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During the nine months ended April 30, 2021, the Company acquired trademarks of $60,000 comprised of $35,000 for the Primordia trademark (see Note 2) and $25,000 for the American Hemp and Diablo trademarks (see Note 2).In accordance with ASC 350, “Intangibles—Goodwill and Other,” goodwill and other intangible assets with indefinite lives are no longer subject to amortization but are tested for impairment annually or whenever events or changes in circumstances indicate that the asset might be impaired.


During the three months ended April 30, 2021, the Company recorded 762,500 shares of common stock to be issued pursuant to various consulting agreements. Of the shares to be issued, 125,000 are to be issued to the Company’s CEO and 100,000 shares are to be issued to the Company’s COO pursuant to their respective agreements (see Note 10 (a) and 10 (c), respectively). All of the shares were valued in the aggregate $1,019,375, based on the market price of the common stock on the dates of the various agreements, and is included in stock- based compensation expense for the three and nine months ended April 30, 2021.


Intangible assets are recorded at estimated fair value, as determined by management based on available information. The brand has an indefinite life and will not be amortized. There was no change in any of the assets since the APA date, and the above asset amounts are included in the condensed consolidated balance sheet as of April 30, 2021. There are no sales or costs included in the condensed consolidation statement of operations for the three and nine months ended April 30, 2021. There are no pro-forma tables included as the Company was unable to obtain financial statements from the above entity.


On April 14, 2021, the Company entered into an Asset Purchase Agreement (the “Admay APA”) with Admay, Inc (“Admay”), a Wyoming company. Pursuant to the Admay APA, the Company can acquire from Admay certain assets per the APA in exchange for up to $2,822,000 (the “Purchase Price”). The Purchase Price will be a combination of cash and restricted shares of common stock of the Company. On April 15, 2021, the APA was consummated and the Company agreed to pay $122,400 for the purchase of the brands American Hemp and Diablo related to hemp cigarettes only and part of the inventory (the “Initial Purchase”). The Company is not obligated to buy any additional inventory. As of April 30, 2021, the Company had paid $10,000 of the Initial Purchase.


Interest expense for the three and nine months ended April 30, 2021, was $297,048 and $698,851, respectively, compared to $509,727 and $785,106 for the three and nine months ended April 30, 2020. The decreases for the three and nine months ended April 30, 2021, compared to the prior year periods is the result of the prior periods included amortization of debt discounts of $358,049 and $ 365,412, respectively, related to convertible notes that have now been extinguished. Such decrease was partially offset by the increase in the imputed interest expense of $34,579 and $92,832, for the three and nine months ended April 30, 2021, compared to the three and nine months ended April 30, 2020, respectively.