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RELATED PARTY TRANSACTIONS
12 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

NOTE 7 – RELATED PARTY TRANSACTIONS

 

Consulting Agreement

 

On October 5, 2023, the Company entered into an Interim CEO & Executive Consultant Agreement (the “Executive Consulting Agreement”) with Judith S. Miller, pursuant to which Judith S. Miller would serve as the Company’s Interim CEO, and with the Executive Consulting Agreement intended to be considered effective as of June 20, 2023, the date of Ms. Miller’s original appointment as Interim CEO of the Company. Under the Executive Consulting Agreement, which can be terminated at any time with or without cause by the Company and upon 30 days’ advance written notice by Ms. Miller, Ms. Miller will act as the Interim CEO of the Company and, among other management duties, assist the Company in recruiting a full-time CEO and/or agricultural biotechnology management professional. Following the appointment of a full-time CEO, Ms. Miller will be retained as an executive consultant for a period of 6 months thereafter. For the year ended September 30, 2023, Ms. Miller has earned $65,000 of which $14,500 is a payable as of September 30, 2023.

 

Share Issuances to the Board of Directors

 

On March 8, 2022, the Company issued 2,000,000 shares of common stock to each of its three directors, for a total of 6,000,000 shares issued valued at $3,000,000 (based on the latest third-party sale of common stock). The issuances are recorded in stock compensation in the accompanying consolidated statement of operations.

 

The Company issued Series A preferred stock on August 16, 2022, as follows: Bradley White (former Chief Executive Officer), 3 shares; Dr. Clayton Yates (Chief Scientific Officer and Chairman), 3 shares; and Dr. Jesse Jaynes (Chief Research Officer and Director), 3 shares. See Note 4.

 

On October 19, 2022, the following shareholders converted shares of common stock of the Company into shares of Series B to modify the common shares outstanding to reduce the outstanding common stock issued by the Company, as follows:

 

          
Name 

Common
Shares

Exchanged

 

Series B

Issued

Jaynes Investment LLC (a)   2,000,000    200,000 
ACT Holdings LLC (a)   7,312,612    731,262 
LASB Family Trust (a)   3,800,112    380,012 
Jesse Michael Jaynes (a)   4,767,611    476,762 
Bradley White (a)   1,225,000    122,500 
PJ Advisory Group   1,500,000    150,000 
Total   20,605,335    2,060,536 

 

(a) Related parties

 

On September 28, 2023, as part of the Settlement Agreement, Bradley White returned for cancellation 3 shares of Series A preferred stock and 502,512 shares of Series B preferred stock.

 

Services from Related Parties

 

The daughter of the CEO and Board member was paid $21,900 and $16,925, respectively, for clerical services provided during the nine months ended September 30, 2022, and the year ended December 31, 2021.

 

Receivables from Related Parties

 

During 2018, Robert Bubeck, former CEO, paid $3,846 of expenses on behalf of the Company. The amount due to related party at both September 30, 2023, and 2022 is $3,846 and is due on demand and non-interest bearing.

 

Settlement Agreement

 

On September 28, 2023, the Company entered into a Settlement Agreement with Bradley White, former CEO and director of the Company, who was terminated on June 20, 2023. As part of the Settlement Agreement, Mr. White was to receive a total settlement of $300,000, payable in tranches of $50,000, beginning on September 28, 2023, or within seven days and each subsequent payment on the anniversary date of the Settlement Agreement. In exchange for the settlement, Mr. White returned to the Company for cancellation of the following: 3 shares of Series A preferred stock and 502,512 shares of Series B preferred stock. See Notes 4 and 6.