Convertible Instruments and Accrued Interest (Tables)
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9 Months Ended |
12 Months Ended |
Feb. 28, 2023 |
May 31, 2022 |
| Convertible Instruments and Accrued Interest |
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| Schedule of information on dividends of convertible preferred stock |
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February 28, 2023 |
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May 31, 2022 |
(in thousands except conversion rate) |
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Series B |
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Series C |
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Series D |
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Series B |
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Series C |
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Series D |
Shares of preferred stock |
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19 |
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6 |
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9 |
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19 |
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|
7 |
|
|
9 |
Common stock conversion rate |
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10:1 |
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2,000:1 |
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1,250:1 |
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10:1 |
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2,000:1 |
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1,250:1 |
Total shares of common stock if converted |
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|
190 |
|
|
12,670 |
|
|
10,565 |
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|
190 |
|
|
13,806 |
|
|
10,565 |
Undeclared dividends |
|
$ |
14 |
|
$ |
— |
|
$ |
— |
|
$ |
10 |
|
$ |
— |
|
$ |
— |
Accrued dividends |
|
$ |
— |
|
$ |
2,341 |
|
$ |
2,594 |
|
$ |
— |
|
$ |
2,014 |
|
$ |
1,963 |
Total shares of common stock if dividends converted |
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|
28 |
|
|
4,682 |
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|
5,188 |
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|
20 |
|
|
4,028 |
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|
3,926 |
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As of May 31, |
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|
2022 |
|
2021 |
(in thousands) |
|
Series B |
|
Series C |
|
Series D |
|
Series B |
|
Series C |
|
Series D |
Undeclared dividends |
|
$ |
10 |
|
$ |
— |
|
$ |
— |
|
$ |
18 |
|
$ |
— |
|
$ |
— |
Accrued dividends |
|
$ |
— |
|
$ |
2,014 |
|
$ |
1,963 |
|
$ |
— |
|
$ |
1,530 |
|
$ |
1,117 |
Shares of common stock |
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|
20 |
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|
4,028 |
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|
3,926 |
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|
36 |
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|
3,060 |
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|
2,234 |
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| Summary Of outstanding convertible notes |
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February 28, 2023 |
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April 2, 2021 Note |
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April 23, 2021 Note |
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Interest rate per annum |
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10 |
% |
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|
10 |
% |
Conversion price per share upon five trading days' notice |
|
$ |
10.00 |
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|
$ |
10.00 |
|
Party that controls the conversion rights |
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Investor |
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Investor |
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Maturity date |
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April 5, 2023 |
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April 23, 2023 |
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Security interest |
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All Company assets excluding intellectual property |
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| Schedule of outstanding balances of convertible notes |
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February 28, 2023 |
|
May 31, 2022 |
(in thousands) |
|
April 2, 2021 Note |
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April 23, 2021 Note |
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Total |
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April 2, 2021 Note |
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April 23, 2021 Note |
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Total |
Convertible notes payable outstanding principal |
|
$ |
7,819 |
|
$ |
28,500 |
|
$ |
36,319 |
|
$ |
9,819 |
|
$ |
28,500 |
|
$ |
38,319 |
Less: Unamortized debt discount and issuance costs |
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(49) |
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(257) |
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(306) |
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(512) |
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(1,566) |
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|
(2,078) |
Convertible notes payable, net |
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|
7,770 |
|
|
28,243 |
|
|
36,013 |
|
|
9,307 |
|
|
26,934 |
|
|
36,241 |
Accrued interest on convertible notes |
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|
3,535 |
|
|
5,886 |
|
|
9,421 |
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|
2,599 |
|
|
3,375 |
|
|
5,974 |
Outstanding convertible notes payable, net and accrued interest |
|
$ |
11,305 |
|
$ |
34,129 |
|
$ |
45,434 |
|
$ |
11,906 |
|
$ |
30,309 |
|
$ |
42,215 |
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As of May 31, |
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|
2022 |
|
2021 |
(in thousands) |
|
April 2, 2021 Note |
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April 23, 2021 Note |
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Total |
|
November 2020 Note |
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April 2, 2021 Note |
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April 23, 2021 Note |
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Total |
Convertible notes payable outstanding principal |
|
$ |
9,819 |
|
$ |
28,500 |
|
$ |
38,319 |
|
$ |
13,500 |
|
$ |
28,500 |
|
$ |
28,500 |
|
$ |
70,500 |
Less: Unamortized debt discount and issuance costs |
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|
(512) |
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|
(1,566) |
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(2,078) |
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|
(1,204) |
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(3,232) |
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(3,317) |
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|
(7,753) |
Convertible notes payable, net |
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|
9,307 |
|
|
26,934 |
|
|
36,241 |
|
|
12,296 |
|
|
25,268 |
|
|
25,183 |
|
|
62,747 |
Accrued interest on convertible notes |
|
|
2,599 |
|
|
3,375 |
|
|
5,974 |
|
|
1,258 |
|
|
447 |
|
|
302 |
|
|
2,007 |
Outstanding convertible notes payable, net and accrued interest |
|
$ |
11,906 |
|
$ |
30,309 |
|
$ |
42,215 |
|
$ |
13,554 |
|
$ |
25,715 |
|
$ |
25,485 |
|
$ |
64,754 |
|
| Schedule of reconciliation of changes to outstanding balance of convertible notes |
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(in thousands) |
|
April 2, 2021 Note |
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April 23, 2021 Note |
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Total |
Outstanding balance at May 31, 2022 |
|
$ |
11,906 |
|
$ |
30,309 |
|
$ |
42,215 |
Amortization of issuance discount and costs |
|
|
463 |
|
|
1,309 |
|
|
1,772 |
Interest expense |
|
|
936 |
|
|
2,511 |
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|
3,447 |
Fair market value of shares exchanged for repayment |
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|
(2,656) |
|
|
— |
|
|
(2,656) |
Difference between market value of common shares and reduction of principal |
|
|
656 |
|
|
— |
|
|
656 |
Outstanding balance at February 28, 2023 |
|
$ |
11,305 |
|
$ |
34,129 |
|
$ |
45,434 |
|
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(in thousands) |
|
November 2020
Note |
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April 2, 2021
Note |
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April 23, 2021
Note |
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Total |
Outstanding balance at May 31, 2021 |
|
$ |
13,554 |
|
$ |
25,715 |
|
$ |
25,485 |
|
$ |
64,754 |
Amortization of issuance discount and costs |
|
|
98 |
|
|
1,197 |
|
|
1,750 |
|
|
3,045 |
Interest expense |
|
|
192 |
|
|
2,152 |
|
|
3,073 |
|
|
5,417 |
Fair market value of shares exchanged for repayment |
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|
(18,495) |
|
|
(23,578) |
|
|
— |
|
|
(42,073) |
Difference between market value of common shares and reduction of principle |
|
|
4,651 |
|
|
6,421 |
|
|
— |
|
|
11,072 |
Outstanding balance at May 31, 2022 |
|
$ |
— |
|
$ |
11,907 |
|
$ |
30,308 |
|
$ |
42,215 |
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