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SUBSEQUENT EVENTS
12 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

32. SUBSEQUENT EVENTS

 

The Company evaluated subsequent events after June 30, 2026, in accordance with FASB ASC 855 Subsequent Events, through the date of the issuance of these financial statements and has determined the following subsequent events are required to be disclosed:

 

Amendment to Maturity Date of Promissory Notes

 

Approved at an October 9, 2026 Board meeting, effective as of June 15, 2026, the Company amended the maturity date of the following promissory notes to the earlier of December 8, 2026, or the up-listing of the Company to the NYSE American:

 

  1. $1,500,000 Secured Promissory Note, dated December 21, 2024, as amended, between the Company and Mr. Singh, which bears no interest; and
     
  2. $1,600,000 Senior Convertible Promissory Note, dated December 20, 2024, as amended, between the Company and Michael Singh, bearing interest at 3.5% per annum.

 

Approved at an October 9, 2026 Board meeting, effective as of June 15, 2026, the Company and BOS amended the $3,000,000 Secured Promissory Note, dated December 1, 2024, and as amended on April 22, 2025, under a planned committed Line of Credit with BOS Investment Inc. to borrow up to an aggregate of $5,000,000, bearing interest at 3.5% per annum, to extend the maturity date to December 8, 2026. Subsequent to June 30, 2026, BOS Investments Inc. advised the Company that it would not provide additional advances under the previously contemplated $5,000,000 credit facility. Accordingly, the borrowing capacity under the facility has been limited to the aggregate outstanding principal balance of $3,350,154 as of June 30, 2026. No additional funding is available under the facility.

 

Approved at an October 9, 2026 Board meeting, effective as of June 15, 2026, the Company amended the maturity date of the $150,000 Convertible Promissory Note dated May 21, 2025 with Andrew Trumbach, bearing interest at 12% per annum, to December 8, 2026.

 

Approved at an October 9, 2026 Board meeting, effective as of June 15, 2026, the Company amended the maturity date of the $1,100,000 Convertible Promissory Note dated June 26, 2024 with Harthorne Capital, bearing interest at 12% per annum, to December 8, 2026.

 

Approved at an October 9, 2026 Board meeting, effective as of June 15, 2026, the Company amended the maturity date of the $20,000 Promissory Note dated January 2, 2026 with Kini Consult, bearing interest at 8% per annum, to December 8, 2026.

 

Approved at an October 9, 2026 Board meeting, effective as of June 15, 2026, the Company amended the maturity date of the $50,000 Promissory Note dated March 31, 2026 with Dr. Narendra Kini, bearing interest at 8% per annum, to December 8, 2026.

 

Proposed Unwinding of Chial Acquisition

 

On October 9, 2026, subsequent to the Company’s fiscal year ended June 30, 2026, the Board of Directors considered the financial obligations associated with the Chial Reserve Assets, the development’s stage of completion, and the additional capital expenditures anticipated to complete the development.

 

Following its review, the Board determined that pursuing a divestiture of the Chial Reserve Assets and an unwinding of the related acquisition transactions could be in the Company’s best interests as part of its efforts to reduce indebtedness, limit future capital commitments, and improve its liquidity position.

 

On October 9, 2026, the Board approved pursuing the proposed divestiture and rescission of the acquisition-related transactions, in consideration for the release and satisfaction of the underlying indebtedness and obligations of the Company associated with those transactions (the “Unwind Transaction”).

 

Michael Singh, the Company’s Co-Chief Executive Officer and a related party to certain obligations arising from the acquisition, recused himself from the Board’s consideration and approval of the proposed transaction.

 

The contemplated Unwind Transaction is expected to involve negotiations with Chial Mountain Ltd., BOS, and other applicable parties to establish the terms under which the Chial Reserve Assets and related interests would be transferred or returned in exchange for the cancellation, release, or satisfaction of the applicable acquisition-related indebtedness and obligations.

 

Modification of BOS Investments Inc Credit facility

 

Subsequent to June 30, 2026, BOS Investments Inc. advised the Company that it would not provide additional advances under the previously contemplated $5,000,000 credit facility. Accordingly, the borrowing capacity under the facility has been limited to the aggregate outstanding principal balance of $3,350,154 as of June 30, 2026. No additional funding is available under the facility.

 

This development has been considered by management in its assessment of the Company’s liquidity requirements and its ability to continue as a going concern.

 

Other than as provided above or in the other notes to these financial statements, the Company has determined that there are no other subsequent events that are required to be disclosed.