What changed in this filing

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Item 1. Legal Proceedings

2024-07-22 compared with 2024-01-16 · 53 added, 53 removed, 30 unchanged (78% of the section changed)

15 unchanged sentences

As of the time of this

filing, the Company has paid approximately $317 toward the settlement amount.

The remaining balance of approximately $13 is to be

paid no later than February 28, 2024 and accrues interest of 10% per annum until paid.

Between July 2017 and March 2022, the Company

was engaged in litigation with a former director, Robert Kopple, relating to more than $13,000 and the current equivalent of the approximately

23 million warrants, exercisable for seven years at a price of $0.10 per share, which Mr.

Kopple and his affiliated entities (collectively

the “Kopple Parties”) claimed should have been originally issued to them pursuant to various agreements with the Company entered

to between 2013-2016.

In March 2022, the Company reached a settlement with the Kopple Parties that resolved all claims asserted against

the Company without any admission, concession or finding of any fault, liability or wrongdoing on the part of the Company.

Under the terms

of the settlement, the Company agreed to pay an aggregate amount of $10,000 over a period of seven years, including $3,000 initial payment

to be paid in June 2022.

$150 was paid in June 2022, and the balance of the initial payment of $2,850 was extended to August 1, 2023,

In exchange for the extension, the Company was required to pay $195 in extension and forbearance fees in cash and $530 in accrued forbearance

Beginning in January 2023, interest accrues on the unpaid balance at a rate of 6%, compounded annually.

All amounts, including all

accrued interest and deferred fees, are to be paid no later than eight years from the date of the initial payment.

The Kopple Parties

have also received seven-year warrants to purchase up to an aggregate of 3,331,664 shares of our common stock at a price of $0.85 per

The settlement also provides for standard mutual general release provisions and includes customary representations, warranties,

and covenants, including certain increases in the amount payable to the Kopple Parties and the right of such parties to enter judgment

against the Company if the Company remains in uncured default in its payment obligations under the settlement.

As of the date of this

report, the Company has not yet paid the full $3,000 installment due to Kopple, having made an initial payment of $150 in June 2022.

Company and Koppel have agreed in principle to another extension of the deadlines for payments owed by Aura to Plaintiffs and intend to

memorialize such an agreement in writing on or before January 31, 2024.

Such further amendment will also indicate that by such extension

Aura is not in default on the Binding Term Sheet (See Part I, Note 5 to the Financial Statements).On March 26, 2019, various stockholders

of the Company controlling a combined total of more than 27.5 million shares delivered a signed written consent to the Company removing

filing, the Company has paid the full amount toward the settlement amount.

The remaining balance is zero

In March 2024, the Company and Kopple again amended

the note payable.

The amendment (i) replaced the requirement to pay the $3,850 past due principal balance with the requirement to

pay $2,000 due December 15, 2024, effectively extending the payment of $1,850 to future periods;

(ii) increased the stated

interest rate to 10%;

(iii) added a fee of $15 monthly until the Company makes a principal payment of $2 million by December

(iv) effective August 30, 2024, the Company will grant Kopple a conversion right that gives Kopple the option to be able to convert

the note payable into equity of the Company at a conversion price of the lower of $1.00 per share or 50% of the 10 day

volume weighted average price of the Company’s common stock;

(v) during Fiscal 2025, will require the Company to pay 20% of

all collected revenues within 10 days of the end of each fiscal quarter;

(vi) will require the Company to pay Kopple 20% of any amount

raised in new capital in the form of equity, debt or convertible debt above $3.5 million;

(vii) reduces the exercise price of the

warrants granted to Kopple in March 2022 from $0.85 per share to $0.50 per share;

and (vii) extends the warrant expiration date

from March 8, 2029, to March 31, 2031.

The Company will account for this amendment in the first quarter ended March 31, 2024, for

fiscal year 2025.

On March 26, 2019, various stockholders of

the Company controlling a combined total of more than 27.5 million shares delivered a signed written consent to the Company removing

Ronald Buschur as a member of the Company’s Board and electing Cipora Lavut as a director of the Company.

On March 27, 2019,

those same stockholders delivered a further signed written consent to the Company removing William Anderson and Si Ryong Yu as members

of the Company’s Board and electing Robert Lempert and David Mann as directors of the Company.

These written consents represented

a majority of the outstanding shares of the Company’s common stock as of March 26, 2019, and March 27, 2019, respectively.

Because of Aura’s refusal to recognize the legal effectiveness of the consents, on April 8, 2019, the stockholders filed suit

in the Court of Chancery of the State of Delaware pursuant to Section 225 of the Delaware General Corporations Law, seeking an order

confirming the validity of the consents and declaring that Aura’s Board consists of Ms.

2019, those same stockholders delivered a further signed written consent to the Company removing William Anderson and Si Ryong Yu as

members of the Company’s Board and electing Robert Lempert and David Mann as directors of the Company.

These written consents

represented a majority of the outstanding shares of the Company’s common stock as of March 26, 2019, and March 27,

2019, respectively.

Because of Aura’s refusal to recognize the legal effectiveness of the consents, on April 8, 2019, the

stockholders filed suit in the Court of Chancery of the State of Delaware pursuant to Section 225 of the Delaware General

Corporations Law, seeking an order confirming the validity of the consents and declaring that Aura’s Board consists of

Douglas and Mr.

Diaz-Versón, Jr.

On July 8, 2019 the Court of Chancery entered final judgment in favor of the

stockholder plaintiffs, confirming that (a) Ronald Buschur, Si Ryong Yu and William Anderson had been validly removed by the holders of

a majority of the Company’s outstanding stock acting by written consent (b) Ms.

Lempert had been validly

elected by the holders of a majority of the Company’s outstanding stock acting by written consent, and (c) the Company’s Board

of Directors validly consists of Cipora Lavut, David Mann, Robert Lempert, Gary Douglas and Salvador Diaz-Versón, Jr.

of prior management’s unsuccessful opposition to this stockholders’ action filed in the Court of Chancery, such stockholders

may be potentially entitled to recoup their litigation costs from the Company under Delaware’s corporate benefit doctrine and/or

other legal provisions.

To date, no final determination has been made as to the amount of recoupment, if any, to which such stockholders

may be entitled.

On July 8, 2019 the

Court of Chancery entered final judgment in favor of the stockholder plaintiffs, confirming that (a) Ronald Buschur, Si Ryong Yu and

William Anderson had been validly removed by the holders of a majority of the Company’s outstanding stock acting by written

consent (b) Ms.

Lempert had been validly elected by the holders of a majority of the Company’s

outstanding stock acting by written consent, and (c) the Company’s Board of Directors validly consists of Cipora Lavut, David

Mann, Robert Lempert, Gary Douglas and Salvador Diaz-Versón, Jr.

As a result of prior management’s unsuccessful

opposition to this stockholders’ action filed in the Court of Chancery, such stockholders may be potentially entitled to

recoup their litigation costs from the Company under Delaware’s corporate benefit doctrine and/or other legal provisions.

date, no final determination has been made as to the amount of recoupment, if any, to which such stockholders may be entitled.

In June 2022, Melvin Gagerman, the Company’s

9 unchanged sentences

actions in opposing the valid 2019 stockholder consent action.

In addition to the other information set forth

in this report, you should carefully consider the risk factors disclosed in Item 1A, “Risk Factors,” of the Company’s

Fiscal 2023 Annual Report on Form 10-K issued on May 26, 2023.

In addition to the other information set forth in this report, you

should carefully consider the risk factors disclosed in Item 1A, “Risk Factors,” of the Company’s Fiscal 2024 Annual

Report on Form 10-K issued on June 4, 2024.

Unregistered Sales of Equity Securities

and Use of Proceeds

During the three-months ended May 31, 2024, the Company issued 4,455,600

shares of common stock for approximately $1,117 in net cash.

Defaults Upon Senior Securities.

Mine Safety Disclosures

Not applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Legal Proceedings