XML 24 R12.htm IDEA: XBRL DOCUMENT v3.22.4
Related-Party Transactions
3 Months Ended
Jan. 31, 2023
Related Party Transactions [Abstract]  
Related-Party Transactions

Note 6 – Related-Party Transactions

 

In March 2020, the Company commenced business operations as a result of becoming the exclusive distributor of certain ENDS and related components (the “Products”) manufactured by Bidi, a related party company that is also owned by Nirajkumar Patel, the Chief Science and Regulatory Officer and a director of the Company.

 

Other Receivable

 

On August 1, 2022, the Company and Bidi agreed to a price credit for short-coded or expiring inventory against the related-party accounts payable balance due to Bidi. A credit of $2,924,655 was applied on August 1, 2022, resulting in a related-party accounts receivable balance due from Bidi of $2,134,413, to be applied on future orders of Product. On October 31, 2022, the Company and Bidi agreed to a return for short-coded or expiring inventory. An additional credit of $1,543,545 and $108,841 for recycling cost was applied on October 31, 2022, to the related-party receivable balance due from Bidi.

 

As of January 31, 2023 and October 31, 2022, the Company has a related-party receivable balance due from Bidi of $3,509,542 and $3,704,132, respectively. The receivable balance will be realized though Bidi applying 5% credits on all future orders of product purchased until the entire balance is extinguished.

 

Revenue and Accounts Receivable

 

During the three months ended January 31, 2023, the Company recognized revenue of $3,085 from one company owned by Nirajkumar Patel, the Chief Science and Regulatory Officer and a director of the Company, and/or his wife. There was no accounts receivable balance for these transactions as of January 31, 2023.

 

During the three months ended January 31, 2022, the Company recognized revenue of $23,765 from four companies owned by Nirajkumar Patel, the Chief Science and Regulatory Officer and a director of the Company, and/or his wife. As of January 31, 2022, the Company had accounts receivable from this related party in the amount of $245.

 

Concentration Purchases and Accounts Payable  

 

During the three months ended January 31, 2023, 100% of the inventories of Products, consisting solely of the BIDI® Stick, were purchased from Bidi, a related party controlled by Nirajkumar Patel, in the amount of $3,697,210. As of January 31, 2023, the Company had accounts payable to Bidi of $2,350,787 and Products valued at $3,761,491 were held in inventory. In addition, as of January 31, 2023, the Company had accrued freight in expense of $347,760. As of October 31, 2022, the Company did not have an accounts payable balance to Bidi.

 

During the three months ended January 31, 2022, the Company did not purchase Products from Bidi, a related party company that is owned by Nirajkumar Patel. As of January 31, 2022, the Company had accounts payable to Bidi of $9,129,759 and Products valued at $11,841,750 were held in inventory.

 

The KBI License agreement provides that KBI shall pay Bidi license fees equivalent to 50% of the adjusted earned royalty payments, after any offsets due to jointly agreed costs such development costs incurred for entry to specific international markets. Consequently, the Company has determined that no license fees are owed to Bidi as of January 31, 2023 and October 31, 2022.

  

Leased Office Space and Storage Space

 

The Company capitalizes all leased assets pursuant to ASU 2016-02, Leases (Topic 842) (“Topic 842”), which requires lessees to recognize right-of-use (“ROU”) assets and lease liability, initially measured at present value of the lease payments, on its balance sheet for leases with terms longer than 12 months and classified as either financing or operating leases. The Company excludes short-term leases having initial terms of 12 months or less from Topic 842 as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term. On June 10, 2022, the Company entered into the 2022 Lease with Just Pick for approximately 21,332 rentable square feet combined in the office building and warehouse located at the Premises, together with all improvements thereon. Just Pick is considered a related party to the Company because the Company’s Chief Science and Regulatory Officer and director, Mr. Nirajkumar Patel, owns and controls Just Pick.