DEBT (Tables)
|
3 Months Ended |
Mar. 31, 2025 |
|---|
| Debt Disclosure [Abstract] |
|
| Schedule of debt |
| Schedule of debt | |
| | |
| |
| Debt Type | |
March 31,
2025 | | |
December 31,
2024 | |
| Convertible notes payable | |
$ | 5,875,000 | | |
$ | 5,100,000 | |
| Convertible note payable - fair value option | |
| 300,000 | | |
| 320,000 | |
| Non-convertible promissory notes | |
| 4,130,000 | | |
| 3,880,000 | |
| Non-convertible promissory notes – Socialyte | |
| 3,000,000 | | |
| 3,000,000 | |
| Loans from related party | |
| 3,225,985 | | |
| 3,225,985 | |
| Revolving line of credit | |
| 400,000 | | |
| 400,000 | |
| First BKU Term loan | |
| 4,301,149 | | |
| 4,565,048 | |
| Second BKU Term loan | |
| 1,848,993 | | |
| 2,000,000 | |
| Debt issuance costs | |
| (92,554 | ) | |
| (96,759 | ) |
| Total debt | |
$ | 22,988,573 | | |
$ | 22,394,274 | |
| Less current portion of debt | |
| (5,858,051 | ) | |
| (5,836,018 | ) |
| Noncurrent portion of debt | |
$ | 17,130,522 | | |
$ | 16,558,256 | |
|
| Schedule of future annual contractual principal payment commitments of debt |
| Schedule of future annual contractual principal payment commitments of debt | |
| |
| | |
| | |
| | |
| | |
| | |
| |
| Debt Type | |
Maturity Date | |
2025 | | |
2026 | | |
2027 | | |
2028 | | |
2029 | | |
Thereafter | |
| Convertible notes payable | |
Between October 2026 and March 2030 | |
$ | — | | |
$ | 1,750,000 | | |
$ | 3,550,000 | | |
$ | 100,000 | | |
$ | 50,000 | | |
$ | 925,000 | |
| Non-convertible promissory notes | |
Between June 2025 and March 2029 | |
| 750,000 | | |
| 500,000 | | |
| — | | |
| 2,465,000 | | |
| 415,000 | | |
| — | |
| Non-convertible promissory notes - Socialyte | |
September 2023 (A) | |
| 3,000,000 | (A) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Revolving line of credit | |
October 2, 2025 (mandatory 30-day annual clearing of the line of credit balance) | |
| 400,000 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| BKU First Term Loan | |
September 2028 | |
| 819,967 | | |
| 1,176,307 | | |
| 1,276,631 | | |
| 1,028,244 | | |
| — | | |
| — | |
| BKU Second Term Loan | |
December 2027 | |
| 467,967 | | |
| 665,501 | | |
| 715,525 | | |
| — | | |
| — | | |
| — | |
| Loans from related party | |
Between December 2026 and June 2029 | |
| — | | |
| 1,107,873 | | |
| — | | |
| — | | |
| 2,118,112 | | |
| — | |
| | |
| |
$ | 5,437,934 | | |
$ | 5,199,681 | | |
$ | 5,542,156 | | |
$ | 3,593,244 | | |
$ | 2,583,112 | | |
$ | 925,000 | |
| |
(A) |
As discussed below, The Socialyte Purchase Agreement (as defined below) allows the Company to offset a working capital deficit against the Socialyte Promissory Note (as defined below). As such, the Company deferred the installment payments until the final post-closing working capital adjustment is agreed upon with the seller of Socialyte. |
|
| Schedule of convertible notes payable |
| | Schedule of convertible notes payable | | |
| |
| | |
| Aggregate
Convertible Note balance | | |
Conversion
Price | |
Floor/Conversion
Price | |
| $ | 2,700,000 | | |
90-day
average closing market price of our common stock | |
$ | 5.00 | |
| | 900,000 | | |
90-day
average closing market price of our common stock | |
$ | 4.00 | |
| | 1,500,000 | | |
90-day
average closing market price of our common stock | |
$ | 1.00 | |
| | 100,000 | | |
90-day
average closing market price of our common stock | |
$ | 1.01 | |
| | 100,000 | | |
30-day
average closing market price of our common stock | |
$ | 1.01 | |
| | 325,000 | | |
Fixed
conversion price | |
$ | 1.11 | |
| | 100,000 | | |
Fixed
conversion price | |
$ | 1.02 | |
| | 100,000 | | |
Fixed
conversion price | |
$ | 1.01 | |
| | 50,000 | | |
Fixed
conversion price | |
$ | 1.07 | |
| $ | 5,875,000 | | |
| |
| | |
|