MMEX 10-Q

MMEX Resources Corp (MMEX)

10-Q 2024-12-16 For: 2024-10-31

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Added on April 11, 2026

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Nevada		26-1749145
(State or other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

3600 Dickinson Fort Stockton, Texas 79735		855-880-0400
(Address of principal executive offices, including zip code)		(Issuer’s telephone number, including area code)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☐	Smaller reporting company	☒
(Do not check if a smaller reporting company)		Emerging growth company	☐

PART I – FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements		3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		27
Item 3. Quantitative and Qualitative Disclosures About Market Risk		31
Item 4. Controls and Procedures		31

PART II – OTHER INFORMATION

Item 1. Legal Proceedings		33
Item 1A. Risk Factors		33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		33
Item 3. Defaults Upon Senior Securities		33
Item 4. Mine Safety Disclosures		33
Item 5. Other Information		33
Item 6. Exhibits		34

	October 31, 2024			April 30, 2024
Assets	(unaudited)

Current assets:
Cash	$	6,913		$	898
Prepaid expenses and other current assets		3,500			3,000
Total current assets		10,413			3,898

Property and equipment, net		1,023,212			1,041,409

Total assets	$	1,033,625		$	1,045,307

Liabilities and Stockholders’ Deficit

Current liabilities:
Accounts payable	$	905,868		$	841,602
Accrued expenses		1,052,166			933,143
Accounts payable and accrued expenses – related parties		1,381,201			1,030,523
Note payable, net of discount of $2,607 and $22,285 at October 31, 2024 and April 30, 2024, respectively		906,292			1,032,630
Note payable, currently in default, net of discount of $0 at October 31, 2024 and April 30, 2024, respectively		377,153			229,653
Note payable – related parties, net of discount of $111,086 and $47,152 at October 31, 2024 and April 30, 2024, respectively		341,444			73,326
Convertible notes payable, currently in default, net of discount of $0 at October 31, 2024 and April 30, 2024, respectively		398,955			150,000
Convertible notes payable, net of discount of $616 and $5,771 at October 31, 2024 and April 30, 2024, respectively		274,384			518,184
Convertible notes payable – related parties, net of discount of $9,751 and $0 at October 31, 2024 and April 30, 2024, respectively		62,253			50,000
Total current liabilities		5,699,716			4,859,061

Long-term liabilities		-			-

Total liabilities		5,699,716			4,859,061

Commitments and contingencies		-			-

Stockholders’ deficit:
Common stock; $0.001 par value; 50,000,000,000 shares authorized, 9,692,800,957 and 9,442,800,957 shares issued and outstanding at October 31, 2024 and April 30, 2024, respectively		9,692,800			9,442,800
Preferred stock; $0.001 par value; 1,000,000 shares authorized:
1,000 Series A preferred shares issued and outstanding at October 31, 2024 and April 30, 2024		1			1
1,014 and 1,029 Series B preferred shares issued and outstanding at October 31, 2024 and April 30, 2024, respectively		2			2
Additional paid-in capital		67,479,295			67,654,963
Non-controlling interest		9,871			9,871
Accumulated deficit		(81,848,060	)		(80,921,391	)
Total stockholders’ deficit		(4,666,091	)		(3,813,754	)

Total liabilities and stockholders’ deficit	$	1,033,625		$	1,045,307

	Three Months Ended October 31,						Six Months Ended October 31,
	2024			2023			2024			2023

Revenues	$	-		$	-		$	-		$	-

Operating expenses:
General and administrative expenses		358,169			312,175			708,700			636,213
Project costs		-			5,482			5,430			5,482
Depreciation and amortization		9,100			9,100			18,197			18,197

Total operating expenses		367,269			326,757			732,327			659,892

Loss from operations		(367,269	)		(326,757	)		(732,327	)		(659,892	)

Other income (expense):
Interest expense		(84,165	)		(108,952	)		(174,329	)		(208,091	)

Loss on extinguishment of debt		(20,013	)		-			(20,013	)		-
Gain (loss) on extinguishment of liabilities		-			1,148			-			(752,150	)

Total other income (expense)		(104,178	)		(107,804	)		(194,342	)		(960,241	)

