CONVERTIBLE NOTES PAYABLE | NOTE 8: CONVERTIBLE NOTES PAYABLE Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, December 31, 2023 2022 Convertible Notes - Issued in fiscal year 2020 97,946 97,946 Convertible Notes - Issued in fiscal year 2021 414,690 600,400 Convertible Notes - Issued in fiscal year 2022 1,891,083 3,710,440 Convertible Notes - Issued in fiscal year 2023 534,454 - Convertible notes payable, Gross 2,938,173 4,408,786 Less debt discount and debt issuance cost (119,056 ) (176,685 ) Convertible notes payable 2,819,117 4,232,101 Less current portion of convertible notes payable 2,721,171 4,134,155 Long-term convertible notes payable $ 97,946 $ 97,946 During the six months ended June 30, 2023 and the year ended December 31, 2022, we recognized interest expense of $ 3,964,556 374,938 145,837 636,010 346,348 625,783 Conversion During the six months ended June 30, 2023, we converted notes with principal amounts and accrued interest of $ 332,592 10,807,823 Convertible notes payable consists of the following: Promissory Notes - Issued in fiscal year 2020 In 2020, we issued convertible promissory notes with principal amounts totaling $ 100,000 ● Terms 60 ● Annual interest rates of 5 ● Conversion price fixed at $ 0.01 Promissory Notes - Issued in fiscal year 2021 In 2021, we issued convertible promissory notes with principal amounts totaling $ 1,696,999 1,482,000 214,999 ● Terms ranging from 90 12 ● Annual interest rates of 5 12 ● Convertible at the option of the holders after varying dates. ● Conversion price based on a formula corresponding to a discount (39% discount) off the average closing price or lowest trading price of our Common stock for the 20 prior trading days including the day on which a notice of conversion is received ● The Mast Hill Fund, LLC convertible promissory note matured on October 19, 2022. The default annual interest rate of 16 414,690 39,822 The 2021 Convertible Notes also were associated with the following: ● The issuance of 1,414 133,663 ● The issuance of 117,992 7.44 36.00 5 years During the six months ended June 30, 2023, in connection with the 2021 Convertible Notes, we repaid principal in the amount of $ 38,490 39,822 Promissory Notes - Issued in fiscal year 2022 During the year ended December 31, 2022, we issued convertible promissory notes with principal amounts totaling $ 2,120,575 1,857,800 262,775 ● Terms ranging from 3 12 ● Annual interest rates of 9 20 ● Convertible at the option of the holders after varying dates ● Conversion price based on a formula corresponding to a discount (20% or 39% discount) off the lowest trading price of our Common stock for the 20 prior trading days including the day on which a notice of conversion is received, although one of the 2022 Convertible Notes establishes a fixed conversion price of $4.50 per share ● 554,464 473,691 ● On June 30, 2023, the Company entered into a Note Exchange Agreement (the “Note Exchange Agreement”) with Westland Properties LLC (the “Noteholder”), pursuant to which the Company agreed with Westland Properties LLC to exchange one outstanding note with a total outstanding balance of $ 5,398,299 665,000 The New Note matures on June 1, 2024, and calls for payments of (i) $115,000 on or prior to July 25, 2023, (ii) nine monthly payments to the noteholder in the amount of $38,889 each, with the first payment beginning September 1, 2023 and (iii) $200,000 on the earlier of (a) three business days following the Company’s successful listing on any of the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or the New York Stock Exchange or (b) the receipt of not less than $4,000,000 in funding from a single transaction. If the conditions for payment of the above $200,000 are not met, but the Company raises capital in excess of $500,000 in a single closing, then 25% of any capital raised in such closing shall be used to satisfy the $200,000 payment 4,904,081 In connection with the adoption of ASU 2020-06 on January 1, 2022, we reclassified $ 517,500 439,857 Promissory Notes - Issued in fiscal year 2023 During the six months ended June 30, 2023, we issued convertible promissory notes with principal amounts totaling $ 637,858 520,000 117,858 ● Terms ranging from 9 12 ● Annual interest rates of 9 20 ● Convertible at the option of the holders after varying dates ● Conversion price based on a formula corresponding to a discount (20% or 30% discount) off the lowest trading price of our Common stock for the 20 prior trading days including the day on which a notice of conversion is received, although one of the 2023 Convertible Notes establishes a fixed conversion price of $.50 per share ● As of the six months ended June 30, 2023, there were no derivative liabilities. |