PROMISSORY NOTES – UNRELATED PARTY |
3 Months Ended |
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Mar. 31, 2026 | |
| Debt Disclosure [Abstract] | |
| PROMISSORY NOTES – UNRELATED PARTY | NOTE 7 – PROMISSORY NOTES – UNRELATED PARTY:
Energi Holding Limited
On March 25, 2024, the Company issued an unsecured promissory note to Energi Holding Limited (“Energi”), an unrelated party, with a principal amount up to $600,000 (the “Note”). The Note bears no interest, however, an establishment fee, a line fee and an exit fee totaling in aggregate 9.0% per annum, are payable on the Maturity Date.
The Company and Energi signed a Note extension to extend the Maturity Date from November 1, 2024 to November 2, 2025, and subsequently signed a Note extension to November 2, 2026. All other terms of the Note remain unchanged by the Note extension.
The balance due Energi as of March 31, 2026 was $706,000, which consisted of $600,000 of advances under the Notes plus $106,000 of accrued interest.
Hali International Limited
On July 17, 2025, the Company issued an unsecured promissory note to Hali International Limited (“Hali”), an unrelated party, with a principal amount of $200,000, and on October 15, 2025, the Company issued an additional unsecured promissory note to Hali with a principal amount of $150,000 (the “Notes”). The Notes, which bear interest at 12% per annum, are repayable in full on or prior to October 14, 2026 (the “Maturity Date”), as determined by the Company.
The balance due Hali as of March 31, 2026 was $375,000, which consisted of $350,000 of advances under the Notes plus $25,000 of accrued interest.
VivoPower
On December 23, 2025, the Company issued an unsecured promissory note to VivoPower, the parent company of Tembo (see Note 1-d Business Combination), and an unrelated party, with a principal amount of $65,000 (the “Note”). The Note, which bears interest at 10% per annum, is repayable in full on or prior to October 14, 2026 (the “Maturity Date”), as determined by the Company.
The balance due VivoPower as of March 31, 2026 was $67,000, representing advances under the Note plus $2,000 of accrued interest.
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