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CONVERTIBLE NOTES PAYABLE - AFFILIATES
3 Months Ended
Sep. 30, 2022
Convertible Notes Payable - Affiliates  
CONVERTIBLE NOTES PAYABLE - AFFILIATES

6.       CONVERTIBLE NOTES PAYABLE - AFFILIATES:

 

2020 Convertible Obligations

 

The 2020 Convertible Obligations, which accrue interest at either 4% per annum or 4% compounded quarterly and effective January 1, 2020 are due and payable on July 1, 2024. The 2020 Convertible Obligations (including accrued interest, plus all future deferred compensation added subsequently), are convertible, at the sole election of the holder, into Units consisting of one share of the Company’s common stock and one half to one warrant to purchase a share of the Company’s common stock, at a price of $0.50 per Unit until July 1, 2024. The original conversion price of $0.50 per Unit approximated the fair value of the Units at the date of the agreements; therefore, no beneficial conversion feature exists. Management evaluated the terms and conditions of the embedded conversion features based on the guidance of ASC 815-15 “Embedded Derivatives” to determine if there was an embedded derivative requiring bifurcation. An embedded derivative instrument (such as a conversion option embedded in the deferred compensation) must be bifurcated from its host instruments and accounted for separately as a derivative instrument only if the “risks and rewards” of the embedded derivative instrument are not “clearly and closely related” to the risks and rewards of the host instrument in which it is embedded. Management concluded that the embedded conversion feature of the deferred compensation was not required to be bifurcated because the conversion feature is clearly and closely related to the host instrument, and because of the Company’s limited trading volume that indicates the feature is not readily convertible to cash in accordance with ASC 815-10, “Derivatives and Hedging”.

 

As of September 30, 2022, the 2020 Convertible Obligation balances, including accrued interest, owed Bassani Family Trusts (and his donees), Smith and Edward Schafer (“Schafer”), a director of the Company, were $2,620,941, $1,335,199 and $503,813, respectively. As of September 30, 2021, the 2020 Convertible Obligation balances, including accrued interest, owed Bassani Family Trusts, Smith and Schafer were $2,526,492, $1,253,335 and $485,658, respectively.

 

During the three months ended September 30, 2022, Smith elected to add $20,000 of his salary to his 2020 Convertible Obligations.

 

During the three months ended September 30, 2022, Smith elected to convert $30,000 in principal of the 2020 Convertible Obligation to 60,000 units (60,000 common shares and 60,000 warrants) and $20,000 of accrued interest of the 2020 Convertible Obligation to 40,000 units (40,000 common shares and 40,000 warrants).

 

The Company recorded interest expense of $41,367 and $40,560 for the three months ended September 30, 2022 and 2021, respectively. The Company capitalized $30,688 and nil related to the 3G project for the three months ended September 30, 2022 and 2021, respectively.

 

September 2015 Convertible Notes

 

During the year ended June 30, 2016, the Company entered into September 2015 Convertible Notes with Bassani (now owned by Bassani Family Trusts), Schafer and a Shareholder which replaced previously issued promissory notes. The September 2015 Convertible Notes bear interest at 4% per annum, have maturity dates of July 1, 2024, and may be converted at the sole election of the noteholders into restricted common shares of the Company at a conversion price of $0.60 per share. As the conversion price of $0.60 approximated the fair value of the common shares at the date of the September 2015 Convertible Notes, no beneficial conversion feature exists.

 

The balances of the September 2015 Convertible Notes as of September 30, 2022, including accrued interest owed Bassani Family Trusts, Schafer and Shareholder, are $281,789, $21,009 and $449,535, respectively. The balances of the September 2015 Convertible Notes as of September 30, 2021, including accrued interest, were $172,765, $20,354 and $434,419, respectively.

 

The Company recorded interest expense of $6,366 and $5,366 for the years ended September 30, 2022 and 2021, respectively, on the September 2015 Convertible Notes.