| Notes Payable, Related Party Notes Payable, Convertible Bridge Loans Payable, Revenue Financing Arrangements and Bridge Loan Payable |
Note 3 – Notes Payable, Related Party
Notes Payable, Convertible Bridge Loans Payable, Revenue Financing Arrangements and Bridge Loan Payable
Notes payable are generally nonrecourse and secured
by all Company owned assets.
| Schedule of notes payable |
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Interest
Rate |
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March 31,
2026 |
|
December 31,
2025 |
| Notes Payable and Convertible Notes Payable |
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| In December 2020, the Company entered into a 56- month loan with a company in the amount of $1,578,237. The loan requires payments of 3.75% through November 2022 and 4.00% through September 2025 of the previous month’s revenue. Note is due September 2025. Note is guaranteed by a related party see note 6. |
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17 |
% |
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|
188,839 |
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|
188,839 |
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| |
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| In May 2021, the Company entered into a six-month loan with an individual in the amount of $10,000. The loan had an original maturity of October 2021 with principal and interest due at maturity. The loan was extended to October 31, 2024. The note was in default. |
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7 |
% |
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10,000 |
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|
10,000 |
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| |
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| In August 2022, the Company entered into a 56-months auto loan in the amount of $45,420. |
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2.35 |
% |
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11,011 |
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13,514 |
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| In August 2023, the Company entered into a twelve-month loan with an individual in the amount of $300,000. The convertible note included the issuance of 150,000 shares of common stocks. The loan matures in August 2024 with principal and interest due at maturity with conversion price of $0.85 per share and is non-interest bearing. |
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— |
% |
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43,000 |
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43,000 |
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| |
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| In October 2023, the Company entered into a three-month loan with an individual in the amount of $500,000. The loan matures in January 2024 with principal and interest due at maturity. The loan was extended to June 2024. |
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10 |
% |
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|
500,000 |
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|
500,000 |
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| |
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| In October 2023, the Company entered into a loan with an individual in the amount of $130,000. The loan requires payment of 17% of daily Shopify sales. |
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— |
% |
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58,612 |
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58,612 |
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| In April 2024, the Company entered into a commercial financing agreement in the amount of $815,000 and will be paid weekly until the loan is paid in full. The loan was in default. |
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— |
% |
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320,335 |
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331,335 |
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| In June 2024, the Company entered into a revenue purchase agreement in the amount of $250,000. 4% of revenue will be paid weekly until the loan is paid in full. |
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— |
% |
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13,459 |
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13,459 |
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| In September 2024, the Company entered into a merchant cash advance agreement in the amount of $325,000 to be paid weekly until the loan is paid in full. |
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— |
% |
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10,861 |
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10,861 |
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| In September 2024, the Company entered into an agreement with individuals totaling in the amount of $590,000. There is no stated maturity. $290,000 was exchanged to Series B Preferred stock in June 2025 |
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— |
% |
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300,000 |
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300,000 |
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| In October 2024, the Company entered into an agreement with individuals totaling in the amount of $950,000. There is no stated maturity, the proceeds of which were to be used for a future acquisition which did not occur. |
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— |
% |
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950,000 |
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950,000 |
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| In November 2024, the Company entered into a merchant cash advance agreement in the amount of $340,000 to be paid weekly until the loan is paid in full. The loan was in default. |
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— |
% |
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240,713 |
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256,713 |
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| In December 2024, the Company entered into a twelve-month loan with an individual in the amount of $500,000. The loan matures in December 2025 with principal and interest due at maturity. |
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12 |
% |
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225,000 |
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225,000 |
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| In January 2025, the Company entered into a 12-month loan with individuals in the amount of $350,000. The note included 100% warrant coverage. The loan had a maturity of January 2026 with principal and interest due at maturity with conversion price of $10 per share. The loan of $150,000 was converted to Sereis B Preferred stock in June 2025. |
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12 |
% |
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$ |
200,000 |
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200,000 |
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| In July 2025, the Company entered into a convertible promissory note in the amount of $30,000. The loan was due on August 31, 2025 |
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12 |
% |
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$ |
30,000 |
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30,000 |
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| In August 2025, the Company entered into a convertible promissory note with individuals totaling in the amount of $241,280. The loan had a maturity of May 2026 with principal and interest due at maturity. The loans are convertible at 75% multiplied by the lowest trading price for the Company’s common stock during the 10 trading day period ending on the latest complete trading day prior to the conversion date, subject to a 4.99% equity blocker. |
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22 |
% |
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54,984 |
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241,280 |
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| In August 2025, the Company entered into a convertible promissory note in the amount of $183,280. The loan had a maturity of June 2026 with principal and interest due at maturity. The loans are convertible at 75% multiplied by the lowest trading price for the Company’s common stock during the 10 trading day period ending on the latest complete trading day prior to the conversion date, subject to a 4.99% equity blocker. |
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22 |
% |
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80,643 |
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183,280 |
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| In September 2025, the Company entered into a twelve-month loan with individuals totaling in the amount of $2,200,000. The loan matures in September 2026 with principal and interest due at maturity and is convertible into the Company’s Common Stock at a conversion price equal to the lower of $1.75 and $0.01 above the closing price on the date of conversion. |
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0 |
% |
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2,200,000 |
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2,200,000 |
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| In November 2025, the Company entered into a twelve-month loan with individuals totaling in the amount of $500,000. The loan matures in November 2026 with principal and interest due at maturity and is convertible into the Company’s Common Stock at a conversion price equal to the lower of $1.75 and $0.01 above the closing price on the date of conversion. |
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0 |
% |
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500,000 |
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500,000 |
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Total notes payable |
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$ |
5,937,457 |
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$ |
6,255,893 |
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Less notes discount |
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(13,447 |
) |
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(26,894 |
) |
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Less current portion |
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(5,923,153 |
) |
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(6,225,581 |
) |
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Long-term notes payable |
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$ |
857 |
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$ |
3,418 |
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Interest expense on notes payable was $889,455 and
$637,345 for the three months ended March 31, 2026 and 2025, respectively. Accrued interest amounted to $3,112,692 and $2,282,528 as of March 31, 2026 and December 31, 2025, respectively.
The Company recognized approximately $13,450 and approximately
$697,275 of interest expense attributable to the amortization of the debt discount during the three months ended March 31, 2026 and 2025,
respectively.
| Schedule of notes payable |
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Interest Rate |
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March
31, 2026 |
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March
31, 2025 |
| Shareholder Notes Payable |
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| In February 2023, we entered into a loan with an individual in the amount of $200,000. The annual interest rate is 12%. The loans was converted to Series B Preferred stock in June 2025. |
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12 |
% |
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— |
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|
200,000 |
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| |
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Less current portion |
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— |
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(200,000 |
) |
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Long-term notes payable |
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$ |
— |
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$ |
— |
|
Interest expense on related party notes payable was
$5,686
for the three months ended March 31, 2026 and 2025, respectively. The Company’s effective interest rate was 14.87%
for the three months ended March 31, 2025.
As of March 31, 2026, the Company’s convertible
note balances are convertible into 8,388,296 shares of common stock
|