Senior Secured Promissory Note

3 Months Ended

Mar. 31, 2025

Debt Disclosure [Abstract]

Senior Secured Promissory Note

Note 9. Senior Secured Promissory Note

	March 31, 2025		December 31, 2024
Senior Secured Promissory Note (current)	$	-	$	255,765
Senior Secured Promissory Note (long term)		10,748,408		10,748,408
	$	10,748,408	$	11,004,173

On March 29, 2023, the Company and PCCU entered into definitive transaction documents to settle and restructure the deferred obligation following the Business Combination under which the Company has issued the five-year Senior Secured Promissory Note (the “PCCU Note”) in the principal amount of $14,500,000 bearing interest at the rate of 4.25% and a Security Agreement, as referenced in Exhibit 3 of the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 15, 2023, pursuant to which the Company will grant, as collateral for the PCCU Note, a first priority security interest in substantially all of the assets of the Company.

The PCCU Note amount was to be paid in 54 installments of $295,487 each, covering both principal and interest, starting from November 5, 2023. For the period between March 29, 2023, and October 5, 2023, the Company had paid only the interest portion.

On January 29, 2025, the Company and PCCU agreed to a Letter Agreement to defer principal payments on the PCCU Note for February and March 2025, with interest payments continuing. On March 1, 2025, the Company entered into the Amended PCCU Note, replacing the original note dated March 29, 2023 and the letter agreement. The Amended PCCU Note has a principal balance of $10,748,408, accruing interest at 4.25% annually, with interest-only payments until January 5, 2027, and full repayment by October 5, 2030. The agreement maintains PCCU’s first-priority security interest and enforces a debt-service coverage ratio of 1.4 to 1.0.

The repayment schedule for the outstanding principal balance as on March 31, 2025, is as follows:

Year
2026	$	-
2027		697,614
2028		790,592
2029		826,047
2030		8,434,155
Grand total	$	10,748,408