Income (loss) before income taxes		(471,447	)		(434,561	)		(926,669	)		(1,620,133	)
Provision for income taxes		-			-			-			-

Net income (loss)		(471,447	)		(434,561	)		(926,669	)		(1,620,133	)

Net income (loss) attributable to the common shareholders	$	(471,447	)	$	(434,561	)	$	(926,669	)	$	(1,620,133	)

Net income (loss) per common share – basic and diluted	$	(0.0001	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of common shares outstanding – basic and diluted		9,692,800,957			6,957,495,841			9,584,105,305			5,628,915,833

	Common Stock				Series A Preferred Stock				Series B Preferred Stock					Additional Paid-in			Non-Controlling		Accumulated
	Shares		Amount		Shares		Amount		Shares			Amount		Capital			Interest		Deficit			Total

Balance, April 30, 2023		769,618,295	$	769,618		1,000	$	1		1,144		$	2	$	69,082,490		$	9,871	$	(72,727,305	)	$	(2,865,323	)
Shares issued for conversion of convertible notes payable and accrued interest		356,708,619		356,709		-		-		-			-		(327,320	)		-		-			29,389
Shares issued for accrued liabilities		279,120,377		279,120		-		-		-			-		(195,384	)		-		-			83,736
Shares issued for accrued liabilities – related parties		3,174,187,995		3,174,188		-		-		-			-		(2,282,055	)		-		-			892,133
Consideration with debt		-		-		-		-		-			-		44,367			-		-			44,367
Consideration with debt – related parties		-		-		-		-		-			-		20,323			-		-			20,323
Shares of preferred stock converted into common stock		301,724,139		301,724		-		-		(35	)		-		(301,724	)		-		-			-
Stock-based compensation		-		-		-		-		-			-		28,200			-		-			28,200
Net (loss)		-		-		-		-		-			-		-			-		(1,185,572	)		(1,185,572	)
Balance, July 31, 2023		4,881,359,425		4,881,359		1,000		1		1,109			2		66,068,897			9,871		(73,912,877	)		(2,952,747	)
Shares issued for conversion of convertible notes payable and accrued interest		2,400,554,308		2,400,554		-		-		-			-		(2,225,942	)		-		-			174,612
Consideration with debt		-		-		-		-		-			-		42,043			-		-			42,043
Shares of preferred stock converted into common stock		350,909,091		350,909		-		-		(19	)		-		(350,909	)		-		-			-
Net (loss)		-		-		-		-		-			-		-			-		(434,561	)		(434,561	)
Balance, October 31, 2023		7,632,822,824	$	7,632,822		1,000	$	1		1,090		$	2	$	63,534,089		$	9,871	$	(74,347,438	)	$	(3,170,653	)

Supplemental disclosure:
Interest paid	$	2,152	$	20,945
Income taxes paid	$	-	$	-
Non-cash investing and financing activities:
Common stock issued in conversion of debt	$	-	$	204,001
Common stock issued for accrued liability	$	-	$	17,808
Related party convertible note for note payable	$	-	$	20,000
Common stock issued for accrued liability – related parties	$	-	$	204,763
Warrants issued for debt discount	$	-	$	86,410
Warrants issued for debt discount – related parties	$	74,332	$	20,323
Preferred stock converted into common stock	$	250,000	$	652,633

Name of Entity	%			Form of Entity	State of Incorporation	Relationship

MMEX Resources Corporation (“MMEX”)		-		Corporation	Nevada	Parent
Pecos Clean Fuels & Transport (formerly Refining & Transport, LLC		100	%	LLC	Texas	Subsidiary
Trans Permian H2Hub, LLC		100	%	LLC	Texas	Subsidiary
MMEX Solar Resources, LLC		100	%	LLC	Texas	Subsidiary
Hydrogen Global, LLC		100	%	LLC	Texas	Subsidiary

Office furniture and equipment	10 years
Computer equipment and software	5 years
Land improvements	15 years
Land easements	10 years

