v3.26.1
DEBT
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
DEBT

NOTE 7 – DEBT

        
   March 31, 2026   December 31, 2025 
Notes payable  $251,962   $199,001 
Note payable – related party   168,471    168,471 
Convertible notes payable   3,438,369    3,097,443 
Convertible notes payable – related party   84,600    22,000 
    3,943,402    3,486,915 
Debt discount   (836,065)   (537,434)
    3,107,337    2,949,481 
           
Short term   2,301,185    2,045,166 
Long term   

806,152

    904,315 
Total  $3,107,337   $2,949,481 

   

The following is a schedule of debt maturity and the years in which the debt is scheduled to mature:

       
Year     Amount   
  2026     $ 1,816,203  
  2027       2,043,000  
  2028        —  
  2029       —  
  2030       84,199  
        $ 3,943,402  

  

 

Notes payable

  

In September 2023, a related party issued a loan to the Company for a total amount of $153,939. The loan has a 12.5% interest rate and is currently past due as of March 31, 2026 and is in default. Accrued interest on this loan was $10,427 and $4,171 as of March 31, 2026 and December 31, 2025, respectively. In addition, in 2025, there was $14,482 accrued for expenses owed in the wind down of Axenic and part of this incurs interest at 8%. It is still due as of March 31, 2026 and the accrued interest expense as of March 31, 2026 is $248.

 

In December 2023, the Company borrowed $100,000 from an individual with $62,000 outstanding as of March 31, 2026 and December 31, 2025. This loan does not have an expiration date and accrues interest at $250 a day, of which $50 will be paid in cash and $200 in stock at $0.15 a share, when paid plus an additional $7,500 in cash. Accrued interest was $38,875 and $34,375 at March 31, 2026 and December 31, 2025, respectively.

 

In March 2024, the Company had two loans payable to an individual totaling $90,000. One loan of $50,000 was paid off in September 2024 and the other note principal balance was paid off in January 2025 and accrued interest of $36,786 and $35,900 remains due as of March 31, 2026 and December 31, 2025, respectively. Each loan accrued interest at $125 a day and nil and $39,000 was paid as of March 31, 2026 and December 31, 2025 respectively.

 

In December 2025, the Company had four loans payable to four individuals totaling $60,000. Each loan will have monthly payments beginning first full month following the commencement of revenues from a project with an amount equal to 10% of net revenue. Payments shall continue until 200% of the original loan principal is paid. Two loans will also each have 30,000 shares of common stock at par value ($0.001), one loan will have 60,000 shares of common and the last loan will have 160,000 shares of common. The term will remain open until earlier of capital is paid in full or 5 years. The value of the shares for the first two loans is $5,025, the third loan is $6,000 and the last loan is $9,600.

 

The Company had an outstanding balance on its line of credit of $53,642 and $54,381 as of March 31, 2026 and December 31, 2025, respectively, included in the notes payable, current maturities line of the consolidated balance sheets of $251,962 and $199,001. This is a revolving line of credit with a total line of $55,000 and an interest rate of 8.5%. This line of credit is personally guaranteed by Kim D. Southworth, CEO.

 

In February 2026, the Company took out a payments rights and purchase and sale agreement of $35,000 that was repayable at the rate of $2,226 per week over a 25-week period of time which equates to a total of $20,650 in interest. For the first quarter of 2026, $4,608 of interest has been recorded. Subsequent to quarter end, the Company took out a different short-term loan on May 12, 2026 that violated the terms of the February loan and the Company is in the process of resolving the issue.

 

In January and February 2026, three notes totaling $65,600 from Kim D. Southworth, the wife of CETI’s CEO, consisting of: (i) a $28,000 note bearing interest at 25% per month for the first two months; (ii) a $17,600 note with an upfront loan fee of $2,000 plus $1,000 per month for two months; and (iii) a $20,000 note with an upfront loan fee of $2,000 plus $1,000 per month for two months. These loans are collateralized by a $45,000 in equipment.

 

In March 2026, the Company took out a line of credit with QuickBooks via WebBank for $25,000 payable in equal installments of $2,428.56 over a 12 month period of time. The interest rate is 28.99% per annum. The balance as of March 31, 2026 was $25,000 since the first payment was not made until April 2026. This line of credit is personally guaranteed by Kim D. Southworth, CEO of CETI.

 

In March 2026, the Company took out a line of credit of $1,000 which was personally guaranteed by Kim D. Southworth, CEO. The balance was $935 as of March 31, 2026.

 

Convertible notes payable 

 

In 2020, the Company executed a convertible note payable with a related party for $25,000 that is unsecured, non-interest bearing and convertible into shares of common stock at $0.001. In 2023, $25% per year. As of March 31, 2026 and December 31, 2025, the accrued interest was $6,856 and $5,500 respectively.

 

During 2025, the Company raised a net of $3,632,744 from 45 convertible notes payable. The notes included an 8% interest rate and conversion rate between $0.08 - $0.25, with the exception of seven notes totaling $714,744 which have a stated interest rate of 12% and are paid back in installments which began on July 15, 2025 and the final payment is due January 2027. The balance outstanding on these seven loans was $557,600 and $609,944 at March 31, 2026 and December 31, 2025, respectively.

 

During 2025, the Company converted $1,180,000 of convertible notes payable, and accrued interest, into 11,003,331 shares of common stock. As of December 31, 2025, $3,097,444 remain outstanding consisting of short-term convertible notes payable of $1,693,194, net of discount of $37,500 and long-term convertible notes payable of $1,404,250, net of discount of $499,935. Amortization discount of $536,495 was recorded during the year ended December 31, 2025. One of these loans was paid off in the first quarter of 2026 and the balance outstanding on these   loans was $505,869   and $609,944 at March 31, 2026 and December 31, 2025, respectively.

 

During the first three months of 2026, the Company converted $50,000 of convertible notes payable, and accrued interest, into 1,039,500 shares of common stock. As of March 31, 2026, $2,602,304 remain outstanding consisting of short-term convertible notes payable of $1,880,351, net of discount of $675,018 and long-term convertible notes payable of $721,953, net of discount of $161,047. Amortization discount of $230,970 was recorded during the three month period ended March 31, 2026.

 

In March 2026, the Company executed three convertible notes payable totaling $495,000. There were two notes of $110,000 each that had an original issue discount of 9.1% and one-time interest charge of $7,700. In addition, each note had a convertible feature of the lower of $0.10/share or 70% of the lowest trading price during the prior 20 trading day period of time. Both notes also had warrants convertible into 733,333 shares each of common stock at $0.15/share over the next five years. The remaining note payable of $275,000 had an original issue discount of $25,000 and 12% annual interest payable in common stock. The note is convertible after September 11, 2026 into common stock at 70% of lowest closing bid price during prior 10 trading days.