Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

v3.21.2
Subsequent Events
6 Months Ended
Feb. 29, 2020
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
28. SUBSEQUENT EVENTS

Events after the reporting date not otherwise separately disclosed in these consolidated financial statements are:


  (a) Debt conversions

Between May 8, 2020 and May 27, 2020 a convertible debt holder converted $110,000 of principal into 4,224,964 shares at an average conversion price of $0.026 per share.


  (b) Financing Activity

On March 11, 2020, the Company issued a promissory note to a private investor who advanced the Company $100,000, guaranteed by the Chairman of the Board. The promissory bears no interest and was repayable on April 13, 2020. The promissory note has not been repaid as yet.


On March 30, 2020, the Company issued to Petroleum Capital Funding L.P., an arm’s length private lender, a secured convertible debenture in the principal amount of US$471,000, which after taking into account an original issue discount of US$78,500, or approximately 16.67%, resulted in gross proceeds to the Company of US$392,500. The proceeds of this debenture were received prior to February 29, 2020.


The Company’s obligations to the Lender under the Debentures have been secured by a first priority lien on all bitumen reserves at the Company’s Asphalt Ridge property, consisting of 8,000 acres.


  (c) Mineral Leases

As disclosed under Note 1, between March 14, 2019 and February 29, 2020, the Company, acting through its wholly-owned subsidiary TMC, made cash deposits of $1,907,000, included in prepaid expenses and other current assets for the acquisition of 100% of the operating rights under U.S. federal oil and gas leases, administered by the BLM in Garfield and Wayne Counties covering approximately 8,480 gross acres in P.R. Springs and the Tar Sands Triangle within the State of Utah. The total consideration of $3,000,000 has been partially settled by a cash payment of $1,907,000, with the balance of $1,093,000 still outstanding.


In terms of a letter agreement dated April 17, 2020, between the Transferor of the oil and gas leases and TMC, as Transferee, due to uncertainty as to whether all of the 10 leases which the Company had initially paid deposits for are available, an adjustment to the purchase price has been agreed upon as follows: (i) should all 10 of the leases be available, the Company will pay the additional $1,093,000 for the rights under the leases; (ii) if only a portion of the leases ranging from 4 to 9 of the leases are available, the Company will adjust the final purchase price of the leases to between $1.5 million and $2.5 million; and (iii) notwithstanding the above, if after a period of 7 years from April 17, 2020, if at least six of the leases are not available to the Company, then the Company may demand a refund of $1.2 million or instruct the Seller to acquire other leases in the same area for up to $1.2 million.