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SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2025
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 18 — SUBSEQUENT EVENTS 

 

In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date of filing and has determined that it has the following material subsequent events to disclose in these unaudited consolidated financial statements.

 

On July 1, 2025, the Company issued a convertible promissory note to Labrys Fund, LP in the aggregate principal amount of $238,000 (which includes $25,500 of Original Issue Discount). The note incurs a one tie interest charge of 10% or $23,800 and matures on July 1, 2026.

 

On July 17, 2025, the Company issued a convertible promissory note to CFI Capital LLC in the aggregate principal amount of $150,000 (which includes $15,000 of Original Issue Discount). The note bears interest at 6% and matures on July 17, 2026.  

 

On July 22, 2025, the Company filed its Amended Article of Incorporation establishing the Series D preferred stock. It then issued the 200,000 shares that were due to KBI as of June 30, 2025.

 

On July 30, 2025, GS Capital converted $41,250 and $6,643 of principal and interest, respectively, into 4,789,294 shares of common stock.

 

The Company entered into a Settlement Agreement and Release agreement with Trillium Partners, LP, dated July 31, 2025. Per the terms of the agreement the Company establish a reserve of 55,000,000 shares of common stock to be issued in eleven equal installments of 5,000,000 shares of common each to Trillium. The first 5,000,000 shares of common stock are to be issued on August 6, 2025 with each subsequent issuance of 5,000,000 shares on the 6th day of each month thereafter. The settlement agreement releases the Company from all amounts due to Trillium as of June 30, 2025.