Notes Payable |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Notes Payable [Abstract] | |
| Notes Payable | Note 6 – Notes Payable
September 2025 Note Payable
In connection with the Business Combination, the Company modified the payment terms of the deferred underwriting commission stated in the underwriting agreement entered into between Iron Horse and D. Boral Capital LLC, the underwriter, on December 27, 2023 to replace a cash payment of $2,518,500 on the Closing Date with (i) a cash payment of $500,000 on the Closing Date and (ii) a non-interest bearing promissory note for a principal sum of $2,018,500 that matured on November 17, 2025 (the “September 2025 Note Payable”). Upon the occurrence of an event of default (as defined in the agreement), the September 2025 Note Payable accrues interest at a rate of 15.0% per annual until such time as the event of default is cured.
If the Company fails to repay the September 2025 Note Payable by the maturity date, the note holder has the right to convert the unpaid principal into shares of the Company’s common stock, provided that in no case can the lender’s beneficial ownership of the Company’s outstanding shares exceed 4.99%. The conversion formula was not defined in the agreement; however, the Company is required to reserve 5,000,000 shares of its common stock to satisfy the unpaid balance.
As of June 30, 2026, $2,018,500 of principal remained outstanding on the September 2025 Note Payable and accrued default interest of approximately $186,642 was included in accrued expenses and other current liabilities. The Company is in default of its payment obligations and continues to be in discussions with the underwriter to extend the maturity date.
Assumed Note Payable
In connection with the Business Combination, the Company assumed a non-interest bearing promissory note entered into by Iron Horse on September 29, 2025 with Yanjun Jiao for the principal sum of $1,000,000 that matured on October 13, 2025 (the “Assumed Note Payable”). Upon the occurrence of an event of default, the Assumed Note Payable accrues interest at a rate of 15.0% per annum. Upon default, the lender may elect to convert the unpaid principal into 650,000 shares of the Company’s common stock.
As of June 30, 2026, $1,000,000 of principal remained outstanding on the Assumed Note Payable and accrued default interest of approximately $106,849 was included in accrued expenses and other current liabilities. The Company is in default of its payment obligations and continues to be in discussions with the lender to extend the maturity date. |