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Notes Payable - Related Parties
 12 Months Ended
Dec. 31, 2024
Related Party [Member]  
Defined Benefit Plan Disclosure [Line Items]  
Notes Payable - Related Parties

8. Notes Payable - Related Parties

 

Summary of Notes Payable to Related Parties

 

The table below summarizes all notes payable to related parties at December 31, 2024 and 2023:

 

   December 31, 2024   December 31, 2023 
Notes payable – “2022 Related Notes”  $532,169   $600,000 
Less unamortized debt issuance costs   (16,657)   (39,398)
Less current portion   (515,512)   - 
Long-term portion of notes payable  $-   $560,602 

 

The principal terms of the 2022 Related Notes, which are subordinated notes, as of December 31, 2024 are as follows:

 

 

Issue Date  Interest Rate   Interest Due  Principal Due
April 1, 2022   12%  Quarterly  December 31, 2025

 

Future minimum principal payments of the 2022 Notes to related parties of $532,169 are due on December 31, 2025. As of December 31, 2024 and 2023, accrued interest for these notes payable – related parties was $0. As of December 31, 2024 and 2023, unamortized deferred financing costs were reflected within long term liabilities on the condensed consolidated balance sheets, netted with the corresponding notes payable balance.

 

With respect to all notes payable – related parties outstanding, interest expense, including the amortization of debt issuance costs, for the years ended December 31, 2024 and 2023 was $96,116 and $103,518, respectively.

 

2022 Related Note

 

On April 1, 2022, we issued a 12% Subordinated Note with a principal amount of $600,000 (the “2022 Related Note”) to Robert Taglich (holding more than 5% beneficial interest in the Company’s Shares). In July 2024, a principal amount of $250,000 of the 2022 Unrelated Notes were sold by the unrelated noteholder to related parties at face value, comprised of $75,000 sold to Michael N. Taglich, a director of the company, $75,000 sold to Robert F. Taglich (each a more than 5% beneficial owner of the Company’s shares), and $100,000 sold to Nicholas Taglich and Juliana Taglich.  Interest on the 2022 Related Note accrues at the rate of 12% per annum, payable quarterly in cash, beginning on September 30, 2022. Any accrued but unpaid quarterly installment of interest will accrue interest at the rate of 14.0% per annum. Any overdue principal and accrued and unpaid interest at the maturity date will accrue a mandatory default penalty of 20% of the outstanding principal balance and an interest rate of 14% per annum from the maturity date until paid in full. We used a portion of the net proceeds from the private placement offering to finance the acquisition of Yellow Folder and the remaining net proceeds for working capital and general corporate purposes.