LOANS PAYABLE TO RELATED PARTIES

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

LOANS PAYABLE TO RELATED PARTIES

NOTE 7 – LOANS PAYABLE TO RELATED PARTIES

The Company had the following loans payable to related parties:

	March 31,		December 31,
	2024		2023
Loan 1 (May 23, 2022) – Loan payable to Stephen Morris	$	229,575	$	125,910
Loan 2 (September 7, 2022) – Loan payable to Stephen Morris		548,341		552,639
September 8, 2022 – Loan payable to Director		34,395		32,337
Total loan payable to related parties		812,311		710,886
Less – current portion		263,970		158,247
Total – noncurrent	$	548,341	$	552,639

● Loan 1 (May 23, 2022) - Stephen Morris, Founder, CTO and Chair.

On May 23, 2022, the Company entered an amendment to the Loan Agreement between Bubblr Limited and Mr. Morris to change the loan from a demand loan to have a maturity date on the earlier of (i) the completion of an offering by Bubblr, Inc., in the amount of no less than $7,500,000 in a public offering, or (ii) two years from the date of the amendment.

In addition, on a date no later than five (5) business days from the completion of bridge financing of no less than $1.5 million USD, the Company shall pay to Mr. Morris an amount equal to £115,000 GBP as an installment payment on the principal of the Loan, and the balance of the principal of the Loan shall be paid at the Maturity Date

On September 6, 2022, the Company entered into a second amendment (the “Amendment”) with Bubblr Limited and Mr. Morris to add $60,000 (£52,088) to the principal of the loan in exchange for Mr. Morris canceling his Special 2019 Series A Preferred Stock, which has super-voting rights.

On December 20, 2022, the Company entered into a third amendment (the “Amendment”) with Bubblr Limited and Mr. Morris to reduce the outstanding principal amount of the loan by $71,540 (£59,543) in exchange for the Company assigning advances receivables of $71,540 (£59,543) whereon Mr. Morris is entitled to amounts received pursuant to such receivables and will bear the risk of non-payment with respect to such receivables. After this assignment, the Company will have no right to receive any amounts collected with respect to such receivables and will have no liability for non-payment of the receivables or any collections costs.

On December 27, 2023, Stephen Morris converted $821,431.87 in principal amount of promissory notes payable and due to him from the Company into 2,489,186 shares of Common Stock. The conversion price for the Common Stock was $0.33 per share.

● Loan 2 (September 7, 2022) - Stephen Morris, Founder, CTO and Chair.

On September 7, 2022, our wholly owned subsidiary, Bubblr Limited, entered into a new loan agreement (the “Loan Agreement”) with Mr. Morris for $501,049 (£434,060). The Loan Agreement is unsecured, carries no interest, is non-convertible, and is due upon maturity, which is three years after the date of the agreement. 

● Related Party Loan – Professor Paul Morrissey, Director.

On September 8, 2022, the Company entered into a new loan agreement (the “Loan Agreement”) with Professor Paul Morrissey for $32,337 (£25,401). The Loan had an original issue discount of $6,954 (£5,700). The Loan Agreement is unsecured, non-convertible and carries a fixed interest rate of 2.85% every four weeks on the original principal, is non-convertible, and was payable in 4 weeks after the date of the agreement. The debt discount is amortized to interest expense during the loan’s outstanding period. The loan outstanding at March 31, 2024, and December 31, 2023, is $34,395 (£27,229) and $32,337 (£25,401) respectively.

Total interest expense was $1,750 and $0 for the three months ended March 31, 2024 and 2023, respectively.