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RELATED PARTY TRANSACTIONS
6 Months Ended
Dec. 31, 2022
RELATED PARTY TRANSACTIONS  
Related Party Transactions

6. RELATED PARTY TRANSACTIONS

 

We have one executive officer, Steve Rubakh, who is currently our only full-time employee and sole member of our Board of Directors. Mr. Rubakh is paid an annual salary established by the Board of Directors, bonuses as determined by the Board of Directors, and is issued shares of Series B preferred stock on a quarterly basis for additional compensation. The number and timing of Series B preferred shares issued to Mr. Rubakh is at the discretion of the Board of Directors.

 

Effective July 1, 2022, the Board of Directors agreed to update Mr. Rubakh’s compensation setting his annual salary at $250,000 with a quarterly bonus of $50,000 and 50,000 shares of Series B preferred stock.

 

In accordance with the above Board approval, for the three and six months ended December 31, 2022, the Company issued to Mr. Rubakh 50,000 shares of Series B convertible preferred stock during the three months ended September 30, 2022 and December 31, 2022. These shares were valued on an “as converted to common” basis at $207,500 and $145,000, respectively, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares of the Company’s common stock. This non-cash, related party stock-based compensation is included in operating expenses in the accompanying statements of operations.

 

Quarterly bonuses of $25,000 and $50,000 were approved by the Board of Directors for the three months ended December 31, 2021 and September 30, 2021, respectively. In October 2021, the Company issued to Mr. Rubakh 50,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $1,880,000, using the closing market price of the Company’s common stock on the date of issuance. Each share of Series B preferred stock is convertible into 100 shares of the Company’s common stock. This non-cash, related party stock-based compensation is included in general and administrative expenses in the accompanying statements of operations.

 

Total compensation expense included in general and administrative expenses was $257,500 and $1,967,500 for the three months ended December 31, 2022 and 2021, respectively and $577,500 and $2,080,000 for the six months ended December 31, 2022 and 2021, respectively. Amounts due to related party, consisting of accrued salary to Mr. Rubakh, totaled $464,247, and $250,610 as of December 31, 2022 and June 30, 2022, respectively.

In April 2022, Mr. Rubakh advanced $118,150 to a third-party vendor on behalf of the Company. The advance is due on demand, has no interest rate, and is unsecured. Amounts due to related party, consisting of short-term advances from Mr. Rubakh, totaled $118,150 as of December 31, 2022 and June 30, 2022.

 

Total amount due to Mr. Rubakh for accrued salary and short-term advances as of December 31, 2022 and June 30, 2022 was $582,397 and $368,760, respectively.

 

During the six months ended December 31, 2022, Mr. Rubakh converted 190,000 shares of Series B preferred stock into 19,000,000 shares of common stock in a transaction recorded at the par value of the shares.

 

During the six months ended December 31, 2021, Mr. Rubakh converted 24,737 shares of Series B preferred stock into 2,473,700 shares of common stock in a transaction recorded at the par value of the shares.

 

On December 15, 2021, the Company and Tioga Holding, LLC, a related party owned 50% by Mr. Rubakh (“Tioga”), entered into a Property Lease and Power Purchase Agreement for the use by the Company of facilities located in Tioga, Pennsylvania. The Company’s sole obligation under the agreement is to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The term of the agreement is 36 months. Full mining operations commenced in April 2022. During the three and six months ended December 31, 2022, the Company incurred power expense of $69,475 and $180,432, respectively from Tioga.