NOTES PAYABLE |
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| Debt Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| NOTES PAYABLE | NOTE 6 –NOTES PAYABLE
Notes payable as of December 31, 2024 and December 31, 2023, consisted of the following:
The estimated notes payable maturities as of December 31, 2024 are as follows:
In February 2024, the Company signed an unsecured promissory note with a lender for $111,600, bearing one-time interest at the rate of 13%, and maturing on four dates beginning on August 2024 and ending on November 2024. The proceeds of this note were issued with an original issue discount of $18,600, yielding net proceeds of $93,000. Upon full maturity, the Company will have paid a total of $126,108 of principal and interest on this note.
In May 2024, the Company signed a Secured Promissory Note with a lender for $350,000 bearing fixed interest at the rate of $12,500 per month with maturity date December 2024. The Secured Promissory Note requires monthly interest payments only commencing in June 2024. Principal amount along any accrued but unpaid interest should be paid at maturity date. The note is secured by property owned by the Company and trustee by Travis L. Bence or John R. Bailey.
At March 31, 2024, the Company was in default on the farm property note for $4,707,902 due to failure to remit timely monthly payments. On May 31, 2024, the Company entered into a Forbearance and Modification Agreement with the lender. Under the agreement, the lender agreed that it would not exercise or enforce its rights or remedies against the Company to which it would be entitled under the terms of the Real Estate Lien Note dated June 15, 2017 in the original principal amount of $5,600,000, and the Deed of Trust executed by the Company as grantor in favor of Jizhong Wang, as trustee, for the benefit of the lender by occurrence of the failure by the Company to pay principal and interest installments from May 1, 2022, through May 31, 2024 before August 6, 2024. The forbearance was conditioned on the obligation of the Company to pay the lender $77,375, which was paid and applied to the principal and interest. At September 30, 2024, the Company is in default for $4,845,024 including principal and interest due to failure to remit timely monthly payments. On October 25, 2024, the Company signed a Deed in Lieu of where the lender agrees to forbear from exercising its rights to foreclosure take position of the property secured by the loan on or prior to November 30, 2024.
On December 13, 2024, due to a note holder recording a deed in lieu foreclosure, on December 2nd, 2024, TAA filed for Chapter 11 bankruptcy protection under the United States Bankruptcy Code, in the United States Bankruptcy Court for the Southern District of Texas (Case # 24-10217). TAA voluntarily filed for Chapter 11 Bankruptcy to protect the assets of the company (shrimp broodstock and key property, plant, and equipment) due to threats being made by the former farm note holder (Kings Aqua Farm LLC) in which TAA operated on. On December 2, 2024, Kings Aqua Farm LLC filed a Deed in Lieu (“DIL”) of Foreclosure due to non-payment by Trans American Aquaculture. The land was conveyed back to Kings Aqua Farm because of the DIL filing and as such the total debt was extinguished. Over the next two weeks, various threats were made by Kings Aqua Farm on the assets of TAA, which are paramount to the survival and future of the company. To protect those key assets and any future business, TAA elected to file a voluntary Chapter 11 Bankruptcy.
The bankruptcy plan is currently being finalized between TAA management, its board of directors, and legal counsel. The plan confirmation hearing is scheduled for August 18, 2025, at which time, we will present the re-organization plan for the company.
In August 2024, the Company signed an unsecured promissory note with a lender for $82,800 bearing one-time interest at the rate of 13%, and maturing on four dates beginning in February 2025 and ending on May 2025. The proceeds of this note were issued with an original issue discount of $13,800 and loan cost $6,000, yielding net proceeds of $63,000. Upon full maturity, the Company will have paid a total of $93,564 of principal and interest on this note.
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