NOTE 4 - DEBT

Promissory Notes Payable - Related Party

In June 2021, the Company entered into an Asset Purchase Agreement with Singlepoint to purchase certain assets in exchange for the issuance of a promissory note (the “Note”) for $63,456, which is reflected as a note payable to a related party in accompanying balance sheet. The Note bears interest at 5%, has a three-year term, and is due in monthly installments of $1,902 beginning August 1, 2021. The Company has not made any payments on the Note and is currently in default. Accrued interest on the Note totaled $14,273 and $12,700 at June 30, 2026 and December 31, 2025.

During the six months ended June 30, 2026, the Company borrowed $339,500 in a series of cash payments from the Company's former CEO and shareholder in exchange for the issuance of a convertible promissory note. The convertible promissory note is not secured by Company assets. Pursuant to an addendum dated August 6, 2025, the note was amended to reflect a revised principal balance of $1,739,550, at the addendum date, and to accrue interest at a rate of ten percent (10%) per annum. Pursuant to a further addendum dated June 9, 2026, the maturity date of the note was extended to December 31, 2026 and the conversion terms were amended. All accrued and unpaid interest and principal are convertible, at the option of the holder, into shares of the Company's common stock at a fifty percent (50%) discount to the closing bid price of the common stock on the date of conversion, subject to the beneficial ownership limitation described in the addendum. The convertible promissory note principal balance totals $2,064,584 at June 30, 2026.

Convertible Notes Payable and Derivatives

As of June 30, 2026, the Company had five notes payable outstanding, four of which are convertible only upon an event of default, and one of them is convertible after 180 days or an event of default. The conversion features meet the definition of a derivative liability. Because the Company’s former CEO and shareholder, Gregory Lambrecht, has advanced funds to the Company from time to time in a series of cash payments, the related party note has been periodically amended and restated to reflect the increasing outstanding principal balance. The note traces its origin to a promissory note originally dated November 8, 2021, and was most recently amended and restated pursuant to an Amended and Restated Promissory Note dated December 31, 2025, the outstanding principal balance of which was $2,037,184.36 as of March 31, 2026. Pursuant to the June 9, 2026 addendum described below, the maturity date of the note was extended to December 31, 2026 and the conversion terms were amended.

A note with a balance of $94,300 has a maturity date of November 15, 2026, a note with a balance of $151,800 has a maturity date of January 15, 2027, a note with a balance of $115,000 has a maturity date of March 15, 2027, a note with a balance of $100,000 has a maturity date of November 30, 2026, and the larger related party note for $2,064,584 has a maturity date of December 31, 2026. The notes carry interest rates ranging from 8% to 24%. The notes with the lenders have cross default provisions only between the notes of that lender. As of June 30, 2026, no notes were in cross default.

On March 4, 2025, the Company issued a note payable for $85,050, which contained a conversion feature meeting the definition of a derivative liability. Pursuant to the Company’s contract ordering policy, the conversion feature was valued at $223,726 upon issuance and recorded as a derivative liability, resulting in additional debt discounts totaling $81,000. This note is convertible at a 30% discount from the market price, as defined. The balance at June 30, 2026, and December 31, 2025, was $0 and $18,210. The $18,210 was converted into common stock during the six months ended June 30, 2026.

On August 6, 2025, the Company issued a note payable to a related party (converted from a non-convertible note) which contained a conversion feature meeting the definition of a derivative liability. Pursuant to the Company’s contract ordering policy, the conversion feature was valued at $1,642,776 upon issuance and recorded as a derivative liability, resulting in additional debt discounts totaling $1,642,776. Pursuant to the June 9, 2026 addendum, this note is convertible at a 50% discount from the closing bid price of the Company's common stock, subject to the applicable beneficial ownership limitation. The balance at June 30, 2026 was $2,064,584.

On November 19, 2025, the Company issued a note payable for $89,320, which contained a conversion feature meeting the definition of a derivative liability. Pursuant to the Company’s contract ordering policy, the conversion feature was valued at $72,445 upon issuance and recorded as a derivative liability, resulting in additional debt discounts totaling $72,445. This note is convertible at a 30% discount from the market price. The balance at June 30, 2026 and December 31, 2025, was $0 and $89,320. The $41,757 was converted into common stock and $47,563 was repaid during the six months ended June 30, 2026.

