On November 13, 2024 the Company entered into a promissory note for $960,672 in connection with the sale of the St. Mary’s Site (the “St. Mary’s Note”). The promissory note bore 10% interest per annum, provided for monthly interest payments and was to mature on March 15, 2025 with the option to extend up to three times by paying $10,000 for each extension. Each extension period was 30 days. On June 23, 2025, the Company entered into an amendment to this note. Upon execution of the amendment, the Borrower paid the Company an extension fee of $40,000. The amendment revised the payment schedule under the note to provide for: (i) a second payment of $250,000 due on or before July 30, 2025 (subject to a 30-day extension if the Borrower provided proof of funds and the Company consented), and (ii) a final payment of $670,672 was due on or before October 30, 2025 (or November 29, 2025, if the second payment was extended). On September 29, 2025, the Borrower exercised the 30-day extension option for a total extension payment of $30,000. During December 2025, the Company entered into payoff agreement for the St. Mary’s Note which resulted in full satisfaction of the outstanding note. In connection with the payoff, the Company received $280,000 and recorded a loss on notes receivable in the amount of $818,172.

On February 11, 2025, the Company entered into the Cumberland Note in the principal amount of $4.5 million. The Cumberland Note bears interest at the rate of 6.5% per annum, matures on February 6, 2026 and is secured by a pledge of a 10% equity interest in Cumberland. Payment of the Cumberland Note is also guaranteed by JDI.

As disclosed in Note 2, the Company has recorded an allowance for credit losses in the amount of $4,500,000.