MMEX Resources Corp 10-K for FY2022

MMEX Resources Corp (MMEX)

10-K 2022-07-15 For: 2022-04-30

Added on April 11, 2026

About this 10-K

MMEX Resources Corp filed this 10-K on July 15, 2022, covering the fiscal year ended April 30, 2022 (FY2022).

Headline figures

Fiscal year ended April 30, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $0 a year earlier
Net loss: $228.73K; compared with a net loss of $24.53M a year earlier

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Nevada		26-1749145
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

3600 Dickinson Fort Stockton, Texas 78735		(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	☒
		Emerging growth company	☐

		Page
	PART I

Item 1.	Business	3
Item 1A.	Risk Factors	10
Item 1B.	Unresolved Staff Comments	10
Item 2.	Properties	10
Item 3.	Legal Proceedings	10
Item 4.	Mine Safety Disclosures	10

	PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	11
Item 6.	Selected Financial Data	13
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	16
Item 8.	Financial Statements and Supplementary Data	16
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	17
Item 9AT.	Controls and Procedures	17
Item 9B.	Other Information	17

	PART III

Item 10.	Directors, Executive Officers and Corporate Governance	18
Item 11.	Executive Compensation	19
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	19
Item 13.	Certain Relationships and Related Transactions, and Director Independence	20
Item 14.	Principal Accounting Fees and Services	24
Item 15.	Exhibits	25

	SIGNATURES	26

	·	“Renewable and low-carbon hydrogen is crucial for meeting the Paris Agreement goals to decarbonize hard-to-abate sectors. To meet the targets, hydrogen would need to meet around 15% of world energy demand by mid-century.

	·	We forecast that global hydrogen uptake is very low and late relative to Paris Agreement requirements — reaching 0.5% of global final energy mix in 2030 and 5% in 2050, although the share of hydrogen in the energy mix of some world regions will be double these percentages.

	·	Global spend on producing hydrogen for energy purposes from now until 2050 will be USD 6.8trn, with an additional USD 180bn spent on hydrogen pipelines and USD 530bn on building and operating ammonia terminals.

	·	Hydrogen will be transported by pipelines up to medium distances within and between countries, but almost never between continents. Ammonia is safer and more convenient to transport, e.g. by ship, and 59% of energy-related ammonia will be traded between regions by 2050.

	·	Direct use of hydrogen will be dominated by the manufacturing sector, where it replaces coal and gas in high-temperature processes. These industries, such as iron and steel, are also where the uptake starts first, in the late 2020s.

	·	Hydrogen derivatives like ammonia, methanol and e-kerosene will play a key role in decarbonizing the heavy transport sector (aviation, maritime, and parts of trucking), but uptake only scales in the late 2030s.¹²

	High		Low
Fiscal year ended April 30, 2021
Quarter ended July 31, 2020	$	395.57	$	294.96
Quarter ended October 31, 2020	$	325.27	$	236.94
Quarter ended January 31, 2021	$	374.99	$	245.03
Quarter Ended April 30, 2021	$	452.06	$	335.73

Fiscal year ended April 30, 2022
Quarter ended July 31, 2021	$	17.00	$	1.00
Quarter ended October 31, 2021	$	1.10	$	0.48
Quarter ended January 31, 2022	$	0.59	$	0.13
Quarter Ended April 30, 2022	$	0.30	$	0.11

Plan Category	Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights (a)		Weighted Average Exercise Price of Outstanding Options, Warrants and Rights		Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (excluding securities in Column (a)

Equity Compensation Plans Approved by Security Holders		0		0		0
Equity Compensation Plans Not Approved by Security Holders		35,508,000	$	0.06		0
Total		35,508,000	$	0.06		0

	2022			2021

Cash, Beginning of Year	$	330,449		$	66,830
Net Cash Used in Operating Activities		(3,402,572	)		(805,683	)
Net Cash Used in Investing Activities		(677,905	)		-
Net Cash Provided by Financing Activities		3,886,895			1,069,302

Cash, End of Year	$	136,867		$	330,449

Name	Age	Office	Year First Elected Director

Jack W. Hanks	75	Director, Chief Executive Officer, President and Chief Financial Officer	2010
Bruce N. Lemons	67	Director	2010

