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Related Party Transactions
6 Months Ended
Feb. 28, 2018
Related Party Transactions [Abstract]  
Related Party Transactions

NOTE 4 – RELATED PARTY TRANSACTIONS

 

During the year ended August 31, 2015, we received $10,000 from a shareholder advance which is unsecured, non-interest bearing, and due on demand. As of February 28, 2018, $10,000 remains outstanding.

 

As of February 28, 2018, the Company has a loan from an officer of $11,500. The loan is unsecured, non-interest bearing, and due on demand.

 

As of February 28, 2018, and August 31, 2017, there are related party accounts payable and accrued expenses of $54,965 and $75,526, respectively, related to payments, consulting services and accrued interest.

 

On October 25, 2016, the Company executed a promissory note with Dreadnought 1906, Inc., which is controlled by Vyvyan Campbell (“Campbell”), the Company’s Director, for $150,000. The note matures on November 1, 2017 and bears interest at 10% per annum which accrues. As an incentive for the issuance of the note, 250,000 shares of common stock were issued and recorded as a debt discount. The shares were valued at $150,000 for the debt discount. On August 26, 2017, Campbell and the Company agreed on a conversion for the principal and accrued interest to be converted into 2,500,000 shares of common stock. See Note 3.

 

In February 2017, the Company entered into a consulting agreement for a spokesman for the PetLife pet foods division. The agreement is through January 2020. The Company issued 1,000,000 shares of restricted common stock which 27,778 shares of common stock vest every month. The shares of common stock were valued at $160,000 and $31,111 was recorded as stock-based compensation for the year ended August 31, 2017. The Company will record the remaining $128,889 over the service period or through January 2020. On March 25, 2018, the Company and Healthy Life Pets terminated this agreement. See Note 9.

 

On January 26, 2018, the Company executed a promissory note with Salvagno for $3,500 of accrued expenses related to expenses paid by Salvagno. The note is due on demand and bears interest at 4% per annum which accrues. As of February 28, 2018, $13 of interest has been accrued.

 

On January 26, 2018, the Company executed a secured convertible promissory note with Salvagno for $361,487 which converted all of the promissory notes with Salvagno from August 31, 2016 through May 31, 2017, totaling $336,357, and accrued expenses related to expenses paid by Salvagno in the amount of $25,130. The note is convertible after six months from the date of the note or after ninety days following the removal of Salvagno as the CEO of the Company, which was done on March 22, 2018. The conversion terms are at the rate of $0.008 per share, based on a 20% discount on the date of this note. The note is secured by the assets of the Company. The note is due on January 26, 2019 and bears interest at 12% per annum which accrues. As of February 28, 2018, $4,041 of interest has been accrued. See Note 3.

 

On January 30, 2018, the Company and Salvagno agreed to an amendment of Salvagno’s employment agreement. The amendment ratified his salary of $1 per year. Additionally, the amendment included a cash bonus of $100,000 per year of service (portions of a year are prorated) in the event of a change of control. As of March 22, 2018, the Company had a change of control. Therefore, on the date of the change of control, the Company would have a liability to Salvagno for $175,000 for his one year and nine months of service but, the Company and Salvagno agreed on a discounted liability of $80,000. See Notes 5 and 9.