Debt | Note 6 – Debt The following represents a summary of the Company’s notes payable – SBA government, notes payable – related parties, and notes payable, key terms, and outstanding balances at December 31, 2022 and 2021, respectively: Notes Payable – SBA government (1) Paycheck Protection Program - PPP Loan Pertaining to the Company’s eighteen (18) month loan and in accordance with the Paycheck Protection Program (“PPP”) and Conditional Loan Forgiveness, the promissory note evidencing the loan contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, or provisions of the promissory note. The occurrence of an event of default may result in the repayment of all amounts outstanding, collection of all amounts owing from the Company, and/or filing suit and obtaining judgment against the Company. Under the terms of the PPP loan program, all or a portion of this Loan may be forgiven upon request from Borrower to Lender, provided the Loan proceeds are used in accordance with the terms of the Coronavirus Aid, Relief and Economic Security Act (the “Act” or “CARES”), Borrower is not in default under the Loan or any of the Loan Documents, and Borrower has provided documentation to Lender supporting such request for forgiveness that includes verifiable information on Borrower’s use of the Loan proceeds, to Lender’s satisfaction, in its sole and absolute discretion. (2) Economic Injury Disaster Loan (“EIDL”) This program was made available to eligible borrowers in light of the impact of the COVID-19 pandemic and the negative economic impact on the Company’s business. Proceeds from the EIDL are to be used for working capital purposes. Installment payments, including principal and interest, are due monthly (beginning twelve (12) months from the date of the promissory note) in amounts ranging from $ 109 751 SURGEPAYS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 Schedule of Notes Payable PPP EIDL EIDL PPP Terms SBA SBA SBA SBA Total Issuance dates of SBA loans April 2020 May 2020 July 2020 March 2021 Term 18 months 30 30 5 Maturity date October 2021 May 2050 July 2050 March 2026 Interest rate 1% 3.75% 3.75% 1% Collateral Unsecured Unsecured Unsecured Unsecured Conversion price N/A N/A N/A N/A Principal $ 498,082 $ 150,000 $ 486,600 $ 518,167 $ 1,652,849 Balance - December 31, 2020 $ 498,082 $ 150,000 $ 486,600 $ - $ 1,134,682 Gross proceeds - - - 518,167 518,167 Forgiveness of loan (371,664 ) - - - (371,664 ) 1 Deconsolidation of subsidiary (“TW”) - - (150,000 ) - (150,000 ) 2 Balance - December 31, 2021 126,418 150,000 336,600 518,167 1,131,185 Forgiveness of loan - - - (518,167 ) (518,167 ) 3 Repayments - (4,078 ) (7,676 ) - (11,754 ) Reclassification to note payable (126,418 ) - - - (126,418 ) Balance - December 31, 2022 $ - $ 145,922 $ 328,924 $ - $ 474,846 1 – During 2021, the Company received a partial forgiveness on a PPP loan totaling $ 377,743 , of which $ 371,664 was for principal and $ 6,079 Monthly payments are $3,566/month 2 – In connection with the deconsolidation of TW in 2021, $ 150,000 3 – During 2022, the Company received a forgiveness on a PPP loan totaling $ 524,143 , of which $ 518,167 was for principal and $ 5,976 SURGEPAYS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 Notes Payable – Related Parties Schedule of Notes Payable 1 2 3 Loan Payable Loan Payable Loan Payable Terms Related Party Related Party Related Party Total Issuance dates of notes Various May 2020/January 2021 August 2021 Maturity date January 1, 2023/January 1, 2024 March 2021 August 2031 Interest rate 10% 15% 10% Collateral Unsecured Unsecured Unsecured Conversion price N/A N/A N/A Balance - December 31, 2020 $ 3,341,940 $ 147,500 $ - $ 3,489,440 Gross proceeds 3,825,000 63,000 467,385 4,355,385 Accrued interest included in note balance 692,458 - - 692,458 Conversion of debt into common stock (2,265,967 ) - - (2,265,967 ) Repayments - (210,500 ) - (210,500 ) Balance - December 31, 2021 5,593,431 - 467,385 6,060,816 Less: short term 1,553,799 - - 1,553,799 Long term $ 4,039,632 $ - $ 467,385 $ 4,507,017 Balance - December 31, 2021 $ 5,593,431 $ - $ 467,385 6,060,816 Conversion of debt into common stock (1,086,413 ) - - (1,086,413 ) Reclass of accrued interest to note payable 627,545 - - 627,545 Balance - December 31, 2022 5,134,563 - 467,385 5,601,948 Less: short term 1,108,150 - - 1,108,150 Long term $ 4,026,413 $ - $ 467,385 $ 4,493,798 1 Activity is with the Company’s Chief Executive Officer and Board Member (Kevin Brian Cox). Prior to September 30, 2021, these notes were either due on demand or had a specific due date. Additionally, these advances had interest rates from 6 % - 15 %. On September 30, 2021, all notes and related accrued interest were combined into two (2) new notes. The new notes had due dates of June 30, 2022 or January 1, 2023. In April 2022, the notes were extended to January 1, 2023 and January 1, 2024, respectively. All notes bear interest at 10%. SURGEPAYS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 In 2021, the Company included $ 692,458 561,758 4.30 2,415,560 2,265,967 149,593 2,415,560 In 2022, the Company included $ 627,545 270,745 4.01 1,086,413 1,086,413 2 Activity is with the Company’s former President, Chief Operating Officer and Board Member (Anthony Nuzzo). Mr. Nuzzo passed away in March 2022. 