v3.25.1
NOTES PAYABLE (Details Narrative) - USD ($)
3 Months Ended 12 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2020
Dec. 31, 2022
Dec. 31, 2021
Debt Instrument [Line Items]              
Notes Payable $ 2,607,636   $ 2,607,636        
Paycheck protection plan loan payable 471,300   471,300        
Amortization of incentive shares 1,803            
Interest expense from amortization $ 57,812          
Paycheck Protection Plan Loan [Member]              
Debt Instrument [Line Items]              
Debt discount 214,812            
Proceeds from Loans 812,324       $ 1,386,580    
Proceeds from loans         $ 103,618    
Amortization of Debt Issuance Costs and Discounts 0 2,135,500          
Eighteen Non Convertible Notes Payable [Member]              
Debt Instrument [Line Items]              
Debt instrument face amount           $ 2,076,158 $ 2,076,158
Debt discount           $ 408,000 $ 408,000
Non Convertible Notes Payable [Member]              
Debt Instrument [Line Items]              
Repayments of Debt     1,283,521 $ 156,000      
Notes Payable $ 2,607,636 2,607,636          
10% OID Senior Secured Convertible Notes [Member]              
Debt Instrument [Line Items]              
Debt instrument description The Company entered into Security Purchase Agreements with lenders for the sale of 10% original issue discount senior secured promissory notes (“10% Notes”) and warrants to purchase shares of the Company’s common stock equal to 50% of the face value. The 10% Notes accrue interest at 10% per annum payable quarterly, are convertible into shares of the Company’s common stock at the option of the holder at any time at a fixed ceiling price of $0.75 per share. The 10% Notes have full ratchet and anti-dilution provisions, a principal adjustment provision upon default, providing for a principal increase to 110% at maturity if unpaid, 120% at Nine months if unpaid and 130% at 12 months if unpaid. The 10% Notes were due March 31, 2022 and to date, all default provisions have been waived. The amounts due under the 10% Secured Convertible Notes are secured by assets of the Company pursuant to a security agreement.            
Warrants exercisable description Warrants to purchase shares of the Company’s common stock have a five-year term, are exercisable upon the completion of a “Qualified Financing” at a cash exercise price equal to the lower of 93.75% of the per share price of Company’s common stock sold to third-party investors in that Qualified Financing, or $0.75 per share, subject to adjustment. The value of the warrants was recorded as debt discounts that are being amortized to interest expense over the life of the notes.            
Other Notes Payable $ 5,973,000   5,973,000        
Original issuance discounts 0   0        
Discounts from warrants 0   0        
Discounts from deferred finance costs 0   0        
Accrued interest $ 3,136,309   2,536,309        
35 % OID Super Priority Senior Secured Convertible Notes [Member]              
Debt Instrument [Line Items]              
Debt instrument description The Company entered into Security Purchase Agreements with lenders for the sale of 35% original issue discount senior secured promissory notes (“35% Notes”), warrants to purchase shares of the Company’s common and shares of the Company’s common stock as incentives. The 35% Notes have a 35% original issuance discount being amortized to interest expense through maturity, are non-interest bearing, are due at the earlier of six months from the date of issue or upon the occurrence of a liquidity event and are prepayable by the Company at any time at a premium of 120% of the outstanding balance. Upon an occurrence of default, the holder shall have the right to convert the 35% Note and outstanding interest at the lower of a discount to market or subsequent financings. The amounts due under the 35% Notes are secured by assets of the Company pursuant to a security agreement.            
Warrants exercisable description Warrants to purchase shares of the Company’s common stock warrants have a five-year term, are exercisable upon the completion of a Qualified Financing at a cash exercise price equal to 93.75% of the per share price of the Company’s common stock sold to third-party investors in a Qualified Financing.            
Other Notes Payable $ 5,600,462   5,600,462        
Original issuance discounts 0   0        
Discounts from warrants 0   0        
Discounts from deferred finance costs 0   0        
Discounts from incentive shares 0   $ 0        
Interest expense from amortization 0 0          
Interest expense from amortization of debt discounts from warrants, 0 0          
Amortization of incentive shares 0 $ 0          
20% OID Senior Secured Convertible Notes Payable [Member]              
Debt Instrument [Line Items]              
Debt discount $ 0            
Debt instrument description The Company entered into Security Purchase Agreements with lenders for the sale of 20% original issue discount senior secured promissory notes (“20% Notes”), warrants to purchase shares of the Company’s common stock with a five-year term, exercisable at any time at the option of the holder at a cash exercise price equal to 93.75% of the per share price of Company’s common stock sold to third-party investors in a qualified financing and incentive shares of the Company’s common stock. The 20% Notes accrue interest at 10% per annum, principal and interest are due at the earlier of six months from the date of issue or upon the occurrence of a liquidity event.            
Warrants exercisable description     The holder shall have the right to convert the 20% Notes and outstanding interest on a Qualified Financing at a price equal to 85% of the offering price, or a 15% discount to the volume weighted average price of the Company’s common stock for the five days preceding the dates of conversions, subject to a maximum price of $1.00. The amounts due under the 20% Notes are secured by assets of the Company pursuant to a security agreement.        
Accrued interest $ 1,727            
Interest expense from amortization 8,250            
Interest expense from amortization 0            
20% OID Convertible Notes Payable [Member]              
Debt Instrument [Line Items]              
Debt instrument face amount 2,427,500   $ 2,427,500        
Amortization of incentive shares $ 0