	October 31, 2024			April 30, 2024
Convertible note payable with Maple Resources Corporation, matures on October 13, 2024, with interest at 5%, convertible into common shares of the Company [1]	$	-		$	50,000
Convertible note payable with Maple Resources Corporation, matures on October 14, 2025, with interest at 18% [2]		72,004			-
Less discount		(9,751	)		-
Total	$	62,253		$	50,000

[1]	This convertible note with Maple Resources, a related party, was entered into on October 13, 2023 in exchange for cash of $50,000 and is convertible into common shares of the Company at a conversion price equal to 110% of the lowest price at which the shares of common stock were issued by the Company during the twenty prior trading days, including the day upon which a notice of conversion is received by the Company. As of October 31, 2024 and April 30, 2024 accrued interest on the convertible note was $0 and $753, respectively. On September 17, 2024 the principle and accrued interest of $51,712 were rolled into a new convertible note, therefore the loan was considered paid in full.

[2]	On September 17, 2024 the Company executed a convertible note with Maple Resources, a related party, with a face amount of $51,712, convertible into common shares of the Company at a conversion price equal to 110% of the lowest price at which the shares of common stock were issued by the Company during the twenty prior trading days, including the day upon which a notice of conversion is received by the Company. The note has a maturity date of October 14, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $10,984 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, a loss of extinguishment of debt of $9,308 was recorded and included in other income (expenses) within the accompanying statement of operations.

	October 31, 2024			April 30, 2024
Note payable to a related party with an issue date of May 7, 2023 with interest at 18% [1]	$	16,430		$	11,800
Note payable to a related party with an issue date of May 16, 2023 with interest at 18% [2]		6,572			4,720
Note payable to a related party with an issue date of May 31, 2023 with interest at 18% [3]		10,515			7,552
Note payable to a related party with an issue date of June 6, 2023 with interest at 18% [4]		8,215			5,900
Note payable to a related party with an issue date of July 3, 2023 with interest at 18% [5]		8,215			5,900
Note payable to a related party with an issue date of November 3, 2023 with interest at 18% [6]		8,260			8,260
Note payable to a related party with an issue date of February 12, 2024 with interest at 18% [7]		2,006			2,006
Note payable to a related party with an issue date of March 17, 2024 with interest at 18% [8]		-			7,080
Note payable to a related party with an issue date of April 25, 2024 with interest at 18% [9]		5,340			8,260
Note payable to a related party with an issue date of April 26, 2024 with interest at 18% [10]		59,000			59,000
Note payable to a related party with an issue date of May 29, 2024 with interest at 18% [11]		59,000			-
Note payable to a related party with an issue date of June 4, 2024 with interest at 18% [12]		3,068			-
Note payable to a related party with an issue date of June 4, 2024 with interest at 18% [13]		3,054			-
Note payable to a related party with an issue date of June 4, 2024 with interest at 18% [14]		3,054			-
Note payable to a related party with an issue date of July 2, 2024 with interest at 18% [15]		-			-
Note payable to a related party with an issue date of July 8, 2024 with interest at 5% [16]
$60,000 draw on July 8, 2024		63,000			-
$60,000 draw on August 14, 2024		63,000			-
$60,000 draw on September 16, 2024		63,000			-
Note payable to a related party with an issue date of October 16, 2024 with interest at 18% [17]
$60,000 draw on October 20, 2024		70,800			-
Total		452,529			120,478
Less discount		(111,085	)		(47,152	)
Net	$	341,444		$	73,326

[1]	Effective May 7, 2023, the Company entered into a promissory note with Lake of Silver, LLC, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $10,000 and a maturity date of May 7, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,800 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 156,739,812 warrants, thus $7,265 of the $10,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 1, 2024 the note payable was amended to extend the maturity date to October 1, 2025 and included an additional 18%, in lieu of interest, of the principal plus the initial in lieu of interest amount. The Company determined the extension and modification to other terms met the conditions of a debt extinguishment; therefore, the Company recorded a loss on extinguishment of debt of $2,124, which was included in other income (expenses) within the accompanying statement of operations. In addition, $2,506 was recorded as a debt discount on the amendment date to be recognized over the extended term of the note.

[2]	Effective May 16, 2023, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $4,000 and a maturity date of May 16, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $720 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 62,695,925 warrants, thus $3,198 of the $4,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 1, 2024 the note payable was amended to extend the maturity date to October 1, 2025 and included an additional 18%, in lieu of interest, of the principal plus the initial in lieu of interest amount. The Company determined the extension and modification to other terms met the conditions of a debt extinguishment; therefore, the Company recorded a loss on extinguishment of debt of $850, which was included in other income (expenses) within the accompanying statement of operations. In addition, $1,003 was recorded as a debt discount on the amendment date to be recognized over the extended term of the note.

[3]	Effective May 31, 2023, the Company entered into a promissory note with BNL Family Trust, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $6,400 and a maturity date of May 31, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,152 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 100,313,480 warrants, thus $5,386 of the $6,400 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 1, 2024 the note payable was amended to extend the maturity date to October 1, 2025 and included an additional 18%, in lieu of interest, of the principal plus the initial in lieu of interest amount. The Company determined the extension and modification to other terms met the conditions of a debt extinguishment; therefore, the Company recorded a loss on extinguishment of debt of $1,359, which was included in other income (expenses) within the accompanying statement of operations. In addition, $1,604 was recorded as a debt discount on the amendment date to be recognized over the extended term of the note.

[4]	Effective June 6, 2023, the Company entered into a promissory note with Nabil Katabi, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $5,000 and a maturity date of June 6, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $900 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 78,369,906 warrants, thus $4,474 of the $5,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 1, 2024 the note payable was amended to extend the maturity date to October 1, 2025 and included an additional 18%, in lieu of interest, of the principal plus the initial in lieu of interest amount. The Company determined the extension and modification to other terms met the conditions of a debt extinguishment; therefore, the Company recorded a loss on extinguishment of debt of $1,062, which was included in other income (expenses) within the accompanying statement of operations. In addition, $1,253 was recorded as a debt discount on the amendment date to be recognized over the extended term of the note.

[5]	Effective July 3, 2023, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $5,000 and a maturity date of July 3, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $900 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with $5,000 consulting fee under a subscription agreement. On August 1, 2024 the note payable was amended to extend the maturity date to October 1, 2025 and included an additional 18%, in lieu of interest, of the principal plus the initial in lieu of interest amount. The Company determined the extension and modification to other terms met the conditions of a debt extinguishment; therefore, the Company recorded a loss on extinguishment of debt of $1,062, which was included in other income (expenses) within the accompanying statement of operations. In addition, $1,253 was recorded as a debt discount on the amendment date to be recognized over the extended term of the note.

[6]	Effective November 3, 2023, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $7,000 and a maturity date of November 3, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,260 was recorded as a debt discount at the notes inception to be recognized over the term of the note.

[7]	Effective February 12, 2024, the Company entered into a promissory note with BNL Family Trust, a related party. The note has a principal amount of $1,700 and a maturity date of February 12, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $306 was recorded as a debt discount at the notes inception to be recognized over the term of the note.

[8]	Effective March 17, 2024, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $6,000 and a maturity date of March 17, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,080 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, as of October 31, 2024 the loan was paid back in full.

[9]	Effective April 25, 2024, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $7,000 and a maturity date of April 25, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,260 was recorded as a debt discount at the notes inception to be recognized over the term of the note. As of October 31, 2024, the note had an outstanding balance of $5,340.

[10]	Effective April 26, 2024, the Company entered into a promissory note with Maple Resources, a related party. The note has a principal amount of $50,000 and a maturity date of April 26, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $9,000 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 1,247,609,946 warrants, thus $33,947 of the $50,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[11]	Effective May 29, 2024, the Company entered into a promissory note with Maple Resources, a related party. The note has a principal amount of $50,000 and a maturity date of May 29, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $9,000 was recorded as a debt discount at the notes inception to be recognized over the term of the note.

[12]	Effective June 4, 2024, the Company entered into a promissory note with BNL Family Trust, a related party. The note has a principal amount of $2,600 and a maturity date of June 6, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $468 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 38,235,294 warrants, thus $1,443 of the $2,600 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[13]	Effective June 4, 2024, the Company entered into a promissory note with Maple Resources, a related party. The note has a principal amount of $2,588 and a maturity date of June 6, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $466 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 38,235,294 warrants, thus $1,439 of the $2,588 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[14]	Effective June 4, 2024, the Company entered into a promissory note with Nabil Katabi, a related party. The note has a principal amount of $2,588 and a maturity date of June 6, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $466 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 38,235,294 warrants, thus $1,439 of the $2,588 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[15]	Effective July 2, 2024, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $5,000 and a maturity date of July 2, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $900 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, as of October 31, 2024 the loan was paid back in full.

[16]	Effective July 8, 2024, the Company entered into a promissory note with Maple Resources, a related party. The note has a principal amount of $180,000 to be funded in three drawdowns of $60,000 each and a maturity date of July 8, 2025. In lieu of interest the Company is to pay the lender 5% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $9,000 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 2,647,058,824 warrants, thus $35,006 of the $60,000 in note proceeds, from the first drawdown, were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. All three drawdowns of $60,000 each for a total of $180,000 were made under the Note.

[17]	Effective October 16, 2024, the Company entered into a promissory note with Maple Resources, a related party. The note has a principal amount of $180,000 to be funded in three drawdowns of $60,000 each and a maturity date of October 16, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $10,800 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 2,647,058,824 warrants, thus $35,006 of the $60,000 in note proceeds, from the first drawdown, were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. One drawdown of $60,000 was made on October 16, 2024 and a second one of $60,000 was made on November 21, 2024.

	October 31, 2024		April 30, 2024

Accrued payroll	$	30,090	$	30,090
Accrued consulting		55,500		26,000
Accrued interest and penalties		872,402		782,879
Other		94,174		94,174

	$	1,052,166	$	933,143

	October 31, 2024		April 30, 2024

Note payable to an unrelated party, matured March 18, 2014, with interest at 10%	$	75,001	$	75,001
Note payable to an unrelated party with an issue date of March 11, 2021 with interest at 10% [1]		136,952		136,952
Note payable to an unrelated party with an issue date of April 25, 2023 with interest at 18% [2]		17,700		17,700
Note payable to an unrelated party with an issue date of July 14, 2023 with interest at 18% [3]		70,800		-
Note payable to an unrelated party with an issue date of August 15, 2023 with interest at 18% [4]		38,350		38,350
Note payable to an unrelated party with an issue date of September 14, 2023 with interest at 18% [5]		38,350		38,350
Total		377,153		229,653
Less Discount		-		-
Net	$	377,153	$	229,653

	[1]	Effective March 11, 2021 the Company entered into a promissory note with Vista Capital Investments, Inc with a principal amount of $250,000. The maturity date of the note was March 11, 2022 which was amended on February 23, 2021 to extend the due date to December 31, 2022. The note has an interest rate of 10% per annum from the date of funding. On February 23, 2022 the Company made a payment of $113,048 to pay down the note principal and effective January 1, 2023 the note went into default as the due date had passed with no extension.

	[2]	Effective April 25, 2023, the Company entered into a promissory note with Poppy, LLC through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $15,000 and a maturity date of April 25, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $2,700 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 235,109,718 warrants, thus $11,991 of the $15,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital and an increase in debt discount. On April 25, 2024 the note went into default as the due date had passed with no extension.

	[3]	Effective July 14, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $60,000 and a maturity date of July 14, 2024. The Company received $35,000 cash and rolled $25,000 from a prior convertible note payable into this loan. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $10,800 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 300,000,000 warrants, which was recorded at the fair market value of $150,000 with an increase in additional paid-in capital and the Company recognized a loss on settlement of debt of $67,196 for the extinguishment of debt of prior convertible note and accrued interest. On July 14, 2024 the note went into default as the due date had passed with no extension.

	[4]	Effective August 15, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $32,500 and a maturity date of August 15, 2024. The Company received $32,500 cash. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $5,850 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 325,000,000 warrants, thus $16,250 of the $32,500 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 15, 2024 the note went into default as the due date has passed with no extension.

	[5]	Effective September 14, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $32,500 and a maturity date of September 14, 2024. The Company received $32,500 cash. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $5,850 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 625,000,000 warrants, thus $25,794 of the $32,500 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On September 14, 2024 the note went into default as the due date has passed with no extension.

	[1]	Effective February 28, 2022 the Company entered into a promissory note with Oscar and Ilda Gonzales with a principal amount of $102,500. The maturity date of the note is February 28, 2026 and repayments on the note are to begin on March 1, 2023 in the amount of $3,309 per month. The note has an interest rate of 10% per annum. As of October 31, 2024 and April 30, 2024 accrued interest on the convertible note was $4,283 and $2,840, respectively.

	[2]	Effective June 2, 2023, the Maple Resources Corporation, the Company’s wholly owned subsidiary entered into an exchange agreement with Seeta Zieger Trust and a subscription agreement through the Company’s wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. Seeta Zieger Trust acquired, through the exchange agreement, the rights to the “Maple Note” (a convertible note was entered into on February 25, 2023 in exchange for cash of $20,000 and is convertible into common shares of the Company at a conversion price equal to 110% of the lowest price at which the shares of common stock were issued by the Company during the twenty prior trading days, including the day upon which a notice of conversion is received by the Company). The note has a principal amount of $20,000 and a maturity date of June 2, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $3,600 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 313,479,624 warrants, thus $15,988 of the $20,000 in the note converted were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 1, 2024 the note payable was amended to extend the maturity date to December 2, 2025 and included an additional 18%, in lieu of interest, of the principal plus the initial in lieu of interest amount. The Company determined the extension and modification to other terms met the conditions of a debt extinguishment; therefore, the Company recorded a loss on extinguishment of debt of $4,248, which was included in other income (expenses) within the accompanying statement of operations. In addition, $5,013 was recorded as a debt discount on the amendment date to be recognized over the extended term of the note.

	[4]	Effective August 15, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $32,500 and a maturity date of August 15, 2024. The Company received $32,500 cash. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $5,850 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 325,000,000 warrants, thus $16,250 of the $32,500 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On August 15, 2024 the note went into default as the due date has passed with no extension.

	[5]	Effective September 14, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $32,500 and a maturity date of September 14, 2024. The Company received $32,500 cash. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $5,850 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 625,000,000 warrants, thus $25,794 of the $32,500 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount. On September 14, 2024 the note went into default as the due date has passed with no extension.

	[6]	Effective February 22, 2021 the Company entered into a promissory note with GS Capital Partners, LLC, with a principal amount of $1,000,000, which is subject to drawdown requests by the Company. The original maturity date of the note was the earlier of (i) December 31, 2021 or (ii) the consummation by the Company of an equity or equity-based financing providing net proceeds to the Company sufficient to retire the outstanding indebtedness under the note. On December 30, 2021 the Company entered into an amendment to the notes to extend the maturity date to March 31, 2022 and on April 12, 2022 the Company entered into an amendment to the notes to extend the maturity date to March 31, 2023. The note has an interest rate of 10% per annum from the date of each drawdown. On April 1, 2023 the note went into default as the due date had passed with no extension. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024. The note has an interest rate of 10% per annum from the date of each drawdown. During the year ended April 30, 2024, $295,000 was drawn down against the note.

	[7]	Effective September 13, 2024, the Company entered into a promissory note with Poppy, LLC, with a principal amount of $5,000 and a maturity date of September 13, 2025. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,500 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, as of October 31, 2024 the loan was paid back in full.

	[1]	On March 8, 2010, the Company closed a note purchase agreement with an accredited investor pursuant to which the Company sold a $50,000 convertible note in a private placement transaction. In the transaction, the Company received proceeds of $35,000 and the investor also paid $15,000 of consulting expense on behalf of the Company. The convertible note was due and payable on December 31, 2010 with an interest rate of 10% per annum. The note is convertible at the option of the holder into our common stock at a fixed conversion price of $3.70, subject to adjustment for stock splits and combinations. On December 31, 2010 the note went into default as the due date had passed with no extension.

	[2]	Effective September 15, 2022, the Company entered into a convertible promissory note with a principal amount of $100,000 with Boot Capital, LLC. The Company received $91,250 after payment of $8,750 in fees and expenses of the lender and its counsel. The note has an interest rate of 10% per annum and a maturity date of September 15, 2023. The note can be converted into shares of common stock at a 42% discount from the lowest trading price during the 10 days prior to conversion. On September 15, 2023 the note went into default as the due date had passed with no extension.

