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RELATED PARTY LOANS
12 Months Ended
Dec. 31, 2025
Related Party Loans  
RELATED PARTY LOANS

NOTE 7 – RELATED PARTY LOANS

 

The Company had a $12 million line of credit with its majority shareholder, Driven Lifestyle (the “$12 million Line of Credit”), which bore interest at an annual rate of 10%, the availability of which was dependent on Driven Lifestyle’s available liquidity. The $12 million Line of Credit did not have a stated maturity date and was payable upon demand at any time at the sole and absolute discretion of Driven Lifestyle, and any principal and accrued interest owed would be accelerated and become immediately payable in the event the Company consummated certain corporate events, such as a capital reorganization. The Company was permitted to repay the $12 million Line of Credit in whole or in part at any time or from time to time without penalty or charge.

 

On September 8, 2022, the Company entered into a support agreement with Driven Lifestyle (the “Support Agreement”) pursuant to which Driven Lifestyle issued approximately $3 million (the “September 2022 Cash Advance”) to the Company in accordance with the $12 million Line of Credit. Additionally, the Support Agreement modified the $12 million Line of Credit such that, among other things, until June 30, 2024, Driven Lifestyle would not demand repayment of the September 2022 Cash Advance or other advances under the $12 million Line of Credit, unless certain events occurred, as prescribed in the Support Agreement, such as the completion of a new financing arrangement or the Company generates positive cash flows from operations, among others. All principal and accrued interest owed on the $12 million Line of Credit were exchanged for equity following the completion of two debt-for-equity exchange agreements with Driven Lifestyle on January 30, 2023 and February 1, 2023, relieving the Company of approximately $3.9 million in owed principal and unpaid interest in exchange for an aggregate of 780,385 shares of the Company’s Class A common stock.

 

There were no amounts outstanding on the $12 million Line of Credit as of December 31, 2024. On November 5, 2025, Driven Lifestyle and the Company terminated the $12 million Line of Credit Agreement.