Related parties

3 Months Ended

Mar. 31, 2025

Related Party Transactions [Abstract]

Related parties

16. Related parties

Related party balances consist of the following:

	March 31,			December 31,
	2025			2024
Advance from related party
Eileen Greene
Principal opening balance	$	273,461		$	—
Principal advance made		—			285,000
Repayments		—			(11,539	)
		273,461			273,461
Debt discount opening balance		(8,495	)		—
Debt discount at inception		—			(35,000	)
Amortization of debt discount		6,613			26,505
		(1,882	)		(8,495	)
Total Related party advance	$	271,579		$	264,966
Related party payables
Shawn E. Leon	$	127,596		$	144,353
Eileen Greene		484,293			488,965
ERC Investments, LLC		812,715			—
New Journey, LLC		51,338			—
JDE Properties, LLC		51,525			—
Total related party payables	$	1,527,467		$	633,318
Note payable – related parties
Loan advanced by ERC Investments, LLC	$	33,767		$	—
Accrued interest		570			—
	$	34,337		$	—
Loan advanced by New Journey, LLC	$	47,974		$	—
Accrued interest		742			—
	$	48,716		$	—
Total notes payable – Related party	$	83,053		$	—

Related party advance – Eileen Greene

On July 4, 2024, Ms. Greene advanced the Company $250,000 with an original issue discount of $35,000, totaling $285,000. The amount was being repaid in instalments of $5,769, however the Company paused repayment of this advance until the Company has the cash flow to make future payments. The advance is not expected to be repaid during the current financial year.

At March 31, 2025 and December 31, 2024, the Company owed Eileen Greene, the spouse of its CEO, Shawn Leon, related party advances, net of unamortized discount of $271,579 and $264,966, respectively.

Related party payables

Shawn E. Leon

At March 31, 2025 and December 31, 2024, the Company had a payable to Shawn Leon of $127,596 and $144,353, respectively. Mr. Leon is a director and CEO of the Company. The balances payable are non-interest bearing and have no fixed repayment terms.

During the year ended December 31, 2024, Mr. Leon forfeited management fees due to him.

During July 2024, the related party payable of $1,092,701 owing to Leon Developments and $500,000 of the related party payable to Eileen Greene was assigned by the respective parties to Mr. Leon.

On July 12, 2024, Mr. Leon converted $1,500,000 of the related party payable into 3,000,000,000 shares of common stock at a conversion price of $0.0005 per share.

On September 27, 2024, Mr. Leon converted $6,000 of the related party payable into 600,000 shares of Series A Preferred stock at a conversion price of $0.01 per share.

Eileen Greene 

During July 2024, Ms. Greene assigned $500,000 of the Related party payable to her to Mr. Leon.

On July 12, 2024, Ms. Greene converted $500,000 of the related party payable into 1,000,000,000 shares of common stock at a conversion price of $0.0005 per share.

The amounts owing to Ms. Greene are non-interest bearing and has no fixed repayment terms.

At March 31, 2025 and December 31, 2024, the Company owed Eileen Greene, the spouse of its CEO, Shawn Leon, related party payables of $484,293 and $488,965, respectively.

ERC Investments, LLC

As disclosed in note 4 above, a liability owed to ERC Investments, LLC from Edgewater was assumed by the Company, the aggregate liability assumed by the Company on January 9, 2025 was $783,679.

The Company pays rent of $76,000 per month to ERC for three properties located in Morehead Kentucky.

At March 31, 2025, the balance owing to ERC was $812,715.

New Journey, LLC

As disclosed in note 4 above, a liability owed to New Journey, LLC from Edgewater was assumed by the Company, the aggregate liability assumed by the Company on January 9, 2025 was $46,615.

The Company pays rent of $5,500 per month to New Journey for two properties located in Morehead Kentucky.

At March 31, 2025, the balance owing to New Journey was $51,338.

JDE Properties, LLC

As disclosed in note 4 above, a liability owed to JDE from Edgewater was assumed by the Company, the aggregate liability assumed by the Company on January 9, 2025 was $37,525.

The Company pays rent of $5,000 per month to JDE for two properties located in Morehead Kentucky.

At March 31, 2025, the balance owing to JDE was $51,525.

Note payable – Related party

ERC Investments, LLC

BH Properties, through its subsidiaries, ERCI, NJ and JDE, secured funding of $2,300,000 to settle certain obligations in those subsidiaries as well as obligations related to the acquisition of the assets of Edgewater by Aria Kentucky. The obligations related to the acquisition of the assets of Edgewater amounted to $33,767 and bears interest at 7.5% per annum calculated on a 360 day year and is secured by the properties owned by BH Properties and its subsidiaries.

At March 31, 2025, the balance owing to ERCI was $34,337.

New Journey Investments, LLC

BH Properties, through its subsidiaries, ERCI, NJ and JDE, secured funding of $500,000 to settle obligations related to the acquisition of certain properties into NJ and certain assets of Edgewater by Aria Kentucky. The obligations related to the acquisition of the assets of Edgewater amounted to $47,974 and bears interest at 6.875% per annum calculated on a 360 day year and is secured by the properties owned by BH Properties and its subsidiaries.

At March 31, 2025, the balance owing to NJ was $48,716.

All related party transactions occur in the normal course of operations and in terms of agreements entered into between the parties.