Convertible Promissory Notes and Loans Payable (Tables)
|
6 Months Ended |
Jun. 30, 2025 |
|---|
| Debt Instrument [Line Items] |
|
| Schedule of Convertible Promissory Notes |
Convertible
promissory notes consisted of the following at June 30, 2025:
Schedule of Convertible Promissory Notes
| Origination
Date | |
Maturity
Date | |
Interest
Rate | | |
Origination
Principal Balance | | |
Original
Discount Balance | | |
Period
End Principal
Balance | | |
Period
End Discount
Balance | | |
Period
End Balance,
Net | | |
Accrued
Interest Balance | | |
Reg. | |
| 9/03/21 | |
9/03/24 | |
| 8 | % | |
| 346,500 | | |
| (12,355 | ) | |
$ | 346,500 | | |
$ | 854 | | |
$ | 347,354 | | |
| - | | |
| (1 | ) |
| 9/03/21 | |
9/03/24 | |
| 8 | % | |
| 3,500 | | |
| (125 | ) | |
| 3,500 | | |
| 14 | | |
| 3,514 | | |
| - | | |
| (2 | ) |
| 9/30/22 | |
Demand | |
| 8 | % | |
| 66,793 | | |
| (19,245 | ) | |
| 58,338 | | |
| (19,250 | ) | |
| 39,088 | | |
| - | | |
| (3 | ) |
| 9/14/23 | |
Demand | |
| 8 | % | |
| | | |
| | | |
| 50,000 | | |
| | | |
| 50,000 | | |
| | | |
| (4 | ) |
| | |
| |
| | | |
| | | |
| | | |
$ | 458,338 | | |
$ | (18,382 | ) | |
$ | 439,956 | | |
$ | - | | |
| | |
| (1) |
On
September 3, 2021, the Company issued a three-year 8% convertible promissory note in the
principal amount of $346,500 to Summit Holding V, LLC as part of the acquisition of SSI.
The Company is required to make quarterly payments under the note in an amount equal to 50%
of the adjusted net profit of SSI. Interest is payable quarterly in shares of common stock
of the Company at a conversion price of $0.051272 per share. The note holder may convert
outstanding principal and interest into shares of common stock at a conversion price of $0.051272
per share at any time during the term of the note. The Company recorded $12,355 for the beneficial
conversion feature. This note is classified as a current liability for the three months ended
June 30, 2025
The
maturity due date of the note has been extended by the lender from September 3, 2024 to ______________ while the Company works through
a determines a restructure of the note. |
| (2) |
On
September 3, 2021, the Company issued a three-year 8% promissory note in the principal amount of $3,500 to Tierra Vista Partners,
LLC as part of the acquisition of SSI. The Company is required to make quarterly payments under the note in an amount equal to 50%
of the adjusted net profit of SSI. Interest is payable quarterly in common stock of the Company at a conversion price of $0.051272
per share. The note holder may convert outstanding principal and interest into shares of common stock at a conversion price of $0.051272
at any time during the term of the note. The Company recorded $125 for the beneficial conversion feature. This note is classified
as a current liability for the three months ended June 30, 2025. |
| (3) |
On
September 30, 2022, the Company issued a convertible demand 8% promissory note in the principal amount of $66,793 to Robert Carmichael
for funds to meet the working capital needs of LBI. There is no amortization schedule for the note and interest is payable in shares
of common stock of the Company at a conversion price equal to the 90 day VWAP of the Company’s stock prior to the quarterly
interest payment date. This note is classified as a current liability as the note holder may demand payment or convert the outstanding
principal at a conversion price of $0.021 per share at any time. The Company recorded $19,250 for the beneficial conversion feature. |
| (4) |
On
September 14, 2023, the Company issued a convertible demand 8% promissory note in the principal amount of $50,000 to Robert Carmichael
for working capital needs of BLU3. There is no amortization schedule for the note, and interest is payable in shares of common stock
of the Company at a conversion price equal to the 90 day (“VWAP”) of the Company’s common stock prior to the quarterly
interest payment date. The note holder may demand payment or convert the outstanding principal at a conversion rate of $0.01351 per share
at any time. The conversion rate was calculated at a 35% discount to the 90 day VWAP of the Company’s stock as of the date of the
note. The Company recorded $-0- for the beneficial conversion feature. As this conversion rate is a fixed rate, the embedded conversion
feature is not a derivative liability. The outstanding balance on this note was $50,000 as of December 31, 2024 and December 31, 2023.
Mr. Carmichael has waived interest payments on this note effective September 14, 2023. |
|
| Schedule of Breakdown Current and Long-term Amounts |
A
breakdown of current and long-term amounts due are as follows for the convertible promissory notes as of June 30, 2025:
Schedule of Breakdown Current and Long-term Amounts
| | |
Summit
Holdings V,
LLC Note | | |
Tierra
Vista
Partners,
LLC Note | | |
Robert
Carmichael
Note | | |
Robert
Carmichael
BLU3 Note | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| |
| 2025 | |
| 346,500 | | |
| 3,500 | | |
| 58,338 | | |
| 50,000 | | |
| 458,338 | |
| Discount | |
| 854 | | |
| 14 | | |
| (19,250 | ) | |
| | | |
| (18,382 | ) |
| Total Loan Payments | |
$ | 347,354 | | |
$ | 3,514 | | |
$ | 39,088 | | |
| 50,000 | | |
$ | 439,956 | |
| Current
Portion of Loan Payable | |
$ | (347,354 | ) | |
$ | (3,514 | ) | |
$ | (39,088 | ) | |
| (50,000 | ) | |
$ | (439,956 | ) |
| Non-Current
Portion of Loan Payable | |
$ | - | | |
$ | - | | |
$ | - | | |
| - | | |
$ | - | |
|
| Schedule of Future Amortization of Loans Payable |
Schedule of Future Amortization of Loans Payable
| | |
Mercedes
BMG
(1) | | |
Navitas
BLU3
(2) | | |
NFS
SSI
(3) | | |
Navitas
2022 BLU3
(4) | | |
Navitas
2024 BLU3
(5) | | |
Navitas
2024 BTL
(6) | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| 2025 (6 months) | |
$ | 2,792 | | |
| 9,255 | | |
| 4,555 | | |
| 12,119 | | |
| 2,884 | | |
| 2,006 | | |
| 33,611.56 | |
| 2026 | |
| - | | |
| 4,769 | | |
| - | | |
| | | |
| 6,304 | | |
| 4,411 | | |
| 15,484.32 | |
| 2027 | |
| - | | |
| | | |
| - | | |
| | | |
| 7,091 | | |
| 5,002 | | |
| 12,093.25 | |
| 2028 | |
| | | |
| | | |
| | | |
| | | |
| 7,977 | | |
| 5,672 | | |
| 13,649.11 | |
| Thereafter | |
| - | | |
| - | | |
| - | | |
| | | |
| 708 | | |
| 4,747 | | |
| 5,455.33 | |
| Total Loan Payments | |
$ | 2,792 | | |
$ | 14,025 | | |
$ | 4,555 | | |
$ | 12,119 | | |
$ | 24,965 | | |
| 21,838 | | |
$ | 80,294 | |
| Current Portion of Loan Payable | |
$ | (2,792 | ) | |
$ | (9,255 | ) | |
$ | (4,555 | ) | |
$ | (12,119 | ) | |
$ | (5,944 | ) | |
| (4,142 | ) | |
$ | (38,808 | ) |
| Non-Current Portion of Loan Payable | |
$ | 0 | | |
$ | 4,769 | | |
$ | - | | |
$ | 0 | | |
$ | 19,022 | | |
| 17,696 | | |
$ | 41,486 | |
| (1) |
On
August 21, 2020, the Company executed an installment sales contract with Mercedes Benz Coconut Creek for the purchase of a 2019 Mercedes
Benz Sprinter delivery van. The installment agreement is for $55,841 with a zero interest rate payable over 60 months with a monthly
payment of $931 and is personally guaranteed by Mr. Carmichael. The loan balance as of June 30, 2025 was $2,792 and $8,376 as of
December 31, 2024. |
| |
|
| (2) |
On
May 19, 2021, BLU3 executed an equipment finance agreement with Navitas Credit Corp. (“Navitas”) to finance the purchase
of certain plastic molding equipment. The amount financed is $75,764 payable over 60 equal monthly installments of $1,611. The equipment
finance agreement contains customary events of default. The loan balance as of June 30, 2025 was $14,025 and $22,915 as of December
31, 2024. |
| |
|
| (3) |
On
June 29, 2022, SSI executed an equipment financing agreement with NFS Leasing (“NFS Leasing”) to secure replacement
production molds. The total purchase price of the molds was $84,500
of which $63,375
was financed by NFS Leasing on August 15, 2022. The
financing agreement has a 33 month term beginning in August 2022 with a monthly payment of $2,571.
The financing agreement contains customary events of default, is guaranteed by the Company and NFS Leasing has a lien on all of the
assets of SSI. The loan balance as of June 30, 2025 and December 31, 2023 was $0
and $14,692,
respectively. |
| |
|
| (4) |
On
December 12, 2022, BLU3 executed an equipment finance agreement to finance the purchase of certain plastic molding equipment through
Navitas. The amount financed is $63,689 payable over 36 equal monthly installments of $2,083. The equipment finance agreement contains
customary events of default. The loan balance as of June 30, 2025 was $14,075 and $25,465 as of December 31, 2024. |
| |
|
| (5) |
On
February 12, 2024, BLU3 executed an inventory finance agreement to finance the purchase of certain equipment stock through Navitas.
The amount financed is $32,274 payable over 60 equal monthly installments of $715. The inventory finance agreement contains customary
events of default. The loan balance as of June 30, 2025 was $25,430 and $28,123 as of December 31, 2024.. |
|
| Convertible Notes Payable [Member] | Summit Holding V, LLC [Member] |
|
| Debt Instrument [Line Items] |
|
| Schedule of Future Amortization of Loans Payable |
Schedule of Future Amortization of Notes Payable
| | |
Payment
Amortization | |
| | |
| |
| 2025 | |
| 346,500 | |
| Total Note Payments | |
$ | 346,500 | |
| Current portion of note payable | |
| (346,500 | ) |
| Non-Current Portion of Notes
Payable | |
$ | - | |
|
| Convertible Debenture [Member] | Tierra Vista Partners, LLC [Member] |
|
| Debt Instrument [Line Items] |
|
| Schedule of Future Amortization of Loans Payable |
Schedule of Future Amortization of Notes Payable
|
| |
Payment
Amortization | |
| | |
| | |
| 2025 | |
| 3,500 | |
| Total Note Payments | |
$ | 3,500 | |
| Current portion of note payable | |
| (3,500 | ) |
| Non-Current Portion of Notes
Payable | |
$ | - | |
|