NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE | Note 6 – NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE Related Party Convertible Loan An officer of the Company has provided a loan to TSR under a convertible promissory note. This convertible promissory note is unsecured, non-interest bearing, and is convertible into common shares of the Company stock at $2.75 per share and due on demand. The balance due to the officer was $ 53,890 On April 20, 2022, the Company entered into a convertible note payable with an individual who is a member of the Companys Board of Directors. The note payable, with a face value of $50,000, bears interest at 10.0% per annum and is due on July 21, 2022. The convertible note payable is convertible upon default, at the note holders option, into the Companys common shares at a fixed conversation rate of $0.05. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. This convertible promissory note is currently in default due to non payment of principal and interest. Short Term Loans As of April 30, 2022 and 2021, the Company had loans totaling $ 16,763 14,063 2,700 Convertible Notes Payable The following table reflects the convertible notes payable as of April 30, 2022 and April 30, 2021: Schedule of Notes Payable Maturity April 30, 2022 April 30, 2021 Conversion Issue Date Date Principal Balance Principal Balance Rate Price Convertible notes payable Face Value 04/26/2021 04/26/2023 $ 250,000 $ 250,000 10.00% 0.10 Face Value 04/26/2021 04/26/2023 25,000 25,000 10.00% 0.10 Face Value 05/05/2021 05/05/2023 150,000 - 10.00% 0.10 Face Value 05/07/2021 05/07/2023 100,000 - 10.00% 0.10 Face Value 05/19/2021 05/19/2023 150,000 - 10.00% 0.10 Face Value 12/06/2021 03/06/2023 70,666 - 0.00% 0.10 Face Value 04/20/2022 07/21/2023 50,000 - 10.00% 0.05 Face value 795,666 275,000 Less unamortized discounts 21,114 250,000 Balance convertible notes payable $ 774,552 $ 25,000 The convertible notes payable are convertible into a fixed number of shares and with no down round protection features. The Company accounted for the beneficial conversion features based on the intrinsic value at the date of issuance. During the years ended April 30, 2022 and 2021, the Company recognized beneficial conversion features totaling $479,579 and $250,000, respectively. The discount from the beneficial conversion features are being amortized through charges to interest expense over the term of the convertible notes payable. The Company recorded interest expense related to the amortization of debt discounts on these notes of $708,464 and $0 for the years ended April 30, 2022 and 2021, respectively. New Convertible Notes Payable Issued During the Years Ended April 30, 2022 and 2021 Year Ended April 30, 2022 On May 5, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $150,000, including a $15,000 original issue discount, bears interest at 10.0% per annum and is due on May 5, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On May 7, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $100,000, including a $10,000 original issue discount, bears interest at 10.0% per annum and is due on May 7, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On May 19, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $150,000, including a $15,000 original issue discount, bears interest at 10.0% per annum and is due on May 19, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On December 6, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $70,666, including a $17,666 original issue discount, bears interest at 0.0% per annum and is due on March 6, 2023. The default interest rate is 15% if the note is not repaid within ninety days of the issue date, retroactive to the date of issuance. There was also $3,000 for legal fees included in the note balance. After the occurrence of any event of default, the convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The lender also received 282,667 warrants to purchase the Companys common stock at a purchase price of $0.25 for a period of five years from the date of the note. During the twelve months immediately following the Closing, with respect to each and any securities offering conducted by the Company, the Company agrees to, and hereby does, irrevocably grant to the Buyer the option to purchase up to $1,000,000 worth of the securities offered in such offering at the applicable offering prices thereunder. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On April 20, 2022, the Company entered into a convertible note payable with an individual who is a member of the Companys Board of Directors. The note payable, with a face value of $50,000, bears interest at 10.0% per annum and is due on July 21, 2023. The convertible note payable is convertible upon default, at the note holders option, into the Companys common shares at a fixed conversation rate of $0.05. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. This convertible promissory note is currently in default due to non payment of principal and interest. Year Ended April 30, 2021 On April 22, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $250,000, including a $25,000 original issue discount, bears interest at 10.0% per annum and is due on April 26, 2022, the maturity date of the note was extended to April 26, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On April 26, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $25,000, bears interest at 10.0% per annum and is due on April 26, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. |