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Subsequent Events
3 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

17 – Subsequent Events

 

The Company evaluated all events and transactions that occurred after September 30, 2023 up through November 14, 2023, the date the Company issued these unaudited condensed consolidated financial statements.

 

In October 2023, the Company issued 1,941,728 shares of common stock upon conversion of $485,432 of convertible note payable and accrued interest from YA II PN.

 

On October 30, 2023, The Company issued a total of 1,816,735 restricted shares of common stock (“Common Stock”) of the Company to its Chief Executive Officer Chong Chan Teo, and to Kok Pin Tan ( collectively, the “Creditors”) in exchange for the cancellation of $321,562 in aggregate indebtedness owed to the Creditors.

 

On September 28, 2023, a floor price trigger event occurred under a Securities Purchase Agreement between the Company and YA II PN, with the Company receiving notice on September 29, 2023. YA II PN had purchased $5,500,000 worth of Convertible Debentures from the Company, which accrued a 4% annual interest and had an outstanding balance of $3,550,000 as of October 3, 2023. In the event of a Floor Price Trigger, the Company is obligated to make monthly payments starting on the 10th day after the Trigger Date, consisting of the lesser of $1,000,000 or the outstanding principal amount (the “Triggered Principal Amount”), a 7% redemption premium on the Triggered Principal Amount, and accrued unpaid interest. This payment obligation ceases if the daily VWAP (Volume-Weighted Average Price) exceeds the Floor Price for five out of seven consecutive trading days, unless a new Trigger Event occurs.

 

On October 10, 2023, the Company entered into an agreement (the “Agreement”) with YA II PN, Ltd, effective as of October 5, 2023, in which:

 

-On October 6, 2023, the Company made a payment to the Investor that consisted of the (i) initial Trigger Payment in the amount of $1,092,071 and (ii) an additional payment in the amount of $500,000 (of which $467,289.72 was applied as an additional reduction in the principal amount of the Convertible Debentures and $32,710.28 paid the associated 7% Redemption Premium).

 

-YA agreed that, except as set forth below, beginning on October 5, 2023 and ending on November 18, 2023, it shall not sell any shares of common stock of the Company at a price per share less than $1.00. The limitation agreed by YA shall not apply (i) at any time upon the occurrence and during the continuance of an Event of Default or (ii) upon the prior written consent of the Issuer

 

-YA agreed that any subsequent monthly payments that may become due pursuant to Section 2(a) of the Convertible Debentures based on the Trigger Event shall be deferred until November 28, 2023, and continuing on the same day of each successive calendar month thereafter until the Convertible Debentures are paid in full, unless such payment obligation has ceased in accordance with Section 2(a) of the Convertible Debentures.

 

On October 12, 2023, the Company, and AI Lab Martech Sdn. Bhd. (the “Licensor”) entered into a License and Service Agreement (the “License Agreement”), in which the Licensor shall provide a non-exclusive, non-transferable, royalty-free license to use and operate an AI software solutions (the “AI Software”) in exchange for the issuance of USD$563,000 worth of common stock, par value $0.00001 per share, of the Company, or 2,943,021 shares valued at USD$0.1913 per share (the “TGL Shares”). The License Agreement is for a period of 12 months (the “Term”). At the expiration of the Term, the Company shall have an option to renew the term of the License Agreement for an additional 12 months. The License Agreement may be terminated if the Company or the Licensor materially breaches any of its obligations or undertakings as set forth in the License Agreement or if either the Company or the Licensor is subject to any form of insolvency administration, ceases to conduct its business or has a liquidator appointed over any part of its assets.

 

Pursuant to the License Agreement, the TGL Shares will be issued within 10 business days from the effective date of the License Agreement and will be restricted securities and not be listed on any exchange.