| Subsequent Events |
| 20. | Subsequent Events | ● | Subsequent to the end of the fiscal year on June 30, 2021, the Company issued 164,653 shares of common stock to vendors, consultants and directors in exchange for services rendered, at an average value of $.213 per share. |
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| | | ● | Subsequent to the end of the fiscal year on June 30, 2021, 810 shares of Class B Preferred Stock were converted by Class B Shareholders into 4,050,000 shares of NGTF Common Stock at a value of $.20 per share. |
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On September 23, 2022, the Company entered into a Securities Purchase Agreement
and issued and sold to an institutional investor, a Promissory Note in the principal sum of $700,000.00, which amount is the $644,000
actual amount of the purchase price plus an original issue discount in the amount of $56,000. In connection with the issuance of the note,
the Company issued to the investor warrants to purchase 2,800,000 shares of common stock at an exercise price of $0.225, as well as returnable
warrants to purchase 7,000,000 shares of common stock at an exercise price of $0.30, in each case subject to adjustment. As a result of
the transaction, the Company’s existing lenders triggered their “most favored nation” clause which resulted in their
existing notes receiving some of the same terms and conditions the Company granted to the new investor’s notes and warrants, including
that the existing investors were issued returnable warrants to purchase an aggregate of 5,434,783 shares of common stock at an exercise
price per share of $0.30 (subject to adjustment). As a result of the financing, the Company is required to pay cash fees to its bankers
(including the Placement Agent), which amounts are being determined but will not be less than $$67,000, and to issue compensatory warrants
to the Placement Agents to purchase 280,000 shares of common stock at an exercise price of $0.225, warrants to purchase 119,260 shares
of common stock at an exercise price of $0.27, and returnable warrants to purchase 700,000 shares of common stock at an exercise price
of $0.30, in each case subject to adjustment. This financing will cause an adjustment in the exercise price of
the warrants associated with our Series B preferred stock, resulting in a new exercise price for those warrants of approximately $0.286
from their previous exercise price of $0.2919.
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