XML 224 R38.htm IDEA: XBRL DOCUMENT
v3.25.2

Convertible Promissory Notes and Notes Payable (Tables) | 9 Months Ended | 12 Months Ended
--- | --- | ---
Mar. 31, 2025 | Jun. 30, 2024
Convertible Promissory Notes and Notes Payable |  |
Schedule of convertible promissory notes and notes payable |
|  | Maturity |  | March 31, |  |  | June 30, |
|  | Date |  | 2025 |  |  | 2024 |
Convertible Notes: |  |  |  |  |  |  |  |
Promissory Note, 21- month term, as amended, 18.11% interest payable with common stock and subordinate to the Convertible Notes. This note was amended as of November 15, 2023, extending the note to June 1, 2026 and adjusted the interest rate to 12%, paid in cash monthly. |  | June 1, 2026 |  | $ | 700,000 |  |  | $ | 1,550,000 |
2025 Convertible Notes, 24 month term, 3% interest and is convertible into the Company’s common stock at a per share price of $3.00 per common share. No payment of interest or principal is due until the end of the two year term if the loan is not converted. The loan also included a detachable warrant to purchase 116,668 shares of the Company’s common stock at a per share price of $3.00 |  | March 7, 2027 |  |  | 350,000 |  |  |  | - |
Less current portion of notes payable |  |  |  |  | (525,000 | ) |  |  | - |
Unamortized discount on convertible note |  |  |  |  | (213,830 | ) |  |  |  |
Notes payable, net of current portion and unamortized discount |  |  |  | $ | 311,170 |  |  | $ | 1,550,000 |
Notes payable, Cygnet subsidiary: |  |  |  |  |  |  |  |  |  |
SBA note payable, 30-year term note, 6% interest rate and collateralized with all assets of the Company |  | October 6, 2021 |  |  | 3,694,720 |  |  |  | 3,761,376 |
Inventory consignment note, 60 monthly payments, with first payment due June 30, 2022, 3.5% interest rate and no security interest in the assets of the business |  | June 30, 2027 |  |  | 1,000,290 |  |  |  | 1,002,221 |
GF Note, 6 annual payments, with first payment due December 31, 2022, 3.5% interest rate and no security interest in the assets of the business |  | November 7, 2026 |  |  | 685,899 |  |  |  | 683,968 |
Total |  |  |  | $ | 5,380,909 |  |  | $ | 5,447,565 |
Notes payable, Cygnet subsidiary, current |  |  |  |  | 5,380,909 |  |  |  | 5,447,565 |
Notes payable, Cygnet subsidiary, net of current |  |  |  | $ | - |  |  | $ | - |
Notes Payable on Building for sale: |  |  |  |  |  |  |  |  |  |
Mortgage Loan, 10-year term note, 4.8% interest, collateralized by land and warehouse building |  | September 26, 2032 |  | $ | - |  |  | $ | 2,634,538 |
Note Payable: |  |  |  |  |  |  |  |  |  |
Promissory Note, 21-month term note, 10% cash interest and subordinate to the Convertible Notes. This note was amended as of November 15, 2023, extending the note to June 1, 2026 and adjusted the interest rate to 12%, paid in cash monthly. |  | June 1, 2026 |  |  | 560,000 |  |  |  | 560,000 |
Notes payable, current |  |  |  |  | (420,000 | ) |  |  | - |
Discount on notes payable, current |  |  |  |  |  |  |  |  | - |
Notes payable, current net of discount |  |  |  | $ | 140,000 |  |  | $ | 560,000 |
Notes payable, long-term |  |  |  |  | 140,000 |  |  |  | 560,000 |
Discount on notes payable, long-term |  |  |  |  |  |  |  |  | (2,571 | )
Notes payable, long-term, net |  |  |  | $ | 140,000 |  |  | $ | 557,429 |
Related Notes Payable: |  |  |  |  |  |  |  |  |  |
Marshall Loan, 2-year term note, 12% cash interest, 3.5% PIK interest and subordinate to the Convertible Notes. November of 2023 extended to June 1, 2026 and interest was adjusted to 12% cash interest, paid monthly |  | June 1, 2026 |  | $ | 500,000 |  |  | $ | 500,000 |
Discount on related party note payable, current |  |  |  |  | - |  |  |  | - |
Notes payable, current, net of discount |  |  |  | $ | (375,000 | ) |  | $ | - |
Discount on related party note payable, long term |  |  |  |  | - |  |  |  | - |
Notes payable, long term, net |  |  |  | $ | 125,000 |  |  | $ | 500,000 |
Total convertible notes payable, acquisition notes payable, notes payable and related party note payable |  |  |  | $ | 7,277,079 |  |  | $ | 10,689,532 |
|  | Maturity |  | June 30, |  |  | June 30, |
|  | Date |  | 2024 |  |  | 2023 |
Convertible Notes: |  |  |  |  |  |  |  |
Promissory Note, 21- month term, as amended, 18.11% interest payable with common stock and subordinate to the Convertible Notes. This note was amended as of November 15, 2023, extending the note to June 1, 2026 and adjusted the interest rate to 12%, paid in cash monthly. |  | June 1, 2026 |  | $ | 1,550,000 |  |  | $ | 2,150,000 |
Less current portion of notes payable |  |  |  |  | - |  |  |  | 1,254,167 |
Notes payable, net of current portion |  |  |  | $ | 1,550,000 |  |  | $ | 895,833 |
Acquisition Notes: |  |  |  |  |  |  |  |  |  |
Convertible Notes, 36-month term notes, 0% cash interest, collateralized with all the assets of the Company |  | October 31, 2025 |  |  | - |  |  |  | 3,500,000 |
Subordinated Promissory Notes, 24-month term notes, 4% cash interest, collateralized with all the assets of the Company |  | October 31, 2024 |  |  | - |  |  |  | 5,750,000 |
Subordinated Promissory Notes, 12-month term notes, 4% cash interest, collateralized with all the assets of the Company |  | October 31, 2024 |  |  | - |  |  |  | 5,750,000 |
Total |  |  |  | $ | - |  |  | $ | 15,000,000 |
Acquisition notes payable |  |  |  |  | - |  |  |  | 5,750,000 |
Discount on acquisition notes payable, current |  |  |  |  | - |  |  |  | (93,380 | )
Acquisition notes payable, current |  |  |  |  | - |  |  |  | 5,656,620 |
|  |  |  |  | - |  |  |  | 9,250,000 |
Discount on acquisition notes payable, long-term |  |  |  |  | - |  |  |  | (1,644,915 | )
Acquisition notes payable, net of current and discount |  |  |  | $ | - |  |  | $ | 7,605,085 |
Notes payable, Cygnet subsidiary: |  |  |  |  |  |  |  |  |  |
SBA note payable, 30-year term note, 6% interest rate and collateralized with all assets of the Company |  | October 6, 2021 |  |  | 3,761,376 |  |  |  | 3,910,767 |
Inventory consignment note, 60 monthly payments, with first payment due June 30, 2022, 3.5% interest rate and no security interest in the assets of the business |  | June 30, 2027 |  |  | 1,002,221 |  |  |  | 1,099,592 |
GF Note, 6 annual payments, with first payment due December 31, 2022, 3.5% interest rate and no security interest in the assets of the business |  | November 7, 2026 |  |  | 683,968 |  |  |  | 683,968 |
Total |  |  |  | $ | 5,447,565 |  |  | $ | 5,694,327 |
Notes payable, Cygnet subsidiary, current |  |  |  |  | 5,447,565 |  |  |  | 795,778 |
Notes payable, Cygnet subsidiary, net of current |  |  |  | $ | - |  |  | $ | 4,898,549 |
Notes Payable on Building for sale: |  |  |  |  |  |  |  |  |  |
Mortgage Loan, 10-year term note, 4.8% interest, collateralized by land and warehouse building |  | September 26, 2032 |  | $ | 2,634,538 |  |  | $ | 2,841,566 |