	[3]	Effective February 28, 2023, the Company entered into a convertible promissory note with a principal amount of $226,875 with Sabby Volatility Warrant Master Fund, Ltd. This note was in exchange for a prior promissory note dated March 3, 2022 with principal due of $181,500 and accrued interest of $8,749, wherein the Company also incurred $36,626 worth of financing fees for the exchange. The note has an interest rate of 10% per annum and a maturity date of May 1, 2024. The note can be converted into shares of common stock at a variable exercise price that is equal to a 42% discount to the lowest trading price during the 10 days prior to conversion. On May 1, 2024 the note went into default as the due date had passed with no extension.

	[4]	Effective February 28, 2024, the Company issued and delivered to GS a 10% convertible note in the principal amount of $65,000. The note was issued at a discount and the Company received net proceeds of $60,000 after payment of $5,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.00007 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. On August 28, 2024 the note went into default as the due date had passed with no extension.

	October 31, 2024			April 30, 2024
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.005 per share [1]	$	200,000		$	200,000
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.01 per share [2]		-			183,955
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.11 per share [3]		55,000			55,000
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.11 per share [4]		20,000			20,000
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price [5]		-			65,000
Total		275,000			523,955
Less discount		(616	)		(5,771	)

Net	$	274,384		$	518,184

	[1]	Effective July 26, 2022, the Company issued and delivered to GS a 10% convertible note in the principal amount of $200,000, which was not funded until August 1, 2022. The note was issued at a discount and the Company received net proceeds of $185,000 after payment of $5,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.055 per share, subject to adjustment if there are future financings with more favorable rates. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024.

	[2]	Effective February 28, 2023, the Company entered into a convertible promissory note with a principal amount of $226,875 with Sabby Volatility Warrant Master Fund, Ltd. This note was in exchange for a prior promissory note dated March 3, 2022 with principal due of $181,500 and accrued interest of $8,749, wherein the Company also incurred $36,626 worth of financing fees for the exchange. The note has an interest rate of 10% per annum and a maturity date of May 1, 2024. The note can be converted into shares of common stock at a variable exercise price that is equal to a 42% discount to the lowest trading price during the 10 days prior to conversion. On May 1, 2024 the note went into default as the due date had passed with no extension.

	[3]	Effective August 24, 2023 the Company issued and delivered to GS a 10% convertible note in the principal amount of $55,000. The note was issued at a discount and the Company received net proceeds of $50,000 after payment of $2,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.00007 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance.

	[4]	Effective April 12, 2022, the Company issued and delivered to GS a 10% convertible note in the principal amount of $165,000. The note was issued at a discount and the Company received net proceeds of $155,000 after payment of $10,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.10 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. During the year ended April 30, 2024 the Company converted $41,250 into 823,771,549 shares of common stock in accordance with the terms of the agreement and based on the variable conversion prices in effect on the date of the conversions, therefore no gain or loss was recorded. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024. As of October 31, 2024, the note had an outstanding balance of $20,000.

	[5]	Effective February 28, 2024, the Company issued and delivered to GS a 10% convertible note in the principal amount of $65,000. The note was issued at a discount and the Company received net proceeds of $60,000 after payment of $5,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.00007 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. On August 28, 2024 the note went into default as the due date had passed with no extension.

	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)

Outstanding, April 30, 2024		3,614,267,692	$	0.000212		4.66
Granted		5,408,823,530	$	0.0001		4.56
Cancelled / Expired		-	$	-

Outstanding, October 31, 2024		9,023,091,222	$	0.000144		4.56

	2024			2023

Cash, beginning of period	$	898		$	10,363
Net cash used in operating activities		(271,585	)		(212,164	)
Net cash used in investing activities		-			-
Net cash provided by financing activities		277,600			202,196

Cash, end of period	$	6,913		$	395

32.1*		Certification by Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

	MMEX Resources Corporation

Dated: December 16, 2024	By:	/s/ Jack W. Hanks
		Chief Executive Officer (Principal Executive Officer), President and Chief Financial Officer (Principal Financial and Accounting Officer)