v3.26.1
DEBT
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
DEBT

NOTE 7 – DEBT

  

        
   June 30, 2026   December 31, 2025 
Notes payable  $354,761   $199,001 
Note payable – related party   153,989    168,471 
Convertible notes payable   3,391,374    3,097,443 
Convertible notes payable – related party   84,600    22,000 
    3,984,724    3,486,915 
Debt discount   (530,469)   (537,434)
    3,454,255    2,949,481 
           
Short term   3,268,618    2,045,166 
Long term   185,637    904,315 
Total  $3,454,255   $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     $ 1,900,916    
  2027       1,998,000    
  2028          
  2029        
  2030       85,808  
        $ 3,984,724  

 

 

 

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 June 30, 2026 and is in default. Accrued interest on this loan was $16,683 and $4,171 as of June 30, 2026 and December 31, 2025, respectively.

 

In December 2023, the Company borrowed $100,000 from an individual with $62,000 outstanding as of June 30, 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 $43,425 and $34,375 at June 30, 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 $37,703 and $35,900 remains due as of June 30, 2026 and December 31, 2025, respectively. Each loan accrued interest at $125 a day and nil and $39,000 was paid as of June 30, 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 $55,204 and $54,381 as of June 30, 2026 and December 31, 2025, respectively, included in the notes payable, current maturities line of the consolidated balance sheets of $268,953 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. As of June 30, 2026, there was $10,214 in principal plus accrued interest of $1,536.

 

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 $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. The Company paid some of this during the second quarter and also drew against the line of credit so there are effectively three loans with interest rates varying between 28.99% and 34.99% per annum. The balance as of June 30, 2026 was $25,000. 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 $130,000 at an APR of 47.33% which was personally guaranteed by Kim D. Southworth, CEO. The balance was $50,833 as of June 30, 2026.

 

On May 6, 2026, the Company borrowed $25,000 from an individual with a promise to pay back a total of $50,000 within twenty days. As of May 26, 2026, this loan is in default and is accruing a $300/day late penalty fee.

 

On May 11, 2026, the Company entered into a Sale of Future Receipts Agreement with Essentia Funding pursuant to which the Company received gross proceeds of $20,000. After deduction of a $2,000 origination fee, the Company received net proceeds of $18,000. Under the agreement, the Company sold $30,000 of future receivables and agreed to remit a specified percentage of future receipts until the purchased amount has been delivered.

 

On June 9, 2026, the Company borrowed $20,000 from an individual with a promise to pay back the principal plus $5,000 of interest on October 8, 2026. The accrued interest as of June 30, 2026 is $1,025. The note is secured by 1,000,000 common shares of stock from Kim D. Southworth.

 

Convertible notes payable 

 

In 2020, the Company executed a convertible note payable with a related party for $25,000 that is unsecured and convertible into shares of common stock at $0.001. As of June 30, 2026 and December 31, 2025, the balance on this loan is $22,000 and interest is imputed at 25% per year. In 2023, $25% per year. As of June 30, 2026 and December 31, 2025, the accrued interest was $8,227 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. As of June 30, 2026, five loans remain unpaid, with a balance of $463,319 and the balance at December 31, 2026 was $609,944.

 

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 $283,062 and $536,495 was recorded during the six months ended June 30, 2026 and during the year ended December 31, 2025, respectively.

 

During the first six months of 2026, the Company converted $1,050,000 of convertible notes payable, and accrued interest, into 11,327,804 shares of common stock. As of June 30, 2026, $3,153,874 remain outstanding consisting of short-term convertible notes payable of $2,761,076, net of discount of $392,798 and long-term convertible notes payable of $99,829, net of discount of $137,671. Amortization discount of $355,596 and $586,566 was recorded during the three and six month period ended June 30, 2026, respectively.

 

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. Amortization discount related to these notes of $195,068 and $202,480 was recorded during the three and six month periods ended June 30, 2026, respectively.

 

In April 2026, the Company executed one convertible note payable for $55,000. The note had an original issue discount of 9.1% and one-time interest charge of $3,850 plus 100,000 shares of common stock. 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. There were also 366,667 warrants priced at $0.15/share over the next five years. Amortization discount related to this note of $11,233 was recorded during the three and six month periods ended June 30, 2026, respectively.

 

On June 29, 2026, the Company entered into a settlement agreement with a creditor to satisfy an outstanding note payable with a principal balance of $59,444 and accrued interest of $11,491. Under the agreement, the Company issued 5,627,250 shares of its common stock with an aggregate fair value of $337,635 and agreed to pay $125,000 in cash, which was paid on July 2, 2026. The Company recognized a loss on extinguishment of debt of approximately $379,645, representing the excess of the fair value of the consideration transferred over the carrying amount of the debt extinguished.