| SCHEDULE OF OUTSTANDING DEBT OBLIGATION |
Set
forth below is a summary of the Company’s outstanding notes payable as of March 31, 2026 and December 31, 2025:
SCHEDULE
OF OUTSTANDING DEBT OBLIGATION
| | |
March 31, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| August 2025 convertible notes | |
$ | 1,174,000 | | |
$ | 1,141,000 | |
| September 2025 convertible notes | |
| 3,246,000 | | |
| 3,018,000 | |
| FoodChannel convertible notes | |
| - | | |
| 650,000 | |
| Convertible notes, gross | |
| - | | |
| 650,000 | |
| Less: discount on convertible notes | |
| (20,000 | ) | |
| (56,000 | ) |
| Total convertible notes, net of discount | |
| 4,400,000 | | |
| 4,753,000 | |
| | |
| | | |
| | |
| 2023 bridge notes | |
| 1,346,000 | | |
| 1,346,000 | |
| Blue Hawk, LLC promissory notes | |
| 639,000 | | |
| 950,000 | |
| 2025 note payable | |
| - | | |
| 120,000 | |
| Notes payable, gross | |
| - | | |
| 120,000 | |
| Less: discount on notes | |
| - | | |
| (45,000 | ) |
| Total notes payable, net of discount | |
| 1,985,000 | | |
| 2,371,000 | |
| | |
| | | |
| | |
| Total | |
$ | 6,385,000 | | |
$ | 7,124,000 | |
|
| SCHEDULE OF CHANGE IN FAIR VALUE |
The
following table presents the change in fair value of the FVO A&R Note for the periods identified, as a level 3 financial instrument:
SCHEDULE
OF CHANGE IN FAIR VALUE
| | |
| | |
| Balance, January 1, 2026 | |
$ | 241,000 | |
| FVO A&R Note issued | |
| - | |
| Change in fair value | |
| 32,000 | |
| Balance, March 31, 2026 – FVO A&R Note | |
$ | 273,000 | |
|
| SCHEDULE OF SECOND A&R NOTE |
The
following table presents the Second A&R Note as of March 31, 2026:
SCHEDULE
OF SECOND A&R NOTE
| | |
| | |
| Second A&R Note principal | |
$ | 900,000 | |
| Debt discount (OID) | |
| (20,000 | ) |
| Carrying value of A&R Notes | |
| 880,000 | |
| Plus: accrued interest | |
| 62,000 | |
| Total A&R Notes and accrued interest | |
$ | 942,000 | |
|
| SCHEDULE OF NEW CONVERTIBLE NOTES |
The
following table presents the New Convertible Notes as of March 31, 2026, as level 3 financial instruments:
SCHEDULE
OF NEW CONVERTIBLE NOTES
| | |
| | |
| Balance, January 1, 2026 | |
$ | 3,018,000 | |
| New convertible notes issued | |
| - | |
| Payments | |
| - | |
| Change in fair value | |
| 228,000 | |
| Balance, March 31, 2026 – Convertible Notes FVO | |
$ | 3,246,000 | |
|
| SCHEDULE OF PRINCIPAL MATURITIES OF DEBT OBLIGATIONS |
Principal
maturities of the Company’s debt obligations are approximately:
SCHEDULE
OF PRINCIPAL MATURITIES OF DEBT OBLIGATIONS
| Years Ending December 31, | |
Amount | |
| 2026 (remaining) | |
$ | 6,405,000 | |
| 2027 | |
| — | |
| 2028 | |
| — | |
| 2029 | |
| — | |
| 2030 | |
| — | |
| Total | |
$ | 6,405,000 | |
|