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

NOTE 6 - NOTES PAYABLE

 

The Company has the following outstanding notes payable:

 

Loans 

Origination

Date

 

Interest

Rate

  

Balance as of

June 30, 2026

  

Balance as of

December 31, 2025

 
Asset purchase agreement notes  December 1, 2023 and January 31, 2024   0.00%  $113,873   $178,652 
Termination Agreement  December 31, 2021   0.13%   21,584    21,584 
Insurance Note payable  December 14, 2026   9.70%   84,311    - 
Advances and Notes Payable – Related parties  Various   10.00%-12.00%   176,500    167,500 
Convertible Notes Payable – Related parties  April 15, 2026   20%   145,000    - 
Total notes payable           541,268    367,736 
Less current portion           (541,268)   (279,610)
Total long term          $-   $88,126 

 

The following is a summary of the future minimum payments of loans payable:

 

12 months ending:    
June 30, 2027   541,268 
June 30, 2028   - 
June 30, 2029   - 
Total loans payable  $541,268 

 

Convertible Notes Payable, Related Parties

 

On April 15, 2026, the Company entered into three convertible notes, two with members of the Board of Directors, and one with a family member of a Director, for an aggregate principal amount of $145,000 (the “Convertible Notes”). The Company received cash proceeds of $115,000 and settled $30,000 of accounts payable owed to a Director. The Convertible Notes bear interest at 20% per annum, payable at maturity on October 15, 2026 and are convertible beginning on the three-month anniversary of issuance into common stock of the Company at a fixed price of $0.10 per share.

 

Notes Payable

 

During the year ended December 31, 2020, the Company entered into a termination agreement in which it agreed to pay the sum of $50,000. During the year ended December 31, 2021, the Company issued a promissory note payable in the amount of $31,584 at the rate of 0.13% per annum, with a maturity date on or before January 1, 2025, for settlement of the $50,000 agreed upon in the termination agreement. The balance as of June 30, 2026, and December 31, 2025, is $21,584.

 

Prior to its acquisition by the Company on December 27, 2023, RFS entered into two asset purchase agreements to acquire certain tools and equipment.

 

The Company received assets under the first asset purchase agreement in December 2023, totaling $97,363. The assets are included in property and equipment on the Company’s consolidated balance sheet. The Company assumed the liability of $88,674 as part of the Exchange agreement with RF Specialties. The agreement requires monthly payments through October 2026.

 

On January 31, 2024, the Company received assets under the second asset purchase agreement totaling $444,891. The assets are included in property and equipment on the Company’s consolidated balance sheet. The Company assumed the liability of $444,891 as part of the Exchange Agreement with RFS. The agreement requires monthly payments through March 2030.

 

During the year ended December 31, 2025, the Company received a total of $150,000 in proceeds from shareholders. The advances are unsecured, due on demand and have stated interest of 10% per annum. During the period ended June 30, 2026, the Company received a total of $9,000 in proceeds from shareholders. The advances are unsecured, due on demand and have stated interest of 10% per annum. As of June 30, 2026 and December 31, 2025, the balance owed on the advances from shareholders was $176,500 and $167,500, respectively.

 

 

In February 2026, the Company entered into an insurance policy financing arrangement. The total principal was $147,793 with an interest rate of 9.70% and monthly payments of $12,437 due through December 2026. The Company made principal payments of $63,661 during the six months ended June 30, 2026. As of June 30, 2026, the remaining balance was $84,311.

 

Interest expense of $20,270 and $29,490 was recorded in the three and six months ended June 30, 2026, respectively on all notes payable and convertible notes payable. Interest expense of $12,380 and $24,145 was recorded in the three and six months ended June 30, 2025, respectively. Accrued interest as of June 30, 2026 and December 31, 2025 was $44,014 and $30,355, respectively.