Name and Principal Position	Year	Salary		Bonus		Stock Awards		Option Awards		Non-Equity Incentive Plan Compensation		All Other Compensation		Total

Jack W. Hanks	2022	$	-	$	-	$	-	$	-	$	-	$	-	$	-
Chief Executive Officer, President and Chief Financial Officer (1)	2021	$	-	$	-	$	-	$	-	$	-	$	-	$	-

Name and Address of Beneficial Owners (1)	Shares		Percentage Ownership of Class			Voting Power (5)
Jack W. Hanks (2)(5)		3,592,336		13.65	%		52.25	%
Bruce N. Lemons (3)		4,056,267		15.42	%		2.22	%
Nabil Katabi (4)		8,864,283		33.69	%		12.33	%
Robyn Watson		2,929,523		12.57	%		6.16	%
Alexis Hanks		1,298,585		5.57	%		2.73	%
All directors and officers as a group (two persons)		7,648,603		7.07	%		54.47	%

(1)	Unless otherwise noted, the business address for each of the individuals set forth in the table is c/o MMEX Resources Corporation, 3600 Dickinson, Fort Stockton, Texas 79735.
(2)	Common shares for Mr. Hanks include: (i) 43 shares held by The Maple Gas Corporation, (ii) 136 shares held by Maple Structure Holdings, LLC, (iii) 592,157 shares held by Maple Resources Corporation and (iv) 3,000,000 shares issuable upon the exercise of outstanding warrants. This number excludes 1,161,746 shares owned by Leslie Doheny Hanks, the wife of Mr. Hanks, as to which Mr. Hanks disclaims any beneficial ownership.
(3)	Common shares for Mr. Lemons include: (i) 1,056,231 shares held by BNL Family Trust (ii) 36 shares held by AAM Investments, LLC, and (iii) 3,000,000 shares issuable upon the exercise of outstanding warrants. Mr. Lemons and his family are the beneficiaries of BNL Family Trust. AAM Investments, LLC is indirectly owned by BNL Family Trust, a trust established for the benefit of Mr. Lemons and his family.
(4)	Common shares for Mr. Katabi include: (i) 5,864,283 shares held personally and (ii) 3,000,000 shares issuable upon the exercise of outstanding warrants.
(5)	The holders of Series A Preferred Stock have 51% of the voting power of the outstanding shares of capital stock of the Company and this amount represents common stock ownership as of July 13, 2022 and does not take into account any shares of common stock subject to any exercises of options or warrants.

	2022		2021
Convertible note payable with Maple Resources Corporation, matured December 27, 2020, with interest at 5%, convertible into common shares of the Company [1]	$	-	$	7,033
Convertible note payable with BNL Family Trust, matured December 27, 2020, with interest at 5%, convertible into common shares of the Company [2]		-		10,691
Convertible note payable with Maple Resources Corporation, matured February 12, 2021, with interest at 5%, convertible into common shares of the Company [3]		-		5,000
Convertible note payable with Maple Resources Corporation, matured March 2, 2021, with interest at 5%, convertible into common shares of the Company [4]		-		800
Convertible note payable with Maple Resources Corporation, matured May 12, 2021, with interest at 5%, convertible into common shares of the Company [5]		-		41,466
Convertible note payable with Maple Resources Corporation, matured July 31, 2021, with interest at 5%, convertible into common shares of the Company [6]		-		10,000

		-		74,990
Less discount		-		(235	)

Total	$	-	$	74,755

	[1]	This convertible note was entered into on 12/27/19 in exchange for cash of $5,500 and financing fees of $5,500 and was 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. At inception the Company identified the conversion feature of the convertible note as a derivative and estimated the fair value of the derivative using a multinomial lattice model simulation and assuming the existence of a tainted equity environment (see Note 10). On the effective date of the convertible note, the related party lender simultaneously submitted a notice to convert the total note principal into 1,000,000 shares of the Company’s common stock (10,000,000,000 shares pre-split). The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2021 shares became available to affect a partial conversion, therefore 360,682 common shares (1,579,982,678 pre-split shares) were issued to extinguish $3,967 of the principal balance. During the year ended April 30, 2022 the Company issued 639,318 shares of common stock to extinguish the full principal balance of $7,033 and paid $853 in cash to extinguish all of the accrued interest due under the note. The Company continued to accrue interest on the convertible note until the debt was paid in full, therefore they recorded interest expense of $135 during the year ended April 30, 2022. As of April 30, 2022 and 2021 accrued interest on the convertible note was $0 and $718, respectively.

	[2]	This convertible note was entered into on 12/27/19 in exchange for cash of $11,000 and was 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. At inception the Company identified the conversion feature of the convertible note as a derivative and estimated the fair value of the derivative using a multinomial lattice model simulation and assuming the existence of a tainted equity environment (see Note 10). On the effective date of the convertible note, the related party lender simultaneously submitted a notice to convert the total note principal into 1,000,000 shares of the Company’s common stock (10,000,000,000 shares pre-split). The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2021 shares became available to affect a partial conversion, therefore 28,094 common shares (280,936,972 pre-split shares) were issued to extinguish $309 of the principal balance. During the year ended April 30, 2022 the Company issued 971,906 shares of common stock to extinguish the full principal balance of $10,691. The Company continued to accrue interest on the convertible note until the debt was paid in full, therefore they recorded interest expense of $269 during the year ended April 30, 2022. As of April 30, 2022 and 2021 accrued interest on the convertible note was $1,006 and $737, respectively.

	[3]	This convertible note was entered into on 2/12/20 in exchange for cash of $5,000 and was 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. At inception the Company identified the conversion feature of the convertible note as a derivative and estimated the fair value of the derivative using a multinomial lattice model simulation and assuming the existence of a tainted equity environment (see Note 10). On the effective date of the convertible note, the related party lender simultaneously submitted a notice to convert the total note principal into 454,545 shares of the Company’s common stock (4,545,454,545 shares pre-split). The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2022 the Company issued 454,545 shares of common stock to extinguish the full principal balance of $5,000 and paid $399 in cash to extinguish all of the accrued interest due under the note. The Company continued to accrue interest on the convertible note until the debt was paid in full, therefore they recorded interest expense of $96 during the year ended April 30, 2022. As of April 30, 2022 and 2021 accrued interest on the convertible note was $0 and $303, respectively.

	2022		2021

Audit Fees (a)	$	25,100	$	24,400

Audit-Related Fees (b)	$	-	$	-

Tax Fees (c)	$	-	$	-

All Other Fees	$	-	$	-

(a)	Includes fees for services related to the audits of our annual financial statements and the reviews of our interim financial statements and assistance with SEC filings.

(b)	Includes fees for services related to transaction due diligence and consultations with respect to compliance with Section 404 of the Sarbanes-Oxley Act.

(c)	Includes fees for services related to tax compliance, preparation and planning services (including U.S. federal, state and local returns) and tax examination assistance.

Exhibit No.		Description

3.1		Amended and Restated Articles of Incorporation ⁽¹⁾
3.2		Amended and Restated By-laws ⁽¹⁾
3.3		Amendment to Amended and Restated Articles of Incorporation ⁽⁴⁾
3.4		Certificate of Designation of Series A Preferred Stock (9)
4.1		Form of Warrant to Purchase Common Stock ⁽²⁾
4.2		10% Convertible Note due January 31, 2020, payable to Auctus Fund, LLC ⁽⁶⁾
4.3		10% Convertible Note due February 20, 2020, payable to GS Capital Partners LLC(8)
4.4		Second Amendment to Promissory Notes, dated March 31, 2020, by and between MMEX Resources Corporation and GS Capital Partners LLC (10)
4.5		Sixth Amendment to Promissory Notes, dated February 22, 2021, by and between MMEX Resources Corporation and GS Capital Partners LLC (11)
4.6		10% Promissory Note due December 31, 2021, payable to GS Capital Partners, LLC (11)
4.7		10% Promissory Note due March 26, 2021, payable to GS Capital Partners, LLC (5)
4.8		10% Promissory Note due June 22, 2022, payable to GS Capital Partners, LLC (5)
4.9		Form of Series A Warrant (12)
4.10		Form of Pre-Funded Warrant (12)
4.11		Form of Placement Agent Warrant (12)
10.1		Stock Purchase Agreement, dated March 4, 2017, by and between MMEX Resources Corporation and Maple Resources Corporation
10.2		Option Agreement, dated December 11, 2018, by and among MMEX Resources Corporation, Maple Resources Corporation and BNL Family Trust ⁽⁶⁾
10.3		Securities Purchase Agreement, dated July 15, 2021, by and between MMEX Resources Corporation and institutional investor (12)
21.1		Subsidiaries ⁽³⁾
31.1		Certification by Chief Executive Officer and Chief Financial Officer of the Registrant, pursuant to 17 CFR 240.13a—14(a) or 17 CFR 240.15d—14(a).*
32.1		Certification by Chief Executive Officer and Chief Financial Officer of the Registrant, 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)

