SHORT-TERM LOAN (Details Narrative) - USD ($) |
1 Months Ended | 10 Months Ended | 12 Months Ended | |||||
---|---|---|---|---|---|---|---|---|
Sep. 18, 2024 |
Jul. 18, 2024 |
Nov. 19, 2023 |
Mar. 15, 2023 |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2024 |
Jan. 10, 2024 |
|
Short-Term Debt [Line Items] | ||||||||
Short-Term Debt | $ 10,008,552 | $ 72,967 | $ 10,008,552 | |||||
Interest rate | 6.00% | 6.00% | ||||||
Debt Instrument, Face Amount | $ 1,562,030 | |||||||
Debt Instrument, Maturity Date, Description | March 2025 | |||||||
Issuance of common stock | $ 90 | $ 268,998 | ||||||
Sale of Stock, Description of Transaction | the Combined Company issued one million shares of Newco Stock to the Sponsor as additional merger consideration that vest in the event that prior to the eighth anniversary of the closing of the Business Combination. Fifty percent of the Sponsor Earnout Shares will vest when the VWAP of the Common Stock price equals or exceeds $12.00 per share for a period of 20 trading days in a 30 trading day period, and the remaining fifty percent of the Sponsor Earnout Shares will vest when the VWAP of the Common Stock price equals or exceeds $14.00 per share for a period of 20 trading days in a 30 trading day period, or are otherwise forfeited. Upon the occurrence of a change in control, any remaining unvested Sponsor Earnout Shares become vested. | |||||||
Stock Issued During Period, Value, Issued for Services | $ 5,483,019 | |||||||
Interest expense | 7,111 | |||||||
Convertible Debt [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt Instrument, Maturity Date, Description | March 2025 | |||||||
Debt Instrument, Annual Principal Payment | $ 1,800,000 | 1,800,000 | ||||||
Debt Instrument, Interest Rate During Period | 15.00% | |||||||
Stock Issued During Period, Value, Issued for Services | $ 3,400,000 | |||||||
Debt Instrument, Debt Default, Amount | $ 2,700,000 | 2,700,000 | ||||||
Bridge Loan [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest expense | $ 33,208 | |||||||
Private Placement [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Sale of Stock, Description of Transaction | (i) the consummation of a private placement offering of Company securities (in which case such issuance shall be on no less favorable terms than the terms of such private placement) and (ii) the Maturity/ Repayment Date, provided that the minimum number of shares of Common Stock shall be no less than 500,000 shares. | |||||||
Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues | 9,000,000 | 55,826 | ||||||
Issuance of common stock | $ 90 | $ 6 | ||||||
Stock Issued During Period, Value, Issued for Services | $ (435) | |||||||
Endurance Antarctica Partners II LLC [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest rate | 15.00% | 15.00% | ||||||
Debt Instrument, Face Amount | $ 1,750,000 | $ 1,750,000 | ||||||
Debt Instrument, Maturity Date, Description | March 2025 | |||||||
[custom:ClassOfWarrantOrRighsDescription] | Endurance will receive warrants representing the right, exercisable within five years of the closing date, of up to 50% of Common Stock issued as Equity Kicker, with each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 in accordance with the Private Placement terms. | |||||||
Endurance Antarctica Partners II LLC [Member] | Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues | 5,500,000 | |||||||
Issuance of common stock | $ 3,500,000 | |||||||
DRE Chicago LLC [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest rate | 15.00% | 15.00% | ||||||
Debt Instrument, Face Amount | $ 250,000 | $ 250,000 | ||||||
Debt Instrument, Maturity Date, Description | March 2025 | |||||||
Issuance of common stock | $ 375,000 | |||||||
Sale of Stock, Description of Transaction | In addition, the Company has agreed to issue to the Lenders an aggregate of $2,700,000 in Common Stock as an Equity Kicker, with the price of each share being determined based on terms per the earlier to occur of (i) the consummation of a private placement offering of Company securities (in which case such issuance shall be on no less favorable terms than the terms of such private placement) and (ii) the Maturity/ Repayment Date, provided that the minimum number of shares of Common Stock issued to the Lenders shall be no less than an aggregate of 360,000 shares. The Company recorded the short-term loan as a liability and evaluated embedded features in accordance with the accounting guidance and determined that bifurcation is not required for any embedded feature. By analyzing the economic characteristics of the Equity Kicker terms, the unconditional obligation to transfer variable number of shares where the monetary value of the obligation is a fixed monetary amount known at inception is akin to a traditional debt arrangement with a principal of $ | |||||||
DRE Chicago LLC [Member] | Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues | 470,000 | |||||||
AFCO Insurance Premium Finance [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Carrying amount | $ 258,552 | 258,552 | ||||||
Interest expense debt | 14,876 | |||||||
First Insurance Funding [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Carrying amount | 72,967 | |||||||
Interest expense debt | $ 717 | $ 2,369 | ||||||
Financing Agreement [Member] | AFCO Insurance Premium Finance [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Short-Term Debt | $ 510,000 | |||||||
Payment terms | The debt is payable in monthly installments of $44,162 per month for 11 months. | |||||||
Loans payable | $ 44,162 | |||||||
Interest rate | 8.46% | |||||||
Financing Agreement [Member] | First Insurance Funding [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Short-Term Debt | $ 80,800 | |||||||
Payment terms | The debt is payable in monthly installments of $8,389 per month for 10 months. | |||||||
Loans payable | $ 8,389 | |||||||
Interest rate | 8.25% | |||||||
Loan Agreement [Member] | AFCO Insurance Premium Finance [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Other Short-Term Borrowings | $ 44,162 |