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SCHEDULE OF LONG-TERM DEBT (Details) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Collateralized Loans current [1] $ 2,534,832 $ 970,301
Collateralized Loans non current [1] 4,139,082 2,521,624
Total notes payable current 5,431,761 3,911,446
Total notes payable non-current 3,281,212 3,174,685
Total outstanding principal current 5,964,730 3,932,831
Total outstanding principal non-current 4,165,571 3,228,010
Less: discounts current (532,969) (21,385)
Less: discounts non-current (884,359) (53,325)
Standard Waste Promissory Note (1) [Member]    
Total notes payable current [2] 175,000
Total notes payable non-current [2]
Titan Holdings 2 [Member]    
Total notes payable current [3] 882,470 175,000
Total notes payable non-current [3] 603,470
Titan Holdings 5 [Member]    
Total notes payable current [4] 107,000 40,000
Total notes payable non-current [4]
Glen Miller [Member]    
Total notes payable current [5] 305,000 250,000
Total notes payable non-current [5]
Jeff Rizzo [Member]    
Total notes payable current [6] 78,727 65,000
Total notes payable non-current [6]  
Charles B Rizzo [Member]    
Total notes payable current [7]
Total notes payable non-current [7]
Related Party [Member]    
Total notes payable current 1,548,196 530,000
Total notes payable non-current 603,470
Nonrelated Party [Member]    
Total notes payable current 3,883,565 3,381,446
Total notes payable non-current 3,281,212 2,571,215
Keystone [Member]    
Total notes payable current [8] 99,000
Total notes payable non-current [8]
Michaelson Capital [Member]    
Total notes payable current [9] 1,657,090 2,307,090
Total notes payable non-current [9]
Loanbuilder [Member]    
Total notes payable current [10] 100,611 91,096
Total notes payable non-current [10] 26,489 102,916
Individual Notes Payable [Member]    
Total notes payable current [11] 25,000 25,000
Total notes payable non-current [11]
Kabbage Funding Loans [Member]    
Total notes payable current [12] 9,344
Total notes payable non-current [12]
[1] The May 31, 2024 acquisition of Standard included the assumption of approximately $3.3 million of debt obligations associated with the fleet of equipment. The Company also had existing collateralized debt of $3,491,925 outstanding at December 31, 2023. The aggregated debt as of December 31, 2024 has $6.7 million of outstanding principal and is made up of installment notes with a weighted average interest rate of 10.55%, due in monthly instalments with final maturities at various dates ranging from January 2025 to December 2030, secured by related equipment. The Company entered into a Guarantee Fee Agreement pursuant to which certain outstanding indebtedness owed by the Company to the sellers of Standard is guaranteed. A total of $1,611,969 of debt issuance costs were recorded in relation to the Guaranty Fee Agreement for the collateralized loans.
[2] On May 30, 2024 the Company entered into a promissory note agreement with Dominic and Sharon Campo for $
[3] On April 30, 2023, Titan Trucking signed a promissory note (the “Titan Holdings 2 Note”) with Titan Holdings 2, LLC (“Titan Holdings 2”), a stockholder of the Company. The promissory note matures on March 31, 2028. On November 10, 2023, Titan Trucking and Titan Holdings 2 agreed to a restated promissory note (together the two notes are the “Titan Holdings 2 Note”). The Titan Holdings 2 Note has a principal amount of $712,470. The interest rate was 10.5% for the period of April 30, 2023 through November 30, 2023 and increased to 13.00% commencing on December 1, 2023. Accrued interest is required to be paid on a monthly basis and all outstanding principal owed is due five years commencing after the signing of the restated promissory note. Titan Trucking was also required to make a one-time principal payment of $175,000 on or before December 8, 2023, and because all outstanding interest and principal was not repaid by December 31, 2023, an additional $50,000 penalty charge was added to the outstanding principal owed during the year ended December 31, 2024.
[4] On December 31, 2023, Titan Trucking and a stockholder of the Company agreed to an informal agreement (the “Titan Holdings 5 Note”) to borrow funds from the stockholder as working capital needs arise. These additional funds are to be repaid as funding becomes available. As of December 31, 2024, Titan had borrowed $107,000 in additional funding.
[5] On October 30, 2023, Titan Trucking and the Company’s CEO, Glen Miller (“Miller”), agreed to a promissory note for a principal amount of $250,000. The promissory note is non-interest bearing and to be repaid within 30 days of the Company’s receipt of bridge funding. The note also features a provision stating Titan Trucking will pay a 10% late fee in the event repayment is not made by more than 30 days past maturity. The promissory note currently has an outstanding balance of $250,000 and as of December 31, 2024 is in default.
[6] On November 30, 2023, the Company and its COO, Jeff Rizzo (“Rizzo”), agreed to a promissory note for a principal amount of $65,000. The promissory note has an interest rate of 10% and a maturity date of June 30, 2024. The note also features a provision stating the Company will pay a 10% late fee in the event repayment is not made by more than 30 days past maturity. As of December 31, 2024, the maturity date had elapsed and the promissory note is in default.
[7] The Company has an informal agreement with Charles B. Rizzo (“C. Rizzo”) to continually borrow from C. Rizzo as working capital needs arise. These additional funds are to be repaid as funding becomes available. In July of 2024, the Company sold two customer contracts in exchange for total proceeds of $370,000; consisting of $100,000 in cash, $50,000 of expenses paid on behalf of the Company, and debt forgiveness of $220,000. The debt forgiveness included the forgiveness of $70,000 owed to C. Rizzo. As of December 31, 2024 the liability owed to C. Rizzo was $0.
[8] During the year ended December 31, 2024, there were three note payable agreements executed between the Company and Keystone Capital Partners, LLC for an aggregate amount of $240,000. The agreements were issued between May 30, 2024 and June 7, 2024. All notes mature in less than 12 months and accrue interest at a rate of 10% per annum. On July 2, 2024, Keystone Capital Partners, LLC and the Company agreed to cancel two promissory notes for a total of $150,000 in exchange for 15,134 warrants to purchase 100 shares common stock each and 15,134 shares of Series B Preferred Stock. The warrants each have an exercise price of $0.06 per share (Note 14 – Mezzanine Equity and Stockholders’ Equity). The exchange was analyzed under ASC 470-50 and was concluded a debt extinguishment, the Company recorded a loss on extinguishment of $242,045 which is presented on the statement of operations. During the year ended December 31, 2024 the remaining note was in default, and as a result a $9,000 late payment fee was capitalized as part of the note’s principal. The outstanding balance of the remaining note as of December 31, 2024 was $99,000.
[9] On January 5, 2023, the Company completed its asset acquisition of the Recoup Digester Assets and as part of the consideration, assumed the liabilities of a $3,017,090 Secured Promissory Note owed to Michaelson Capital Special Finance Fund II, L.P. (“Michaelson”). The Company and Michaelson agreed to amend and restate the Secured Promissory Note, as well as sign a related Forbearance Agreement (together known as the “Michaelson Note”). The Michaelson Note originally had a 12% per annum interest rate. The Michaelson Note has the following terms: (1) the Company was to make monthly interest payments for the interest amounts owed, (2) the Company was to make monthly principal payments of $35,000, (3) the Company was to make a $250,000 principal repayment due as of December 31, 2023, and (4) the Company was to repay all other outstanding amounts owed by December 31, 2023. The Michaelson Note also includes a provision granting Michaelson a security interest and lien on all of the Company’s assets as collateral.
[10] As of December 31, 2024, the Company has 20 remaining required monthly repayments of $
[11] On May 16, 2022, the Company issued a $25,000 promissory note (the “Individual #1 Note”) with an individual private investor. The Individual Note has an annual interest rate of 12% per annum and matured on December 31, 2023, at which time all principal and accrued interest is owed. The Individual #1 Note is in default and therefor incurs additional interest of 0.5% on all outstanding principal and interest owed.
[12] On September 28, 2022 and September 29, 2022, the Company agreed to two Kabbage Funding Loan Agreements (together known as the “Kabbage Loans”) owed to American Express National Bank. The Kabbage Loans had an initial principal amount of $120,800 and as of May 19, 2023 had a principal amount of $77,748. Each loan includes a cost of capital interest expense of $4,077 and is to be repaid in nine monthly repayments of $3,658, followed by nine monthly payments of $35,507. As of December 31, 2024, the Kabbage Loans had been fully repaid.