| Schedule of Convertible Notes |
Convertible
notes consist of the following:
Schedule of Convertible Notes
| | |
Maturity | |
Interest Rate | | |
July 31, 2026 | | |
July 31, 2025 | |
| | |
| |
| | |
| | |
| |
| Fiscal 2023 Notes (a) – past due | |
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 2028 to February 2029 | |
| 6.16% - 6.68 | % | |
| 970,000 | | |
| — | |
| | |
| |
| | | |
| 5,770,000 | | |
| 4,800,000 | |
| Accrued interest | |
| |
| | | |
| 832,000 | | |
| 436,000 | |
| Total | |
| |
| | | |
$ | 6,602,000 | | |
$ | 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 July 31, 2026 and 2025, $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 July 31, 2026 and 2025, $1,785,000
of principal was outstanding under the 2024 Private Placement, which amount
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 July 31, 2026 and 2025, $2,000,000
of principal was outstanding under the 2025 Private Placement. |
| |
|
| (d) |
During
the fiscal year ended July 31, 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 July 31, 2026, $970,000
of principal was outstanding under the 2026 Private Placement. |
|