*	Filed herewith.
(1)	Filed as exhibit to Report on Form 8-K filed on April 3, 2017.
(2)	Filed as exhibit to Report on Form 10-K filed on August 11, 2011.
(3)	Filed as exhibit to Form S-1 Registration Statement No. 333-218958.
(4)	Filed as exhibit to Report on Form 8-K filed on October 12, 2018
(5)	Filed herewith as exhibit to Report on Form 10-K filed on July 29, 2021.
(6)	Filed as exhibit to Report on Form 10-Q filed on March 12, 2019.
(7)	Filed as exhibit to Report on Form 8-K filed on March 10, 2017.
(8)	Filed as exhibit to Report on Form 10-K filed on July 26, 2019.
(9)	Filed as exhibit to Report on Form 8-K filed on August 2, 2019.
(10)	Filed as exhibit to Report on Form 10-K filed on August 13, 2020.
(11)	Filed as exhibit to Report on Form 10-Q filed on March 15, 2021.
(12)	Filed as exhibit to Report on Form 8-K filed on July 19, 2021.

	MMEX Resources Corporation (Registrant)

Date: July 15, 2022	By:	/s/ Jack W. Hanks
		Jack W. Hanks, Chairman

SIGNATURE	TITLE	DATE

/s/ Jack W. Hanks	Chairman and Chief Executive Officer	July 15, 2022
Jack W. Hanks	(Principal Executive Officer) President. Chief Financial Officer and Director
	(Principal Financial and Accounting Officer)

/s/ Bruce N. Lemons	Director	July 15, 2022
Bruce N. Lemons

Report of Independent Registered Public Accounting Firm		F-2

Consolidated Balance Sheets as of April 30, 2022 and 2021		F-3

Consolidated Statements of Operations for the Years Ended April 30, 2022 and 2021		F-4

Consolidated Statements of Stockholders’ Deficit for the Years Ended April 30, 2022 and 2021		F-5

Consolidated Statements of Cash Flows for the Years Ended April 30, 2022 and 2021		F-7

Notes to Consolidated Financial Statements		F-9

	April 30,
	2022			2021
Assets

Current assets:
Cash	$	136,867		$	330,449
Prepaid expenses and other current assets		47,333			37,893
Total current assets		184,200			368,342

Property and equipment, net		1,114,197			472,169
Deposit		-			900

Total assets	$	1,298,397		$	841,411

Liabilities and Stockholders’ Deficit

Current liabilities:
Accounts payable	$	639,782		$	802,640
Accrued expenses		851,275			807,349
Accounts payable and accrued expenses – related parties		76,770			272,834
Notes payable		904,452			775,000
Note payable, currently in default		75,001			75,001
Convertible notes payable, currently in default, net of discount of $0 at April 30, 2022 and 2021		75,000			235,775
Convertible notes payable, net of discount of $22,903 and $133,944 at April 30, 2022 and 2021, respectively		432,097			398,056
Convertible notes payable – related parties, net of discount of $0 and $235 at April 30, 2022 and 2021, respectively		-			74,755
PPP loan payable		-			150,000
SBA express bridge loan		-			10,000
Derivative liabilities		-			3,010,042
Total current liabilities		3,054,377			6,611,452

Long-term liabilities		-			-

Total liabilities		3,054,377			6,611,452

Commitments and contingencies

Stockholders’ deficit:
Common stock; $0.001 par value; 200,000,000 shares authorized, 21,204,682 and 3,251,641 shares issued and outstanding at April 30, 2022 and 2021, respectively		21,205			3,252
Preferred stock; $0.001 par value; 1,000,000 shares authorized:
1,000 Series A preferred shares issued and outstanding at April 30, 2022 and 2021		1			1
1,500 and 0 Series B preferred shares issued and outstanding at April 30, 2022 and 2021, respectively		2			-
Additional paid-in capital		66,426,364			62,201,528
Non-controlling interest		9,871			9,871
Accumulated deficit		(68,213,423	)		(67,984,693	)
Total stockholders’ deficit		(1,755,980	)		(5,770,041	)

Total liabilities and stockholders’ deficit	$	1,298,397		$	841,411

	Years Ended April 30,
	2022			2021

Revenues	$	-		$	-

Operating expenses:
General and administrative expenses		1,293,672			867,471
Refinery start-up costs		1,637,742			179,133
Depreciation and amortization		35,877			34,875

Total operating expenses		2,964,291			1,081,479

Loss from operations		(2,964,291	)		(1,081,479	)

Other income (expense):
Interest expense		(517,784	)		(1,143,495	)
Gain (loss) on derivative liabilities		3,010,042			(22,906,922	)
Gain on extinguishment of liabilities		243,303			605,010

Total other income (expense)		2,735,561			(23,445,407	)

Loss before income taxes		(228,730	)		(24,526,886	)
Provision for income taxes		-			-

Net loss	$	(228,730	)	$	(24,526,886	)

Net loss per common share – basic and diluted	$	(0.02	)	$	(14.23	)

Weighted average number of common shares outstanding – basic and diluted		12,820,881			1,723,476

	Class A 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, 2020		1,335,283	$	1,335		1,000	$	1		-	$	-	$	37,721,639	$	9,871	$	(43,457,807	)	$	(5,724,961	)

Shares issued for services		2,000		2		-		-		-		-		33,998		-		-			34,000
Shares issued for conversion of convertible notes payable		1,525,583		1,526		-		-		-		-		1,930,839		-		-			1,932,365
Shares issued for conversion of convertible notes payable - related parties		388,775		389		-		-		-		-		3,888		-		-			4,277
Settlement of derivative liabilities		-		-		-		-		-		-		22,511,164		-		-			22,511,164
Net loss		-		-		-		-		-		-		-		-		(24,526,886	)		(24,526,886	)

Balance, April 30, 2021		3,251,641	$	3,252		1,000	$	1		-	$	-	$	62,201,528	$	9,871	$	(67,984,693	)	$	(5,770,041	)

	Years Ended April 30,
	2022			2021
Cash flows from operating activities:
Net loss	$	(228,730	)	$	(24,526,886	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense		35,877			34,875
Stock-based compensation		-			34,000
Loan fees and penalties added to convertible note principal		165,000			208,055
(Gain) loss on derivative liabilities		(3,010,042	)		22,906,922
Gain on extinguishment of liabilities		(243,303	)		(605,010	)
Amortization of debt discount		79,011			218,354
(Increase) decrease in assets:
Prepaid expenses and other current assets		(9,440	)		(14,748	)
Deposit		900			-
Increase (decrease) in liabilities:
Accounts payable		(116,277	)		3,695
Accrued expenses		80,497			756,839
Accounts payable and accrued expenses – related parties		(156,064	)		178,221
Net cash used in operating activities		(3,402,571	)		(805,683	)

Cash flows from investing activities:
Purchase of property and equipment		(677,905	)		-
Net cash used in investing activities		(677,905	)		-

Cash flows from financing activities:
Proceeds from notes payable		352,500			775,000
Repayments of notes payable		(388,048	)		-
Proceeds from convertible notes payable		233,500			163,500
Repayments of convertible notes payable		(255,331	)		(39,198	)
Proceeds from convertible notes payable – related parties		-			10,000
Proceeds from PPP loan payable		-			150,000
Proceeds from SBA express bridge loan payable		-			10,000
Proceeds from the sale of common stock and prefunded warrants		3,000,000			-
Proceeds from the sale of series B preferred stock and warrants		1,500,000			-
Proceeds from the exercises of series A warrants		73			-
Offering costs		(555,800	)		-
Net cash provided by financing activities		3,886,894			1,069,302

Net increase (decrease) in cash		(193,582	)		263,619
Cash at the beginning of the period		330,449			66,830
Cash at the end of the period	$	136,867		$	330,449

	Years Ended April 30,
	2022		2021

Supplemental disclosure:
Interest paid	$	164,135	$	14,784
Income taxes paid	$	-	$	-
Non-cash investing and financing activities:
Common stock issued in conversion of debt	$	154,438	$	1,932,365
Common stock issued in conversion of related party debt	$	74,989	$	4,277
Common stock issued for accrued expenses	$	15,000	$	-
Common stock issued for accrued expenses – related parties	$	40,000	$	-
Settlement of derivative liabilities	$	-	$	22,511,164
Derivative liabilities for debt discount	$	-	$	200,859
Convertible notes payable for accrued expenses	$	-	$	34,000
Convertible notes payable – related parties for accrued expenses	$	-	$	42,268
Reverse split	$	18	$	-
Exercise of prefunded warrants	$	3,580	$	-
Shares issued for debt discount	$	14,091	$	-

Name of Entity	%	Form of Entity	State of Incorporation	Relationship

MMEX Resources Corporation (“MMEX”)	-	Corporation	Nevada	Parent
Pecos Refining & Transport, LLC (“PRT”)	100%	LLC	Texas	Subsidiary
MMEX Solar Resources, LLC	100%	LLC	Texas	Subsidiary
Louisiana Gulf Refining & Trading, LLC	100%	LLC	Louisiana	Subsidiary
Rolling Stock Marine, LLC	100%	LLC	Texas	Subsidiary
Hydrogen Global, LLC	100%	LLC	Texas	Subsidiary
Hydrogen Ultra, LLC	100%	LLC	Texas	Subsidiary

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

April 30, 2021	Total		Level 1		Level 2		Level 3

Derivative liabilities	$	3,010,042	$	-	$	-	$	3,010,042

	2022		2021

Accrued payroll	$	30,090	$	30,090
Accrued consulting		12,000		60,000
Accrued interest and penalties		714,827		623,085
Other		94,358		94,174

	$	851,275	$	807,349

	2022		2021
Note payable to an unrelated party with an issue date of February 22, 2021 with interest at 10%
$250,000 draw on March 5, 2021	$	250,000	$	250,000
$200,000 draw on March 26, 2021		200,000		200,000
$50,000 draw on April 13, 2022 [1]		50,000		-
Note payable to an unrelated party with an issue date of March 8, 2021 with interest at 10% [2]		-		75,000
Note payable to an unrelated party with an issue date of March 11, 2021 with interest at 10% [3]		136,952		250,000
Note payable to an unrelated party with an issue date of February 28, 2022 with interest at 10% [4]		102,500		-
Note payable to an unrelated party with an issue date of March 3, 2022 with interest at 5% [5]		165,000		-

Total	$	904,452	$	775,000

	[1]	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. In addition to the amounts shown as outstanding here, the Company received an additional $200,000 from a draw on June 21, 2021 and repaid the amount on July 20, 2021.

	[2]	Effective March 8, 2021 the Company entered into a promissory note with JSJ Investments, Inc with a principal amount of $75,000. The maturity date of the note was March 8, 2022 and the note had an interest rate of 10% per annum from the date of funding. The Company paid the note in full on February 21, 2022.

	[3]	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.

	[4]	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.

	[5]	Effective March 3, 2022 the Company entered into a promissory note with Sabby Volatility Warrant Master Fund with a principal amount of $165,000 in full satisfaction of all liquidated damages pursuant to a Registration Rights Agreement dated December 22, 2021. The maturity date of the note is due the earlier of February 28, 2023 or the date MMEX receives at least $6 million of proceeds from an equity or equity-based financing and the principal amount of the note is to increase to $181,500 if the note is not paid in full prior to June 22, 2022.

	2022		2021

Note payable to an unrelated party, maturing March 18, 2014, with interest at 10%	$	75,001	$	75,001

	$	75,001	$	75,001

	[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.

	[2]	On January 28, 2011 and February 1, 2011, the Company closed a Convertible Note Agreement totaling $514,900 in principal amount of 25% Convertible Note (the "Notes") due on the first anniversary of the date of the Note, to a group of institutional and high net worth investors. The Notes are convertible into the Company's common stock at the holders' option at $1.00 per common share. All but $25,000 of the promissory notes plus interest were paid in full on March 23, 2011.

	[3]	Effective January 31, 2019, the Company issued and delivered to Auctus Fund, LLC (“Auctus”) a 10% convertible note in the principal amount of $125,000. The Company received net proceeds $112,250 after payment of $12,750 of the fees and expenses of the lender and its counsel. Auctus, on or following the 180^th calendar day after the issuance date of the note, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock a 40% discount to the lowest trading price during the 20 days prior to the date the notice of conversion is received by the Company. The note matured on January 31, 2020 and was in default as of April 30, 2020. The Company could redeem the note at redemption prices ranging from 120% to 135% during the first 180 days after issuance. The Company could not redeem the note after 180 days from the issuance date. The note had a principal balance of $125,000 as of April 30, 2019. During year ended April 30, 2020, Auctus converted principal of $33,669 into common shares of the Company, resulting in a principal balance of $91,331 as of April 30, 2020. During the year ended April 30, 2021 there was no activity on the note so the balance remained unchanged. During the year ended on April 30, 2022 this note was paid in full.

	[4]	Effective December 27, 2019 the Company issued and delivered to a consultant a 5% convertible note in the principal amount of $10,000 in payment of accrued fees of $10,000 that was 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. On the effective date of the convertible note, the lender simultaneously submitted a notice to convert the total note principal into shares of the Company’s common stock. The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2022 the Company issued 909,091 shares of common stock to extinguish the full principal balance of $10,000 and paid $863 in cash to extinguish all of the accrued interest due under the note.

	[5]	Effective December 27, 2019 the Company issued and delivered to a consultant a 5% convertible note in the principal amount of $10,000 in payment of accrued fees of $10,000 that was 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. On the effective date of the convertible note, the lender simultaneously submitted a notice to convert the total note principal into shares of the Company’s common stock. The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2021 shares became available to affect a partial conversion, therefore common shares were issued to extinguish $281 of the principal balance. During the year ended April 30, 2022 the Company issued 883,551 shares of common stock to extinguish the full principal balance of $9,719 and paid $856 in cash to extinguish all of the accrued interest due under the note.

	[6]	Effective January 22, 2020 the Company issued and delivered to a consultant a 5% convertible note in the principal amount of $6,500 in exchange for cash. The note was 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. On the effective date of the convertible note, the lender simultaneously submitted a notice to convert the total note principal into shares of the Company’s common stock. The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2022 the Company issued 590,909 shares of common stock to extinguish the full principal balance of $6,500 and paid $538 in cash to extinguish all of the accrued interest due under the note.

	[7]	Effective May 14, 2020 the Company issued and delivered to a consultant a 5% convertible note in the principal amount of $34,000 in payment of accrued fees of $34,000 that was 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. On the effective date of the convertible note, the lender simultaneously submitted a notice to convert the total note principal into shares of the Company’s common stock. The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2022 the Company issued 3,090,909 shares of common stock to extinguish the full principal balance of $34,000 and paid $2,287 in cash to extinguish all of the accrued interest due under the note.

	[8]	Effective September 9, 2020 the Company issued and delivered to a consultant a 5% convertible note in the principal amount of $10,000 in exchange for cash. The note was 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. On the effective date of the convertible note, the lender simultaneously submitted a notice to convert the total note principal into shares of the Company’s common stock. The conversions were not completed, and the shares were not issued, due to a lack of sufficient shares of common stock at the time the conversion was requested. During the year ended April 30, 2021 shares became available to affect a partial conversion, therefore common shares were issued to extinguish $775 of the principal balance. During the year ended April 30, 2022 the Company issued 838,591 shares of common stock to extinguish the full principal balance of $9,225 and paid $505 in cash to extinguish all of the accrued interest due under the note.