Notes Payable Related Parties | NOTE 8 – NOTES PAYABLE– RELATED PARTIES Convertible debt, related parties On January 3, 2011, the Company formalized a loan agreement with Jed Miesner, the Company’s CEO and Chairman for $1,940,000. The loan is scheduled to mature on December 31, 2030, bear interest at the rate of 8% per annum, and collateralized with a leasehold deed of trust covering certain leasehold interests in Pecos County, Texas. At July 31, 2017 and 2016, the current component of this loan was $248,704 and $191,029, respectively. The long-term amounts at July 31, 2017 and 2016 were $1,691,296 and $1748,971, respectively. On December 30, 2010, Amazing Energy, LLC, formalized loan agreements with Petro Pro Ltd., an entity controlled by Jed Miesner for $1,100,000. The loan is scheduled to mature on December 31, 2030, bear interest at the rate of 8% per annum and are collateralized with a leasehold deed of trust covering certain leasehold interests in Pecos County, Texas. At July 31, 2017 and 2016, the current component of this loan was $141,018 and $108,315, respectively. The long-term amounts at July 31, 2017 and 2016, were $958,982 and $991,685, respectively. On December 30, 2010, Amazing Energy, LLC, (a wholly owned subsidiary of the Company) entered into a $2,000,000 line of credit facility with JLM Strategic Investments LP, an entity controlled by Jed Miesner. Funds advanced on the line of credit mature on December 31, 2030, bear interest at the rate of 8% per annum and are collateralized with a leasehold deed of trust covering certain leasehold interests in Pecos County, Texas. There was a reduction in this debt of $287,303 on July 31, 2016 by the issuance of the Series A Preferred Stock (see below). At July 31, 2017 and 2016, the current component of this loan was $41,170 and $30,162, respectively. The long-term amounts at July 31, 2017 and 2016, were $Nil and $11,009, respectively. Terms of the notes, as amended, provide for adjustment to the interest rate beginning February 1, 2017 from 8% to a rate of 6% through February 1, 2019, and a rate of Prime plus 2% for the remaining years. The notes also included a conversion feature that allows the principal and accrued interest of the loans to be converted into common stock of Amazing Energy, Inc. at $0.60 per share at the option of related party note holders. Principal maturities for the two loan agreements and the credit facility outstanding at July 31, 2017 for the remaining terms are summarized by year as follows: Principal Maturities Year ending July 31, Jed Miesner Petro Pro, Ltd. JLM Strategic Investments, LP Total 2018 $ 248,704 $ 141,018 $ 41,170 $ 430,892 2019 62,290 35,319 - 97,609 2020 67,273 38,144 - 105,417 2021 72,655 41,196 - 113,851 2022 78,467 44,492 - 122,959 Subsequent years 1,410,611 799,831 - 2,210,443 $ 1,940,000 $ 1,100,000 $ 41,170 $ 3,081,170 On July 31, 2016, the Company authorized the issuance of 9,000 shares of Preferred Series A stock with par value of $0.01 per share. (Note 15). These shares were issued to Jed Miesner, the Company’s controlling shareholder, in exchange for cancellation of related party interest payable is associated with the convertible notes in the amount of $612,697 and a convertible note payable to JLM Strategic Investments, LP in the amount of $287,303. This was accounted for as a deemed contribution on exchange of related party convertible debt and interest for preferred stock during the year ended July 31, 2016. At July 31, 2017, Mr. Miesner has waived any event of default on the delinquent payments of principal and interest due on the loans and credit facility . As of July 31, 2017 and 2016, the accrued and unpaid interest on this related party convertible debt was $215,935 and $Nil, respectively. Related party interest expense for the year ended July 31, 2017 and 2016, was $215,935 and $269,722, respectively. At July 31, 2017, the balance of the convertible debt and accrued interest was convertible to 12,661,985 shares of common stock at a conversion price of $0.60 per share. Note payable on acquisition, related party On April 15, 2016, the Company entered into an agreement with Jed Miesner, the