Quarterly report pursuant to Section 13 or 15(d)

RELATED PARTY NOTES PAYABLE

v3.23.1
RELATED PARTY NOTES PAYABLE
3 Months Ended
Mar. 31, 2023
Related Party Notes Payable  
RELATED PARTY NOTES PAYABLE

NOTE 9. RELATED PARTY NOTES PAYABLE

 

The following table summarizes the Company’s related party notes payable:

 

    Interest rate     Date of maturity  

March 31, 2023

   

December 31, 2022

 
Quinten Beasley     10 %   October 14, 2016     5,000       5,000  
Blue Sky Resources (ii)     3.5 %   December 31, 2021     178,923       178,923  
Blue Sky Resources (iii)     10 %   December 31, 2021     150,000       150,000  
Blue Sky Resources (iv)     10 %   December 31, 2022     2,085,432       2,085,432  
Ivar Siem (v)     9 %   December 31, 2021     278,435       278,435  
Mark Allen (vi)     9 %   September 2, 2021     55,000       55,000  
Mark Allen (vii)     12 %   June 30, 2020     200,000       200,000  
Mark Allen (viii)     9 %   June 30, 2021     61,012       241,125  
Joel Oppenheim (ix)     10 %   December 31, 2021     266,900       266,900  
                $ 3,280,702 (i)   $ 3,460,815  

 

  (i) All notes are current liabilities (due within one year or less from March 31, 2023.)
     
  (ii) On February 9, 2018, the Company entered into a Revolving Line of Credit Agreement (“LOC”) for $200,000 (subsequently increased to $500,000 on April 12, 2018) with Jovian Petroleum Corporation (“Jovian”). The CEO of Jovian is Quinten Beasley, our former director (resigned October 31, 2018), and 25% of Jovian is owned by Zel C. Khan, our former CEO and director. The initial agreement was for a period of 6 months, and it previously could be extended for up to 5 additional terms of 6 months each. All amounts advanced pursuant to the LOC will bear interest from the date of advance until paid in full at 3.5% simple interest per annum. Interest will be calculated on a basis of a 360-day year and charged for the actual number of days elapsed. This LOC was subsequently extended until December 31, 2021. On February 2, 2022, the LOC was assigned to Blue Sky Resources.
     
  (iii) On February 3, 2022, Joel Oppenheim, a former Board member, assigned $150,000 of his note to Blue Sky Resources.
     
  (iv) On December 1, 2021, the Company signed an amended loan agreement with a third party for $2,085,432, which combined prior credit notes and accrued interest on those amounts. The loan bears interest at 10% per annum and had a maturity date of December 31, 2022. The note was secured by a security interest against the 25% Working Interest in the Cona assets, a security guarantee of a working interest in the Utikuma oil field and a working interest in the TLSAU field. The note was assigned to Blue Sky Resources on February 11, 2022, and moved to Related Party Notes Payable.
     
  (v) On August 15, 2019, the Company entered into a loan agreement in the amount of $75,000 with Ivar Siem, a member of the Board of Directors. The note bears interest at an interest rate of 12% per annum with a four (4) month maturity. On December 4, 2019, the Company entered into a loan agreement in the amount of $100,000 with Ivar Siem. The note bears interest at an interest rate of 12% per annum with a six (6) month maturity. At the maturity date, the noteholder has the right to collect the principal plus interest or convert into 1,250,000 shares of common stock at $0.08 per share. In addition, if converted, the noteholder will also receive 5,000,000 warrants at an exercise price of $0.10 per share, vesting immediately with a 36-month expiration period. On February 28, 2020, the Company entered into a $50,000 loan agreement with Ivar Siem. The note does not bear any interest (0% interest rate) and is due on demand. The note includes warrants to purchase 200,000 shares of common stock (the “Loan Warrants”), at an exercise price of $0.10 per share in Canadian dollars and expired on March 1, 2022. The warrants were issued on January 1, 2021. On January 1, 2021, the Company entered into an amended loan agreement in the amount of $278,435, which combined the three previous loans, along with accrued interest. The note bears an interest rate of 9% per annum and matured on December 21, 2021.

 

 

  (vi) On April 15, 2020, the Company entered into an agreement with Mark Allen, that included a funding clause where the Company borrowed $55,000 from Mr. Allen, the Company’s Chief Executive Officer. The note bears interest at an interest rate of 9% per annum and matured on September 2, 2021.
     
  (vii) During 2019, the Company entered into a loan agreement in the amount of $200,000 with Mark Allen. The note bears interest at an interest rate of 12% per annum and matured on June 30, 2020. At the maturity date, the note holder has the right to collect the principal plus interest or convert into 2,500,000 shares of common stock at $0.08 per share. In addition, upon conversion, the note holder will also receive 10,000,000 warrants at an exercise price of $0.10 per share, vesting immediately with a 36-month expiration period.
     
  (viii) On January 3, 2020, the Company entered into a loan agreement in the amount of $100,000 with Mark Allen. The note bears interest at an interest rate of 10% per annum and matured on June 1, 2020, with warrants to purchase 400,000 shares of common stock (the “Loan Warrants”), at an exercise price of $0.10 per share in Canadian dollars and expire on January 3, 2023. The fair value of issued warrants were recorded as a debt discount of $31,946 and monthly amortization of $1,775. On February 14, 2020, the Company entered into a loan agreement in the amount of $125,000 with Mark Allen. The note bears interest at an interest rate of 10% per annum and matures on June 1, 2020, with warrants to purchase 750,000 shares of common stock (the “Loan Warrants”), at an exercise price of $0.10 per share in Canadian dollars and expired on February 14, 2022. The fair value of issued warrants were recorded as a debt discount of $38,249 and monthly amortization of $1,903. On January 1, 2021, the Company entered into an amended loan agreement in the amount of $245,938, which combined the two previous loans, along with accrued interest. The note bears an interest rate of 9% and matured on June 30, 2021. A payment of $196,344 was made on this note in the first quarter of 2023, applied to accrued interest first and then principal.
     
  (ix) Various shareholder advances were provided by Joel Oppenheim during 2018 and 2019. There were no formal documents drawn. Interest rates were applied based on other similar loan agreements entered into by the Company during that period. On February 12, 2021, the Company entered into an amended loan agreement in the amount of $416,900 that consolidated these amounts. The loan bears interest at 10% per annum and matured on December 31, 2021. On August 31, 2021, this loan was in default due to missed interest payments, and a default interest rate was applied to the principal balance. On February 3, 2022, $150,000 of this note was assigned to Blue Sky Resources.

 

The following is a schedule of future minimum repayments of related party notes payable as of March 31, 2023:

 

         
2023   $ 3,280,702  
Thereafter      
Total   $ 3,280,702