washington State University.
On October 1, 2024, the Company entered into a binding letter agreement (the “Letter Agreement” with Deep Interstellar Research LLC (“DIR”) and Quantum Generative Materials LLC (“GenMat”) to (i) separate GenMat’s materials development activities (“Materials Science Business”) and space development activities (“Space Business”); (ii) assign all assets, operations, and liabilities relating to the Materials Business to GenMat; (iii) assign all assets, operations, and liabilities relating to the Space Business to GenMat Development LLC; (iv) exchange 100% of GenMat’s equity in GenMat Development LLC for 100% of DIR’s equity in GenMat; and (v) devise and implement a mutually agreeable transition plan to assist GenMat in developing independent operations for the Material Science Business without the need for support from assets, personnel, and vendors that are utilized by the Space Business. In connection with the foregoing transactions, GenMat will additionally pay $1,000,000 to the founder of GenMat in exchange for assignment of all rights to related intellectual properties, plus a contingent earn-out payment equal to 3% of either (a) the consideration paid in connection with the liquidation of substantially all of the equity of GenMat in excess of $100,000,000, or (b) the funds raised by GenMat upon completion of an initial public offering of GenMat at a valuation in excess of $100,000,000. Upon completion of the transactions described above, GenMat will become a 100% owned subsidiary of the Company.
On October 7, 2024, pursuant to the 2024 Kips Bay Note, the Company issued Kips Bay 406,352 registered shares of the Company's common stock representing 3% of the principal amount of the 2024 Kips Bay Note, based on a price per share equal to the 20-day VWAP for the period beginning on the 10th trading day prior to the closing of the 2024 Kips Bay Note and ending on the 10th trading day after the closing of the 2024 Kips Bay Note (the “VWAP Period”), for no additional consideration. On October 9, 2024, pursuant to the 2024 Kips Bay Note, the Company issued Kips Bay 270,901 restricted shares of the Company's common stock representing 2% of the principal amount of the 2024 Kips Bay Note, based on a price per share equal to the 20-day VWAP for the VWAP period, for no additional consideration.
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