v3.26.1
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12 Months Ended
Dec. 31, 2025
Debt Disclosure [Abstract]  
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NOTE 9 – DEBT

Insurance Premium Financing

In July 2025, the Company entered into an agreement with a third party to finance a $364,692 premium on an insurance policy. This financing agreement has a monthly payment of $31,736, accrues interest at a rate of 8.74%, and matures in June 2026. As of December 31, 2025 and 2024, there was $185,656 and $0, respectively, of principal outstanding under this financing agreement.

 

In April 2025, the Company entered into a separate agreement with a third party to finance a $24,787 premium on an insurance policy. This financing agreement has a monthly payment amount of $2,170, accrues interest at a rate of 10.99% and matures in February 2026. As of December 31, 2025 and 2024, there was $4,283 and $0, respectively, of principal outstanding under this financing agreement.

 

In July 2024, the Company entered into a separate agreement with a third party to finance a $423,687 premium on an insurance policy. This financing agreement had a monthly payment of $40,467, accrued interest at a rate of 9.99%, and matured in June 2025. As of December 31, 2025 and 2024, there was $0 and $235,884, respectively, of principal outstanding under this financing agreement.

 

In April 2024, the Company entered into a separate agreement with a third party to finance a $29,911 premium on an insurance policy. This financing agreement had a monthly payment amount of $2,761, accrued interest at a rate of 9.99% and matured in February 2025. As of December 31, 2025 and 2024, there was $0 and $5,274, respectively, of principal outstanding under this financing agreement.

 

Interest expense on these financing agreements totaled $18,214 and $29,446 for the years ended December 31, 2025 and 2024, respectively.

 

U.S. Small Business Administration (SBA) Loan

AxoBio had an outstanding loan with the SBA with total principal outstanding of $2,000,000 (the “SBA Loan”). Interest under the SBA Loan accrued at a simple interest rate of 3.75% annually on funds outstanding as of the anniversary date of the initial borrowing. A monthly payment in the amount of $9,953 began in December 2023 and continues for a total of 30 years. In connection with the Company's acquisition of Axolotl Biologix, Inc. (“AxoBio”) pursuant to an Agreement and Plan of Merger, dated July 26, 2023 (the “AxoBio Acquisition”), as described in Note 16, the SBA Loan was adjusted to fair value, which, excluding accrued interest, was determined to be $1,498,000. The difference in the outstanding principal and fair value of $502,000 was recorded as debt discount and amortized over the remaining term of the loan using the effective interest method. The interest expense and amortization of debt discount related to the SBA Loan totaled $17,571 and $4,242, respectively, for the year ended December 31, 2024 and are classified as a component of discontinued operations in the accompanying consolidated statements of operations.

 

Related Party Loans

AxoBio had several promissory notes (the “Burns Notes”) outstanding to Burns Ventures, LLC (“Burns Ventures”) with total principal outstanding of $5,610,000. The owner of Burns Ventures was a former stockholder of AxoBio. Interest on the Burns Notes was payable quarterly at a fixed interest rate of 7.00%. The Burns Notes required no monthly payments and were due in full at maturity date on December 31, 2024. The interest expense related to the Burns Notes of $89,448 is classified as a component of discontinued operations in the accompanying consolidated statements of operations.

2023 Promissory Notes

During the year ended December 31, 2023, the Company received proceeds of $848,500 from 26 zero-coupon Promissory Notes (the “2023 Promissory Notes”). The 2023 Promissory Notes had a maturity date of one year from the date of issuance. The principal of the 2023 Promissory Notes was due in full at maturity. There were 16,489 Common Stock warrants issued in connection with these 2023 Promissory Notes with a fair value of $55,062. The warrants vested immediately and have a term of 5 years and exercise prices ranging from $11.50 to $14.30. The fair value of the warrants was recorded as debt discount and was amortized over the term of the loans using the effective interest method. Debt discount amortization during the year ended December 31, 2024 was $19,549. Pursuant to the terms of the 2023 Promissory Notes, the Company’s Board of Directors (the “Board”) elected to repay all maturities of the 2023 Promissory Notes in shares of Common Stock. During the year ended December 31, 2024, the Company issued 328,707 shares of Common Stock to repay the $848,500 of the aggregate principal of the 2023 Promissory Notes.