DEBT (Tables)
|
6 Months Ended |
Jun. 30, 2026 |
|---|
| Debt Disclosure [Abstract] |
|
| Schedule of debt |
| Schedule of debt | |
| | |
| |
| Debt Type | |
June 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| Convertible notes payable | |
$ | 7,750,000 | | |
$ | 7,710,000 | |
| Convertible note payable - fair value option | |
| 250,000 | | |
| 270,000 | |
| Non-convertible promissory notes | |
| 5,080,000 | | |
| 5,080,000 | |
| Non-convertible promissory notes – Socialyte | |
| 3,000,000 | | |
| 3,000,000 | |
| Convertible notes from related party | |
| 2,242,873 | | |
| 2,242,873 | |
| Loans from related party | |
| 983,112 | | |
| 983,112 | |
| Revolving line of credit | |
| 400,000 | | |
| 400,000 | |
| First BKU Term loan | |
| 2,904,711 | | |
| 3,481,182 | |
| Second BKU Term loan | |
| 1,054,193 | | |
| 1,381,026 | |
| FVP Loan | |
| 2,000,000 | | |
| — | |
| Interest reserve | |
| (581,806 | ) | |
| — | |
| Debt issuance costs | |
| (241,054 | ) | |
| (71,518 | ) |
| Total debt | |
$ | 24,842,029 | | |
$ | 24,476,675 | |
| Less current portion of debt | |
| (7,390,056 | ) | |
| (6,963,761 | ) |
| Noncurrent portion of debt | |
$ | 17,451,973 | | |
$ | 17,512,914 | |
|
| Schedule of future annual contractual principal payment commitments of debt |
| Schedule of future annual
contractual principal payment commitments of debt | |
| |
| | |
| | |
| | |
| | |
| | |
| |
| Debt Type | |
Maturity Date | |
2026 | | |
2027 | | |
2028 | | |
2029 | | |
2030 | | |
Thereafter | |
| Convertible notes payable | |
Between October 2026 and September 2030 | |
$ | 750,000 | | |
$ | 2,850,000 | | |
$ | 400,000 | | |
$ | 675,000 | | |
$ | 2,875,000 | | |
$ | 700,000 | |
| Nonconvertible promissory notes | |
Ranging between June 2025 and August 2030 | |
| 500,000 | | |
| 750,000 | | |
| 2,665,000 | | |
| 715,000 | | |
| 450,000 | | |
| — | |
| Nonconvertible unsecured promissory note – Socialyte | |
September 2023 (A) | |
| 3,000,000 | (A) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Revolving line of credit | |
September 2026 | |
| 400,000 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| First BKU Term Loan | |
September 2028 | |
| 599,836 | | |
| 1,276,631 | | |
| 1,028,244 | | |
| — | | |
| — | | |
| — | |
| Second BKU Term Loan | |
December 2027 | |
| 338,668 | | |
| 715,525 | | |
| — | | |
| — | | |
| — | | |
| — | |
| FVP Loan | |
May 2029 | |
| — | | |
| 50,000 | | |
| 600,000 | | |
| 1,350,000 | | |
| — | | |
| — | |
| Convertible notes form related party | |
December 2027 through December 2029 | |
| — | | |
| 1,107,873 | | |
| — | | |
| 1,135,000 | | |
| — | | |
| — | |
| Loans from related party | |
January 2029 through December 2029 | |
| — | | |
| — | | |
| — | | |
| 983,112 | | |
| — | | |
| — | |
| | |
| |
$ | 5,588,504 | | |
$ | 6,750,029 | | |
$ | 4,693,244 | | |
$ | 4,858,112 | | |
$ | 3,325,000 | | |
$ | 700,000 | |
| (A) | | As
discussed below, The Socialyte Purchase Agreement (as defined below) allows the Company to offset a working capital deficit against the
Socialyte Promissory Note (as defined below). As such, the Company deferred the installment payments until the final post-closing working
capital adjustment is agreed upon with the seller of Socialyte. |
|
| Schedule of convertible notes payable |
| Schedule
of convertible notes payable | |
|
| |
| Aggregate
Convertible Notes balance | |
Conversion Price |
Floor/Conversion
Price | |
| $ | 2,700,000 | |
90-day average closing market price of our common stock |
$ | 5.00 | |
| | 900,000 | |
90-day average closing market price of our common stock |
$ | 4.00 | |
| | 100,000 | |
30-day average closing market price of our common stock |
$ | 1.01 | |
| | 325,000 | |
Fixed conversion price |
$ | 1.11 | |
| | 100,000 | |
Fixed conversion price |
$ | 1.02 | |
| | 50,000 | |
Fixed conversion price |
$ | 1.01 | |
| | 1,650,000 | |
Fixed conversion price |
$ | 1.07 | |
| | 125,000 | |
Fixed conversion price |
$ | 1.03 | |
| | 500,000 | |
Fixed conversion price |
$ | 1.43 | |
| | 100,000 | |
Fixed conversion price |
$ | 1.16 | |
| | 200,000 | |
Fixed conversion price |
$ | 1.04 | |
| | 350,000 | |
Fixed conversion price |
$ | 1.28 | |
| | 100,000 | |
Fixed conversion price |
$ | 1.32 | |
| | 100,000 | |
Fixed conversion price |
$ | 1.67 | |
| | 50,000 | |
Fixed conversion price |
$ | 1.60 | |
| | 100,000 | |
Fixed conversion price |
$ | 1.25 | |
| | 200,000 | |
Fixed conversion price |
$ | 1.12 | |
| | 100,000 | |
Fixed conversion price |
$ | 1.19 | |
| $ | 7,750,000 | |
|
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