Chairman of the Company’s Board of Directors, to acquire all of his interest (100% of the total outstanding shares of common stock) in Jilpetco, Inc., a Texas corporation (“Jilpetco”) for consideration of $500,000 and oilfield service receivables of $71,745. On August 25, 2016, the Company announced that the foregoing agreement was amended to extend the closing date to August 31, 2016 and excluded certain property therefrom. The parties agreed to allow Jed Miesner to assign certain accounts receivable and to exclude certain personal property from the transaction. In addition, the $500,000 consideration for the acquisition was in the form of a note payable at 6% interest calling for monthly payments of principal and interest and maturing on December 25, 2017. For the year ended July 31, 2017, the Company made payments of $395,833 plus interest of $8,973 on this note. Notes payable, related parties On May 27, 2016, Jilpetco entered into loan agreements (the “May 2016 Notes”) with Tony Alford, Robert Bories, Robert Manning, Petro Pro Ltd., and Reese Pinney. Messrs. Alford and Manning are members of the Board of Directors and Miesner is Chairman. Messrs. Bories and Pinney are officers of the Company. The aggregate principal amount of the notes was $180,000. Principal, interest and fees for the May 2016 Notes at July 31, 2016 are summarized as follows: Interest and financing fees payable Principal amount Interest Fee Total Petro Pro Ltd. $ 50,000 $ 722 $ 5,000 $ 5,722 Robert Bories 50,000 722 5,000 5,722 Tony Alford 50,000 722 5,000 5,722 Robert Manning 20,000 13 2,000 2,013 Reese Pinney 10,000 144 1,000 1,144 Total $ 180,000 $ 2,324 $ 18,000 $ 20,324 The notes were scheduled to mature on November 23, 2016 and bore interest at the rate of 8% per annum. and included an initial participation fee of $18,000 equal to 10% of the principal amount of the loans. On August 15, 2016, the loan agreements were modified to accept additional amounts from all the individual noteholders except Mr. Manning. A total of $50,000 was subsequently advanced on these notes, and an additional participation fee of $5,000 was incurred. On November 23, 2016, the Noteholders waived any event of default and commenced discussion to extend or replace the loans with new loan agreements. On January 6, 2017, the Company paid 25% of the principal, $57,500, paid the initial 10% participation fee of $23,000, and paid the accrued interest through November 23, 2016, $8,035, for a grand total of $88,536 paid. On May 31, 2017, the noteholders agreed to extend the maturity date of the Notes to December 31, 2017. As consideration for the change in terms, the Company issued to the noteholders an aggregate 460,000 shares of the Company’s common stock with a fair value of $105,800 based on the closing share price of $0.23. This modification was accounted for as an extinguishment, and the $105,800 was expensed as a financing fee associated with debt modification. On July 21, 2017, the Company entered into additional loan agreements (the “July 2017 Notes”) with Robert Bories, Robert Manning, Petro Pro Ltd., and Rolf Berg. The aggregate principal amount of the new notes was $175,000. The notes bear interest at a rate of 8% per annum and incurred a participation fee of $17,500 equal to 10% of the principal amounts of the loans. The July 2017 Notes are due January 21, 2018. Principal, interest and fees for the notes payable, related parties at July 31, 2017 are summarized as follows: Notes payable, related parties Interest and financing fees payable May 2016 Notes July 2017 Notes Total May 2016 Interest July 2017 Interest July 2017 fee Total Petro Pro Ltd. $ 48,750 $ 50,000 $ 98,750 $ 2,867 $ 122 $ 5,000 $ 7,989 Robert Bories 48,750 50,000 98,750 2,867 122 5,000 7,989 Tony Alford 48,750 - 48,750 2,867 - - 2,867 Robert Manning 15,000 25,000 40,000 882 61 2,500 3,443 Reese Pinney 11,250 - 11,250 662 - - 662 Rolf Berg - 50,000 50,000 - 122 5,000 5,122 Total $ 172,500 $ 175,000 $ 347,500 $ 10,146 $ 428 $ 17,500 $ 28,073 Related party interest expense on these May 2016 and July 2017 Notes for the years ended July 31, 2017 and 2016 was $40,087 and $20,324 respectively. |