Promissory Loan Payable - related party |
9 Months Ended |
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Mar. 31, 2026 | |
| Debt Disclosure [Abstract] | |
| Promissory Loan Payable - related party | Note 4 – Promissory Loan Payable - related party
On March 29, 2023, Steve Hall (“Mr. Hall”) provided the Company with a loan in the principal amount of $1,000,000, as evidenced by a promissory note with an annual interest rate of 12% per year (the “Hall Note”). The purpose of the Hall Note was to provide the Company with a funding source to make a follow-on investment in CNTNR USA, Inc., a Delaware corporation (“CNTNR”). On May 31, 2023 (or upon the closing of a debt financing), the Company would repay the outstanding principal balance of the Hall Note to Mr. Hall and transfer to him 90% of the shares of CNTNR, issued by CNTNR to the Company pursuant to the Company’s investment in CNTNR, plus 90% of the warrants to purchase shares of CNTNR common stock issued to the Company (the “CNTNR Warrants”).
On April 1, 2024, the principal amount, plus accrued interest of $170,183 under the Hall Note was settled with a debt consolidation agreement between the Company and Mr. Hall (the “Debt Consolidation Agreement”). The Debt Consolidation Agreement was accompanied by a promissory note which matures on December 31, 2025, with an annual interest rate of 12%.
On the maturity date of December 31, 2025, the outstanding balance of the loan (the “Existing Hall Note”) amounted to $2,767,756, comprising $2,318,263 in principal and $449,493 in accrued interest. Although the Note matured on December 31, 2025, the underlying debt remained outstanding as of March 31, 2026. As of March 31, 2026, and March 31, 2025, the outstanding loan balances were $2,836,351 and $2,402,835, respectively, with inclusion of corresponding accrued interest of $518,088, of which $449,493 accrued prior to the loan's maturity date and $68,595 accrued subsequent to the Note's maturity date, and $245,941, respectively.
Pursuant to the terms and conditions of the Note Purchase Agreement described in Note 9 - Subsequent Events, Convertible Promissory Note and Note Purchase Agreement, the Company has amended and restated the Existing Hall Note; the aggregate principal and interest amount of such note as of the maturity date of December 31, 2025, totaling $2,767,756, was rolled over into a new amended and restated convertible promissory note on April 1, 2026. executed between the Company and HH. Furthermore, interest accrued on the Existing Hall Note during the period from January 1, 2026 to March 31, 2026, amounting to $68,595, was extinguished and forfeited upon the delivery and execution of the April 1, 2026, Note Purchase Agreement. For further details, please refer to Note 9 - Subsequent Events, Convertible Promissory Note and Note Purchase Agreement.
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