Notes Payable |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Debt Disclosure [Abstract] | |
| Notes Payable | NOTE 4 – Notes Payable
Economic Injury Disaster Loan
The Company’s EIDL obligation had a carrying value of $149,900 at June 30, 2026, with accrued interest of $5,220. The Company’s EIDL obligation had a carrying value of $149,900 at December 31, 2025, with accrued interest of $6,086. The loan bears interest at 3.75% per annum and is secured by substantially all of the Company’s tangible and intangible assets.
Commercial Line of Credit
The American Express line of credit balance was $97,905 at June 30, 2026 and $97,905 at December 31, 2025. Borrowings bear interest at rates ranging from approximately 16.09% to 34.3% and are personally guaranteed by Mr. MacGregor.
Convertible note financing (Labrys Fund II)
On January 20, 2026, the Company entered into a securities purchase agreement with Labrys Fund II, L.P. (“Labrys”) pursuant to which the Company issued a 10% promissory note in the aggregate principal amount of $172,500 (which includes an original issue discount of $22,500) in exchange for a cash purchase price of $150,000. The note has a twelve-month maturity from the issue date and contains conversion features subject to the note’s terms and limitations. As additional consideration, the Company agreed to issue shares of common stock as commitment shares. The purchase price was disbursed such that $114,000 was wired to the Company, $7,500 was paid to the placement agent (Enclave Capital LLC), $25,000 was directed to the investor for repayment of a portion of a prior promissory note, and $3,500 was withheld for the investor’s legal fees. There were no additional borrowings under this note during the quarter ended June 30, 2026.
During the six months ended June 30, 2026, Labrys converted $7,504 of principal (and fees) into shares of Common Stock at a conversion price of $0.04615 per share of Common Stock. There were no principal conversions during the quarter ended June 30, 2026.
Subsequent to June 30, 2026, the commitment shares issued in connection with the January 20, 2026 financing ceased to be held in restricted book-entry form with the Company’s transfer agent and became available for resale.
Convertible note financing (Quick Capital, LLC)
On April 17, 2026, the Company entered into a securities purchase agreement with Quick Capital, LLC (“Quick”) pursuant to which the Company issued a 12% promissory note in the aggregate principal amount of $31,250 (which includes an original issue discount of $22,500) in exchange for a cash purchase price of $23,000. The note has a twelve-month maturity from the issue date and contains conversion features subject to the note’s terms and limitations. The purchase price was disbursed such that $23,000 was wired to the Company, $2,000 was paid to the placement agent (Enclave Capital LLC), and $2,500 was withheld for the investor’s legal fees.
During the six months ended June 30, 2026, Labrys converted $7,504 of principal (and fees) into shares of Common Stock at a conversion price of $0.04615 per share of Common Stock. There was no principal conversions during the quarter ended June 30, 2026.
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