[1]

On June 30, 2026, the Company entered into separate Stock Purchase Agreements with Mr. Ram Mukunda and Ms. Claudia Grimaldi relating to outstanding amounts aggregating $1,154,210. Pursuant to the agreements, the Company approved the future issuance of an aggregate of 4,274,853 shares of common stock at $0.27 per share. As of June 30, 2026, the shares had not been issued or reflected as outstanding in the Company’s stock ledger, and the related amount was classified within stockholders’ equity as common stock subscribed but not yet issued. For more information, please refer to Note 13, “Securities.” As of December 31, 2025, the Company had outstanding related-party working capital loans of approximately $176 thousand, all of which were payable to Ms. Grimaldi.

[2]

On April 10, 2026, the Company entered into a Securities Purchase Agreement (the “FirstFire Purchase Agreement”) with FirstFire Global Opportunities Fund, LLC (“FirstFire”), pursuant to which the Company issued a promissory note (the “FirstFire Note”) with a principal amount of approximately $346 thousand, maturing on April 16, 2027. The FirstFire Note was issued with an original issue discount of approximately $39 thousand and debt issuance costs of approximately $5 thousand, resulting in net proceeds of approximately $302 thousand. On June 18, 2026, the Company and FirstFire entered into Amendment #1 to the FirstFire Purchase Agreement and the FirstFire Note, which deemed the issue date of the FirstFire Note to be April 14, 2026 and extended the maturity date, the monthly payment dates and the prepayment periods by six calendar days, resulting in a maturity date of April 16, 2027. Amendment #1 is filed as Exhibit 10.7 to this Quarterly Report.

[3]

During the six months ended June 30, 2026, the Company executed two separate Securities Purchase Agreements with Vanquish Funding Group Inc. and issued two separate promissory notes to VFG with aggregate principal of approximately $591 thousand, maturing in February and March 2027, respectively, namely VFG-1 and VFG-2. The VFG Notes were issued with an aggregate original issue discount of approximately $77 thousand and aggregate debt issuance costs of approximately $44 thousand, resulting in net proceeds of approximately $470 thousand.

[4]

On June 11, 2020, the Company received an Economic Injury Disaster Loan (“EIDL”) for approximately $150 thousand at an annual interest rate of 3.75%. The Company must pay principal and interest payments of $731 every month beginning June 5, 2021. The SBA will apply each installment payment first to pay interest accrued to the day the SBA receives the payment and will then apply any remaining balance to reduce the principal. All remaining principal and accrued interest is due and payable 30 years from the date of the loan. For the six months ended June 30, 2026, the interest expense and principal payment for the EIDL were approximately $3 thousand and $2 thousand, respectively.

[5]

On February 9, 2026, HH Processors, LLC, a subsidiary of the Company, entered into a loan agreement with ODK Capital LLC (“OnDeck”), pursuant to which the Company received net proceeds of approximately $214 thousand in financing (the “OnDeck Loan”). The OnDeck Loan bears an annual percentage rate of 31.9% and is repayable in accordance with the terms and conditions set forth in the loan agreement, including scheduled periodic payments of approximately $3 thousand per week. The OnDeck Loan matures in August 2027. The proceeds are being used for general working capital and corporate purposes. For the six months ended June 30, 2026, the interest expense and principal payment for OnDeck were approximately $21 thousand and $48 thousand, respectively.