Note Payable: |  |  |  |  |  |  |  |  |  |
Promissory Note, 21-month term note, 10% cash interest and subordinate to the Convertible Notes. This note was amended as of November 15, 2023, extending the note to June 1, 2026 and adjusted the interest rate to 12%, paid in cash monthly. |  | June 1, 2026 |  |  | 560,000 |  |  |  | 560,000 |
Notes payable, current |  |  |  |  | - |  |  |  | 362,667 |
Discount on notes payable, current |  |  |  |  | - |  |  |  | (24,193 | )
Notes payable, current net of discount |  |  |  | $ | 2,634,538 |  |  | $ | 338,474 |
Notes payable, long-term |  |  |  |  | 560,000 |  |  |  | 197,333 |
Discount on notes payable, long-term |  |  |  |  | (2,571 | ) |  |  | (23,521 | )
Notes payable, long-term, net |  |  |  | $ | 557,429 |  |  | $ | 173,812 |
Related Notes Payable: |  |  |  |  |  |  |  |  |  |
Marshall Loan, 2-year term note, 12% cash interest, 3.5% PIK interest and subordinate to the Convertible Notes. November of 2023 extended to June 1, 2026 and interest was adjusted to 12% cash interest, paid monthly |  | June 1, 2026 |  | $ | 500,000 |  |  | $ | 1,500,000 |
Discount on related party note payable, current |  |  |  |  | - |  |  |  | (70,644 | )
Notes payable, current, net of discount |  |  |  | $ | - |  |  | $ | 1,429,356 |
Discount on related party note payable, long term |  |  |  |  | - |  |  |  | - |
Notes payable, long term, net |  |  |  | $ | 500,000 |  |  | $ | - |
Total convertible notes payable, acquisition notes payable, notes payable and related party note payable |  |  |  | $ | 10,689,532 |  |  | $ | 25,889,239 |
Schedule of future payments on notes payable |
|  | Note Payable |  |  | Related Party Note Payable |  |  | Convertible Notes |  |  | Cygnet Subsidiary Notes Payable |  |  | Total |
2025 |  | $ | 420,000 |  |  | $ | 375,000 |  |  | $ | 525,000 |  |  | $ | 5,380,909 |  |  | $ | 6,700,910 |
2026 |  |  | 140,000 |  |  |  | 125,000 |  |  |  | 175,000 |  |  |  | - |  |  |  | 440,000 |
2027 |  |  | - |  |  |  | - |  |  |  | 350,000 |  |  |  | - |  |  |  | 350,000 |
|  |  | 560,000 |  |  |  | 500,000 |  |  |  | 1,050,000 |  |  |  | 5,380,909 |  |  |  | 7,490,910 |
Note original discount |  |  | - |  |  |  | - |  |  |  | (213,830 | ) |  |  | - |  |  |  | (213,830 | )
|  | $ | 560,000 |  |  | $ | 500,000 |  |  | $ | 836,170 |  |  | $ | 5,380,909 |  |  | $ | 7,277,079 |
For the year ended June 30: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Note Payable |  |  | Related Party Note Payable |  |  | Convertible Notes |  |  | Cygnet Subsidiary Notes Payable |  |  | Total |
2025 |  | $ | 2,634,538 |  |  | $ | - |  |  | $ | - |  |  | $ | 5,447,565 |  |  | $ | 8,082,103 |
2026 |  |  | 560,000 |  |  |  | 500,000 |  |  |  | 1,550,000 |  |  |  | - |  |  |  | 2,610,000 |
|  |  | 3,194,538 |  |  |  | 500,000 |  |  |  | 1,550,000 |  |  |  | 5,447,565 |  |  |  | 10,692,103 |
Note original discount |  |  | (2,571 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (2,571 | )
|  | $ | 3,191,967 |  |  | $ | 500,000 |  |  | $ | 1,550,000 |  |  | $ | 5,447,565 |  |  | $ | 10,689,532 |

X
- References No definition available. + Details
Name: | upxi_ScheduleOfFuturePaymentsOnNotesPayableTableTextBlock
Namespace Prefix: | upxi_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation. + References No definition available. + Details
Name: | us-gaap_ScheduleOfDebtTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration