v3.26.1
Convertible Notes Payable to Related Parties (Tables)
9 Months Ended
Apr. 30, 2026
Debt Disclosure [Abstract]  
Schedule of Convertible Notes

 

   Maturity  Interest Rate   April 30, 2026   July 31, 2025 
Fiscal 2023 Notes (a)  June 2026   7.55%  $1,015,000   $1,015,000 
Fiscal 2023 Notes (a)  June 2026   7.55%  $1,015,000   $1,015,000 
Fiscal 2024 Notes (b)  October 2026 to June 2027   7.81%   1,785,000    1,785,000 
Fiscal 2025 Notes (c)  September 2027 to July 2028   6.79%- 7.88%   2,000,000    2,000,000 
Fiscal 2026 Notes (d)  October to February 2029   6.16% - 6.68%   970,000     
            5,770,000    4,800,000 
Accrued interest           727,000    436,000 
Total          $6,497,000   $5,236,000 

 

(a) In fiscal 2023, the Company entered into a Note Purchase Agreement (the “2023 Note Purchase Agreement”) with certain accredited investors (“Lenders”) pursuant to which the Company issued the Lenders convertible promissory notes with an aggregate principal balance of $1,015,000 (the “2023 Private Placement”). Messrs. Tom Y. Lee and Ivan Chen, each a member of the Company’s Board invested $1,000,000 and $15,000, respectively in the 2023 Private Placement, through affiliates or directly. As of April 30, 2026, $1,015,000 of principal was outstanding under the 2023 Private Placement, which amount is currently due.
   
(b) In fiscal 2024, the Company entered into a Note Purchase Agreement (the “2024 Note Purchase Agreement”) with certain accredited investors (“Lenders”) pursuant to which the Company issued the Lenders convertible promissory notes with an aggregate principal balance of $1,785,000 (the “2024 Private Placement”). Tom Y. Lee invested $1,785,000 in the 2024 Private Placement, through affiliates or directly. As of April 30, 2026, $1,785,000 of principal was outstanding under the 2024 Private Placement, of which $1,285,000 is currently due.
   
(c) In fiscal 2025, the Company entered into a Note Purchase Agreement (the “2025 Note Purchase Agreement”) with certain accredited investors (“Lenders”) pursuant to which the Company issued the Lenders convertible promissory notes with an aggregate principal balance of $2,000,000 (the “2025 Private Placement”). Tom Y. Lee invested $2,000,000 in the 2025 Private Placement, through affiliates or directly. As of April 30, 2026, $2,000,000 of principal was outstanding under the 2025 Private Placement.
   
(d) During the period ended April 30, 2026, the Company entered into a Note Purchase Agreement (the “2026 Note Purchase Agreement”) with certain accredited investors (“Lenders”) pursuant to which the Company issued the Lenders convertible promissory notes (the “Notes”, collectively with the 2026 Note Purchase Agreement, the “Note Documents”) with an aggregate principal balance of $970,000 (the “2026 Private Placement”).The Note Documents provide for subsequent closings for an aggregate offering size of $2.0 million in principal balance. Tom Y. Lee, invested $970,000 in the 2026 Private Placement, through affiliates or directly. The disinterested members of the Board approved the 2026 Private Placement. As of April 30, 2026, $970,000 of principal was outstanding under the 2026 Private Placement.