3 Activity is with David May, who is a Board Member. In January 2023, the Company repaid principal of $ 467,385 63,258 530,643 Notes Payable Schedule of Notes Payable 1 2 3 4 5 Terms Notes Payable Notes Payable Notes Payable Note Payable Notes Payable Note Payable Total Issuance dates of notes April/May 2022 April/June 2022 March 2022 2019 2021 2022 Maturity date October/November 2022 January/February 2023 March 2023 2020 2022 2025 Interest rate 19% 24% 19% 18% 10% 1.00% Default interest rate 26% N/A 26% 0% 0% 0% Collateral Unsecured All assets Unsecured Unsecured Unsecured Unsecured Warrants issued as debt discount/issue costs 36,000 N/A 15,000 N/A 2,406,250 N/A Balance - December 31, 2020 $ - $ - $ - $ 250,000 $ - $ - $ 250,000 Gross proceeds - - - - 1,101,000 - 1,101,000 Debt discount - - - - (672,254 ) - (672,254 ) Amortization of debt discount - - - - 698,511 - 698,511 Repayments - - - (250,000 ) (1,127,257 ) - (1,377,257 ) Balance - December 31, 2021 - - - - - - - Gross proceeds 1,200,000 5,000,000 500,000 - - - 6,700,000 Reclassification from SBA - PPP note payable - - - - - 126,418 126,418 Repayments (100,000 ) (5,000,000 ) (100,000 ) - - (31,251 ) (5,231,251 ) Debt issue costs (76,451 ) - (38,953 ) - - - (115,404 ) Amortization of debt issue costs 76,451 - 38,953 - - - 115,404 Balance - December 31, 2022 $ 1,100,000 $ - $ 400,000 $ - $ - $ 95,167 $ 1,595,167 SURGEPAYS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 1 - These notes were issued with 36,000 , three ( 3 ) year warrants, which have been reflected as debt issue costs and are amortized over the life of the debt. 2 - The Company executed a $ 5,000,000 , secured, revolving promissory note with a third party. The Company may draw down on the note at 80 % of eligible accounts receivable. The note was repaid in full in November 2022. See below secured revolving debt. 3 - These notes were issued with 15,000 , three ( 3 ) year warrants, which have been reflected as debt issue costs and were amortized over the life of the debt. Additionally, in 2022, the Company issued an additional 12,000 , three ( 3 ) year warrants, which have been treated as interest expense in connection with extending the maturity date for notes totaling $ 400,000 to March 2023. In October 2022, the Company repaid $ 100,000 . In March 2023, the remaining $ 400,000 4 - In the event of default, these notes were convertible at 75 % of the market price based upon the VWAP in the preceding 10 days. Debt discount on notes totaling $ 1,101,000 in principle included original issue discounts of $ 101,000 and debt discounts associated with warrants totaling $ 229,268 . Additionally, the Company computed a beneficial conversion feature of $ 341,986 . 5 – See Notes Payable – SBA government note summary 1. Secured Revolving Debt In April 2022, a maximum of $ 3,000,000 5,000,000 The notes accrued interest at a monthly rate of 2 24 80 The maximum amount outstanding under the loan was the lesser of $ 5,000,000 80 In 2022, the Company repaid the $ 5,000,000 46,027 SURGEPAYS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 Convertible Notes Payable – Net Schedule of Notes Payable Convertible Convertible Terms Notes Payable Notes Payable Total Issuance dates of notes February 2020 - December 2020 January 2021 - March 2021 Maturity date February 2021 - September 2021 May 2021 - March 2022 Interest rate 10 14 5 12 Collateral Unsecured Unsecured Conversion price - A - B Balance - December 31, 2020 $ 1,516,170 $ - $ 1,516,170 Gross proceeds - 2,550,000 2,550,000 Debt discount - (2,460,829 ) (2,460,829 ) Amortization of debt discount 517,781 2,460,829 2,978,610 Repayments - cash - (2,550,000 ) D (2,550,000 ) Conversion to equity/debt modification (2,110,898 ) - (2,110,898 ) Reclassified to receivable 76,947 C - 76,947 Balance - December 31, 2021 $ - $ - $ - A - Convertible at 65 B - Convertible at 70 75 C - During 2021, the Company overpaid a note holder by $ 76,947 D - During 2021, the Company repaid the $ 2,550,000 2,300,000 120 465,239 SURGEPAYS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 Line of Credit The Company had a $ 1,000,000 6 0 Debt Maturities The following represents the maturities of the Company’s various debt arrangements for each of the five (5) succeeding years and thereafter as follows: Schedule of Debt Maturities For the Year Ended December 31, Loans Payable - Notes Payable - Note Payable Total 2023 $ 1,108,150 $ - $ 1,542,033 $ 2,650,183 2024 4,493,798 - 42,455 4,536,253 2025 - - 10,679 10,679 2026 - - - - 2027 - - - - Thereafter - 474,846 - 474,846 Total $ 5,601,948 $ 474,846 $ 1,595,167 $ 7,671,961 |