On February 18, 2026, the Company issued an OID note payable for $94,300 and received proceeds of $75,000 net of OID of $12,300 and fees of $7,000, which contained a conversion feature meeting the definition of a derivative liability. Pursuant to the Company’s contract ordering policy, the conversion feature was valued at $61,927 upon issuance and recorded as a derivative liability, resulting in additional debt discounts totaling $61,927. This note is convertible at a 30% discount from the market price. The balance at June 30, 2026 was $94,300.

On March 9, 2026, the Company issued an OID note payable for $151,800 and received proceeds of $125,000 net of OID of $19,800 and fees of $7,000, which contained a conversion feature meeting the definition of a derivative liability. Pursuant to the Company’s contract ordering policy, the conversion feature was valued at $32,402 upon issuance and recorded as a derivative liability, resulting in additional debt discounts totaling $32,402. This note is convertible at a 30% discount from the market price. The balance at June 30, 2026 was $151,800.

On May 19, 2026, the Company issued an OID note payable for $115,000 and received proceeds of $93,000 net of OID of $15,000 and fees of $7,000, which contained a conversion feature meeting the definition of a derivative liability. Pursuant to the Company’s contract ordering policy, the conversion feature was valued at $24,630 upon issuance and recorded as a derivative liability, resulting in additional debt discounts totaling $24,630. This note is convertible at a 30% discount from the market price. The balance at June 30, 2026 was $115,000.

On May 30, 2026, the Company issued a convertible promissory note in the principal amount of $100,000, bearing interest at 24% per annum and maturing on November 30, 2026. The note is unsecured and becomes convertible into shares of the Company’s common stock beginning six months after the issuance date at a conversion price equal to a 30% discount to the closing price of the common stock on the date of conversion, subject to a floor price of $0.0005 per share. Because there is a floor price, no derivative liability was recognized in connection with the note as of June 30, 2026. The balance at June 30, 2026 was $100,000.

Each 2026 note contains standard events of default. Upon an event of default, the note becomes immediately due and payable and is subject to a default provision equal to 150% of the outstanding principal and accrued interest. The holder may also convert the outstanding balance, including the default amount, into common stock.

During the six months ended June 30, 2026, the Company borrowed $339,500 in a series of cash payments from the Company’s former CEO and shareholder in exchange for the issuance of a convertible promissory note. The convertible promissory note is not secured by Company assets. Pursuant to an addendum dated August 6, 2025, the note was amended to reflect a revised principal balance of $1,739,550, at the addendum date, and to accrue interest at a rate of ten percent (10%) per annum. Pursuant to a further addendum dated June 9, 2026, the maturity date of the note was extended to December 31, 2026 and the conversion terms were amended. All accrued and unpaid interest and principal are convertible, at the option of the holder, into shares of the Company’s common stock at a fifty percent (50%) discount to the closing bid price of the common stock on the date of conversion, subject to the beneficial ownership limitation described in the addendum. The convertible note principal balance totals $2,064,584 as of June 30, 2026.

During the six months ended June 30, 2026, the Company issued 476,265,189 shares of its common stock with a fair value of $372,959 based on the closing market price on the conversion dates upon conversion of convertible notes and accrued interest in the amount of $199,683 and $21,099 respectively, resulting in net loss on debt extinguishment of $152,177. The embedded conversion of the derivatives were settled with a gain of $209,165, resulting in a net gain on extinguishment of $56,989.

During the six months ended June 30, 2026, the Company amortized $968,115 of debt discount resulting in an unamortized debt discount of $279,357 as of June 30, 2026. Accrued interest as of June 30, 2026 was $233,614.

Convertible notes due to related and non-related parties were as of June 30, 2026 and December 31, 2025:

Scheduled maturities of the above related party promissory note payable and convertible notes payable remaining as of June 30, 2026 are as follows: