Eastside Distilling (BLNE) S-1/A 8 Jan 25 IPO registration (amended) Financial data

Cover

Cover	9 Months Ended
	Sep. 30, 2024
Entity Addresses [Line Items]
Document Type	S-1/A
Amendment Flag	true
Amendment Description	Amendment No. 2
Entity Registrant Name	EASTSIDE DISTILLING, INC.
Entity Central Index Key	0001534708
Entity Primary SIC Number	2080
Entity Tax Identification Number	20-3937596
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	755 Main Street
Entity Address, Address Line Two	Building 4
Entity Address, Address Line Three	Suite 3
Entity Address, City or Town	Monroe
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06468
City Area Code	(458)
Local Phone Number	800-9154
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Business Contact [Member]
Entity Addresses [Line Items]
Entity Address, Address Line One	755 Main Street
Entity Address, Address Line Two	Building 4
Entity Address, Address Line Three	Suite 3
Entity Address, City or Town	Monroe
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06468
City Area Code	(458)
Local Phone Number	800-9154
Contact Personnel Name	Chief Executive Officer

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Current Assets:
Cash and cash equivalents	$ 310,000	$ 306,000	$ 612,000
Trade receivables, net	105,000	163,000	413,000
Inventories	1,793,000	2,686,000	3,451,000
Prepaid expenses and other current assets	176,000	114,000	177,000
Current assets held for sale	2,640,000	1,268,000	1,967,000
Total Current Assets	5,024,000	4,537,000	6,620,000
Property and equipment, net	112,000	169,000	255,000
Right of use assets	430,000	680,000	274,000
Intangible assets, net	4,178,000	4,178,000	4,517,000
Other assets, net	182,000	247,000	261,000
Non-current assets held for sale	6,298,000	7,669,000	9,549,000
Total Assets	16,224,000	17,480,000	21,476,000
Current Liabilities:
Accounts payable	1,388,000	1,062,000	1,075,000
Current portion of secured credit facilities, related party	3,447,000
Accrued liabilities	418,000	465,000	1,399,000
Warehouse lines of credit	728,000		3,442,000
Current portion of notes payable, related party	92,000	92,000	4,598,000
Promissory note	8,155,000	486,000
Lease liability, current portion	191,000	223,000	255,000
Other current liability, related party	85,000		552,000
Current liabilities held for sale	3,124,000	1,877,000	1,690,000
Total Current Liabilities	17,628,000	4,205,000	13,011,000
Long Term Liabilities:
Lease liability, net of current portion	213,000	458,000	23,000
Secured credit facilities, related party		2,700,000
Secured credit facilities, net of debt issuance costs		342,000
Note payable, related party			92,000
Notes payable, net of current portion		7,556,000	7,749,000
Non-current liabilities held for sale	843,000	1,366,000	2,117,000
Total Liabilities	18,684,000	16,627,000	22,992,000
COMMITMENTS AND CONTINGENCIES (See Note 12)
Stockholders’ Deficit:
Common stock, value
Additional paid in capital	84,499,000	83,559,000	73,505,000
Accumulated deficit	(86,959,000)	(82,706,000)	(75,021,000)
Total Beeline Financial Holdings, Inc. stockholders’ deficit	(2,460,000)	853,000	(1,516,000)
Total Liabilities & Stockholders’ Deficit	16,224,000	17,480,000	21,476,000
Beeline Financial Holdings Inc [Member]
Current Assets:
Cash and cash equivalents	102,672	3,351	32,713
Restricted cash	91,041	187,006	100,510
Mortgage loans held for sale, at fair value	6,271,551	2,301,012	3,022,969
Interest rate lock derivative	62,796	57,505	30,757
Prepaid expenses and other current assets	247,441	82,137	92,843
Total Current Assets	6,775,501	2,631,011	3,279,792
Property and equipment, net	195,161	308,693	460,069
Software development costs, net	4,030,624	4,863,090	5,452,197
Right of use assets	1,412,131	1,643,432	1,947,804
Equity method investment	96,500
Security deposit	58,492	58,181	58,431
Total Assets	12,568,409	9,504,407	11,198,293
Current Liabilities:
Accounts payable	1,672,225	1,349,112	1,238,369
Overdraft liability		35,162
BDC loan, current portion	109,005	104,346	109,005
Accrued payroll	712,381	300,132	412,391
Escrows held for others	42,885	4,906	22,195
Accrued expenses and other current liabilities	110,907	29,329	54,153
Debt, convertible notes, net of debt discount	2,265,438
Warehouse lines of credit	5,996,846	2,157,119	3,060,923
Promissory note			112,500
Lease liability, current portion	335,416	323,959	309,167
Total Current Liabilities	12,153,535	5,446,243	5,418,704
Long Term Liabilities:
Accrued interest on convertible notes		965,378
Accrued interest on convertible notes, including related party		965,378	77,883
Loan	185,462	187,500	254,346
Lease liability, net of current portion	1,273,314	1,526,825	1,850,784
Total Long Term Liabilities	1,458,776	20,555,457	6,529,251
Total Liabilities	13,612,311	26,001,700	11,947,955
COMMITMENTS AND CONTINGENCIES (See Note 12)
Stockholders’ Deficit:
Common stock, value	102	16	16
Preferred stock, value
Additional paid in capital	36,681,230	22,274,390	27,106,404
Accumulated other comprehensive loss	(88,095)	(95,728)	(79,836)
Accumulated deficit	(37,252,280)	(38,369,200)	(27,628,717)
Total Beeline Financial Holdings, Inc. stockholders’ deficit		(16,190,520)	(602,128)
Non-controlling interest	(384,885)	(306,773)	(147,534)
Total Stockholders’ Deficit	(1,043,902)	(16,497,293)	(749,662)
Total Liabilities & Stockholders’ Deficit	12,568,409	9,504,407	11,198,293
Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities:
Loan payable		91,999	100,000
Long Term Liabilities:
Debt, convertible notes - related party		8,889,261	745,238
Beeline Financial Holdings Inc [Member] | Related Party [Member]
Current Liabilities:
Loan payable	908,432	1,050,179
Long Term Liabilities:
Debt, convertible notes - related party		8,986,493	3,601,000
As Restated [Member]
Current Assets:
Cash and cash equivalents		306,000
Trade receivables, net		163,000
Inventories		2,686,000
Prepaid expenses and other current assets		113,000
Current assets held for sale		1,269,000
Total Current Assets		4,537,000
Property and equipment, net		169,000
Right of use assets		680,000
Intangible assets, net		4,178,000
Other assets, net		247,000
Non-current assets held for sale		7,669,000
Total Assets		17,480,000
Current Liabilities:
Accounts payable		1,062,000
Current portion of secured credit facilities, related party
Accrued liabilities		465,000
Warehouse lines of credit
Current portion of notes payable, related party		92,000
Promissory note		486,000
Lease liability, current portion		223,000
Other current liability, related party
Current liabilities held for sale		1,877,000
Total Current Liabilities		4,205,000
Long Term Liabilities:
Lease liability, net of current portion		458,000
Secured credit facilities, related party		2,700,000
Secured credit facilities, net of debt issuance costs		342,000
Notes payable, net of current portion		7,556,000
Non-current liabilities held for sale		1,366,000
Total Liabilities		16,627,000
COMMITMENTS AND CONTINGENCIES (See Note 12)
Stockholders’ Deficit:
Common stock, value
Additional paid in capital		83,559,000
Accumulated deficit		(82,706,000)
Total Beeline Financial Holdings, Inc. stockholders’ deficit		853,000
Total Liabilities & Stockholders’ Deficit		17,480,000
As Restated [Member] | Beeline Financial Holdings Inc [Member]
Current Assets:
Cash and cash equivalents			32,713
Restricted cash			100,510
Mortgage loans held for sale, at fair value			3,022,969
Interest rate lock derivative			30,757
Trade receivables, net
Prepaid expenses and other current assets			92,843
Total Current Assets			3,279,792
Property and equipment, net			460,069
Software development costs, net			5,452,197
Right of use assets			1,947,804
Security deposit			58,431
Total Assets			11,198,293
Current Liabilities:
Accounts payable			1,238,369
BDC loan, current portion			109,005
Accrued payroll			412,391
Escrows held for others			22,195
Accrued expenses and other current liabilities			54,153
Warehouse lines of credit			3,060,923
Promissory note			112,500
Lease liability, current portion			309,167
Total Current Liabilities			5,418,704
Long Term Liabilities:
Accrued interest on convertible notes			77,883
Lease liability, net of current portion			1,850,784
Total Long Term Liabilities			6,529,251
Total Liabilities			11,947,955
Stockholders’ Deficit:
Common stock, value			16
Additional paid in capital			27,106,404
Accumulated other comprehensive loss			(79,836)
Accumulated deficit			(27,628,717)
Total Beeline Financial Holdings, Inc. stockholders’ deficit			(602,128)
Non-controlling interest			(147,534)
Total Stockholders’ Deficit			(749,662)
Total Liabilities & Stockholders’ Deficit			11,198,293
As Restated [Member] | Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities:
Loan payable			100,000
Long Term Liabilities:
Debt, convertible notes - related party			745,238
As Restated [Member] | Beeline Financial Holdings Inc [Member] | Related Party [Member]
Long Term Liabilities:
Debt, convertible notes - related party			3,601,000
Series B Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock, value
Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Stockholders’ Deficit:
Preferred stock, value	24
Series B Preferred Stock [Member] | As Restated [Member]
Stockholders’ Deficit:
Preferred stock, value
Series C Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock, value
Series C Preferred Stock [Member] | As Restated [Member]
Stockholders’ Deficit:
Preferred stock, value
Series A Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Stockholders’ Deficit:
Preferred stock, value	$ 2	$ 2	5
Series A Preferred Stock [Member] | As Restated [Member] | Beeline Financial Holdings Inc [Member]
Stockholders’ Deficit:
Preferred stock, value			$ 5

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Common stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized	6,000,000	6,000,000	1,750,000
Common stock, shares issued	3,140,625	1,705,987	809,963
Common stock, shares outstanding	3,140,625	1,705,987	809,963
Beeline Financial Holdings Inc [Member]
Common stock, par value	$ 0.00001	$ 0.00001	$ 0.00001
Common stock, shares authorized	27,717,104	27,717,104	27,717,104
Common stock, shares issued	10,255,302	1,644,040	1,644,040
Common stock, shares outstanding	10,255,302	1,644,040	1,644,040
Preferred stock, par value	$ 0.00001	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	3,282,896	3,282,896	3,282,896
Series B Preferred Stock [Member]
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, shares authorized		100,000,000	100,000,000
Preferred stock, shares issued		2,500,000	2,500,000
Preferred stock, shares outstanding		2,500,000	2,500,000
Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Preferred stock, par value	$ 0.00001
Preferred stock, shares issued	2,386,653	0	0
Preferred stock, shares outstanding	2,386,653	0	0
Preferred stock, shares designated	3,110,636	3,110,636
Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member] | As Restated [Member]
Preferred stock, shares authorized		3,110,636	3,110,636
Series C Preferred Stock [Member]
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, shares authorized		240,000	240,000
Preferred stock, shares issued	117,586	200,000
Preferred stock, shares outstanding	117,586	200,000
Series A Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Preferred stock, shares issued	172,260	247,960	472,910
Preferred stock, shares outstanding	172,260	247,960	472,910
Preferred stock, shares designated	172,260	172,260	172,260

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Revenues
REVENUES, NET	$ 783,000	$ 849,000	$ 2,106,000	$ 3,080,000	$ 3,981,000	$ 8,701,000
Less customer programs and excise taxes	23,000	43,000	129,000	141,000	194,000	344,000
Net sales	760,000	806,000	1,977,000	2,939,000	3,787,000	8,357,000
Cost of sales	560,000	638,000	1,476,000	1,940,000	2,609,000	5,101,000
Gross profit	200,000	168,000	501,000	999,000	1,178,000	3,256,000
Operating Expenses
Sales and marketing expenses	218,000	303,000	699,000	1,180,000	1,473,000	2,540,000
General and administrative expenses	435,000	172,000	1,149,000	1,287,000	1,768,000	3,063,000
(Gain) loss on disposal of property and equipment	(1,000)		(1,000)	3,000	3,000	(7,000)
Depreciation and amortization			99,000	114,000	149,000	161,000
Total Operating Expenses	652,000	475,000	1,847,000	2,470,000	3,244,000	5,596,000
Operating Loss	(452,000)	(307,000)	(1,346,000)	(1,471,000)	(2,066,000)	(2,340,000)
Other Income/Expenses
Interest expense	(409,000)	(203,000)	(965,000)	(850,000)	(1,096,000)	(2,172,000)
Gain on extinguishment of debt					1,300,000
Impairment loss			0		(364,000)	(7,453,000)
Loss on debt to equity conversion		(1,321,000)		(1,321,000)	(1,321,000)
Other income	33,000	25,000	37,000	57,000	61,000	(52,000)
Total Other Income	(376,000)	(1,499,000)	(928,000)	(2,114,000)	(2,720,000)	(9,677,000)
Loss before income taxes	(828,000)	(1,806,000)	(2,274,000)	(3,585,000)	(4,786,000)	(12,017,000)
Provision for income taxes
Net loss from continuing operations	(828,000)	(1,806,000)	(2,274,000)	(3,585,000)	(4,786,000)	(12,017,000)
Net loss from discontinued operations	(531,000)	(350,000)	(1,866,000)	(1,812,000)	(2,749,000)	(4,249,000)
NET INCOME (LOSS)	(1,359,000)	(2,156,000)	(4,140,000)	(5,397,000)	(7,535,000)	(16,266,000)
Preferred stock dividends	(38,000)	(38,000)	(113,000)	(113,000)	(150,000)	(150,000)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$ (1,397,000)	$ (2,194,000)	$ (4,253,000)	$ (5,510,000)	$ (7,685,000)	$ (16,416,000)
OTHER COMPREHENSIVE INCOME
Basic net loss per common share	$ (0.66)	$ (2)	$ (2.28)	$ (5.93)	$ (7.04)	$ (21.40)
Diluted net loss per common share					(7.04)	(21.40)
Basic net loss per common share from continuing operations					(4.39)	(15.67)
Diluted net loss per common share from continuing operations					(4.39)	(15.67)
Basic net loss per common share from discontinued operations					(2.25)	(5.54)
Diluted net loss per common share from discontinued operations					$ (2.25)	$ (5.54)
Basic weighted average common shares outstanding	2,116	1,097	1,862	929	1,091,000	767,000
Diluted weighted average common shares outstanding					1,091,000	767,000
Beeline Financial Holdings Inc [Member]
Revenues
Gain on sale of loans, net			$ 2,394,250	$ 2,215,221	$ 2,974,536	$ 1,835,778
Interest Income, net			(45,058)	(39,344)	132,297	225,848
Interest expense					(179,886)	(249,794)
Loan origination fees			503,306	248,573	304,488	413,209
Title fees			756,411	396,086	559,762	722,703
Data and tech services			28,298	91,990	2,748
REVENUES, NET			3,637,207	2,912,526	3,793,946	2,947,744
Operating Expenses
Selling, general and administrative					292,895	267,563
Salaries and benefits			4,885,059	4,380,769	6,418,989	6,052,874
Payroll taxes			365,294	302,702	415,809	405,065
Professional fees			1,641,025	955,121	920,656	920,578
Marketing and advertising			1,618,472	1,356,123	1,891,128	1,788,458
Loan originating expenses			1,076,853	644,592	805,996	917,966
Depreciation and amortization			1,325,505	1,187,641	1,591,511	1,161,094
Rent and utilities			312,391	386,523	369,785	620,779
Computer and software			435,105	474,460	537,889	842,798
Title operation expense			234,971	156,732	199,202	140,951
Travel and entertainment			38,196	58,800	71,976	71,654
Insurance expense			132,193	158,094	212,546	202,649
Other expenses			147,480	172,327
Total Operating Expenses			12,212,544	10,233,884	13,728,382	13,392,429
Operating Loss			(8,575,337)	(7,321,358)	(9,934,436)	(10,444,685)
Other Income/Expenses
Interest expense			(1,430,412)	(198,846)	1,253,728	106,849
Legal settlement			(300,000)
Gain on extinguishment of debt			11,344,207
Other income			350	245,369	(296,553)
Other taxes					8,110	702
Total Other Income			9,614,145	46,523	965,285	107,551
Provision for income taxes					0	0
NET INCOME (LOSS)			1,038,808	(7,274,835)	(10,899,722)	(10,552,236)
Net loss of subsidiary attributable to noncontrolling interest			78,112	120,875	(159,239)	(147,534)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS			1,116,920	(7,153,960)	(10,740,483)	(10,404,702)
OTHER COMPREHENSIVE INCOME
Unrealized foreign currency translation gain			7,663	3,608	(15,892)	(70,298)
TOTAL OTHER COMPREHENSIVE INCOME			7,663	3,608	(15,892)	(70,298)
TOTAL COMPREHENSIVE INCOME (LOSS)			$ 1,202,695	$ (7,029,477)	$ (10,756,375)	$ (10,475,000)

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)	Preferred Stock [Member] Series B Preferred Stock [Member]	Preferred Stock [Member] Series B Preferred Stock [Member] Beeline Financial Holdings Inc [Member]	Preferred Stock [Member] Series C Preferred Stock [Member]	Preferred Stock [Member] Beeline Financial Holdings Inc [Member]	Preferred Stock [Member] Series A Preferred Stock [Member] Beeline Financial Holdings Inc [Member]	Preferred Stock [Member] Series A Preferred Stock [Member] Beeline Financial Holdings Inc [Member] As Restatement [Member]	Common Stock [Member]	Common Stock [Member] Beeline Financial Holdings Inc [Member]	Common Stock [Member] Beeline Financial Holdings Inc [Member] As Restatement [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Beeline Financial Holdings Inc [Member]	Retained Earnings [Member]	Retained Earnings [Member] Beeline Financial Holdings Inc [Member]	Total	Beeline Financial Holdings Inc [Member]	Series A Preferred Stock [Member] Beeline Financial Holdings Inc [Member]	Noncontrolling Interest [Member] Beeline Financial Holdings Inc [Member]	AOCI Attributable to Parent [Member] Beeline Financial Holdings Inc [Member]	Total Stockholders Equity Deficit [Member] Beeline Financial Holdings Inc [Member]
Balance at Dec. 31, 2021										$ 72,003,000		$ (58,605,000)		$ 13,398,000
Balance, shares at Dec. 31, 2021	2,500,000				269,100		740,000	1,643,840
Balance at Dec. 31, 2021					$ 3			$ 16			$ 22,030,739		$ (17,224,015)					$ (9,538)	$ 4,797,205
Stock-based compensation expense										3,000	77,217			3,000					77,217
Issuance of common stock for services by third parties										315,000				315,000
Issuance of common stock for services by third parties, shares							28,000
Issuance of common stock for services by employees										205,000				205,000
Issuance of common stock for services by employees, shares							9,000
Warrants issued in relation to debt issuance										630,000				630,000
Sale of common stock for cash										199,000				199,000
Sale of Common Stock for cash, shares							10,000
Preferred stock dividends										150,000		(150,000)
Preferred stock dividends, shares							23,000
Net Income (loss)												(16,266,000)	(10,404,702)	(16,266,000)	$ (10,552,236)		(147,534)		(10,552,236)
Restricted stock unit vesting											286,974								286,974
Restricted stock unit vesting, shares					200
Preferred stock issued under series A warrants exercises					$ 2						4,711,474					$ 4,711,476			4,711,476
Preferred stock issued under series A warrants exercises, shares					203,810											203,810
Foreign currency translation adjustments															(70,298)			(70,298)	(70,298)
Balance at Dec. 31, 2022										73,505,000		(75,021,000)		(1,516,000)	(602,128)
Balance, shares at Dec. 31, 2022	2,500,000				472,190	472,910	810,000	164,440	1,644,040
Balance at Dec. 31, 2022					$ 5			$ 16			27,106,404		(27,628,717)		(749,662)		(147,534)	(79,836)	(749,662)
Issuance of common stock for services by third parties										83,000				83,000
Issuance of common stock for services by third parties, shares							11,000
Issuance of common stock for services by employees										60,000				60,000
Issuance of common stock for services by employees, shares							12,000
Net Income (loss)												(1,598,000)		(1,598,000)
Preferred stock dividends												(38,000)		(38,000)
Preferred stock dividends, shares
Balance at Mar. 31, 2023										73,648,000		(76,657,000)		(3,009,000)
Balance, shares at Mar. 31, 2023	2,500,000						833,000
Balance at Dec. 31, 2022										73,505,000		(75,021,000)		(1,516,000)	(602,128)
Balance, shares at Dec. 31, 2022	2,500,000				472,190	472,910	810,000	164,440	1,644,040
Balance at Dec. 31, 2022					$ 5			$ 16			27,106,404		(27,628,717)		(749,662)		(147,534)	(79,836)	(749,662)
Stock-based compensation expense											281,060								281,060
Net Income (loss)													(7,153,960)	(5,397,000)	(7,274,835)		(120,875)		(7,274,835)
Preferred stock exchanged for convertible notes					$ (2)						(4,706,536)								(4,706,538)
Preferred stock exchanged for convertible notes, shares					(203,320)
Foreign currency translation adjustments															3,608			3,608	3,608
Balance at Sep. 30, 2023										83,185,000		(80,531,000)		2,654,000
Balance, shares at Sep. 30, 2023	2,500,000		200,000		268,870		1,538,000	164,440
Balance at Sep. 30, 2023					$ 3			$ 16			22,680,928		(34,782,677)				(268,409)	(76,228)	(12,446,367)
Balance at Dec. 31, 2022										73,505,000		(75,021,000)		(1,516,000)	(602,128)
Balance, shares at Dec. 31, 2022	2,500,000				472,190	472,910	810,000	164,440	1,644,040
Balance at Dec. 31, 2022					$ 5			$ 16			27,106,404		(27,628,717)		$ (749,662)		(147,534)	(79,836)	(749,662)
Stock-based compensation expense											374,746								374,746
Issuance of common stock for services by third parties										568,000				568,000
Issuance of common stock for services by third parties, shares							139,000
Issuance of common stock for services by employees										109,000				109,000
Issuance of common stock for services by employees, shares							24,000
Sale of common stock for cash										1,396,000				1,396,000
Sale of Common Stock for cash, shares							343,000								0
Preferred stock dividends										150,000		(150,000)
Preferred stock dividends, shares							93,000
Net Income (loss)												(7,535,000)	(10,740,483)	(7,535,000)	$ (10,899,722)		(159,239)		(10,899,722)
Preferred stock exchanged for convertible notes					$ (3)					7,831,000	(5,206,760)			7,831,000	5,206,763	$ 5,206,559			(5,206,763)
Preferred stock exchanged for convertible notes, shares			200,000	224,950	(224,950)		297,000									224,950
Foreign currency translation adjustments															(15,892)			(15,892)	(15,892)
Balance at Dec. 31, 2023										83,559,000		(82,706,000)		853,000	(16,190,520)
Balance, shares at Dec. 31, 2023	2,500,000		200,000		247,960		1,706,000	1,644,040
Balance at Dec. 31, 2023					$ 2			$ 16			22,274,390		(38,369,200)		(16,497,293)		(306,773)	(95,728)	(16,497,293)
Balance at Mar. 31, 2023										73,648,000		(76,657,000)		(3,009,000)
Balance, shares at Mar. 31, 2023	2,500,000						833,000
Sale of common stock for cash										651,000				651,000
Sale of Common Stock for cash, shares							135,000
Net Income (loss)												(1,643,000)		(1,643,000)
Preferred stock dividends												(37,000)		(37,000)
Balance at Jun. 30, 2023										74,299,000		(78,337,000)		(4,038,000)
Balance, shares at Jun. 30, 2023	2,500,000						968,000
Issuance of common stock for services by third parties										373,000				373,000
Issuance of common stock for services by third parties, shares							121,000
Issuance of common stock for services by employees										33,000				33,000
Issuance of common stock for services by employees, shares							11,000
Sale of common stock for cash										649,000				649,000
Sale of Common Stock for cash, shares							141,000
Net Income (loss)												(2,156,000)		(2,156,000)
Preferred stock exchanged for convertible notes										7,831,000				7,831,000
Preferred stock exchanged for convertible notes, shares			200,000				297,000
Preferred stock dividends												(38,000)		(38,000)
Balance at Sep. 30, 2023										83,185,000		(80,531,000)		2,654,000
Balance, shares at Sep. 30, 2023	2,500,000		200,000		268,870		1,538,000	164,440
Balance at Sep. 30, 2023					$ 3			$ 16			22,680,928		(34,782,677)				(268,409)	(76,228)	(12,446,367)
Balance at Dec. 31, 2023										83,559,000		(82,706,000)		853,000	(16,190,520)
Balance, shares at Dec. 31, 2023	2,500,000		200,000		247,960		1,706,000	1,644,040
Balance at Dec. 31, 2023					$ 2			$ 16			22,274,390		(38,369,200)		(16,497,293)		(306,773)	(95,728)	(16,497,293)
Issuance of common stock for services by third parties										2,000				2,000
Issuance of common stock for services by third parties, shares							2,000
Net Income (loss)												(1,293,000)		(1,293,000)
Preferred stock dividends												(38,000)		(38,000)
Balance at Mar. 31, 2024										83,561,000		(84,037,000)		(476,000)
Balance, shares at Mar. 31, 2024	2,500,000		200,000				1,708,000
Balance at Dec. 31, 2023										83,559,000		(82,706,000)		853,000	(16,190,520)
Balance, shares at Dec. 31, 2023	2,500,000		200,000		247,960		1,706,000	1,644,040
Balance at Dec. 31, 2023					$ 2			$ 16			22,274,390		(38,369,200)		(16,497,293)		(306,773)	(95,728)	(16,497,293)
Sale of common stock for cash								$ 13			1,917,128				1,917,141				1,917,141
Sale of Common Stock for cash, shares								1,278,055
Net Income (loss)													1,116,920	(4,140,000)	1,038,808		(78,112)		1,038,808
Preferred stock exchanged for convertible notes											(1,750,079)					$ 1,750,079			(1,750,079)
Preferred stock exchanged for convertible notes, shares					(75,700)			7,333,207								75,700
Shares issued for conversion of debt		$ 17						$ 73			13,468,955								13,469,045
Shares issued for conversion of debt, shares		1,646,157						7,333,207
Foreign currency translation adjustments															7,663			7,633	7,633
Series B preferred stock issued in connection with convertible debt		$ 7									770,836								770,843
Series B preferred stock issued in connection with convertible debt, shares		740,496
Balance at Sep. 30, 2024										84,499,000		(86,959,000)		(2,460,000)
Balance, shares at Sep. 30, 2024	2,500,000	2,386,653	118,000		172,260		3,140,000	10,255,302
Balance at Sep. 30, 2024		$ 24			$ 2			$ 102			36,681,230		(37,252,280)		(1,043,902)		(3,384,885)	(88,095)	(1,043,902)
Balance at Mar. 31, 2024										83,561,000		(84,037,000)		(476,000)
Balance, shares at Mar. 31, 2024	2,500,000		200,000				1,708,000
Issuance of common stock for services by third parties
Issuance of common stock for services by third parties, shares
Issuance of common stock for services by employees										67,000				67,000
Issuance of common stock for services by employees, shares							55,000
Net Income (loss)												(1,488,000)		(1,488,000)
Preferred stock dividends												(37,000)		(37,000)
Balance at Jun. 30, 2024										83,628,000		(85,562,000)		(1,934,000)
Balance, shares at Jun. 30, 2024	2,500,000		200,000				1,763,000
Warrants issued in relation to debt issuance										329,000				329,000
Sale of common stock for cash										392,000				392,000
Sale of Common Stock for cash, shares							442,000
Net Income (loss)												(1,359,000)		(1,359,000)
Preferred stock dividends										150,000		(38,000)		112,000
Preferred stock dividends, shares							178,000
Shares issued for conversion of debt
Shares issued for conversion of debt, shares			(82,000)				757,000
Balance at Sep. 30, 2024										$ 84,499,000		$ (86,959,000)		$ (2,460,000)
Balance, shares at Sep. 30, 2024	2,500,000	2,386,653	118,000		172,260		3,140,000	10,255,302
Balance at Sep. 30, 2024		$ 24			$ 2			$ 102			$ 36,681,230		$ (37,252,280)		$ (1,043,902)		$ (3,384,885)	$ (88,095)	$ (1,043,902)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss)	$ (4,140,000)	$ (5,397,000)	$ (7,535,000)	$ (16,266,000)
Net loss from discontinued operations	1,866,000	1,812,000	2,749,000	4,249,000
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	99,000	114,000	149,000	161,000
Bad debt expense		19,000	22,000	31,000
Impairment loss		(25,000)	339,000	7,453,000
(Gain) loss on disposal of assets	(1,000)	3,000	(376,000)	(7,000)
Write off of obsolete fixed assets				5,000
Inventory reserve	(2,000)	(8,000)	(24,000)	(47,000)
Loss on debt to equity conversion		1,321,000	1,321,000
Stock dividend payable		(113,000)
Amortization of debt issuance costs	236,000		13,000	1,155,000
Interest accrued to secured credit facilities	27,000	71,000	118,000	142,000
Interest accrued to notes payable	481,000
Payment of accrued interest on secured credit facilities		(142,000)	(142,000)	(149,000)
Interest accrued to secured credit facilities, related party	183,000		424,000
Payment of accrued interest on secured credit facilities, related party	(81,000)		(348,000)
Interest accrued for amounts due to related parties		348,000		98,000
Write off of debt issuance costs				39,000
Issuance of common stock in exchange for services of related parties			109,000	205,000
Issuance of common stock in exchange of services of third parties			568,000	315,000
Payment of accrued interest on amounts due to related parties		(348,000)
Issuance of common stock for services by third parties	2,000	94,000
Issuance of common stock for services by employees	67,000	456,000
Stock-based compensation				3,000
Non-cash gain on extinguishment of debt			(1,300,000)
Changes in operating assets and liabilities:
Accounts receivable	59,000	54,000	228,000	375,000
Inventories	259,000	597,000	789,000	2,499,000
Prepaid expenses and other current assets	(1,000)	(48,000)	20,000	45,000
Right-of-use assets	250,000	233,000	294,000	254,000
Accounts payable	(39,000)	93,000	227,000	85,000
Accrued liabilities	(47,000)	(632,000)	(732,000)	463,000
Other liabilities, related party	81,000	556,000	556,000	725,000
Net lease liabilities			(297,000)	(251,000)
Net lease liabilities	(276,000)	(236,000)		(173,000)
Net cash used in operating activities of continuing operations	(977,000)	(1,178,000)	(1,528,000)	1,409,000
Net cash used in operating activities of discontinued operations	(626,000)	(541,000)	(294,000)	(2,287,000)
Net Cash Used in Operating Activities	(1,603,000)	(1,719,000)	(1,822,000)	(878,000)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of fixed assets		51,000	51,000	6,000
Purchases of software and property and equipment		(60,000)	(60,000)
Net cash used in investing activities of continuing operations		(9,000)	(9,000)	6,000
Net cash provided by (used in) investing activities of discontinued operations	114,000	(111,000)	113,000	(2,323,000)
Net Cash Used in Investing Activities	114,000	(120,000)	104,000	(2,317,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from the sale of common stock	393,000	1,300,000	1,396,000	198,000
Proceeds from secured credit facilities	1,100,000	56,000	56,000
Proceeds from note payable, related party				8,000,000
Payments of principal on notes payable, related party				(3,500,000)
Net borrowings under operating lines of credit			(40,000)	(2,838,000)
Repayments under notes and convertible notes payable				(125,000)
Net cash provided by financing activities of continuing operations			1,412,000	1,735,000
Net cash used in financing activities of discontinued operations				(1,093,000)
Net Cash Provided by Financing Activities	1,493,000	1,356,000	1,412,000	642,000
Net increase in cash	4,000	(483,000)	(306,000)	(2,553,000)
Cash and cash equvalents - beginning of period	306,000	612,000	612,000	3,165,000
Cash and cash equivalents - end of period			306,000	612,000
Cash at the beginning of the period	306,000	612,000	612,000
Total cash and cash equivalents and restricted cash	310,000	129,000	306,000	612,000
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest	12,000	1,056,000	746,000	915,000
Cash paid for amounts included in measurement of lease liabilities	234,000	254,000	281,000	218,000
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Dividends issued	150,000		150,000	150,000
Issuance of detachable warrants on notes payable				630,000
Right-of-use assets obtained in exchange for lease obligations			700,000
Debt exchanged for equity		6,510,000	6,322,000
Accrued interest rolled into notes payable			241,000
Exchange of assets for services			77,000
Future proceeds related to installment sales of equipment			365,000
Warrants issued in relation to debt issuance	329,000
Accrued interest rolled into notes payable		241,000
Preferred stock exchanged for convertible notes
Preferred stock exchanged for convertible notes - related party			403,000	723,000
Cash and cash equivalents	310,000		306,000	612,000
Beeline Financial Holdings Inc [Member]
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss)	1,038,808	(7,274,835)	(10,899,722)	(10,552,236)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	1,325,505	1,187,641	1,591,511	1,161,094
Amortization of debt discount to interest expense	519,902	2,621
Stock-based compensation		281,060	374,746	364,191
Non-cash gain on extinguishment of debt	(11,344,207)
Gain on sale mortgage loans held for sale, net of direct costs	(705,967)	(373,162)	(2,974,536)	(1,835,778)
Noncash lease expense			(4,795)	(276,113)
Changes in operating assets and liabilities:
Proceeds from principal payments and sales of loans held for sale	70,737,835	75,299,655	59,831,839	132,474,641
Originations and purchases of mortgage loans held for sale	(74,002,407)	(74,002,407)	(56,135,346)	(122,263,204)
Derivative assets	(5,291)		(26,748)	(30,757)
Deposits	(311)	1,184	250	255,408
Accounts payable and accrued expenses	819,757	206,525	956,910	277,396
Promissory note issued for lease cancellation				225,000
Accrued interest payable	629,917	(77,883)
Lease liability	(10,753)	(3,030)
Accounts receivable				280,285
Prepaid expenses and other current assets	(15,304)	(413,545)	10,706	209,108
Net Cash Used in Operating Activities	(11,012,516)	(5,166,176)	(7,275,185)	289,035
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in equity method investee	(96,500)
Purchases of software and property and equipment	(379,507)	(665,806)	(851,028)	(1,914,773)
Net Cash Used in Investing Activities	(476,007)	(665,806)	(851,028)	(1,914,773)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (repayments) under warehouse line of credit	3,839,727	(1,038,794)
Proceeds from the sale of common stock	1,917,141
Net borrowings under operating lines of credit				(1,025)
Repayments under notes and convertible notes payable	(91,999)	(104,745)	(222,500)	(225,000)
Net repayments/borrowings under warehouse line of credit			(903,804)	(8,237,999)
Repayments under notes payable, related party				(700,000)
Borrowings under notes and convertible notes payable	5,961,124	7,025,665	5,129,472	732,612
Borrowings under notes and convertible notes payable, related party	(141,747)		4,196,071	3,601,000
Proceeds from the issuance of preferred stock upon warrant exercises				4,711,476
Net Cash Provided by Financing Activities	11,484,246	5,882,126	8,199,239	(118,936)
Effect of exchange rate changes on cash	7,633	3,608	(15,892)	(70,298)
Net increase in cash	3,356	53,752	57,134	(1,814,972)
Cash and cash equvalents - beginning of period	190,357	133,223	133,223	1,948,195
Cash and cash equivalents - end of period	193,713	186,975	190,357	133,223
Cash at the beginning of the period	190,357	133,223	133,223
Total cash and cash equivalents and restricted cash	193,713	186,975	190,357	133,223
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest			194,136	273,509
Income Tax			8,110	701
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Right-of-use assets obtained in exchange for lease obligations			3,716,897	3,716,897
Preferred stock exchanged for convertible notes	1,750,079	4,706,538	4,000,370
Convertible notes and accrued interest exchanged for common stock and Series B preferred stock	13,469,045
Issuincxe of Series B reflects as debt discount	770,843
Convertible note issued for future services	150,000
Convertible note issued for accrued interest	10,000
Preferred stock exchanged for convertible notes - related party			1,206,393
Cash and cash equivalents	102,672		3,351	32,713
Restricted cash	$ 91,041	$ 186,975	$ 187,006	$ 100,510

Description of Business

Description of Business	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Description of Business	1. Description of Business Eastside Distilling (the “Company” or “Eastside Distilling”) was incorporated under the laws of Nevada in 2004 under the name of Eurocan Holdings, Ltd. In December 2014, the Company changed its corporate name to Eastside Distilling, Inc. to reflect the acquisition of Eastside Distilling, LLC. On September 4, 2024, the Company entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with East Acquisition Sub Inc. (“Merger Sub”) and Beeline Financial Holdings, Inc. (“Beeline”). The Merger closed on October 7, 2024. Beeline is a mortgage technology company that operates an end-to-end, all-digital, AI-enhanced platform for homeowners and property investors. The Company currently employs 88 people in the United States, including Beeline’s employees and excluding Craft Canning + Printing (“Craft C+P”) employees. On September 4, 2024, the Company and its subsidiary, Craft C+P, entered into a Debt Exchange Agreement (the “Debt Agreement”), which closed on October 7, 2024, resulting in the assignment by the Company of 720 barrels of spirits to Craft C+P, followed by the merger of Craft C+P into a limited liability company owned by certain creditors of the Company. Given that the effect of the Debt Agreement meets all the initial criteria of ASC Topic 205-20, Presentation of Financial Statements – Discontinued Operations Subsequent to the execution of the Debt Agreement, the Company organized a subsidiary named “Bridgetown Spirits Corp.” (“Bridgetown”), which was incorporated on October 3, 2024, and assigned to Bridgetown the Company’s business of manufacturing and marketing spirits. Bridgetown manufactures, acquires, blends, bottles, imports, markets and sells a wide variety of alcoholic beverages under recognized brands. Bridgetown’s brands span several alcoholic beverage categories, including whiskey, vodka, rum, and tequila. Bridgetown sells products on a wholesale basis to distributors in open states and through brokers in control states.	1. Description of Business Eastside Distilling (the “Company” or “Eastside Distilling”) was incorporated under the laws of Nevada in 2004 under the name of Eurocan Holdings, Ltd. In December 2014, the Company changed its corporate name to Eastside Distilling, Inc. to reflect the acquisition of Eastside Distilling, LLC. On September 4, 2024, the Company entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with East Acquisition Sub Inc. (“Merger Sub”) and Beeline Financial Holdings, Inc. (“Beeline”). The Merger closed on October 7, 2024. Beeline is a mortgage technology company that operates an end-to-end, all-digital, AI-enhanced platform for homeowners and property investors. The Company currently employs 88 people in the United States, including Beeline’s employees and excluding Craft Canning + Printing (“Craft C+P”) employees. On September 4, 2024, the Company and its subsidiary, Craft C+P, entered into a Debt Exchange Agreement (the “Debt Agreement”), which closed on October 7, 2024, resulting in the assignment by the Company of 720 barrels of spirits to Craft C+P, followed by the merger of Craft C+P into a limited liability company owned by certain creditors of the Company. Given that the effect of the Debt Agreement meets all the initial criteria of ASC Topic 205-20, Presentation of Financial Statements – Discontinued Operations Subsequent to the execution of the Debt Agreement, the Company organized a subsidiary named “Bridgetown Spirits Corp.” (“Bridgetown”), which was incorporated on October 3, 2024, and assigned to Bridgetown the Company’s business of manufacturing and marketing spirits. Bridgetown manufactures, acquires, blends, bottles, imports, markets and sells a wide variety of alcoholic beverages under recognized brands. Bridgetown’s brands span several alcoholic beverage categories, including whiskey, vodka, rum, and tequila. Bridgetown sells products on a wholesale basis to distributors in open states and through brokers in control states.
Beeline Financial Holdings Inc [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Description of Business	NOTE 1 - NATURE OF BUSINESS Description of Business Beeline Financial Holdings, Inc. (the “Company,” and together with its consolidated subsidiaries, “Beeline,” “we”, “us”, “our”) was incorporated in Delaware on July 1, 2020, via a merger with Beeline Financial Holdings, Inc, a Rhode Island corporation founded on September 20, 2018. Beeline is a full service Direct-to-Consumer lender specializing in conventional conforming and non-conforming residential first-lien mortgages. The consolidated financial statements include the consolidated accounts of Beeline Financial Holdings, Inc. and its wholly-owned subsidiaries, Beeline Title Holdings, Inc. (“Beeline Title Holdings”), and Beeline Loans Pty Ltd. (“Australian Subsidiary”). Beeline Title Holdings has five subsidiaries, Beeline Title, LLC (“Beeline Title”), Beeline Texas Title, LLC (“Beeline Texas Title”), Beeline Settlement Services, LLC (“Beeline Settlement Services”), and Beeline Title Agency, LLC (“Beeline Title Agency”). Beeline Mortgage Holdings has one subsidiary, Beeline Loans, Inc. (“Beeline Loans”). Beeline also has a joint venture called Nimble Title Holdings, LLC FKA Cambridge Title Holdings, LLC (“Nimble Title Holdings”), which is 50.1 49.9 Beeline is an Artificial Intelligence (AI)-driven fintech mortgage lender that launched its lending platform in May 2020. Beeline continues to develop proprietary software in the form of major enhancements and new developments in its lending platform, introducing its Chat Application Programming Interface (API) “Bob” in July 2023. Beeline continues to hire key personnel to be able to scale into the future. As noted above, Beeline also has subsidiaries who perform title services. Beeline is subject to a number of risks common to emerging companies stemming from, among other things, a limited operating history, rapid technological change, uncertainty of market acceptance and products, uncertainty of regulatory approval, competition from substitute products and larger companies, the need to obtain additional financing, compliance with government regulation, protection of proprietary technology, interest rate fluctuations, product liability, and the dependence on key individuals.	NOTE 1 - NATURE OF BUSINESS Description of Business Beeline Financial Holdings, Inc. (the “Company,” and together with its consolidated subsidiaries, “Beeline,” “we”, “us”, “our”) was incorporated in Delaware on July 1, 2020, via a merger with Beeline Financial Holdings, Inc, a Rhode Island corporation founded on September 20, 2018. Beeline is a full service Direct-to-Consumer lender specializing in conventional conforming and non-conforming residential first-lien mortgages. The consolidated financial statements include the consolidated accounts of Beeline Financial Holdings, Inc. and its wholly-owned subsidiaries, Beeline Title Holdings, Inc. (“Beeline Title Holdings”), Beeline Mortgage Holdings, Inc. (“Beeline Mortgage”), and Beeline Loans Pty Ltd. (“Australian Subsidiary”). Beeline Title Holdings has five subsidiaries, Beeline Title, LLC (“Beeline Title”), Beeline Texas Title, LLC (“Beeline Texas Title”), Beeline Settlement Services, LLC (“Beeline Settlement Services”), and Beeline Title Agency, LLC (“Beeline Title Agency”). Beeline Mortgage Holdings has one subsidiary, Beeline Loans, Inc. (“Beeline Loans”). Beeline also has a majority-owned subsidiary called Nimble Title Holdings, LLC FKA Cambridge Title Holdings, LLC (“Nimble Title Holdings”), which is 50.1 49.9 Beeline is an Artificial Intelligence (AI)-driven fintech mortgage lender that launched its lending platform in May 2020. Beeline continues to develop proprietary software in the form of major enhancements and new developments in its lending platform, introducing its Chat Application Programming Interface (API) “Bob” in July 2023. Beeline continues to hire key personnel to be able to scale into the future. As noted above, Beeline also has subsidiaries who perform title services. Beeline is subject to a number of risks common to emerging companies stemming from, among other things, a limited operating history, rapid technological change, uncertainty of market acceptance and products, uncertainty of regulatory approval, competition from substitute products and larger companies, the need to obtain additional financing, compliance with government regulation, protection of proprietary technology, interest rate fluctuations, product liability, and the dependence on key individuals. On June 4, 2024, the Company effected a 10-for-1 forward stock split and changed the authorized common and preferred shares and par values. All share and per share data in the accompanying consolidated financial statements and footnotes has been retrospectively adjusted to reflect these changes.

Going Concern, Liquidity, and M

Going Concern, Liquidity, and Management’s Plans	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Going Concern, Liquidity, and Management’s Plans	2. Liquidity Going Concern, Liquidity, and Management’s Plans Through September 30, 2024, the Company’s primary capital requirements have been for cash used in operating activities and for the repayment of debt. Funds for the Company’s cash and liquidity needs have historically not been generated from operations but rather from loans as well as from convertible debt and equity financing. The Company has been dependent on raising capital from debt and equity financing to meet the Company’s operating needs. The Company had an accumulated deficit of $ 87.0 million as of September 30, 2024, having incurred a net loss of $ 4.1 million during the nine months ended September 30, 2024. On October 7, 2024, the Company satisfied all of its secured debt and $ 2.5 million of unsecured debt by assigning ownership of its subsidiary, Craft C+P, to the creditors of that debt, who additionally surrendered to the Company 44,279 shares of Series C Preferred Stock. The transaction substantially reduced the Company’s debt obligations. On the same day, Beeline merged into a wholly-owned subsidiary of the Company. Beeline used $ 8.6 million in operating activities during 2023 and $ 10.1 million in operating activities during the first six months of 2024, funds that it obtained from a variety of debt and equity financing transactions. The Company’s ability, therefore, to meet its ongoing operating cash needs over the next 12 months will depend in part on generating positive operating cash flow through increased sales. However, the Company will continue to depend, for the foreseeable future, on debt and/or equity financing. If the Company is unable to obtain additional financing, or additional financing is not available on acceptable terms, the Company may seek to sell assets, reduce operating expenses, reduce or eliminate marketing initiatives, and take other measures that could impair its ability to be successful. Although the Company’s audited financial statements for the year ended December 31, 2023 were prepared under the assumption that it would continue operations as a going concern, the report of its independent registered public accounting firm that accompanied the financial statements for the year ended December 31, 2023 contained a going concern explanatory paragraph in which such firm expressed substantial doubt about the Company’s ability to continue as a going concern, based on the financial statements at that time. If the Company cannot continue as a going concern, its stockholders would likely lose most or all of their investment in it. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited)	2. Liquidity Going Concern, Liquidity, and Management’s Plans The Company’s primary capital requirements are for cash used in operating activities and the repayment of debt. Funds for the Company’s cash and liquidity needs have historically not been generated from operations but rather from loans as well as from convertible debt and equity financing. The Company has been dependent on raising capital from debt and equity financing to meet the Company’s operating needs. The Company had an accumulated deficit of $ 82.7 million as of December 31, 2023, having incurred a net loss of $ 7.5 million during the year ended December 31, 2023. The Company reduced debt in 2023 through a debt for preferred swap. However, the Company’s ability to meet its ongoing operating cash needs over the next 12 months depends on growing revenues and gross margins, and generating positive operating cash flow primarily through increased sales, improved profit growth, and controlling expenses. In addition, the Company has been negotiating with creditors to reduce the interest burden and improve cash flow. if the Company is unable to reach an agreement with creditors or obtain additional financing, or additional financing is not available on acceptable terms, the Company may seek to sell assets, reduce operating expenses, reduce or eliminate marketing initiatives, and take other measures that could impair its ability to be successful. Although the Company’s audited financial statements for the year ended December 31, 2023 were prepared under the assumption that it would continue operations as a going concern, the report of its independent registered public accounting firm that accompanied the financial statements for the year ended December 31, 2023 contained a going concern explanatory paragraph in which such firm expressed substantial doubt about the Company’s ability to continue as a going concern, based on the financial statements at that time. If the Company cannot continue as a going concern, its stockholders would likely lose most or all of their investment in it.
Beeline Financial Holdings Inc [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Going Concern, Liquidity, and Management’s Plans	NOTE 2 – GOING CONCERN, LIQUIDITY, AND MANAGEMENT’S PLANS Going Concern, Liquidity, and Management’s Plans These unaudited consolidated financial statements have been prepared on a basis that assumes Beeline will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. Beeline has incurred recurring losses from operations since its inception and is dependent on debt and equity financing. These factors raise substantial doubt about Beeline’s ability to continue as a going concern for the twelve months following the issuance of these financial statements. The consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if Beeline were unable to continue as a going concern. Management believes that its available funds and cash flow from operations may not be sufficient to meet our working capital requirements for the twelve months subsequent to the issuance of our financial statements. In order to accomplish its business plan objectives, Beeline will need to either increase revenues or raise capital by the issuance of debt and/or equity and stock or sell Beeline to a strategic acquirer. Management believes that it will be successful in obtaining additional financing based on its limited history of raising funds; however, there can be no assurances that our business plans and actions will be successful, that we will generate anticipated revenues, or that unforeseen circumstances will not require additional funding sources in the future or effectuate plans to conserve liquidity. Future efforts to raise additional funds may not be successful or they may not be available on acceptable terms, if at all. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	NOTE 2 – GOING CONCERN, LIQUIDITY, AND MANAGEMENT’S PLANS Going Concern, Liquidity, and Management’s Plans These consolidated financial statements have been prepared on a basis that assumes Beeline will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. Beeline has incurred recurring losses from operations since its inception and is dependent on debt and equity financing. These factors raise substantial doubt about Beeline’s ability to continue as a going concern for the twelve months following the issuance of these financial statements. The consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if Beeline were unable to continue as a going concern. Management believes that its available funds and cash flow from operations may not be sufficient to meet our working capital requirements for the twelve months subsequent to the issuance of our financial statements. In order to accomplish its business plan objectives, Beeline will need to either increase revenues or raise capital by the issuance of debt and/or equity or sell Beeline to a strategic acquirer. In October 2024, Beeline was acquired by Eastside Distilling, Inc. (see Note 14) Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Management believes that it will be successful in obtaining additional financing based on its limited history of raising funds; however, there can be no assurances that our business plans and actions will be successful, that we will generate anticipated revenues, or that unforeseen circumstances will not require additional funding sources in the future or effectuate plans to conserve liquidity. Future efforts to raise additional funds may not be successful or they may not be available on acceptable terms, if at all.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Summary of Significant Accounting Policies	3. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying unaudited consolidated financial statements for Eastside Distilling, Inc. and subsidiaries were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements in accordance with GAAP have been condensed or eliminated as permitted under the SEC’s rules and regulations. In management’s opinion, the unaudited consolidated financial statements include all material adjustments, all of which are of a normal and recurring nature, necessary to present fairly the Company’s financial position as of September 30, 2024, its operating results for the three and nine months ended September 30, 2024 and 2023 and its cash flows for the nine months ended September 30, 2024 and 2023. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Interim results are not necessarily indicative of the results that may be expected for an entire fiscal year. The consolidated financial statements include the accounts of Eastside Distilling, Inc. and its wholly-owned subsidiary Bridgetown. The consolidated financial statements also include the accounts of two other wholly-owned subsidiaries, Craft Canning + Bottling, LLC (doing business as Craft Canning + Printing) and Galactic Unicorn Packaging, LLC, presented as assets and liabilities held for sale. All intercompany balances and transactions have been eliminated on consolidation. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Revenue Recognition Net sales include product sales, less excise taxes and customer programs and incentives. The Company recognizes revenue by applying the following steps in accordance with Accounting Standards Codification (“ASC”) Topic 606 – Revenue from Contracts with Customers The Company recognizes spirits sales when merchandise is shipped from a warehouse directly to wholesale customers (except in the case of a consignment sale). For consignment sales, which include sales to the Oregon Liquor Control Commission, the Company recognizes sales upon the consignee’s shipment to the customer. Postage and handling charges billed to customers are also recognized as sales upon shipment of the related merchandise. Shipping terms are generally FOB shipping point, and title passes to the customer at the time and place of shipment or purchase by customers at a retail location. For consignment sales, title passes to the consignee concurrent with the consignee’s shipment to the customer. The customer has no cancellation privileges after shipment or upon purchase at retail locations, other than customary rights of return. In the Craft C+P segment, sales are recognized when printed cans are delivered or when mobile filling services are performed. Customer Programs Customer programs, which include customer promotional discount programs, are a common practice in the alcoholic beverage industry. The Company reimburses wholesalers for an agreed amount to promote sales of products and to maintain competitive pricing. Amounts paid in connection with customer programs are recorded as reductions to net sales in accordance with ASC 606 - Revenue from Contracts with Customers 40,302 and $ 43,551 for the nine months ended September 30, 2024 and 2023, respectively. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) Excise Taxes The Company is responsible for compliance with the Alcohol and Tobacco Tax and Trade Bureau (“TTB”) regulations, which includes making timely and accurate excise tax payments. The Company is subject to periodic compliance audits by the TTB. Individual states also impose excise taxes on alcoholic beverages in varying amounts. The Company calculates its excise tax expense based upon units produced and on its understanding of the applicable excise tax laws. Excise taxes totaled $ 0.1 million and $ 0.2 million for the nine months ended September 30, 2024 and 2023, respectively. Cost of Sales Cost of sales consists of all direct costs related to both spirits and canning for service, labor, overhead, packaging, and in-bound freight charges. Raw materials account for the largest portion of the cost of sales, followed by packaging and production costs. Sales and Marketing Expenses Sales and marketing expenses consist of sponsorships, agency fees, digital media, salary and benefit expenses, travel and entertainment expenses. Sales and marketing costs are expensed as incurred. Advertising expenses totaled $ 44,480 and $ 0.1 million for the nine months ended September 30, 2024 and 2023, respectively. General and Administrative Expenses General and administrative expenses consist of salary and benefit expenses, travel and entertainment expenses for executive and administrative staff, rent and utilities, professional fees, insurance, and amortization and depreciation expense. General and administrative costs are expensed as incurred. Stock-Based Compensation The Company recognizes as compensation expense all stock-based awards issued to employees. The compensation cost is measured based on the grant-date fair value of the related stock-based awards and is recognized over the service period of stock-based awards, which is generally the same as the vesting period. The fair value of stock options is determined using the Black-Scholes valuation model, which estimates the fair value of each award on the date of grant based on a variety of assumptions including expected stock price volatility, expected terms of the awards, risk-free interest rate, and dividend rates, if applicable. Stock-based awards issued to nonemployees are recorded at fair value on the measurement date and are subject to periodic market adjustments at the end of each reporting period and as the underlying stock-based awards vest. Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of the trade receivables of Bridgetown. As of September 30, 2024, two distributors represented 75 % of Bridgetown trade receivables. As of December 31, 2023, three distributors represented 84 % of Bridgetown trade receivables. Sales to one distributor accounted for 67 % of consolidated sales by Bridgetown for the nine months ended September 30, 2024. Sales to one distributor and one wholesale customer accounted for 69 % of consolidated sales of Bridgetown for the nine months ended September 30, 2023. Fair Value Measurements GAAP defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements. GAAP permits an entity to choose to measure many financial instruments and certain other items at fair value and contains financial statement presentation and disclosure requirements for assets and liabilities for which the fair value option is elected. As of September 30, 2024 and December 31, 2023, management has not elected to report any of the Company’s assets or liabilities at fair value under the “fair value option” provided by GAAP. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) The hierarchy of fair value valuation techniques under GAAP provides for three levels: Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing assets and liabilities under GAAP’s fair value measurement requirements are as follows: Level 1: Fair value of the asset or liability is determined using cash or unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Fair value of the asset or liability is determined using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Fair value of the asset or liability is determined using unobservable inputs that are significant to the fair value measurement and reflect management’s own assumptions regarding the applicable asset or liability. None of the Company’s assets or liabilities were measured at fair value as of September 30, 2024 or December 31, 2023. However, GAAP requires the disclosure of fair value information about financial instruments that are not measured at fair value. Financial instruments consist principally of trade receivables, accounts payable, accrued liabilities, notes payable, and the secured credit facilities. The estimated fair value of trade receivables, accounts payable, and accrued liabilities approximate their carrying value due to the short period of time to their maturities. As of September 30, 2024 and December 31, 2023, the principal amounts of the Company’s notes approximated fair value. Items Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities acquired in a business acquisition are valued at fair value at the date of acquisition due to having indefinite lives. The Company, on an annual basis, tests the indefinite life assets for impairment. If an indefinite life asset is found to be impaired, then the Company will estimate its useful life and amortize the asset over the remainder of its useful life. Inventories Inventories primarily consist of bulk and bottled liquor and raw materials and are stated at the lower of cost or market. Cost is determined using an average costing methodology, which approximates cost under the first-in, first-out (“FIFO”) method. A portion of the Company’s finished goods inventory is held by certain independent distributors on consignment until it is sold to a third party. The Company regularly monitors inventory quantities on hand and records write-downs for excess and obsolete inventories based primarily on the Company’s estimated forecast of product demand and production requirements. Such write-downs establish a new cost basis of accounting for the related inventory. Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years . Amortization of leasehold improvements is computed using the straight-line method over the life of the lease or the useful lives of the assets, whichever is shorter. The cost and related accumulated depreciation and amortization of property and equipment sold or otherwise disposed of are removed from the accounts and any gain or loss is reported as current period income or expense. The costs of repairs and maintenance are expensed as incurred. Intangible Assets / Goodwill The Company accounts for certain intangible assets at cost. Management reviews these intangible assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount, an impairment loss would be recognized to write down the asset to its estimated fair value. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) Long-lived Assets The Company accounts for long-lived assets, including certain intangible assets, at amortized cost. Management reviews long-lived assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount of the asset, an impairment loss would be recognized to write down the asset to its estimated fair value. Comprehensive Income The Company did not have any other comprehensive income items in either of the nine month periods ended September 30, 2024 or 2023. Accounts Receivable Factoring Program The Company had two accounts receivable factoring programs: one for its spirits customers (the “spirits program”) that had a zero balance as of September 30, 2024 and another for its co-packing customers (the “co-packing program”) that terminated in August 2023. Under the programs, the Company had the option to sell certain customer account receivables in advance of payment for 75% 85% 0.5 million or the total funds advanced at a rate of 1 % plus the prime rate published in the Wall Street Journal. Under the terms of both agreements, the factoring provider had full recourse against the Company should the customer fail to pay the invoice. In accordance with ASC Topic 860 – Transfers and Servicing 0.7 million of invoices and incurred $ 20,821 in fees associated with the factoring programs during the nine months ended September 30, 2023. Recently Issued Accounting Pronouncements In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) . In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures .	3. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The consolidated financial statements include the accounts of Eastside Distilling, Inc.’s wholly-owned subsidiaries, including Craft Canning + Bottling, LLC (doing business as Craft Canning + Printing) and its wholly-owned subsidiary Galactic Unicorn Packaging, LLC (the Company’s newly acquired fixed co-packing assets), both of which are presented as assets and liabilities held for sale. All intercompany balances and transactions have been eliminated on consolidation. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Revenue Recognition Net sales include product sales, less excise taxes and customer programs and incentives. The Company recognizes revenue by applying the following steps in accordance with Accounting Standards Codification (“ASC”) Topic 606 – Revenue from Contracts with Customers The Company recognizes spirits sales when merchandise is shipped from a warehouse directly to wholesale customers (except in the case of a consignment sale). For consignment sales, which include sales to the Oregon Liquor Control Commission, the Company recognizes sales upon the consignee’s shipment to the customer. Postage and handling charges billed to customers are also recognized as sales upon shipment of the related merchandise. Shipping terms are generally FOB shipping point, and title passes to the customer at the time and place of shipment or purchase by customers at a retail location. For consignment sales, title passes to the consignee concurrent with the consignee’s shipment to the customer. The customer has no cancellation privileges after shipment or upon purchase at retail locations, other than customary rights of return. In the Craft C+P segment, sales are recognized when printed cans are delivered or when mobile filling services are performed. Customer Programs Customer programs, which include customer promotional discount programs, are a common practice in the alcoholic beverage industry. The Company reimburses wholesalers for an agreed amount to promote sales of products and to maintain competitive pricing. Amounts paid in connection with customer programs are recorded as reductions to net sales in accordance with ASC 606 - Revenue from Contracts with Customers 0.1 million for each of the years ended December 31, 2023 and 2022. Excise Taxes The Company is responsible for compliance with the Alcohol and Tobacco Tax and Trade Bureau (“TTB”) regulations, which includes making timely and accurate excise tax payments. The Company is subject to periodic compliance audits by the TTB. Individual states also impose excise taxes on alcoholic beverages in varying amounts. The Company calculates its excise tax expense based upon units produced and on its understanding of the applicable excise tax laws. Excise taxes totaled $ 0.1 million and $ 0.2 million for the years ended December 31, 2023 and 2022, respectively. Cost of Sales Cost of sales consists of all direct costs related to both spirits and canning for service, labor, overhead, packaging, and in-bound freight charges. Raw materials account for the largest portion of the cost of sales, followed by packaging and production costs. Sales and Marketing Expenses Sales and marketing expenses consist of sponsorships, agency fees, digital media, salary and benefit expenses, travel and entertainment expenses. Sales and marketing costs are expensed as incurred. Advertising expenses totaled $ 0.2 million and $ 0.7 million for the years ended December 31, 2023 and 2022, respectively. General and Administrative Expenses General and administrative expenses consist of salary and benefit expenses, travel and entertainment expenses for executive and administrative staff, rent and utilities, professional fees, insurance, and amortization and depreciation expense. General and administrative costs are expensed as incurred. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Stock-Based Compensation The Company recognizes as compensation expense all stock-based awards issued to employees. The compensation cost is measured based on the grant-date fair value of the related stock-based awards and is recognized over the service period of stock-based awards, which is generally the same as the vesting period. The fair value of stock options is determined using the Black-Scholes valuation model, which estimates the fair value of each award on the date of grant based on a variety of assumptions including expected stock price volatility, expected terms of the awards, risk-free interest rate, and dividend rates, if applicable. Stock-based awards issued to nonemployees are recorded at fair value on the measurement date and are subject to periodic market adjustments at the end of each reporting period and as the underlying stock-based awards vest. Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of trade receivables. As of December 31, 2023, four distributors represented 84% of trade receivables. As of December 31, 2022, four distributors represented 68% of trade receivables. Sales to one distributor and one wholesale customer together accounted for 72% of consolidated sales for the year ended December 31, 2023. Sales to one distributor and one wholesale customer together accounted for 72% of consolidated sales for the year ended December 31, 2022. Fair Value Measurements GAAP defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements. GAAP permits an entity to choose to measure many financial instruments and certain other items at fair value and contains financial statement presentation and disclosure requirements for assets and liabilities for which the fair value option is elected. As of December 31, 2023 and 2022, management has not elected to report any of the Company’s assets or liabilities at fair value under the “fair value option” provided by GAAP. The hierarchy of fair value valuation techniques under GAAP provides for three levels: Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing assets and liabilities under GAAP’s fair value measurement requirements are as follows: Level 1: Fair value of the asset or liability is determined using cash or unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Fair value of the asset or liability is determined using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Fair value of the asset or liability is determined using unobservable inputs that are significant to the fair value measurement and reflect management’s own assumptions regarding the applicable asset or liability. None of the Company’s assets or liabilities were measured at fair value as of December 31, 2023 or 2022. However, GAAP requires the disclosure of fair value information about financial instruments that are not measured at fair value. Financial instruments consist principally of trade receivables, accounts payable, accrued liabilities, notes payable, and the secured credit facilities. The estimated fair value of trade receivables, accounts payable, and accrued liabilities approximate their carrying value due to the short period of time to their maturities. As of December 31, 2023 and 2022, the principal amounts of the Company’s notes approximate fair value. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Items Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities acquired in a business acquisition are valued at fair value at the date of acquisition due to having indefinite lives. The Company, on an annual basis, tests the indefinite life assets for impairment. If an indefinite life asset is found to be impaired, then the Company will estimate its useful life and amortize the asset over the remainder of its useful life. Inventories Inventories primarily consist of bulk and bottled liquor and raw materials and are stated at the lower of cost or market. Cost is determined using an average costing methodology, which approximates cost under the first-in, first-out (“FIFO”) method. A portion of the Company’s finished goods inventory is held by certain independent distributors on consignment until it is sold to a third party. The Company regularly monitors inventory quantities on hand and records write-downs for excess and obsolete inventories based primarily on the Company’s estimated forecast of product demand and production requirements. Such write-downs establish a new cost basis of accounting for the related inventory. Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to 12.5 years. Amortization of leasehold improvements is computed using the straight-line method over the life of the lease or the useful lives of the assets, whichever is shorter. The cost and related accumulated depreciation and amortization of property and equipment sold or otherwise disposed of are removed from the accounts and any gain or loss is reported as current period income or expense. The costs of repairs and maintenance are expensed as incurred. Intangible Assets / Goodwill The Company accounts for certain intangible assets at cost. Management reviews these intangible assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount, an impairment loss would be recognized to write down the asset to its estimated fair value. As of December 31, 2023, the Company performed a qualitative assessment of certain of its intangible and then performed a quantitative analysis after which it was determined that the Azuñia assets were impaired and reduced its carrying cost by $ 0.4 million. Long-lived Assets The Company accounts for long-lived assets, including certain intangible assets, at amortized cost. Management reviews long-lived assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount of the asset, an impairment loss would be recognized to write down the asset to its estimated fair value. The Company performed a qualitative assessment of certain of its long-lived assets as of December 31, 2023 and determined that they were not impaired. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Comprehensive Income The Company did not have any other comprehensive income items in either the year ended December 31, 2023 or 2022. Accounts Receivable Factoring Program The Company had two accounts receivable factoring programs: one for its spirits customers (the “spirits program”) that had a zero balance as of December 31, 2023 and another for its co-packing customers (the “co-packing program”) that terminated in August 2023. Under the programs, the Company has the option to sell certain customer account receivables in advance of payment for 75% 85% For the co-packing program, interest is charged against the greater of $ 0.5 million or the total funds advanced at a rate of 1 % plus the prime rate published in the Wall Street Journal. Under the terms of both agreements, the factoring provider has full recourse against the Company should the customer fail to pay the invoice. In accordance with ASC Topic 860 – Transfers and Servicing 0.2 million of invoices and incurred $ 13,111 in fees associated with the factoring programs during the year ended December 31, 2023. Recently Issued Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis Schedule of Roll Forward For Valuation of Financial Instruments
Beeline Financial Holdings Inc [Member]
Summary of Significant Accounting Policies	NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Summary of Significant Accounting Policies PRINCIPLES OF CONSOLIDATION The unaudited consolidated financial statements include the accounts of Beeline Financial Holdings, Inc., and its subsidiaries. Intercompany transactions and balances have been eliminated. USE OF ESTIMATES Preparing financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Significant estimates and assumptions in thee consolidated statements include: the fair value of mortgage loans held for sale, valuation of derivative instruments, valuation of software, valuation of right of use assets, contingent liability for loan repurchases, and for equity instruments such as options, estimating the fair value of options granted and expensed. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties. CASH, CASH EQUIVALENTS, AND RESTRICTED CASH Beeline considers highly liquid investments purchased with a remaining maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents include money market accounts that are readily convertible into cash. The Company maintains certain cash balances that are restricted under warehouse and/or master repurchase agreements, broker margin accounts associated with its derivative instruments. The restricted cash balance at September 30, 2024 and December 31, 2023 and 2022 is $ 91,041 187,006 MORTGAGE LOANS HELD FOR SALE AND GAIN ON SALE OF LOANS REVENUE RECOGNITION Mortgage loans held for sale are carried at fair value under the fair value option in accordance with Financial Accounting Standards Board’s Accounting Standards Codification Topic (“ASC”) 825-Financial Instruments, with changes in fair value recorded in gain on sale of loans, net on the consolidated statements of operations. The fair value of mortgage loans held for sale committed to investors is calculated using observable market information such as the investor commitment, assignment of trade or other mandatory delivery commitment prices. The fair value of mortgage loans held for sale not committed to investors is based on quoted best execution secondary market prices. If no such quoted price exists, the fair value is determined using quoted prices for a similar asset or assets, such as Mortgage-Backed Securities (MBS) prices, adjusted for the specific attributes of that loan, which would be used by other market participants. Mortgage loans held for sale not calculated using observable market information are based on third-party broker quotations or market bid pricing. Gains and losses from the sale of mortgage loans held for sale are recognized based upon the difference between the sales proceeds and carrying value of the related loans upon sale and are recorded in gain on sale of loans, net on the consolidated statements of operations. Sales proceeds reflect the cash received from investors through the sale of the loan and servicing release premium. Gain on sale of loans, net also includes the unrealized gains and losses associated with the changes in the fair value of mortgage loans held for sale, and the realized and unrealized gains and losses from derivative instruments. Mortgage loans held for sale are considered sold when the Company surrenders control over the financial assets. Control is considered to have been surrendered when the transferred assets have been isolated from the Company, beyond the reach of the Company and its creditors; the purchaser obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets; and the Company does not maintain effective control over the transferred assets through either an agreement that both entitles and obligates the Company to repurchase or redeem the transferred assets before their maturity or the ability to unilaterally cause the holder to return specific financial assets. The Company typically considers the above criteria to have been met upon acceptance and receipt of sales proceeds from the purchaser. Mortgage loans sold to investors by the Company, and which met investor underwriting guidelines at the time of sale, may be subject to repurchase in the event of specific default by the borrower or subsequent discovery that underwriting standards were not met. The Company may, upon mutual agreement, indemnify the investor against future losses on such loans. Additionally, reserves are established for estimated liabilities from the need to repay, where applicable, a portion of the premium received from investors on the sale of certain mortgage loans if such loans are repaid in their entirety within a specified period after the sale of the loans. The Company has established a reserve for potential losses related to these representations and warranties. In assessing the adequacy of the reserve, management evaluates various factors including actual write-offs during the period, historical loss experience, known delinquent and other problem loans, and economic trends and conditions in the industry. Actual losses incurred are reflected as write-offs against the loan indemnification reserve. Since mortgage loans held for sale have maturity dates greater than one year from the balance sheet date but are expected to be sold in a short time frame (less than one year), they are recorded as current assets. Changes in the balances of mortgage loans held for sale are included in cash flows from operating activities in the consolidated statement of cash flows in accordance with ASC 230-10-45-21. REVENUE RECOGNITION Loan Origination Fees and Costs Loan origination fees represent revenue earned from originating mortgage loans. Loan origination fees generally represent flat per-loan fee amounts based on a percentage of the original principal loan balance and are recognized as revenue at the time the mortgage loans are funded since the loans are held for sale. Loan origination costs are charged to operations as incurred. Interest Income Interest income on mortgage loans held for sale is recognized for the period from loan funding to sale based upon the principal balance outstanding and contractual interest rates. Revenue recognition is discontinued when loans become 90 days delinquent, or when, in management’s opinion, the recovery of principal and interest becomes doubtful and the mortgage loans held for sale are put on nonaccrual status. For loans that have been modified, a period of 6 payments is required before the loan is returned to an accrual basis. Interest Expense Interest expense relating to the warehouse lines of credit is included in Revenues. Other interest expense is included under Other (Income)/Expense. Title Fees Commissions earned at loan settlement on insurance premiums paid to title insurance companies. Data and Tech Fees received from a marketing partner who is embedded in our point-of-sale journey for investment property customers. The partner pays Beeline for leads they receive from a customer opting in to use their insurance company for landlord insurance during the application process. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) DERIVATIVE FINANCIAL INSTRUMENTS AND REVENUE RECOGNITION The Company holds and issues derivative financial instruments such as interest rate lock commitments (IRLCs). IRLCs are subject to price risk primarily related to fluctuations in market interest rates. To hedge the interest rate risk on certain IRLCs, the Company enters into best effort forward sale commitments with investors, whereby certain loans are locked with a borrower and simultaneously committed to an investor at a fixed price. If the best effort IRLC does not fund, the Company has no obligation to fulfill the investor commitment. FASB ASC 815-25, “Derivatives and Hedging,” requires that all derivative instruments be recognized as assets or liabilities on the consolidated balance sheets at their fair value. Changes in the fair value of the derivative instruments are recognized in gain on sale loans, net on the consolidated statements of operations in the period in which they occur. The Company accounts for all derivative instruments as free-standing derivative instruments and does not designate any for hedge accounting. DEPOSITS Deposits include security deposits for leased office spaces, which are refundable to Beeline upon expiration of the lease agreements. PROPERTY AND EQUIPMENT, NET Property and equipment, including leasehold improvements, are recorded at cost, and are depreciated or amortized using the straight-line method over the estimated useful lives of the related assets, which range from five seven years SOFTWARE DEVELOPMENT COSTS, NET Under ASC 350-40 Internal-Use Software, Beeline capitalizes certain qualifying costs incurred during the application development stage in connection with the development of internal-use software. Costs related to preliminary project activities are expensed as incurred and post-implementation activities will be expensed as incurred. Capitalized software costs are amortized over the useful life of the software, which is five years. Impairment of internal-use software is evaluated under ASC 350-40-35 Subsequent Measurement on a qualitative basis and if indicators exist, then a quantitative analysis is performed under ASC 360” Property, Plant, and Equipment”. Investment in Equity Method Investee On February 7, 2024, MagicBlocks, Inc., a Delaware corporation, was incorporated by a third party. On July 31, 2024, the Company was issued 4,285,000 96,500 IMPAIRMENT OF LONG-LIVED ASSETS Beeline continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets, including internal-use software, may warrant revision or that the carrying value of these assets may be impaired. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) FAIR VALUE MEASUREMENTS Fair value is the price that would be received if an asset were sold or the price that would be paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Required disclosures include classification of fair value measurements within a three-level hierarchy (Level 1, Level 2, and Level 3). Classification of a fair value measurement within the hierarchy is dependent on the classification and significance of the inputs used to determine the fair value measurement. Observable inputs are those that are observed, implied from, or corroborated with externally available market information. Unobservable inputs represent the estimates of market participants’ assumptions. Fair value measurements are classified in the following manner: Level 1—Valuation is based on quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Valuation is based on either observable prices for identical assets or liabilities in inactive markets, observable prices for similar assets or liabilities, or other inputs that are derived directly from, or through correlation to, observable market data at the measurement date. Level 3—Valuation is based on the internal models using assumptions at the measurement date that a market participant would use. In determining fair value measurement, Beeline uses observable inputs whenever possible. The level of a fair value measurement within the hierarchy is dependent on the lowest level of input that has a significant impact on the measurement as a whole. If quoted market prices are available at the measurement date or are available for similar instruments, such prices are used in the measurements. If observable market data is not available at the measurement date, judgment is required to measure fair value. The following is a description of measurement techniques for items recorded at fair value on a recurring basis. There were no material items recorded at fair value on a nonrecurring basis as of September 30, 2024 and December 31, 2023. Mortgage loans held for sale: Loans held for sale that are valued using Level 2 measurements derived from observable market data, including market prices of securities backed by similar mortgage loans adjusted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to mortgage servicing and credit risk. Loans held for sale for which there is little to no observable trading activity of similar instruments are valued using Level 3 measurements based upon dealer price quotes and internal models. IRLCs: The fair value of IRLCs is based on current market prices of securities backed by similar mortgage loans (as determined above under mortgage loans held for sale), net of costs to close the loans, subject to the estimated loan funding probability, or “pull-through factor.” Given the significant and unobservable nature of the pull-through factor, IRLCs are classified as Level 3. Forward commitments: Beeline’s forward commitments are valued based on quoted prices for similar assets in an active market with inputs that are observable and are classified within Level 2 of the valuation hierarchy. There were no open forward contracts at September 30, 2024 and December 31, 2023. A roll forward of the level 3 valuation financial instruments is as follows: Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis September 30, 2024 December 31, 2023 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Interest rate lock derivative $ - $ - $ 62,796 $ - $ - $ 57,505 Schedule of Roll Forward For Valuation of Financial Instruments For the Nine Months Ended September 30, 2024 2023 Balance at beginning of period $ 57,505 $ 30,757 Change in fair value included in derivative expense (income) 5,291 - Balance at end of period $ 62,796 $ 30,757 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) DEBT ISSUANCE COSTS Beeline’s notes payable agreements are recorded net of issuance costs (debt discount). The resulting debt discount is being amortized over the term of the term loan using the straight-line method, which approximates the effective interest method, and the amortization of debt discount is included in the statement of operations. MARKETING AND ADVERTISING COSTS Marketing and advertising costs are expensed as incurred. For the nine months ended September 30, 2024 and 2023, marketing and advertising expenses were $ 1,618,472 1,356,123 STOCK-BASED COMPENSATION EXPENSE Beeline measures and recognizes compensation expense for restricted stock awards and options granted to employees based on the fair value of the award on the grant date and recognized as expense over the related service or performance period. Beeline elected to account for forfeitures as they occur. Stock-based compensation expense totaled $ 0 281,060 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) Foreign Currency Translation The reporting currency of the company is the U.S. dollar. Except for Beeline Loans Pty Ltd, the functional currency of the company is the U.S. dollar. The functional currency of Beeline Loans Pty Ltd is the Australian dollar (AUS). For Beeline Loans Pty Ltd, results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts related to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive loss. The cumulative translation adjustment and effect of exchange rate changes on cash for the nine months ended September 30, 2024 and 2023 was $ 7,633 3,608 NON-CONTROLLING INTERESTS Beeline follows ASC Topic 810 – Consolidation, governing the accounting for and reporting of non-controlling interests (NCI) in partially owned consolidated subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCI be treated as a separate component of equity, not as a liability, that increases and decreases in the parent’s ownership interest that leave control intact be treated as equity transactions rather than step acquisitions or dilution gains or losses, and that losses of a partially-owned subsidiary be allocated to non-controlling interests even when such allocation might result in a deficit balance. The net loss attributed to NCI was separately designated in the accompanying consolidated statements of operations and comprehensive loss. Losses attributable to NCI in a subsidiary may exceed NCI’s interests in the subsidiary’s equity. The excess attributable to NCI is attributed to those interests. NCI shall continue to be attributed their share of losses even if that attribution results in a deficit NCI balance. INCOME TAXES Deferred tax assets and liabilities are recorded for the difference between the financial statement carrying amounts and the tax basis of existing assets and liabilities using tax rates expected to be in effect in the years in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. At December 31, 2023, the amount of the deferred tax assets of approximately $ 38 0 ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE In November 2023, the FASB issued ASU 2023-7, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses on an annual and interim basis. The ASU is effective on a retrospective basis for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The adoption of ASU 2023-7 had no effect on the Company’s financial position or results of operations. In December 2023, the FASB issued ASU 2023-9, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024, and early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company will include the required disclosures in its condensed consolidated financial statements once adopted.	NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Summary of Significant Accounting Policies PRINCIPLES OF CONSOLIDATION These consolidated financial statements include the accounts of Beeline Financial Holdings, Inc., and its subsidiaries. Intercompany transactions and balances have been eliminated. USE OF ESTIMATES Preparing financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Significant estimates and assumptions in these consolidated statements include: the fair value of mortgage loans held for sale, valuation of derivative instruments, valuation of software, valuation of right of use assets, contingent liability for loan repurchases, and for equity instruments such as options, estimating the fair value of options granted and expensed. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties. CASH, CASH EQUIVALENTS, AND RESTRICTED CASH Beeline considers highly liquid investments purchased with a remaining maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents include money market accounts that are readily convertible into cash. The Company maintains certain cash balances that are restricted under warehouse and/or master repurchase agreements, broker margin accounts associated with its derivative instruments. The restricted cash balance at December 31, 2023 and 2022 is $ 187,006 100,510 MORTGAGE LOANS HELD FOR SALE AND GAINS ON SALE OF LOANS REVENUE RECOGNITION Mortgage loans held for sale are carried at fair value under the fair value option in accordance with Financial Accounting Standards Board’s Accounting Standards Codification Topic (“ASC”) 825-Financial Instruments, with changes in fair value recorded in gain on sale of loans, net on the consolidated statements of operations. The fair value of mortgage loans held for sale committed to investors is calculated using observable market information such as the investor commitment, assignment of trade or other mandatory delivery commitment prices. The fair value of mortgage loans held for sale not committed to investors is based on quoted best execution secondary market prices. If no such quoted price exists, the fair value is determined using quoted prices for a similar asset or assets, such as Mortgage-Backed Securities (MBS) prices, adjusted for the specific attributes of that loan, which would be used by other market participants. Mortgage loans held for sale not calculated using observable market information are based on third-party broker quotations or market bid pricing. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Gains and losses from the sale of mortgage loans held for sale are recognized based upon the difference between the sales proceeds and carrying value of the related loans upon sale and are recorded in gain on sale of loans, net on the consolidated statements of operations. Sales proceeds reflect the cash received from investors through the sale of the loan and servicing release premium. Gain on sale of loans, net also includes the unrealized gains and losses associated with the changes in the fair value of mortgage loans held for sale, and the realized and unrealized gains and losses from derivative instruments. Mortgage loans held for sale are considered sold when the Company surrenders control over the financial assets. Control is considered to have been surrendered when the transferred assets have been isolated from the Company, beyond the reach of the Company and its creditors; the purchaser obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets; and the Company does not maintain effective control over the transferred assets through either an agreement that both entitles and obligates the Company to repurchase or redeem the transferred assets before their maturity or the ability to unilaterally cause the holder to return specific financial assets. The Company typically considers the above criteria to have been met upon acceptance and receipt of sales proceeds from the purchaser. Mortgage loans sold to investors by the Company, and which met investor underwriting guidelines at the time of sale, may be subject to repurchase in the event of specific default by the borrower or subsequent discovery that underwriting standards were not met. The Company may, upon mutual agreement, indemnify the investor against future losses on such loans. Additionally, reserves are established for estimated liabilities from the need to repay, where applicable, a portion of the premium received from investors on the sale of certain mortgage loans if such loans are repaid in their entirety within a specified period after the sale of the loans. The Company has established a reserve for potential losses related to these representations and warranties. In assessing the adequacy of the reserve, management evaluates various factors including actual write-offs during the period, historical loss experience, known delinquent and other problem loans, and economic trends and conditions in the industry. Actual losses incurred are reflected as write-offs against the loan indemnification reserve. Since mortgage loans held for sale have maturity dates greater than one year from the balance sheet date but are expected to be sold in a short time frame (less than one year), they are recorded as current assets. Changes in the balances of mortgage loans held for sale are included in cash flows from operating activities in the consolidated statement of cash flows in accordance with ASC 230-10-45-21. REVENUE RECOGNITION Loan Origination Fees and Costs Loan origination fees represent revenue earned from originating mortgage loans. Loan origination fees generally represent flat per-loan fee amounts based on a percentage of the original principal loan balance and are recognized as revenue at the time the mortgage loans are funded since the loans are held for sale. Loan origination costs are charged to operations as incurred. Interest Income Interest income on mortgage loans held for sale is recognized for the period from loan funding to sale based upon the principal balance outstanding and contractual interest rates. Revenue recognition is discontinued when loans become 90 days delinquent, or when, in management’s opinion, the recovery of principal and interest becomes doubtful and the mortgage loans held for sale are put on nonaccrual status. For loans that have been modified, a period of 6 payments is required before the loan is returned to an accrual basis. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Interest Expense Interest expense relating to the warehouse lines of credit is included in Revenues. Other interest expense is included under Other (Income)/Expense. Title Fees Commissions earned at loan settlement on insurance premiums paid to title insurance companies. Data and Tech Fees received from a marketing partner who is embedded in our point-of-sale journey for investment property customers. The partner pays Beeline for leads they receive from a customer opting in to use their insurance company for landlord insurance during the application process. DERIVATIVE FINANCIAL INSTRUMENTS AND REVENUE RECOGNITION The Company holds and issues derivative financial instruments such as interest rate lock commitments (IRLCs). IRLCs are subject to price risk primarily related to fluctuations in market interest rates. To hedge the interest rate risk on certain IRLCs, the Company enters into best effort forward sale commitments with investors, whereby certain loans are locked with a borrower and simultaneously committed to an investor at a fixed price. If the best effort IRLC does not fund, the Company has no obligation to fulfill the investor commitment. FASB ASC 815-25, “Derivatives and Hedging,” requires that all derivative instruments be recognized as assets or liabilities on the consolidated balance sheets at their fair value. Changes in the fair value of the derivative instruments are recognized in gain on sale loans, net on the consolidated statements of operations in the period in which they occur. The Company accounts for all derivative instruments as free-standing derivative instruments and does not designate any for hedge accounting. DEPOSITS Deposits include security deposits for leased office spaces, which are refundable to Beeline upon expiration of the lease agreements. PROPERTY AND EQUIPMENT, NET Property and equipment, including leasehold improvements, are recorded at cost, and are depreciated or amortized using the straight-line method over the estimated useful lives of the related assets, which range from five seven years SOFTWARE DEVELOPMENT COSTS, NET Under ASC 350-40, “Internal-Use Software,” Beeline capitalizes certain qualifying costs incurred during the application development stage in connection with the development of internal-use software. Costs related to preliminary project activities are expensed as incurred and post-implementation activities will be expensed as incurred. Capitalized software costs are amortized over the useful life of the software, which is five years. Impairment of internal-use software is evaluated under ASC 350-40-35 “Subsequent Measurement” on a qualitative basis and if indicators exist, then a quantitative analysis is performed under ASC 360” Property, Plant, and Equipment”. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 IMPAIRMENT OF LONG-LIVED ASSETS Beeline continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets, including internal-use software, may warrant revision or that the carrying value of these assets may be impaired. FAIR VALUE MEASUREMENTS Fair value is the price that would be received if an asset were sold or the price that would be paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Required disclosures include classification of fair value measurements within a three-level hierarchy (Level 1, Level 2, and Level 3). Classification of a fair value measurement within the hierarchy is dependent on the classification and significance of the inputs used to determine the fair value measurement. Observable inputs are those that are observed, implied from, or corroborated with externally available market information. Unobservable inputs represent the estimates of market participants’ assumptions. Fair value measurements are classified in the following manner: Level 1—Valuation is based on quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Valuation is based on either observable prices for identical assets or liabilities in inactive markets, observable prices for similar assets or liabilities, or other inputs that are derived directly from, or through correlation to, observable market data at the measurement date. Level 3—Valuation is based on the internal models using assumptions at the measurement date that a market participant would use. In determining fair value measurement, Beeline uses observable inputs whenever possible. The level of a fair value measurement within the hierarchy is dependent on the lowest level of input that has a significant impact on the measurement as a whole. If quoted market prices are available at the measurement date or are available for similar instruments, such prices are used in the measurements. If observable market data is not available at the measurement date, judgment is required to measure fair value. The following is a description of measurement techniques for items recorded at fair value on a recurring basis. There were no material items recorded at fair value on a nonrecurring basis as of December 31, 2023 and 2022. Mortgage loans held for sale: Loans held for sale that are valued using Level 2 measurements derived from observable market data, including market prices of securities backed by similar mortgage loans adjusted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to mortgage servicing and credit risk. Loans held for sale for which there is little to no observable trading activity of similar instruments are valued using Level 3 measurements based upon dealer price quotes and internal models. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 IRLCs: The fair value of IRLCs is based on current market prices of securities backed by similar mortgage loans (as determined above under mortgage loans held for sale), net of costs to close the loans, subject to the estimated loan funding probability, or “pull-through factor.” Given the significant and unobservable nature of the pull-through factor, IRLCs are classified as Level 3. Forward commitments: Beeline’s forward commitments are valued based on quoted prices for similar assets in an active market with inputs that are observable and are classified within Level 2 of the valuation hierarchy. There were no open forward contracts at December 31, 2023 and 2022. Assets or liabilities measured at fair value or a recurring basis were as follows at December 31, 2023 and 2022: Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 2023 2022 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Mortgage loans held for sale $ - $ 2,301,012 $ - $ - $ 3,022,969 $ - Interest rate lock derivative $ - $ - $ 57,505 $ - $ - $ 30,757 A roll forward of the level 3 valuation financial instruments was as follows: Schedule of Roll Forward for Valuation of Financial Instruments For the years ended December 31, Balance at beginning of year 2023 2022 Initial valuation $ 30,757 $ - Change in fair value in gain on sale of loans, net 26,748 30,757 Balance at end of year $ 57,505 $ 30,757 DEBT ISSUANCE COSTS Beeline’s notes or loans payable agreements are recorded net of issuance costs (debt discount). The resulting debt discount is being amortized over the term of the term loan using the straight-line method, which approximates the effective interest method, and the amortization of debt discount is included in interest expense in the Other (Income)/Expense category in the statement of operations. MARKETING AND ADVERTISING COSTS Marketing and advertising costs are expensed as incurred. For the year ended December 31, 2023, marketing and advertising expenses were $ 1,891,128 1,788,458 STOCK-BASED COMPENSATION EXPENSE Beeline measures and recognizes compensation expense for restricted stock awards and options granted to employees based on the fair value of the award on the grant date and recognized as expense over the related service or performance period. Beeline elected to account for forfeitures as they occur. Stock-based compensation expense totaled $ 374,746 364,191 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Foreign Currency TranslatioN AND TRANSACTIONS The reporting currency of the company is the U.S. dollar. Except for Beeline Loans Pty Ltd, the functional currency of the company is the U.S. dollar. The functional currency of Beeline Loans Pty Ltd is the Australian dollar (AUS). For Beeline Loans Pty Ltd, results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts related to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive loss. The translation adjustment for years ended December 31, 2023 and 2022 was $ 15,892 70,298 NON-CONTROLLING INTERESTS Beeline follows ASC Topic 810 – Consolidation, governing the accounting for and reporting of non-controlling interests (NCI) in partially owned consolidated subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCI be treated as a separate component of equity, not as a liability, that increases and decreases in the parent’s ownership interest that leave control intact be treated as equity transactions rather than step acquisitions or dilution gains or losses, and that losses of a partially-owned subsidiary be allocated to non-controlling interests even when such allocation might result in a deficit balance. The net loss attributed to NCI was separately designated in the accompanying consolidated statements of operations and comprehensive loss. Losses attributable to NCI in a subsidiary may exceed NCI’s interests in the subsidiary’s equity. The excess attributable to NCI is attributed to those interests. NCI shall continue to be attributed their share of losses even if that attribution results in a deficit NCI balance. Segment Information The Company operates in one reportable segment as a Direct-to-Consumer lender. The Company’s chief operating decision makers, its Chief Executive Officer and Chief Financial Officer manage the Company’s operations as a whole. INCOME TAXES The Company uses the asset and liability method to compute the differences between the tax basis of assets and liabilities and the related financial statement amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that, more likely than not, will be realized. The Company has deferred tax assets and liabilities that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets are subject to periodic recoverability assessments. Realization of the deferred tax assets, net of deferred tax liabilities, is principally dependent upon achievement of projected future taxable income. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company accounts for uncertainty in income taxes using a two-step approach for evaluating tax positions. Step one, recognition, occurs when the Company concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination. Step two, measurement, is only addressed if the position is more likely than not to be sustained. Under step two, the tax benefit is measured as the largest amount of benefit, determined on a cumulative probability basis, which is more likely than not to be realized upon ultimate settlement. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE In November 2023, the FASB issued ASU 2023-7, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses on an annual and interim basis. The ASU is effective on a retrospective basis for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company will adopt ASU 2023-7 beginning with its fiscal year ended December 31, 2024. In December 2023, the FASB issued ASU 2023-9, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024, and early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company will include the required disclosures in its condensed consolidated financial statements once adopted.

Discontinued Operations

Discontinued Operations	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	4. Discontinued Operations Discontinued Operations The Company reports discontinued operations by applying the following criteria in accordance with ASC Topic 205-20, Presentation of Financial Statements – Discontinued Operations Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) On September 4, 2024, the Company and its subsidiary, Craft C+P, entered into the Debt Agreement with The B.A.D. Company, LLC (the “SPV”), Aegis Security Insurance Company (“Aegis”), Bigger Capital Fund, LP (“Bigger”), District 2 Capital Fund, LP (“District 2”), LDI Investments, LLC (“LDI”), William Esping (“Esping”), WPE Kids Partners (“WPE”) and Robert Grammen (“Grammen”), collectively, the “Investors”. The SPV is a special purpose vehicle whose equity is shared 50 % by Bigger and District 2 and 50 % by Aegis and LDI. On October 7, 2024, a closing will be held pursuant to the terms of the Debt Agreement. Aegis, Bigger, District 2 and LDI will transfer to the Company 31,234 shares of Series C Preferred Stock and 119,873 shares of the Company’s common stock. The Investors will also release the Company from liability for $ 4.1 million of senior secured debt and $ 2.5 million of unsecured debt. In consideration of their surrender of stock and release of debt, the Company will cause Craft C+P to be merged into a limited liability company owned by the Investors. Given that the effect of the Debt Agreement meets all the initial criteria for classification of held for sale, the assets, liabilities, and operating results of Craft C+P have been classified as held for sale during the nine month periods ended September 30, 2024 and 2023, and as of September 30, 2024 and December 31, 2023. The consolidated financial statements for the prior periods have been adjusted to reflect comparable information. Assets and liabilities related to Craft C+P were as follows: Schedule of Disposal Groups, Including Discontinued Operations (Dollars in thousands) September 30, 2024 December 31, 2023 Assets Current assets: Cash $ 135 $ 96 Trade receivables, net 756 396 Inventories 1,071 526 Prepaid expenses and other current assets 678 250 Total current assets 2,640 1,268 Property and equipment, net 4,156 4,598 Right-of-use assets 1,415 1,923 Intangible assets, net 517 827 Other assets, net 210 321 Total Assets $ 8,938 $ 8,937 Liabilities Current liabilities: Accounts payable $ 2,130 $ 1,014 Accrued liabilities 266 110 Deferred revenue 42 88 Current portion of lease liabilities 686 665 Total current liabilities 3,124 1,877 Lease liabilities, net of current portion 843 1,366 Total liabilities $ 3,967 $ 3,243 Income and expense related to Craft C+P were as follows for the nine months ended September 30, 2024 and 2023: (Dollars in thousands) 2024 2023 Sales $ 6,775 $ 5,637 Less customer programs and excise taxes 117 79 Net sales 6,658 5,558 Cost of sales 6,322 5,378 Gross profit 336 180 Operating expenses: Sales and marketing expenses 45 81 General and administrative expenses 2,355 2,103 Gain on disposal of property and equipment (195 ) (171 ) Total operating expenses 2,205 2,013 Loss from operations (1,869 ) (1,833 ) Other income (expense), net Interest expense - (12 ) Other income 3 33 Total other income, net 3 21 Loss before income taxes (1,866 ) (1,812 ) Provision for income taxes - - Net loss $ (1,866 ) $ (1,812 ) Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited)	4. Discontinued Operations Discontinued Operations The Company reports discontinued operations by applying the following criteria in accordance with ASC Topic 205-20, Presentation of Financial Statements – Discontinued Operations On September 4, 2024, the Company and its subsidiary, Craft C+P, entered into the Debt Agreement with The B.A.D. Company, LLC (the “SPV”), Aegis Security Insurance Company (“Aegis”), Bigger Capital Fund, LP (“Bigger”), District 2 Capital Fund, LP (“District 2”), LDI Investments, LLC (“LDI”), William Esping (“Esping”), WPE Kids Partners (“WPE”) and Robert Grammen (“Grammen”), collectively, the “Investors”. The SPV is a special purpose vehicle whose equity is shared 50 50 On October 7, 2024, a closing will be held pursuant to the terms of the Debt Agreement. Aegis, Bigger, District 2 and LDI will transfer to the Company 31,234 119,873 4.1 2.5 Assets and liabilities related to Craft C+P were as follows as of December 31, 2023 and 2022: Schedule of Disposal Groups, Including Discontinued Operations (Dollars in thousands) 2023 2022 Assets Current assets: Cash $ 96 $ 111 Trade receivables, net 396 422 Inventories 526 992 Prepaid expenses and other current assets 250 442 Total current assets 1,268 1,967 Property and equipment, net 4,598 5,486 Right-of-use assets 1,923 2,714 Intangible assets, net 827 1,241 Other assets, net 321 108 Total Assets $ 8,937 $ 11,516 Liabilities Current liabilities: Accounts payable $ 1,014 $ 654 Accrued liabilities 110 109 Deferred revenue 88 18 Current portion of lease liabilities 665 736 Other current liability, related party - 173 Total current liabilities 1,877 1,690 Lease liabilities, net of current portion 1,366 2,117 Total liabilities $ 3,243 $ 3,807 Income and expense related to Craft C+P were as follows for the years ended December 31, 2023 and 2022: (Dollars in thousands) 2023 2022 Sales $ 6,817 $ 5,626 Less customer programs and excise taxes 105 100 Net sales 6,712 5,526 Cost of sales 6,829 6,341 Gross profit (117 ) (815 ) Operating expenses: Sales and marketing expenses 126 85 General and administrative expenses 2,878 3,344 (Gain) loss on disposal of property and equipment (367 ) 65 Total operating expenses 2,637 3,494 Loss from operations (2,754 ) (4,309 ) Other income (expense), net Interest expense (12 ) (44 ) Other income 17 104 Total other income, net 5 60 Loss before income taxes (2,749 ) (4,249 ) Provision for income taxes - - Net loss $ (2,749 ) $ (4,249 )

Business Segment Information

Business Segment Information	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Segment Reporting [Abstract]
Business Segment Information	5. Business Segment Information As of September 30, 2024, the Company’s internal management financial reporting consisted of Bridgetown and corporate. The Bridgetown brands span several alcoholic beverage categories, including whiskey, vodka, rum, and tequila and are sold on a wholesale basis to distributors in open states, and to brokers in control states. The Company’s principal area of operation is in the U.S. It has one Bridgetown customer that represents 67 % of its revenue. Corporate consists of key executive and accounting personnel and corporate expenses such as public company and board costs, as well as interest on debt. The measure of profitability reviewed are condensed statements of operations and gross margins. These business segments reflect how operations are managed, operating performance is evaluated and the structure of internal financial reporting. Total asset information by segment is not provided to, or reviewed by, the chief operating decision maker (“CODM”) as it is not used to make strategic decisions, allocate resources or assess performance. The accounting policies of the segments are the same as those described for the Company in the Summary of Significant Accounting Policies in Note 3. Segment information was as follows for the nine months ended September 30: Schedule of Segment Information (Dollars in thousands) 2024 2023 Bridgetown Sales $ 2,106 $ 3,080 Net sales 1,977 2,939 Cost of sales 1,476 1,940 Gross profit 501 999 Total operating expenses 698 1,183 Net loss (162 ) (130 ) Gross margin 25 % 34 % Depreciation and amortization 99 114 Corporate Total operating expenses $ 1,149 $ 1,287 Net loss (2,112 ) (3,455 ) Interest expense 965 850 Significant noncash items: Stock compensation - 98	5. Business Segment Information The Company’s internal management financial reporting consists of Eastside spirits and corporate. The spirits brands span several alcoholic beverage categories, including whiskey, vodka, rum, and tequila and are sold on a wholesale basis to distributors in open states, and to brokers in control states. The Company’s principal area of operation is in the U.S. It has one spirits customer that represents 19% of its revenue. Corporate consists of key executive and accounting personnel and corporate expenses such as public company and board costs, as well as interest on debt. The measure of profitability reviewed are condensed statements of operations and gross margins. These business segments reflect how operations are managed, operating performance is evaluated and the structure of internal financial reporting. Total asset information by segment is not provided to, or reviewed by, the chief operating decision maker (“CODM”) as it is not used to make strategic decisions, allocate resources or assess performance. The accounting policies of the segments are the same as those described for the Company in the Summary of Significant Accounting Policies in Note 3. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Segment information was as follows for the years ended December 31: Schedule of Segment Information (Dollars in thousands) 2023 2022 Spirits Sales $ 3,981 $ 8,701 Net sales 3,787 8,357 Cost of sales 2,609 5,101 Gross profit 1,178 3,256 Total operating expenses 1,476 2,532 Net loss (601 ) (6,781 ) Gross margin 31 % 39 % Depreciation and amortization $ 149 $ 161 Significant noncash items: (Gain) loss on disposal of property and equipment 3 (7 ) Impairment loss 364 7,453 Corporate Total operating expenses $ 1,768 $ 3,064 Net loss (4,185 ) (5,236 ) Net Income (loss) (4,185 ) (5,236 ) Interest expense $ 1,096 $ 2,172 Significant noncash items: Stock compensation 246 325 Loss on debt to equity conversion 1,321 - Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023

Inventories

Inventories	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Inventories	6. Inventories Inventories consisted of the following: Schedule of Inventories (Dollars in thousands) September 30, 2024 December 31, 2023 Raw materials $ 770 $ 1,740 Finished goods 1,023 946 Total inventories $ 1,793 $ 2,686 Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited)	6. Inventories Inventories consisted of the following as of December 31: Schedule of Inventories (Dollars in thousands) 2023 2022 Raw materials $ 1,740 $ 2,170 Finished goods 946 1,281 Total inventories $ 2,686 $ 3,451

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Prepaid Expenses And Other Current Assets
Prepaid Expenses and Other Current Assets	7. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following: Schedule of Prepaid Expenses and Other Current Assets (Dollars in thousands) September 30, 2024 December 31, 2023 Prepayment of inventory $ 69 $ 52 Other 107 61 Total prepaid expenses and other current assets $ 176 $ 113	7. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following as of December 31: Schedule of Prepaid Expenses and Current Assets (Dollars in thousands) 2023 2022 Prepayment of fixed assets $ - $ 17 Prepayment of inventory 52 52 Other 62 108 Total prepaid expenses and other current assets $ 114 $ 177

Property and Equipment

Property and Equipment	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Property and Equipment	8. Property and Equipment Property and equipment consisted of the following: Schedule of Property and Equipment (Dollars in thousands) September 30, 2024 December 31, 2023 Useful Life (in years) Furniture and fixtures $ 625 $ 625 3.0 - 7.0 Leasehold improvements 1,386 1,386 3.5 - 5.0 Vehicle 27 27 7.0 Total cost 2,038 2,038 Less accumulated depreciation (1,926 ) (1,869 ) Total property and equipment, net $ 112 $ 169 Purchases of property and equipment for the nine months ended September 30, 2024 and 2023 were nil and $ 0.1 million, respectively. Depreciation expense totalled $ 0.1 million for both the nine months ended September 30, 2024 and 2023. During the nine months ended September 30, 2024, the Company did not dispose of any fixed assets. During the nine months ended September 30, 2023, the Company disposed of fixed assets for proceeds of $ 0.1 million with a net book value of $ 0.1 million resulting in a loss of $ 2,962 .	8. Property and Equipment Property and equipment consisted of the following as of December 31: Schedule of Property and Equipment (Dollars in thousands) 2023 2022 Useful Life (in years) Furniture and fixtures $ 625 $ 687 3.0 - 7.0 Leasehold improvements 1,386 1,386 3.5 - 5.0 Vehicles 27 27 5.0 Total cost 2,038 2,100 Less accumulated depreciation (1,869 ) (1,845 ) Total property and equipment, net $ 169 $ 255 Purchases of property and equipment totaled $ 0.1 million and $ 0 for the years ended December 31, 2023 and 2022, respectively. Depreciation expense totaled $ 0.1 million for both the years ended December 31, 2023 and 2022. During the year ended December 31, 2023, the Company disposed of fixed assets for proceeds of $ 0.1 million with a net book value of $ 0.1 million resulting in a loss of $ 2,962 During the year ended December 31, 2022, the Company disposed of fixed assets with a net book value of $ 6,230 resulting in a loss on disposal of fixed assets of $ 6,230 During the year ended December 31, 2022, the Company wrote off obsolete fixed assets with a net book value of $ 5,270 . Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023
Beeline Financial Holdings Inc [Member]
Property and Equipment	NOTE 5 - PROPERTY AND EQUIPMENT Property and Equipment Property and equipment as of September 30, 2024 and December 31, 2023, consisted of the following: Schedule of Property And Equipment September 30, 2024 December 31, 2023 Leasehold improvements $ 696,894 $ 696,894 Furniture and fixtures 129,962 129,962 Computers and hardware 81,779 81,779 Property and equipment gross 908,635 908,635 Less accumulated depreciation (713,474 ) (599,942 ) Property and equipment, net $ 195,161 $ 308,693 Depreciation expense totaled $ 113,532 and $ 113,532	NOTE 5 - PROPERTY AND EQUIPMENT Property and Equipment Property and equipment as of December 31, 2023 and 2022, consisted of the following: Schedule of Property and Equipment 2023 2022 Leasehold improvements $ 696,894 $ 696,894 Furniture and fixtures 129,962 129,962 Computers and hardware 81,779 81,779 Property and equipment gross 908,635 908,635 Less: accumulated depreciation (599,942 ) (448,566 ) Property and equipment, net $ 308,693 $ 460,069 Depreciation expense totaled $ 151,376 151,376

Intangible Assets

Intangible Assets	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	9. Intangible Assets Intangible assets consisted of the following: Schedule of Intangible Assets (Dollars in thousands) September 30, 2024 December 31, 2023 Permits and licenses $ 25 $ 25 Azuñia brand 4,153 4,153 Intangible assets $ 4,178 $ 4,178 The Company’s intangible assets were determined to have an indefinite life and are not amortized. The Company, on an annual basis, tests the indefinite life assets for impairment. If the carrying value of an indefinite life asset is found to be impaired, then the Company will record an impairment loss and reduce the carrying value of the asset. As of December 31, 2023, the Company determined that the Azuñia assets were impaired and recorded an impairment cost of $ 0.4 million. No further impairment charge was recorded during the nine months ended September 30, 2024.	9. Intangible Assets Intangible assets consisted of the following as of December 31: Schedule of Intangible Assets (Dollars in thousands) 2023 2022 Permits and licenses $ 25 $ 25 Azuñia brand 4,153 4,492 Intangible assets $ 4,178 $ 4,517 The permits and licenses and the Azuñia brand have all been determined to have an indefinite life and will not be amortized. The Company, on an annual basis, tests the indefinite life assets for impairment. If the carrying value of an indefinite life asset is found to be impaired, then the Company will record an impairment loss and reduce the carrying value of the asset. As of December 31, 2023 and 2022, the Company determined that the Azuñia assets were impaired and recorded an impairment cost of $ 0.4 million and $ 7.5 million, respectively.

Other Assets

Other Assets	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Assets	10. Other Assets Other assets consisted of the following: Schedule of Other Assets (Dollars in thousands) September 30, 2024 December 31, 2023 Product branding $ 396 $ 396 Deposits 171 172 Other - 23 Total other assets 567 591 Less accumulated amortization (385 ) (344 ) Other assets, net $ 182 $ 247 Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) As of September 30, 2024, the Company had $ 0.4 million of capitalized costs related to services provided for the rebranding of its existing product line. This amount is being amortized over a seven-year life. Amortization expense totalled $ 41,250 and $ 42,857 for the nine months ended September 30, 2024 and 2023, respectively. The deposits represent the office lease deposits and cash collateral for the Company’s credit cards.	10. Other Assets Other assets consisted of the following as of December 31: Schedule of Other Assets (Dollars in thousands) 2023 2022 Product branding $ 396 $ 400 Deposits 172 148 Other 23 - Total other assets 591 548 Less accumulated amortization (344 ) (287 ) Other assets, net $ 247 $ 261 As of December 31, 2023, the Company had $ 0.4 million of capitalized costs related to services provided for the rebranding of its existing product line. This amount is being amortized over a seven-year life. Amortization expense totaled $ 0.1 million for both the years ended December 31, 2023 and 2022. The deposits represent office lease deposits.

Leases

Leases	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Leases
Leases	11. Leases The Company has various lease agreements in place for its warehouse and copier. Terms of these leases include, in some instances, scheduled rent increases, renewals, purchase options and maintenance costs, and vary by lease. These lease obligations expire at various dates through 2026. The Company determines if an arrangement is a lease at inception. As the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate based on information available at commencement to determine the present value of the lease payments. Right-of-use assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Leases with an initial term of 12 months or less (“short-term leases”) are not recorded on the balance sheet and are recognized on a straight-line basis over the lease term. As of September 30, 2024, the amount of right-of-use assets and lease liabilities were each $ 0.4 million. Aggregate lease expense for the nine months ended September 30, 2024 was $ 0.2 million, consisting of $ 0.1 million in operating lease expense for lease liabilities and $ 0.1 million in short-term lease cost. Maturities of lease liabilities as of September 30, 2024 were as follows: Schedule of Maturities of Operating Lease Liabilities (Dollars in thousands) Operating Leases Weighted- Average Remaining Term in Years 2024 $ 58 2025 210 2026 164 2027 - 2028 - Thereafter - Total lease payments 432 Less imputed interest (based on 6.1 % weighted-average discount rate) (28 ) Present value of lease liability $ 404 2.06	11. Leases The Company has various lease agreements in place for facilities, equipment and vehicles. Terms of these leases include, in some instances, scheduled rent increases, renewals, purchase options and maintenance costs, and vary by lease. These lease obligations expire at various dates through 2026. The Company determines if an arrangement is a lease at inception. As the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate based on information available at commencement to determine the present value of the lease payments. Right-of-use assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Leases with an initial term of 12 months or less (“short-term leases”) are not recorded on the balance sheet and are recognized on a straight-line basis over the lease term. As of December 31, 2023, the amount of right-of-use assets and lease liabilities were $ 0.7 million and $ 0.7 million, respectively. Aggregate lease expense for the year ended December 31, 2023 was $ 0.3 million, consisting of $ 0.3 million in operating lease expense for lease liabilities and $ 0 million in short-term lease cost. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Maturities of lease liabilities as of December 31, 2023 were as follows: Schedule of Maturities of Operating Lease Liabilities (Dollars in thousands) Operating Leases Weighted- Average Remaining Term in Years 2024 $ 258 2025 266 2026 220 2027 - 2028 - Thereafter - Total lease payments 744 Less imputed interest (based on 6.1% weighted-average discount rate) (63 ) Present value of lease liability $ 681 0.12

Notes Payable

Notes Payable	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Notes Payable	12. Notes Payable Notes payable consisted of the following: Schedule of Notes Payable (Dollars in thousands) September 30, 2024 December 31, 2023 Promissory notes payable bearing interest of 6.0 %. The notes have a 36 -month term with maturity in April 2024 . Accrued interest is paid in accordance with a monthly amortization schedule. $ 486 $ 486 Amended and restated promissory notes payable bearing interest of 8.0 %. The notes mature in March 2025 . Accrued interest is paid in accordance with an amortization schedule. 7,669 7,556 Total notes payable 8,155 8,042 Less current portion (8,155 ) (486 ) Long-term portion of notes payable $ - $ 7,556 Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) The Company paid $ 11,588 and $ 1.1 million in interest on notes for the nine months ended September 30, 2024 and 2023, respectively. Maturities on notes payable as of September 30, 2024 were as follows: Schedule of Maturities on Notes payable (Dollars in thousands) 2024 486 2025 7,669 2026 - 2027 - 2028 - Thereafter - Total $ 8,155	12. Notes Payable Notes payable consisted of the following as of December 31: Schedule of Notes Payable (Dollars in thousands) 2023 2022 Promissory notes payable bearing interest of 6.0%. The notes have a 36-month term with maturity in April 2024. Accrued interest is paid in accordance with a monthly amortization schedule. $ 486 $ 7,749 Promissory notes payable bearing interest of 6.0 %. The notes have a 36 -month term with maturity in April 2024 . Accrued interest is paid in accordance with a monthly amortization schedule. $ 486 $ 7,749 Amended and restated promissory notes payable bearing interest of 8.0 %. The notes mature in March 2025 . Accrued interest is paid in accordance with an amortization schedule. 7,556 - Total notes payable 8,042 7,749 Less current portion (486 ) - Long-term portion of notes payable $ 7,556 $ 7,749 The Company paid $ 0.1 million and $ 0.5 million in interest on notes for the years ended December 31, 2023 and 2022, respectively. Maturities on notes payable as of December 31, 2023 were as follows: Schedule of Maturities on Notes payable (Dollars in thousands) 2024 $ 486 2025 7,556 2026 - 2027 - 2028 - Thereafter - Total $ 8,042 Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023
Beeline Financial Holdings Inc [Member]
Notes Payable	NOTE 8 - DEBT Notes Payable BDCRI LOAN On April 29, 2021, Beeline and Beeline Loans entered into a term loan agreement with Business Development Company of Rhode Island (the “BDCRI Loan”) for $ 450,000 April 29, 2026 294,467 291,846 5,533 8,154 9,375 6 17,182 LOANS PAYABLE In 2022, Beeline received $ 100,000 from Capital Markets Group in the form of a loan payable. This loan is currently past due. Default interest is accruing at 24 % per annum. The balance was paid in full in June 2024. As of September 30, 2024 and December 31, 2023, the balance due is $ 0 60,244 , respectively. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) In March 2023, Beeline received $ 30,000 7 0 31,755 LOANS PAYABLE – RELATED PARTY In July 2023, Beeline received $ 75,000 from Fluid Capital in the form of a loan payable. Interest accrues at 12.25 %. per annum. This note is due April 2024. As of September 30, 2024 and December 31, 2023, the balance due is $ 78,826 78,826 , respectively. In September 2023, Beeline received $ 310,000 and in December 2023, Beeline received $ 130,500 Manta Reef (Gulp Data), in the form of loans payable. Interest accrues at 18 % per annum. Interest-only payments are made monthly. These loans are due December 2024, As of September 30, 2024 and December 31, 2023, the balance due on these loans is $ 511,502 511,502 , respectively. In November 2023, Beeline received $ 157,500 12 161,280 An officer, director, and shareholder lends money to Beeline throughout the year in the form of loans payable. Interest accrues at 7 % per annum. As of September 30, 2024 and December 31, 2023, the balance due is $ 318,104 221,565 , respectively. 2022 SUBORDINATED CONVERTIBLE PROMISSORY NOTES ISSUED In June 2022, the Board of Directors authorized the issuance of three 7 20,000,000 Beeline raised total proceeds of $ 17,875,754 with Convertible Notes, $ 4,436,238 in 2022 and $ 13,439,516 in 2023. In 2023, three investors who made an investment of at least $ 500,000 22,495 5,706,559 Additionally, during the nine months ended September 30, 2024, i) the Company received cash proceeds from the sale of 2022 Convertible Notes of $ 3,442,219 75,700 1,750,079 Optional Conversion We have added an optional conversion feature in the event the Company completes a capital raising transaction that is not significant enough to be a Qualified Financing, which option may be exercised collectively by a majority in interest of the note holders. If the Company completes a Non-Qualified Financing, a Majority in Interest of the Note holders may elect to convert all of the Notes, and any accrued but unpaid interest thereon, into the class or series of shares issued to the investors in the Non-Qualified Financing, but at a conversion price equal to the lower of (x) 80% of the per share price paid by such investors in the Non-Qualified Financing, or (y) the price obtained by dividing $50,000,000by the number of outstanding shares of common stock of the Company immediately prior to the Non-Qualified Financing (assuming conversion of all securities convertible into common stock and exercise of all outstanding options and warrants, but excluding but excluding the first 15% of the shares issuable pursuant to the Company’s Employee Stock Ownership Plan and the shares of equity securities of the Company issuable upon the conversion of the Notes or other indebtedness)(the “Valuation Cap PPS”). BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) Mandatory Conversion We have provided that, if the Company completes a Change of Control or an Initial Public Offering (each, as defined in the Notes) prior to the conversion of a holder’s Note, then such Note shall convert automatically into shares of the Company’s common stock, at a price equal to 80% of, as applicable,(x) the offering price to the public in the Initial Public Offering, or (y) the price or value of the Company’s common stock in the Change of Control transaction. Alternatively, we have reduced the term of the Notes to three (3) years(from five (5) years)and provided that, if a holder’s Note remains outstanding after such three (3)-year period, then it shall automatically convert into the class or series of shares of capital stock of the Company last issued in a Non-Qualified Financing, at a per share purchase price equal to the lower of (x) 80% of the per share price paid by the investors for the shares issued in such Non-Qualified Financing, and (y) the Valuation Cap PPS. On June 4, 2024, the Company issued 1,646,157 shares of Series B preferred stock and 7,333,207 shares of common stock for the conversion of all the convertible notes with a principal balance of $ 23,228,052 and accrued interest payable amounting to $ 1,585,958 for an aggregate amount of $ 24,814,011 The common shares were valued at $ 1.50 per share based on recent sales of common stock and the Series B shares were valued at $ 1.50 per share since the Series B shares are convertible into an equal amount of common shares. In connection with the conversion of the debt and accrued interest and surrender of the warrants, the Company recorded a gain on extinguishment of debt of $ 11,344,207 , which is reflected in other income on the accompanying unaudited consolidated statement of operations and comprehensive loss. As of September 30, 2024 and December 31, 2023, interest of $ 0 965,378 0 17,875,754 2024 Convertible Notes On June 5, 2024, Beeline engaged in Debenture agreements with Gunnar and issued convertible notes in the amount of $ 3,300,000 and received cash of 2,519,000 , after deducting original issue discount and fees of $ 781,000 ., which was reflected as a debt discount to be amortized over the note term. Additionally, in connection with the 2024 Convertible Notes, the Company issued 740,496 Series B preferred shares to the 2024 convertible note holders. These series B preferred shares were valued at $ 770,843 based on the relative fair value of such shares, which was reflected as a debt discount to be amortized over the note term. The notes bear interest at 10 % per annum and due on June 5, 2025. In October 2024, these 2024 Convertible Notes were amended (See Note 12). During the nine months ended September 30, 2024, amortization of debt discount amounted to $ 517,281	NOTE 8 - DEBT Notes Payable BDCRI LOAN On April 29, 2021, Beeline and Beeline Loans entered into a term loan agreement with Business Development Company of Rhode Island (the “BDCRI Loan”) for $ 450,000 April 29, 2026 291,846 363,351 8,154 11,649 $9,375 6 17,182 The payment schedule for the BDCRI loan is as follows: Schedule of Bdcri Loan Year Amount 2024 $ 100,000 2025 100,000 2026 100,000 Total $ 300,000 LOANS PAYABLE In 2022, Beeline received $ 100,000 24 60,244 100,000 In March 2023, Beeline received $ 30,000 7 31,755 LOANS PAYABLE – RELATED PARTY In July 2023, Beeline received $ 75,000 12.25 78,826 In September 2023, Beeline entered into a loan for $ 357,400 142,600 18 587,529 In November 2023, Beeline received $ 157,500 12 161,280 An officer, director, and shareholder lends money to Beeline throughout the year in the form of loans payable. Interest accrues at 7 222,544 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 2022 SUBORDINATED CONVERTIBLE PROMISSORY NOTES ISSUED In June 2022, the Board of Directors authorized the issuance of three 7 25,000,000 Beeline issued Convertible Notes totaling $ 4,436,238 13,439,516 Optional Conversion The notes contain an optional conversion feature in the event the Company completes a capital raising transaction that is not significant enough to be a Qualified Financing, which option may be exercised collectively by a majority in interest of the note holders. If the Company completes a Non-Qualified Financing, a Majority in Interest of the Note holders may elect to convert all of the Notes, and any accrued but unpaid interest thereon, into the class or series of shares issued to the investors in the Non-Qualified Financing, but at a conversion price equal to the lower of (x) 80% of the per share price paid by such investors in the Non-Qualified Financing, or (y) the price obtained by dividing $ 50,000,000 Mandatory Conversion If the Company completes a Change of Control or an Initial Public Offering (each, as defined in the Notes) prior to the conversion of a holder’s Note, then such Note shall convert automatically into shares of the Company’s common stock, at a price equal to 80% of, as applicable,(x) the offering price to the public in the Initial Public Offering, or (y) the price or value of the Company’s common stock in the Change of Control transaction. Alternatively, we have reduced the term of the Notes to three (3) years(from five (5) years)and provided that, if a holder’s Note remains outstanding after such three (3)-year period, then it shall automatically convert into the class or series of shares of capital stock of the Company last issued in a Non-Qualified Financing, at a per share purchase price equal to the lower of (x) 80% of the per share price paid by the investors for the shares issued in such Non-Qualified Financing, and (y) the Valuation Cap PPS In 2023, three investors who made an investment of at least $ 500,000 224,950 5,206,763 All Convertible Notes are three-year notes of: $ 4,436,238 13,439,516 965,378 77,883 17,875,754 4,436,238 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Convertible notes at December 31, were as follows: Schedule of Convertible Notes 2023 2022 Convertible notes $ 8,889,261 $ 745,238 Convertible notes - related party 8,986,493 3,601,000 Total $ 17,875,754 $ 4,346,238

Secured Credit Facilities

Secured Credit Facilities	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Secured Credit Facilities
Secured Credit Facilities	13. Secured Credit Facilities Note Purchase Agreement On October 7, 2022, the Company entered into a Note Purchase Agreement dated as of October 6, 2022 with Aegis. Pursuant to the Note Purchase Agreement, Aegis purchased from the Company a secured promissory note in the principal amount of $ 4.5 million (the “Aegis Note”). Aegis paid for the Aegis Note by paying $ 3.3 million to TQLA to fully satisfy a secured line of credit promissory note that the Company issued to TQLA on March 21, 2022; and the remaining $ 1.2 million was paid in cash to the Company. The Aegis Note bears interest at 9.25 % per annum, payable every three months. The principal amount of the Aegis Note will be payable on March 31, 2025. The Company pledged substantially all of its assets to secure its obligations to Aegis under the Aegis Note. On September 29, 2023, the Company entered into a Debt Satisfaction Agreement with Aegis and other creditors, pursuant to which the Aegis Note was amended and restated. See: Note 16, Stockholders Equity – Debt Satisfaction Agreement. 1.9 million were exchanged for equity issued to a special purpose vehicle, The B.A.D. Company, LLC (the “ ” 29 % interest. As of September 30, 2024, the principal balance of the Aegis Note was $ 2.6 million and interest expense accrued was $ 0.1 million. 6% Secured Convertible Promissory Notes On April 19, 2021, the Company entered into a securities purchase agreement (“Purchase Agreement”) with accredited investors (“Subscribers”) for their purchase of up to $ 3.3 million of principal amount of 6 % secured convertible promissory notes of the Company (“Note” or “Notes”), which notes are convertible into shares (“Conversion Shares”) of the Company’s common stock, par value $ 0.0001 per share pursuant to the terms and conditions set forth in the Notes with an initial conversion price of $ 44.00 . In connection with the purchase of such Notes, each Subscriber received a warrant (“Existing Warrant”), to purchase a number of shares of common stock (“Warrant Shares”) equal to 60 % of the principal amount of any Note issued to such Subscriber divided by the conversion price of the Note issued to such Subscriber, at an exercise price equal to $ 52.00 . In connection with the Purchase Agreement, the Company entered into a Security Agreement under which it granted the Subscribers a security interest in certain assets of the Company (the “Security Agreement”) and a Registration Rights Agreement under which the Company agreed to register for resale the Conversion Shares and the Warrant Shares. Concurrently therewith, the Company and the investors closed $ 3.3 million of the private offering. Roth Capital, LLC acted as placement agent in the private offering, and the Company paid the Placement Agent a cash fee of five percent ( 5 %) of the gross proceeds therefrom. The Company received $ 3.1 million in net proceeds from the closing, after deducting the fee payable to the Placement Agent and the legal fees of the Subscribers in connection with the transaction. The Company used the proceeds to repay prior outstanding notes payable and for working capital and general corporate purposes. Interest on the Notes accrued at a rate of 6 % per annum and was payable either in cash or in shares of the Company’s common stock at the conversion price in the Note on each of the six and twelve month anniversaries of the issuance date and on the maturity date of October 18, 2022 . Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) All amounts due under the Notes are convertible at any time after the issuance date, in whole or in part (subject to rounding for fractional shares), at the option of the holders into the Company’s common stock at a fixed conversion price, which is subject to adjustment as summarized below. The Notes were initially convertible into the Company’s common stock at an initial fixed conversion price of $ 44.00 per share. This conversion price is subject to adjustment for stock splits, combinations, or similar events, among other adjustments. On April 1, 2022, the Company and the holders agreed to a reduction of the conversion price of the 6 % secured convertible promissory notes to $ 26.00 per share in connection with the Company’s issuance of a common stock purchase warrant to TQLA covering its loan amount of $ 3.5 million with a common stock value of $ 24.00 per share. The Notes contain customary triggering events including but not limited to: (i) failure to make payments when due under the Notes; and (ii) bankruptcy or insolvency of the Company. If a triggering event occurs, each holder may require the Company to redeem all or any portion of the Notes (including all accrued and unpaid interest thereon), in cash. The Notes are secured by a subordinated security interest in the Company’s assets pursuant to the terms of a Security Agreement entered into between the Company and the Subscribers. On October 13, 2022, the Company entered into an Amendment Agreement with the holders of the 6 % Secured Convertible Promissory Notes. The Amendment Agreement changed the Maturity Date of the Notes from October 18, 2022 to November 18, 2022. In consideration of the extension, the Company issued 4,808 shares of its common stock to each of the Subscribers. On September 29, 2023, the Company entered into a Debt Satisfaction Agreement with the Subscribers and other creditors, pursuant to which the Maturity Date of the Notes was extended from November 18, 2022 to March 31, 2025 and interest accrues at 9 % per annum. See: Note 16, Stockholders Equity – Debt Satisfaction Agreement. 3.3 million was exchanged for equity issued to the SPV, in which the Subscribers held a 50 % ownership interest, and the Notes were then amended and restated. As of September 30, 2024, the principal balance was $ 0.4 million and interest expense accrued was $ 27,451 . 2024 Secured Notes On May 15, 2024, the Company entered into a Loan Agreement with the SPV, Aegis, Bigger, District 2, and LDI. Pursuant to the Loan Agreement, Bigger, District 2 and LDI purchased from the Company for $ 1.1 million cash promissory notes in the aggregate principal amount of $ 1.1 million (the “2024 Secured Notes”). The 2024 Secured Notes may be satisfied by payment of 110% of principal on or before November 29, 2024, by payment of 130% of principal on or before March 30, 2025 or by payment of 140% of principal on March 31, 2025. With each 2024 Secured Note, the Company issued Warrants to purchase a share of the Company’s common stock for $ 5.00 exercisable for five years after December 2, 2024 if on November 29, 2024 the 2024 Secured Note issued to the Warrant-holder remains unsatisfied. LDI received a Warrant to purchase 598,021 shares and each of Bigger and District 2 received a Warrant to purchase 299,011 shares. The Loan Agreement provides that if the 2024 Secured Notes have not been satisfied by November 29, 2024, then until March 31, 2025 each of the Subscribers will have the right to purchase a “Kicker Note” in the amount of $ 0.5 million for LDI or $ 0.3 million for each of Bigger and District 2 by surrendering debt or equity instruments specified in the Loan Agreement. The Kicker Notes will not bear interest, and may be satisfied by payment of their principal amounts on or before March 31, 2026. The Company’s obligations under the 2024 Secured Notes and the Kicker Notes (collectively, the “2024 Notes”) are secured by the Company’s pledge of its assets, subject to certain specified exceptions. In connection with the Loan Agreement, the Company, Aegis, Bigger and District 2 amended and restated the Intercreditor Agreement they had executed on September 29, 2023. In the Amended and Restated Intercreditor Agreement, Aegis, Bigger and District 2 subordinate their liens on any barrels of spirits owned by the Company, and the parties agree that the net proceeds of any sale of barrels will be paid to the Subscribers in satisfaction of the 2024 Notes. Commencing when all barrels have been sold, the lien of the Subscribers under the 2024 Notes will become pari passu with the senior lien on the remaining collateral. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited)	13. Secured Credit Facilities Note Purchase Agreement On October 7, 2022, the Company entered into a Note Purchase Agreement dated as of October 6, 2022 with Aegis Security Insurance Company (“Aegis”). Pursuant to the Note Purchase Agreement, Aegis purchased from the Company a secured promissory note in the principal amount of $ 4.5 million (the “Aegis Note”). Aegis paid for the Aegis Note by paying $ 3.3 million to TQLA to fully satisfy a secured line of credit promissory note that the Company issued to TQLA on March 21, 2022; and the remaining $ 1.2 million was paid in cash to the Company. The Aegis Note bears interest at 9.25 % per annum, payable every three months. The principal amount of the Aegis Note will be payable on March 31, 2025. The Company pledged substantially all of its assets to secure its obligations to Aegis under the Aegis Note. On September 29, 2023, the Company entered into a Debt Satisfaction Agreement with Aegis and other creditors, pursuant to which the Aegis Note was amended and restated. See: Note 15, Stockholders Equity – Debt Satisfaction Agreement. 1.9 million were exchanged for equity issued to a special purpose vehicle, The B.A.D. Company, LLC (the “ ” 29 % interest. As of December 31, 2023, the principal balance of the Aegis Note was $ 2.6 million and interest expense accrued was $ 0.4 million. 6% Secured Convertible Promissory Notes On April 19, 2021, the Company entered into a securities purchase agreement (“Purchase Agreement”) with accredited investors (“Subscribers”) for their purchase of up to $ 3.3 million of principal amount of 6 % secured convertible promissory notes of the Company (“Note” or “Notes”), which notes are convertible into shares (“Conversion Shares”) of the Company’s common stock, par value $ 0.0001 per share pursuant to the terms and conditions set forth in the Notes with an initial conversion price of $ 44.00 . In connection with the purchase of such Notes, each Subscriber received a warrant (“Existing Warrant”), to purchase a number of shares of common stock (“Warrant Shares”) equal to 60 % of the principal amount of any Note issued to such Subscriber divided by the conversion price of the Note issued to such Subscriber, at an exercise price equal to $ 52.00 . In connection with the Purchase Agreement, the Company entered into a Security Agreement under which it granted the Subscribers a security interest in certain assets of the Company (the “Security Agreement”) and a Registration Rights Agreement under which the Company agreed to register for resale the Conversion Shares and the Warrant Shares. Concurrently therewith, the Company and the investors closed $ 3.3 million of the private offering. Roth Capital, LLC acted as placement agent in the private offering, and the Company paid the Placement Agent a cash fee of five percent ( 5 %) of the gross proceeds therefrom. The Company received $ 3.1 million in net proceeds from the closing, after deducting the fee payable to the Placement Agent and the legal fees of the Subscribers in connection with the transaction. The Company used the proceeds to repay prior outstanding notes payable and for working capital and general corporate purposes. Interest on the Notes accrued at a rate of 6 % per annum and was payable either in cash or in shares of the Company’s common stock at the conversion price in the Note on each of the six and twelve month anniversaries of the issuance date and on the maturity date of October 18, 2022 . All amounts due under the Notes are convertible at any time after the issuance date, in whole or in part (subject to rounding for fractional shares), at the option of the holders into the Company’s common stock at a fixed conversion price, which is subject to adjustment as summarized below. The Notes were initially convertible into the Company’s common stock at an initial fixed conversion price of $ 44.00 per share. This conversion price is subject to adjustment for stock splits, combinations, or similar events, among other adjustments. On April 1, 2022, the Company and the holders agreed to a reduction of the conversion price of the 6 % secured convertible promissory notes to $ 26.00 per share in connection with the Company’s issuance of a common stock purchase warrant to TQLA covering its loan amount of $ 3.5 million with a common stock value of $ 24.00 per share. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 The Notes contain customary triggering events including but not limited to: (i) failure to make payments when due under the Notes; and (ii) bankruptcy or insolvency of the Company. If a triggering event occurs, each holder may require the Company to redeem all or any portion of the Notes (including all accrued and unpaid interest thereon), in cash. The Notes are secured by a subordinated security interest in the Company’s assets pursuant to the terms of a Security Agreement entered into between the Company and the Subscribers. On October 13, 2022, the Company entered into an Amendment Agreement with the holders of the 6 % Secured Convertible Promissory Notes. The Amendment Agreement changed the Maturity Date of the Notes from October 18, 2022 to November 18, 2022. In consideration of the extension, the Company issued 4,808 shares of its common stock to each of the Subscribers. On September 29, 2023, the Company entered into a Debt Satisfaction Agreement with the Subscribers and other creditors, pursuant to which the Maturity Date of the Notes was extended from November 18, 2022 to March 31, 2025 and interest accrues at 9 % per annum. See: Note 15, Stockholders Equity – Debt Satisfaction Agreement. 3.3 million was exchanged for equity issued to the SPV, in which the Subscribers held a 50 % ownership interest, and the Notes were then amended and restated. As of December 31, 2023, the principal balance was $ 0.4 million and interest expense accrued was $ 0.1 million.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2023
Income Taxes	14. Income Taxes The provision for income taxes results in effective tax rates which are different than the federal income tax statutory rate. The provision (benefit) for income taxes for the years ended December 31, 2023 and 2022 were as follows, assuming a 21 % federal effective tax rate. The Company also has a state tax rate for Oregon of 6.6 % for both the years ended December 31, 2023 and 2022. The provision of income taxes for the years ended December 31, 2023 and 2022 were as follows: Schedule of Provision of Income Taxes (Dollars in thousands) 2023 2022 Expected federal income tax benefit $ (1,478 ) $ (3,190 ) State income taxes after credits (497 ) (1,074 ) Change in allowance 1,975 4,264 Total provision for income taxes $ - $ - The components of the net deferred tax assets and liabilities as of December 31 consisted of the following: Schedule of Deferred Tax Assets and Liabilities (Dollars in thousands) 2023 2022 Deferred tax assets Net operating loss carryforwards $ 23,673 $ 21,325 Stock-based compensation 896 895 Total deferred tax assets 24,569 22,220 Deferred tax liability Depreciation and amortization (2,444 ) (2,070 ) Total deferred tax liability (2,444 ) (2,070 ) Valuation Allowance (22,125 ) (20,150 ) Net deferred tax assets $ - $ - Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 As of December 31, 2023, the Company has a cumulative net operating loss carryforward (“NOL”) of approximately $ 74 million, to offset against future income for federal and state tax purposes. These federal and state NOLs can be carried forward for 20 and 15 years, respectively. The federal NOLs begin to expire in 2034, and the state NOLs begin to expire in 2029. The utilization of the net operating loss carryforwards may be subject to substantial annual limitation due to ownership change provisions of the Internal Revenue Code of 1986 (as amended, the Internal Revenue Code) and similar state provisions. In general, if the Company experiences a greater than 50 percentage aggregate change in ownership of certain significant stockholders over a three-year period (a “Section 382 ownership change”), utilization of its pre-change NOL carryforwards are subject to an annual limitation under Section 382 of the Internal Revenue Code (and similar state laws). The annual limitation generally is determined by multiplying the value of the Company’s stock at the time of such ownership change (subject to certain adjustments) by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforwards before utilization and may be substantial. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon generation of future taxable income during the periods in which those temporary differences become deductible. Due to the uncertainty of the realizability of the deferred tax assets, management has determined a full valuation allowance is appropriate.
Beeline Financial Holdings Inc [Member]
Income Taxes	NOTE 13 – INCOME TAXES Income Taxes The Company maintains deferred tax assets and liabilities that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The deferred tax assets (liabilities) at December 31, 2023 and 2022 consist of net operating loss carryforwards and differences in the book basis and tax basis of mortgage loans and intangible assets. The items accounting for the difference between income taxes at the effective statutory rate and the provision for income taxes for the years ended December 31, 2023 and 2022 were as follows: Schedule of Difference Between Income Taxes at the Effective Statutory Rate and the Provision for Income Taxes Statutory Rate Reconciliation 2023 2022 Loss before taxes $ (2,288,942 ) 21.00 % $ (2,215,970 ) 21.00 % Effect of permanent differences 4,820 -0.04 % (124,870 ) 1.18 % State taxes, net of federal benefit (498,553 ) 4.57 % (510,933 ) 4.84 % Valuation Allowance 2,782,675 -25.53 % 2,851,773 -27.03 % Total $ 0 0.00 % $ (0 ) 0.00 % The Company’s approximate net deferred tax assets as of December 31, 2023 and 2022 were as follows: Schedule of Deferred Tax Assets Years Ended December 31, 2023 2022 Deferred Tax Asset: Fixed Assets $ 43,031 $ 43,031 NOL Carryforward 10,160,018 7,370,500 Deferred Income Tax Assets 10,203,049 7,413,531 Deferred Tax Liabilities: LHFS (365,031 ) (365,031 ) Derivatives (14,712 ) (7,869 ) Intangible Assets (142,676 ) (142,676 ) Deferred Income Tax Liabilities (522,419 ) (515,576 ) Valuation Allowance (9,680,630 ) (6,897,955 ) Net Deferred Income Tax Asset/(Liability) $ - $ - The gross operating loss carryforward was approximately $ 40,439,859 29,536,339 2,782,675 The potential tax benefit arising from the net operating loss carryforward of $ 10,160,018 Additionally, the future utilization of the net operating loss carryforward to offset future taxable income is subject to an annual limitation as a result of ownership or business changes that may occur in the future. The Company has not conducted a study to determine the limitations on the utilization of these net operating loss carryforwards. If necessary, the deferred tax assets will be reduced by any carryforward that may not be utilized or expires prior to utilization as a result of such limitations, with a corresponding reduction of the valuation allowance. The Company does not have any uncertain tax positions or events leading to uncertainty in a tax position. The Company’s 2021, 2022 and 2023 Corporate Income Tax Returns are subject to Internal Revenue Service examination.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Commitments and Contingencies	14. Commitments and Contingencies Legal Matters On March 1, 2023, Sandstrom Partners, Inc. filed a complaint in the Circuit Court of the State of Oregon for the County of Multnomah alleging the Company failed to pay for its services pursuant to an agreement entered into on October 16, 2019. The complaint sought damages of $ 245,000 , plus a judicial declaration, due to the Company’s failure to pay for the services. The Company believes that it paid for services rendered. On October 28, 2024, the Company signed a term sheet to settle the case. On December 15, 2020, Grover Wickersham filed a complaint in the United States District Court for the District of Oregon against the Company. Mr. Wickersham, the former CEO and Chairman of the Board of the Company, has asserted causes of action for fraud in the inducement, breach of contract, breach of the implied covenant of good faith and fair dealing, defamation, interference with economic advantage, elder financial abuse, and dissemination of false and misleading proxy materials. During June 2024, this case was settled. The Company is not currently subject to any other material legal proceedings; however, it could be subject to legal proceedings and claims from time to time in the ordinary course of its business, or legal proceedings it considered immaterial may in the future become material. Regardless of the outcome, litigation can, among other things, be time consuming and expensive to resolve, and can divert management resources.	15. Commitments and Contingencies Legal Matters On March 1, 2023, Sandstrom Partners, Inc. filed a complaint in the Circuit Court of the State of Oregon for the County of Multnomah alleging the Company failed to pay for its services pursuant to an agreement entered into on October 16, 2019. The complaint seeks damages of $ 285,000 , plus a judicial declaration, due to the Company’s failure to pay for the services. The Company believes that it paid for services rendered and, if any balance is outstanding, it is minimal. The Company intends to defend the case vigorously. On December 15, 2020, Grover Wickersham filed a complaint in the United States District Court for the District of Oregon against the Company. Mr. Wickersham, the former CEO and Chairman of the Board of the Company, has asserted causes of action for fraud in the inducement, breach of contract, breach of the implied covenant of good faith and fair dealing, defamation, interference with economic advantage, elder financial abuse, and dissemination of false and misleading proxy materials. The Company disputes the allegations and intends to defend the case vigorously. The Company is not currently subject to any other material legal proceedings; however, it could be subject to legal proceedings and claims from time to time in the ordinary course of its business, or legal proceedings it considered immaterial may in the future become material. Regardless of the outcome, litigation can, among other things, be time consuming and expensive to resolve, and can divert management resources.
Beeline Financial Holdings Inc [Member]
Commitments and Contingencies		NOTE 11 - COMMITMENTS AND CONTINGENCIES Commitments and Contingencies LEASE OBLIGATIONS Beeline leases office space under various operating lease agreements, including an office for its headquarters, for branch location and licensing purposes under non-cancelable lease arrangements that provide for payments on a graduated basis with various expiration dates. Schedule of Components of Operating and Finance Lease Cost December 31, Components of Operating and Finance Lease Cost Table for the years ended 2023 2022 Operating lease cost $ 335,353 $ 482,363 Schedule of Weighted Average Operating Leases Maturities of lease liabilities as of December 31, Operating Leases 2023 2022 Weighted average remaining lease term 3.9 4.6 Weighted average discount rate 1.41 % 1.41 % Schedule of Supplemental Cash Flow Information Related to Leases Supplemental cash flow information related to leases for the years ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: $ - $ - Operating cash flows from operating leases 340,149 451,199 Operating cash flows from finance leases - - Finance cash flows from finance leases - - Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 3,716,897 $ 3,716,897 Finance leases - - Schedule of Right of Use Assets and Lease Liabilities 2023 2022 Right-of-use assets and lease liabilities as of December 31, 2023 2022 Assets Operating lease right-of-use assets $ 1,643,432 $ 1,947,804 Finance lease right-of-use assets - - Total right-of-use assets $ 1,643,432 $ 1,947,804 Liabilities Current Operating $ 323,959 $ 309,167 Finance - - Non-current Operating 1,526,825 1,850,784 Finance - - Total Lease Liabilities $ 1,850,784 $ 2,159,951 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Schedule of Maturities of Operating Lease Liabilities Maturities of lease liabilities as of December 31, Operating Leases 2023 2024 $ 350,316 2025 360,793 2026 282,758 2027 227,669 2028 234,499 Thereafter 490,314 Total future minimum rental commitments 1,946,349 Less Imputed Interest (95,565 ) Total Lease Liability $ 1,850,784 REGULATIONS Government Regulations Affecting Mortgage Loan Origination Beeline operates in a heavily regulated industry that is highly focused on consumer protection. The extensive regulatory framework to which Beeline is subject includes U.S. federal and state laws and regulations. Governmental authorities and various U.S. federal and state agencies have broad oversight and supervisory authority over all aspects of Beeline’s business. Under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), the Consumer Financial Protection Bureau (the “CFPB”) was established to ensure, among other things, that consumers receive clear and accurate disclosures regarding financial products and to protect consumers from hidden fees and unfair, deceptive or abusive acts or practices. The CFPB’s jurisdiction includes those persons producing or brokering residential mortgage loans. It also extends to Beeline’s other lines of business title insurance. The CFPB has broad supervisory and enforcement powers with regard to non-depository institutions, such as Beeline, that engage in the production and servicing of home loans. As part of its enforcement authority, the CFPB can order, among other things, rescission or reformation of contracts, the refund of moneys or the return of real property, restitution, disgorgement or compensation for unjust enrichment, the payment of damages or other monetary relief, public notifications regarding violations, remediation of practices, external compliance monitoring and civil money penalties. The CFPB has been active in investigations and enforcement actions and has issued large civil money penalties since its inception to parties the CFPB determines have violated the laws and regulations it enforces. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Effective October 1, 2022, the CFPB revised the definition of a QM which permits mortgage lenders to gain a presumption of compliance with the CFPB’s ability to repay requirements if a loan meets certain underwriting criteria. Lenders are now required to comply with a new QM definition in order to receive a safe-harbor or rebuttable presumption of compliance under the ability-to-repay requirements of the Truth in Lending Act (“TILA”) and its implementing Regulation Z. The revision to the QM definition created additional compliance burdens and removed some of the legal certainties afforded to lenders under the prior QM definition. Specifically, the revised QM rule eliminated the previous requirement limiting QMs to a 43 The CFPB’s loan originator compensation rule prohibits compensating loan originators based on a term of a transaction, prohibits loan originators from receiving compensation directly from a consumer or another person in connection with the same transaction, imposes certain loan originator qualification and identification requirements, and imposes certain loan originator compensation recordkeeping requirements, among other things. Beeline is also supervised by regulatory agencies under state law. From time-to-time, Beeline receives examination requests from the states in which Beeline is licensed. State attorneys general, state mortgage licensing regulators, state insurance departments, and state and local consumer protection offices have authority to investigate consumer complaints and to commence investigations and other formal and informal proceedings regarding Beeline’s operations and activities. In addition, the government-sponsored enterprises, or GSEs, the Federal Housing Authority (the “FHA”), the Federal Trade Commission (the “FTC”), and others subject Beeline to periodic reviews and audits. This broad and extensive supervisory and enforcement oversight will continue to occur in the future. Beeline maintains dedicated staff on the legal and compliance team to ensure timely responses to regulatory examination requests and to investigate consumer complaints in accordance with regulatory regulations and expectations.

Net Income (Loss) per Common Sh

Net Income (Loss) per Common Share	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Earnings Per Share [Abstract]
Net Income (Loss) per Common Share	15. Net Income (Loss) per Common Share Basic income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period, without considering any dilutive items. Potentially dilutive securities consist of the incremental common stock issuable upon exercise of stock options, convertible notes and warrants. Potentially dilutive securities are excluded from the computation if their effect is anti-dilutive. There were no anti-dilutive common shares included in the calculation of income (loss) per common share as of September 30, 2024 and 2023.	16. Net Income (Loss) per Common Share Basic income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period, without considering any dilutive items. Potentially dilutive securities consist of the incremental common stock issuable upon exercise of stock options, convertible notes and warrants. Potentially dilutive securities are excluded from the computation if their effect is anti-dilutive. There were no anti-dilutive common shares included in the calculation of income (loss) per common share as of December 31, 2023 and 2022. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023

Stockholders_ Equity

Stockholders’ Equity	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Subsidiary or Equity Method Investee [Line Items]
Stockholders’ Equity	16. Stockholders’ Equity Debt Satisfaction Agreement On September 29, 2023, the Company entered into a Debt Satisfaction Agreement (the “DSA”) with the SPV, Aegis, Bigger, District 2, LDI and TQLA, LLC. The SPV is a special purpose vehicle whose equity is shared 50% by Bigger and District 2 and 50% by Aegis and LDI. Pursuant to the DSA, on September 29, 2023, the Company issued to the SPV 296,722 shares of the Company’s common stock and 200,000 shares of its Series C Preferred Stock, and executed a Registration Rights Agreement providing that the Company will register for public resale that common stock and the common stock issuable upon conversion of the Series C Preferred Stock. In exchange for that equity, the Company’s debts to the members of the SPV were reduced by a total of $ 6.5 million and the Company recognized a loss on the conversion of $ 1.3 million for the year ended December 31, 2023. Specifically, the debt was reduced as follows: ● the principal balance of the Secured Promissory Note issued by the Company to Aegis on October 6, 2022 was reduced by $ 1.9 million; ● the Company’s debt to LDI of $ 1.4 million arising from advances made by LDI to the Company during the past 10 months was eliminated; ● the aggregate principal balance of the Secured Convertible Promissory Notes issued by the Company to Bigger in April and May of 2021 was reduced by $ 1.6 million; and ● the aggregate principal balance of the Secured Convertible Promissory Notes issued by the Company to District 2 in April and May of 2021 was reduced by $ 1.6 million. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) Further pursuant to the DSA: ● the maturity date of the secured debt listed above as well as unsecured notes issued by the Company and held by Bigger and District 2 in the aggregate amount of $ 7.4 million was deferred to March 31, 2025 and the interest rate on all such debt was increased to 8 % per annum; ● the Company, Aegis, Bigger and District 2 entered into an Intercreditor Agreement, pursuant to which the remaining secured debt obligations of the Company to Aegis, Bigger and District 2 were made pari passu ● the Common Stock Purchase Warrant issued by the Company to TQLA LLC on March 21, 2022, which permits TQLA LLC to purchase up to 145,834 shares of the Company’s common stock, was amended to prevent any exercise of the Warrant that would result in the portion of the cumulative voting power in the Company that the holder and its affiliates may own after the conversion to 9.99 %. The Beneficial Ownership Limitation may be increased to 19.99 % by the holder upon 61 days advance notice to the Company. ● Upon the liquidation, dissolution and winding up of the Company, or upon the effective date of a consolidation, merger or statutory share exchange in which the Company is not the surviving entity, the holder of each share of the Series C Preferred Stock shall be entitled to a distribution prior to and in preference of the holders of the common stock. ● In the event the Company declares a dividend payable in cash or stock to holders of any class of stock, the holder of each share of Series C Preferred Stock shall be entitled to receive a dividend equal in amount and kind to that payable to the holder of the number of shares of the Company’s common stock into which that holder’s Series C Preferred Stock could be converted on the record date for the distribution common stock. The dividends issued on the Company s outstanding Series B Preferred Stock are excluded from this provision. ● The holders of Series C Preferred Stock shall have no voting rights; except that nothing will limit a holder’s voting rights with respect to shares of any other class of the Company’s common stock held from time to time. Issuance of Common Stock During the nine months ended September 30, 2024, the Company issued 1,764 shares of common stock to a director for stock-based compensation of $ 2,046 . The shares were valued for accounting purposes using the closing share price of the Company’s common stock on the date of grant of $ 1.16 per share and issued at $ 3.05 per share. During the nine months ended September 30, 2024, the Company issued 55,738 shares of common stock to employees and a consultant for stock-based compensation of $ 0.1 million at $ 1.21 per share. On September 5, 2024, the Company entered into a Securities Purchase Agreement with a single institutional investor for the sale of 92,815 shares of common stock for $ 1.00 per share, and the sale of pre-funded warrants for $ 0.9999 per warrant. The warrants permitted the purchase of 349,227 shares of common stock for $ 0.0001 per share. The warrants were exercised on September 6, 2024. The Company used the net proceeds for working capital and general corporate purposes. On September 29, 2023, pursuant to the DSA (see discussion above), the Company issued to the SPV 296,722 shares of common stock and 200,000 shares of its Series C Preferred Stock. In exchange for that equity, the Company’s debts to the members of the SPV were reduced by a total of $ 6.5 million. During the year ended December 31, 2023, the Company issued 162,849 shares of common stock to directors and employees for stock-based compensation of $ 0.7 million. The shares were valued for accounting purposes using the closing share price of the Company’s common stock on the date of grant, within the range of $ 1.29 to $ 7.40 per share and issued within the range of $ 3.05 to $ 7.40 per share During the year ended December 31, 2023, the Company sold 343,495 shares of common stock for net proceeds of $ 1.4 million in at-the-market public placements. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) Issuance of Series B Preferred Stock On October 19, 2021, Company entered into a securities purchase agreement (“Purchase Agreement”) with an accredited investor (“Subscriber”) for its purchase of 2.5 million shares (“Preferred Shares”) of Series B Convertible Preferred Stock (“Series B Preferred Stock”) at a purchase price of $ 1.00 per Preferred Share, which Preferred Shares are convertible into shares of the Company’s common stock pursuant to the terms and conditions set forth in a Certificate of Designation Establishing Series B Preferred Stock of the Company with an initial conversion price of $ 62.00 per share. 42,500 shares of common stock were reserved for issuance in the event of conversion of the Preferred Shares. The Series B Preferred Stock accrues dividends at a rate of 6 % per annum, payable annually on the last day of December of each year. Dividends shall accrue from day to day, whether or not declared, and shall be cumulative. Dividends are payable at the Company’s option either in cash or “in kind” in shares of common stock; provided, however that dividends may only be paid in cash following the fiscal year in which the Company has net income (as shown in its audited financial statements contained in its Annual Report on Form 10-K for such year) of at least $ 0.5 million. For “in-kind” dividends, holders will receive that number of shares of common stock equal to (i) the amount of the dividend payment due such stockholder divided by (ii) the volume weighted average price of the common stock for the 90 trading days immediately preceding a dividend date (“VWAP”). For the year ended December 31, 2024, the Company issued dividends of 177,725 shares of common stock at $ 0.84 per share to its Series B Preferred stockholders. For the year ended December 31, 2023, the Company issued dividends of 92,957 shares of common stock at a VWAP of $ 1.61 per share to its Series B Preferred stockholders. For both the nine months ended September 30, 2024 and 2023, the Company accrued $ 0.1 million of preferred dividends. Issuance of Series C Preferred Stock On September 29, 2023, the Company entered into the DSA, pursuant to which the Company issued to the SPV 200,000 shares of its Series C Preferred Stock. Each share of Series C Preferred Stock has a stated value of $ 28.025 and is convertible into shares of the Company’s common stock pursuant to the terms and conditions set forth in a Certificate of Designation Establishing Series C Preferred Stock with an initial conversion price of $ 3.05 per share. On September 6, 2024, the SPV converted 82,415 shares of its Series C Preferred Stock into 757,395 shares of common stock. Bridgetown Spirits Corp. Subsequent to execution of the Debt Agreement, Bridgetown issued 1.0 million shares of common stock to the Company, representing all of the issued and outstanding capital stock of Bridgetown. Stock-Based Compensation On September 8, 2016, the Company adopted the 2016 Equity Incentive Plan (the “2016 Plan”). Pursuant to the terms of the plan, on January 1, 2023 the number of shares available for grant under the 2016 Plan reset to 437,993 shares, equal to 8 % of the number of outstanding shares of the Company’s capital stock, calculated on an as-converted basis, on March 31 of the preceding calendar year, and then added to the prior year plan amount. As of September 30, 2024, there were 2,120 options and 196,619 restricted stock units (“RSUs”) outstanding under the 2016 Plan, with vesting schedules varying between immediate or three (3) years from the grant date. A summary of all stock option activity as of and for the nine months ended September 30, 2024 is presented below: Summary of Stock Options Activity # of Options Weighted- Outstanding as of December 31, 2023 2,120 $ 57.95 Outstanding and Exercisable as of September 30, 2024 2,120 $ 57.95 The aggregate intrinsic value of options outstanding as of September 30, 2024 was $ 0 . As of September 30, 2024, all options had vested. The Company uses the Black-Scholes valuation model to measure the grant-date fair value of stock options. The grant-date fair value of stock options issued to employees is recognized on a straight-line basis over the requisite service period. Stock-based awards issued to nonemployees are recorded at fair value on the measurement date and are subject to periodic market adjustments as the underlying stock-based awards vest. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) To determine the fair value of stock options using the Black-Scholes valuation model, the calculation takes into consideration the effect of the following: ● Exercise price of the option ● Fair value of the Company’s common stock on the date of grant ● Expected term of the option ● Expected volatility over the expected term of the option ● Risk-free interest rate for the expected term of the option The calculation includes several assumptions that require management’s judgment. The expected term of the options is calculated using the simplified method described in GAAP. The simplified method defines the expected term as the average of the contractual term and the vesting period. Estimated volatility is derived from volatility calculated using historical closing prices of common shares of similar entities whose share prices are publicly available for the expected term of the options. The risk-free interest rate is based on the U.S. Treasury constant maturities in effect at the time of grant for the expected term of the options. The Company did not issue any additional options during the three and nine months ended September 30, 2024. Warrants On May 16, 2024, the Company entered into a Loan Agreement with the SPV, Aegis, Bigger, District 2, and LDI. With each 2024 Secured Note, the Company issued a Warrant to purchase a share of the Company’s common stock for $ 5.00 exercisable for five years after December 2, 2024 if on November 29, 2024 the 2024 Secured Note issued to the Warrant-holder remains unsatisfied. LDI received a Warrant to purchase 598,021 shares and each of Bigger and District 2 received a Warrant to purchase 299,011 shares. The Company recorded debt issuance costs of $ 0.3 million as of September 30, 2024. The estimated fair value of the new warrants issued was based on a combination of closing market trading price on the date of issuance for the public offering warrants, and the Black-Scholes option-pricing model, using the assumptions below: Schedule of Fair Value of Warrants Volatility 100 % Risk-free interest rate 4.4 % Expected term (in years) 5.0 Expected dividend yield - Fair value of common stock $ 0.55 On March 21, 2022, the Company entered into a promissory note with TQLA LLC to accept a one year loan of $ 3.5 million. In addition, the Company issued a common stock purchase warrant to TQLA covering the loan amount with an exercise price of $ 24.00 per share. The note payable was fully repaid in October 2022. The common stock purchase warrant expires in March 2027. The warrants were amended pursuant to the Debt Satisfaction Agreement (See discussion above) 9.99 %. This Beneficial Ownership Limitation may be increased to 19.99 % upon 61 days advance notice to the Company. From April 19, 2021 through May 12, 2021, the Company issued in a private placement Existing Warrants to purchase up to 45,000 shares of common stock at an exercise price of $ 52.00 per Warrant Share. On July 30, 2021, the Company entered into Inducement Letters with the holders of the Existing Warrants whereby such holders agreed to exercise for cash their Existing Warrants to purchase the 45,000 Warrant Shares in exchange for the Company’s agreement to issue new warrants (the “New Warrants”) to purchase up to 45,000 shares of common stock (the “New Warrant Shares”). The New Warrants have substantially the same terms as the Existing Warrants, except that the New Warrants have an exercise price of $ 60.00 per share and are exercisable until August 19, 2026 . On September 29, 2023, pursuant to the Debt Satisfaction Agreement ( see above 33.08 per share and the term during which the Existing Warrants may be exercised was extended to June 23, 2028. On January 15, 2020, the Company and its subsidiaries entered into a loan agreement (the “Loan Agreement”) between the Company and Live Oak Banking Company (“Live Oak”), a North Carolina banking corporation (the “Lender”) to refinance existing debt of the Company and to provide funding for general working capital purposes In connection with the Loan Agreement, the Company issued to the Lender a warrant to purchase up to 5,000 shares of the Company’s common stock at an exercise price of $ 78.80 per share (the “Warrant”). The Warrant expires on January 15, 2025 . In connection with the issuance of the Warrant, the Company granted the Lender piggy-back registration rights with respect to the shares of common stock issuable upon exercise of the Warrant, subject to certain exceptions. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) A summary of all warrant activity as of and for the nine months ended September 30, 2024 is presented below: Summary of Warrant Activity Warrants Weighted- Weighted- Aggregate Outstanding as of December 31, 2023 201,667 3.8 $ 34.87 $ - Granted 1,196,043 5.0 5.00 - Outstanding as of September 30, 2024 1,397,710 4.8 $ 9.31 $ -	17. Stockholders’ Equity Reverse Stock Split All shares and per share information in these financial statements has been adjusted to give effect to the 1-for-20 reverse stock split of the Company’s common stock effected on May 12, 2023. Debt Satisfaction Agreement On September 29, 2023, the Company entered into a Debt Satisfaction Agreement (the “DSA”) with the SPV, Aegis, Bigger Capital Fund, LP (“Bigger”), District 2 Capital Fund, LP (“District 2”), LDI Investments, LLC (“LDI”) and TQLA, LLC. The SPV is a special purpose vehicle whose equity is shared 50% by Bigger and District 2 and 50% by Aegis and LDI. Pursuant to the DSA, on September 29, 2023, the Company issued to the SPV 296,722 shares of the Company’s common stock and 200,000 shares of its Series C Preferred Stock, and executed a Registration Rights Agreement providing that the Company will register for public resale that common stock and the common stock issuable upon conversion of the Series C Preferred Stock. In exchange for that equity, the Company’s debts to the members of the SPV were reduced by a total of $ 6.5 million and the Company recognized a loss on the conversion of $ 1.3 million for the year ended December 31, 2023. Specifically, the debt was reduced as follows: ● the principal balance of the Secured Promissory Note issued by the Company to Aegis on October 6, 2022 was reduced by $ 1.9 million; ● the Company’s debt to LDI of $ 1.4 million arising from advances made by LDI to the Company during the past 10 months was eliminated; ● the aggregate principal balance of the Secured Convertible Promissory Notes issued by the Company to Bigger in April and May of 2021 was reduced by $ 1.6 million; and ● the aggregate principal balance of the Secured Convertible Promissory Notes issued by the Company to District 2 in April and May of 2021 was reduced by $ 1.6 million. Further pursuant to the DSA: ● the maturity date of the secured debt listed above as well as unsecured notes issued by the Company and held by Bigger and District 2 in the aggregate amount of $ 7.4 million was deferred to March 31, 2025 and the interest rate on all such debt was increased to 8 % per annum; ● the Company, Aegis, Bigger and District 2 entered into an Intercreditor Agreement, pursuant to which the remaining secured debt obligations of the Company to Aegis, Bigger and District 2 were made pari passu ● the Common Stock Purchase Warrant issued by the Company to TQLA LLC on March 21, 2022, which permits TQLA LLC to purchase up to 145,834 shares of the Company’s common stock, was amended to prevent any exercise of the Warrant that would result in the portion of the cumulative voting power in the Company that the holder and its affiliates may own after the conversion to 9.99 %. The Beneficial Ownership Limitation may be increased to 19.99 % by the holder upon 61 days advance notice to the Company. ● Upon the liquidation, dissolution and winding up of the Company, or upon the effective date of a consolidation, merger or statutory share exchange in which the Company is not the surviving entity, the holder of each share of the Series C Preferred Stock shall be entitled to a distribution prior to and in preference of the holders of the common stock. ● In the event the Company declares a dividend payable in cash or stock to holders of any class of stock, the holder of each share of Series C Preferred Stock shall be entitled to receive a dividend equal in amount and kind to that payable to the holder of the number of shares of the Company’s common stock into which that holder’s Series C Preferred Stock could be converted on the record date for the distribution common stock. The dividends issued on the Company s outstanding Series B Preferred Stock are excluded from this provision. ● The holders of Series C Preferred Stock shall have no voting rights; except that nothing will limit a holder’s voting rights with respect to shares of any other class of the Company’s common stock held from time to time. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Issuance of Common Stock During the year ended December 31, 2023, the Company issued 162,849 shares of common stock to directors and employees for stock-based compensation of $ 0.7 million. The shares were valued for accounting purposes using the closing share price of the Company’s common stock on the date of grant, within the range of $ 1.29 to $ 7.40 per share and issued within the range of $ 3.05 to $ 7.40 per share During the year ended December 31, 2023, the Company sold 343,495 shares of common stock for net proceeds of $ 1.4 million in at-the-market public placements. On September 29, 2023, pursuant to the DSA (see discussion above), the Company issued to the SPV 296,722 shares of common stock and 200,000 shares of its Series C Preferred Stock. In exchange for that equity, the Company’s debts to the members of the SPV were reduced by a total of $ 6.5 million. During the year ended December 31, 2022, the Company issued 19,265 shares of common stock to directors and 4,808 shares of its common stock to each of the Subscribers of the 6 % Secured Convertible Promissory Notes for stock-based compensation of $ 0.3 million These shares were valued using the closing share price of the Company’s common stock on the date of grant, within the range of $ 5.60 to $ 19.20 per share. On April 5, 2022, the Company sold 10,000 shares of common stock to its Chief Executive Officer for proceeds of $ 0.2 million based on the market price of the stock at that date. On February 4, 2022, 8,500 shares were issued at $ 24.20 per share to the Company’s former Chief Executive Officer pursuant to his separation agreement for stock-based compensation of $ 0.2 million. Issuance of Series B Preferred Stock On October 19, 2021, Company entered into a securities purchase agreement (“Purchase Agreement”) with an accredited investor (“Subscriber”) for its purchase of 2.5 million shares (“Preferred Shares”) of Series B Convertible Preferred Stock (“Series B Preferred Stock”) at a purchase price of $ 1.00 per Preferred Share, which Preferred Shares are convertible into shares of the Company’s common stock pursuant to the terms and conditions set forth in a Certificate of Designation Establishing Series B Preferred Stock of the Company with an initial conversion price of $ 62.00 per share. 42,500 shares of common stock were reserved for issuance in the event of conversion of the Preferred Shares. The Series B Preferred Stock accrues dividends at a rate of 6 % per annum, payable annually on the last day of December of each year. Dividends shall accrue from day to day, whether or not declared, and shall be cumulative. Dividends are payable at the Company’s option either in cash or “in kind” in shares of common stock; provided, however that dividends may only be paid in cash following the fiscal year in which the Company has net income (as shown in its audited financial statements contained in its Annual Report on Form 10-K for such year) of at least $ 0.5 million. For “in-kind” dividends, holders will receive that number of shares of common stock equal to (i) the amount of the dividend payment due such stockholder divided by (ii) the volume weighted average price of the common stock for the 90 trading days immediately preceding a dividend date (“VWAP”). For the year ended December 31, 2023, the Company issued dividends of 92,957 shares of common stock at a VWAP of $ 1.61 per share to its Series B Preferred stockholders. For the year ended December 31, 2022, the Company issued dividends of 23,004 shares of common stock at a VWAP of $ 6.60 . For both the years ended December 31, 2023 and 2022, the Company accrued $ 0.2 million of preferred dividends. Issuance of Series C Preferred Stock On September 29, 2023, the Company entered into the DSA, pursuant to which the Company issued to the SVP 200,000 shares of its Series C Preferred Stock. Each share of Series C Preferred Stock has a stated value of $ 28.025 and is convertible into shares of the Company’s common stock pursuant to the terms and conditions set forth in a Certificate of Designation Establishing Series C Preferred Stock with an initial conversion price of $ 3.05 per share. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Stock-Based Compensation On September 8, 2016, the Company adopted the 2016 Equity Incentive Plan (the “2016 Plan”). Pursuant to the terms of the plan, on January 1, 2023 the number of shares available for grant under the 2016 Plan reset to 437,993 shares, equal to 8 % of the number of outstanding shares of the Company’s capital stock, calculated on an as-converted basis, on March 31 of the preceding calendar year, and then added to the prior year plan amount. As of December 31, 2023, there were 2,120 options and 196,619 restricted stock units (“RSUs”) outstanding under the 2016 Plan, with vesting schedules varying between immediate or three (3) years from the grant date. A summary of all stock option activity as of and for the year ended December 31, 2023 is presented below: Summary of Stock Options Activity # of Options Weighted- Outstanding as of December 31, 2022 2,587 $ 63.20 Options canceled (467 ) 87.98 Outstanding as of December 31, 2023 2,120 $ 57.95 Exercisable as of December 31, 2023 2,120 $ 57.95 The aggregate intrinsic value of options outstanding as of December 31, 2023 was $ 0 . As of December 31, 2023, all options had vested. The Company uses the Black-Scholes valuation model to measure the grant-date fair value of stock options. The grant-date fair value of stock options issued to employees is recognized on a straight-line basis over the requisite service period. Stock-based awards issued to nonemployees are recorded at fair value on the measurement date and are subject to periodic market adjustments as the underlying stock-based awards vest. To determine the fair value of stock options using the Black-Scholes valuation model, the calculation takes into consideration the effect of the following: ● Exercise price of the option ● Fair value of the Company’s common stock on the date of grant ● Expected term of the option ● Expected volatility over the expected term of the option ● Risk-free interest rate for the expected term of the option The calculation includes several assumptions that require management’s judgment. The expected term of the options is calculated using the simplified method described in GAAP. The simplified method defines the expected term as the average of the contractual term and the vesting period. Estimated volatility is derived from volatility calculated using historical closing prices of common shares of similar entities whose share prices are publicly available for the expected term of the options. The risk-free interest rate is based on the U.S. Treasury constant maturities in effect at the time of grant for the expected term of the options. The Company did not issue any additional options during the year ended December 31, 2023. For the years ended December 31, 2023 and 2022, net compensation expense related to stock options was $ 0 and $ 2,926 , respectively. Warrants On March 21, 2022, the Company entered into a promissory note with TQLA LLC to accept a one year loan of $ 3.5 million. In addition, the Company issued a common stock purchase warrant to TQLA covering the loan amount with an exercise price of $ 24.00 per share. The note payable was fully repaid in October 2022. The common stock purchase warrant expires in March 2027. The warrants were amended pursuant to the Debt Satisfaction Agreement (See discussion above) 9.99 %. This Beneficial Ownership Limitation may be increased to 19.99 % upon 61 days advance notice to the Company. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 From April 19, 2021 through May 12, 2021, the Company issued in a private placement Existing Warrants to purchase up to 45,000 shares of common stock at an exercise price of $ 52.00 per Warrant Share. On July 30, 2021, the Company entered into Inducement Letters with the holders of the Existing Warrants whereby such holders agreed to exercise for cash their Existing Warrants to purchase the 45,000 Warrant Shares in exchange for the Company’s agreement to issue new warrants (the “New Warrants”) to purchase up to 45,000 shares of common stock (the “New Warrant Shares”). The New Warrants have substantially the same terms as the Existing Warrants, except that the New Warrants have an exercise price of $ 60.00 per share and are exercisable until August 19, 2026 . On September 29, 2023, pursuant to the Debt Satisfaction Agreement ( see above 33.08 per share and the term during which the Existing Warrants may be exercised was extended to June 23, 2028. On January 15, 2020, the Company and its subsidiaries entered into a loan agreement (the “Loan Agreement”) between the Company and Live Oak Banking Company (“Live Oak”), a North Carolina banking corporation (the “Lender”) to refinance existing debt of the Company and to provide funding for general working capital purposes In connection with the Loan Agreement, the Company issued to the Lender a warrant to purchase up to 5,000 shares of the Company’s common stock at an exercise price of $ 78.80 per share (the “Warrant”). The Warrant expires on January 15, 2025 . In connection with the issuance of the Warrant, the Company granted the Lender piggy-back registration rights with respect to the shares of common stock issuable upon exercise of the Warrant, subject to certain exceptions. A summary of all warrant activity as of and for the year ended December 31, 2023 is presented below: Summary of Warrant Activity Warrants Weighted- Weighted- Aggregate Outstanding as of December 31, 2022 201,667 3.8 $ 33.40 $ - Outstanding as of December 31, 2023 201,667 3.4 $ 34.87 $ -
Beeline Financial Holdings Inc [Member]
Subsidiary or Equity Method Investee [Line Items]
Stockholders’ Equity	NOTE 10 - STOCKHOLDERS’ EQUITY Stockholders’ Equity On June 4, 2024, Beeline’s shareholders approved a one-for-ten (1:10) Forward Stock Split (the “Forward Stock Split”), effective as of June 4, 2024. Proportional adjustments for the Forward Stock Split were made to the Company’s outstanding common stock, preferred stock, stock options, warrants and equity incentive plans. All share and per-share data and amounts have been retroactively adjusted as of the earliest period presented in the unaudited consolidated financial statements to reflect the Reverse Stock Split. The rights and privileges of Beeline’s Common and Preferred Stock are as follows: COMMON STOCK The holders of common stock are entitled to one vote for each share held. No During the nine months ended September 30, 2024, the Company issued 1,278,055 1,917,141 During the nine months ended September 30, 2024, the Company issued 7,333,207 PREFERRED STOCK Series A preferred stock During 2023, three investors exchanged 224,950 shares of Series A preferred stock for a 2022 Convertible Notes having principal amounts totaling $ 5,206,559 . Please see Note 8 – Debt as to the 2022 Convertible Notes. During the nine months ended September 30, 2024, Series A preferred shares investors exchanged 75,700 1,750,079 The agreement for the sale of shares of the Series A Preferred Stock states a par value $ 0.00001 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) Dividends Beeline shall not declare, pay, or set aside any dividends on shares of any other class or series of capital stock of Beeline (other than dividends on shares of Common Stock payable in shares of Common Stock) unless the holders of the Preferred Stock then outstanding shall first receive, or simultaneously receive, a dividend on each outstanding share of Preferred Stock. As of September 30, 2024 and December 31, 2023, no Voting Rights On any matter presented to the stockholders of the Corporation for their action or consideration at any meeting of stockholders of the (‘corporation (or by written consent of stockholders in lieu of a meeting), including for the election of members of the Corporation’s Board of Directors, each holder of outstanding shares of Preferred Stock shall he entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Preferred Stock held by such holder are convertible at the applicable Conversion Price therefor as of the record date for determining stockholders entitled to vote on such matter. Liquidation Rights In the event of any voluntary or involuntary liquidation, dissolution or winding up of Beeline, the holders of shares of Preferred Stock then outstanding shall be entitled to be paid out of the assets of Beeline available for distribution to its stockholders. Optional Conversion From and after the Filing Date, and at any time prior to mandatory conversion of the outstanding shares of Series A Preferred Stock into shares of Common Stock upon a Qualified Offering or Qualified Event as defined, each outstanding share of Series A Preferred Stock shall be convertible, at the option of the holder thereof, at any time, and without the payment of additional consideration by the holder thereof, into such whole number of shares of Common Stock as is determined by dividing the Series A Original Issue Price of $ 23.117 7.542280 Mandatory Conversion Upon any of (a) the closing of the sale of shares of Common Stock to the public in a firm commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended; (b) the closing of a Going-Public Transaction; or (c) the time and date, or the occurrence of an event, specified by vote or written consent of at least 65 Series B preferred stock On June 4, 2024, the Company issued 1,646,157 23,228,052 1,585,958 24,814,011 1.50 On June 5, 2024, in connection with the 2024 Convertible Notes, the Company issued 740,496 770,843	NOTE 10 - STOCKHOLDERS’ EQUITY Stockholders’ Equity On June 4, 2024, Beeline’s shareholders approved a ten-for-one (10:1) Forward Stock Split The rights and privileges of Beeline’s Common and Preferred Stock are as follows: SERIES A PREFERRED STOCK During 2023, three investors exchanged 224,950 5,206,763 During 2022, warrants were exercised for 203,810 4,711,476 The rights and preferences of the Series A preferred stock are as follows: Dividends Subject to the rights of any series of Preferred Stock that may from time to time come into existence after the Filing Date, holders of outstanding shares of Preferred Stock are not entitled to dividends. As of December 31, 2023 and 2022, no dividends have been declared or accrued on any class of Company stock. Voting Rights On any matter presented to the stockholders of the Corporation for their action or consideration at any meeting of stockholders of the (‘corporation (or by written consent of stockholders in lieu of a meeting), including for the election of members of the Corporation’s Board of Directors, each holder of outstanding shares of Preferred Stock shall he entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Preferred Stock held by such holder are convertible at the applicable Conversion Price therefor as of the record date for determining stockholders entitled to vote on such matter. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Liquidation Rights Upon any liquidation, dissolution or winding-up of the Corporation, whether voluntary or involuntary (a “Liquidation”), subject to the rights of any series of Preferred Stock that may from time to time come into existence. the holders of Preferred Stock shall be entitled to receive out of the assets, whether capital or surplus, of the Corporation the same amount that holders of Common Stock would receive if the Preferred Stock were fully converted (disregarding for such purposes any conversion limitations hereunder) to Common Stock at the Conversion Price then applicable for each share of outstanding Preferred Stock, which amount shall be paid to the holders of Preferred Stock pari passu with the amount paid to the holders of Common Stock. Optional Conversion From and after the Filing Date, and at any time prior to mandatory conversion of the outstanding shares of Series A Preferred Stock into shares of Common Stock upon a Qualified Offering or Qualified Event as defined, each outstanding share of Series A Preferred Stock shall be convertible, at the option of the holder thereof, at any time, and without the payment of additional consideration by the holder thereof, into such whole number of shares of Common Stock as is determined by dividing the Series A Original Issue Price of $ 23.117 7.542280 Mandatory Conversion All outstanding shares of Series A Preferred Stock shall automatically be converted, without the payment of additional consideration by any holder thereof, into such whole number of shares of Common Stock as is determined by dividing the Series A Original Issue Price by the Series A Conversion Price in effect upon and as of’ the earliest to occur of (the time of such conversion is referred to herein as the “Mandatory Conversion Time”) a Qualified Offering or Qualified Event. Fundamental Transaction Each holder of outstanding shares of Preferred Stock shall have the right to receive, for each Conversion Share that would have been issuable upon such conversion immediately prior to the occurrence of such Fundamental Transaction, the number of shares of Common Stock of the successor or acquiring corporation or of the Corporation. if it is the surviving corporation. and any additional consideration (the “Alternate Consideration”) receivable as a result of such Fundamental Transaction by a holder of the number of shares of Common Stock for which such shares of Preferred Stock are convertible immediately prior to such Fundamental Transaction. COMMON STOCK The holders of common stock are entitled to one vote for each share held No Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 COMMON STOCK WARRANTS At December 31, 2023, Beeline has 58,680 23.12 2.75 Warrant activities for the years ended December 31, 2023 and 2022 are summarized as follows: Summary of Warrant Activity Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding December 31, 2021 363,360 $ 23.12 4.75 $ - Expired/Forfeits (65,290 ) - Granted - - - Exercises to Series A preferred stock (203,810 ) - - - Balance Outstanding December 31, 2022 94,260 23.12 3.75 - Forfeits (35,580 ) - Granted - - - - Balance Outstanding December 31, 2023 58,680 $ 23.12 2.75 $ - Exercisable, December 31, 2023 58,680 $ 23.12 2.75 $ - In addition to the warrants noted above, Beeline issued warrants in connection with the 2022 Subordinated Convertible Promissory notes to possibly purchase a quantity of shares of the company’s capital stock based on the warrant coverage amount (which as of December 31, 2023 was $ 17.875 4.346 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 EQUITY INCENTIVE PLANS Beeline Financial Holdings, Inc.’s Amended Equity Incentive Plan provides employees, consultants, and directors of Beeline and its affiliates awards, including incentive stock options, non-qualified stock options, and restricted stock. As approved by the Boards of Directors on December 21, 2023, the Plan was amended to increase the number of shares of Common Stock which could be made available for Award under the Plan by 717,160 1,000,000 792,810 207,190 Restricted Stock Awards In 2020, Beeline granted 123,500 597,864 25 286,974 200 The following table summarizes activity related to non-vested shares: Schedule of Non Vested Shares Number of Non-Vested Shares Weighted Average Grant Date Fair Value Non-vested, December 31, 2021 59,280 $ 4.84 Granted - - Shares vested (59,280 ) $ (4.84 ) Non-vested, December 31, 2022 - - Shares vested - - Non-vested, December 31, 2023 - $ - Option Awards During 2023, the Company’s Board of Directors granted 609,090 900,000 four 374,746 77,217 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 At December 31, 2023, the total unrecognized compensation related to unvested stock option awards granted, was approximately $ 0.8 3.5 Stock option activities for the years ended December 31, 2023 and 2022 are summarized as follows: Schedule of Stock Option Activity Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding, December 31, 2021 228,810 $ 4.08 6 $ - Forfeited (35,090 ) - - Balance Outstanding, December 31, 2022 193,720 3.94 5 - Granted 609,090 2.50 - Forfeited (66,320 ) - - Balance Outstanding, December 31, 2023 736,490 $ 2.89 4.6 $ - Exercisable, December 31, 2023 152,850 $ 2.89 4.6 $ - The fair value of the stock option grants were estimated using the following assumptions: Schedule of Fair Value of Options for Valuation Assumptions For the Years Ended December 31, 2023 2022 Risk free interest rate 3.88 % 1.04 3.55 Expected term in years 5.5 6 Dividend yield — — Volatility of common stock 62 64 58 60 Weighted average grant date fair value per option $ 2.50 $ 4.08 Phantom Stock Awards In 2018, Beeline adopted the Phantom Equity Plan (the “Phantom Plan”), which authorizes up to 100,000 39,750 401(k) Employee Benefit Plan Beeline has established a retirement benefit plan under Section 401(k) of the Internal Revenue Code. Under this plan, eligible employees are permitted to contribute a percentage of compensation into the retirement plan up to a maximum determined by the Internal Revenue Code. The plan also allows for discretionary employer matching contributions and profit-sharing contributions to the plan; however, no such contributions were elected for the 2023 year ended. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022

Related Party Transactions

Related Party Transactions	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Related Party Transactions	17. Related Party Transactions The following is a description of transactions since January 1, 2023 as to which the amount involved exceeds the lesser of $ 0.1 million or one percent ( 1 %) of the average of total assets at year-end for the last two completed fiscal years, which was $ 0.2 million, and in which any related person has or will have a direct or indirect material interest, other than equity, compensation, termination and other arrangements. Aegis Security Insurance Company On October 7, 2022, the Company entered into a Note Purchase Agreement with Aegis. Pursuant to the Note Purchase Agreement, Aegis purchased from the Company a secured promissory note in the principal amount of $ 4.5 million (the “Aegis Note”). $ 3.3 million of the purchase price was paid to TQLA, LLC to satisfy a Note purchased from TQLA earlier in 2022. See discussion of the Aegis transaction in Note 12. LD Investments LLC and Aegis Security Insurance Company On September 29, 2023, the Company entered into a Secured Promissory Note with LDI in the principal amount of $ 1.4 million, representing advances made by LDI to the Company between December 2022 and August 2023. Patrick Kilkenny is the principal owner of LDI. Patrick Kilkenny is the spouse of Stephanie Kilkenny, a member of the Company’s Board of Directors. On September 29, 2023, the Company entered into the DSA with LDI, Aegis Security Insurance Company (of which Patrick Kilkenny is the principal owned) and other creditors. See: Note 16, Stockholders Equity – Debt Satisfaction Agreement. S 21 % interest. 2024 Secured Notes During February 2024, LDI advanced the Company $ 0.6 million. On May 16, 2024, the Company entered into a Loan Agreement with LDI, s ee: Note 13, Secured Credit Facilities - 2024 Secured Notes.	18. Related Party Transactions Related Party Transactions The following is a description of transactions since January 1, 2022 as to which the amount involved exceeds the lesser of $ 0.1 million or one percent ( 1 %) of the average of total assets at year-end for the last two completed fiscal years, which was $ 0.3 million, and in which any related person has or will have a direct or indirect material interest, other than equity, compensation, termination and other arrangements. TQLA, LLC During 2022, the Company entered into a Secured Line of Credit Promissory Note (the “TQLA Note”) with TQLA LLC and amended it twice for total borrowing of $ 3.3 million. TQLA LLC is owned by Stephanie Kilkenny, a member of the Company’s Board of Directors, and her husband, Patrick Kilkenny. Aegis Security Insurance Company On October 7, 2022, the Company entered into a Note Purchase Agreement with Aegis. Pursuant to the Note Purchase Agreement, Aegis purchased from the Company a secured promissory note in the principal amount of $ 4.5 million (the “Aegis Note”). $ 3.3 million of the purchase price was paid to TQLA, LLC to satisfy the TQLA Note. See discussion of the Aegis transaction in Note 12. LD Investments LLC On September 29 2023, the Company entered into a Secured Promissory Note with LDI in the principal amount of $ 1.4 million, representing advances made by LDI to the Company between December 2022 and August 2023. Patrick Kilkenny is the principal owner of LDI. On September 29, 2023, the Company entered into the DSA with LDI and other creditors. See: Note 16, Stockholders Equity – Debt Satisfaction Agreement. S 21 % interest.
Beeline Financial Holdings Inc [Member]
Related Party Transactions	NOTE 9 - RELATED PARTY TRANSACTIONS Related Party Transactions Beeline has received, as noted in Note 8 - Loans Payable, convertible notes with related parties, including officers and directors. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited) On June 4, 2024, all of the related party convertibles notes were converted to common stock and series B preferred stock (see Note 8).	NOTE 9 - RELATED PARTY TRANSACTIONS Related Party Transactions Beeline has received, as noted in Note 8 - Loans Payable and Convertible Notes with related parties, including officers, directors, and affiliates.

Subsequent Events

Subsequent Events	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Subsequent Events	18. Subsequent Events Merger Agreement On September 4, 2024, the Company entered into the Merger Agreement with the Merger Sub and Beeline Financial Holdings, Inc. (“Beeline”). Beeline is a mortgage technology company that operates an end-to-end, all-digital, AI-enhanced platform for homeowners and property investors. On October 7, 2024, the parties executed Amendment No. 1 to the Merger Agreement. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) On October 7, 2024, immediately after the closing under the Debt Agreement, a closing was held pursuant to the Merger Agreement (the “Merger Closing”). Beeline merged into Merger Sub and became a wholly-owned subsidiary of the Company, with the name of the surviving subsidiary being changed to Beeline Financial Holdings, Inc. In the Merger, the shareholders of Beeline gained the right to receive a total of 69,482,229 shares of Series F Preferred Stock and a total of 517,771 shares of Series F-1 Preferred Stock. In addition, each option to purchase shares of Beeline common stock outstanding at the time of the Merger was converted into an option to purchase shares of the Company’s common stock measured by the same ratio. The sale of the Company’s common stock and Series F Preferred Stock to the shareholders of Beeline was carried out in a transaction exempt from registration pursuant to SEC Regulation 506(b). Debt Agreement On October 7, 2024, a closing was held pursuant to the terms of the Debt Agreement. At that closing, the following transactions were completed: ● Aegis, Bigger, District 2 and LDI transferred to the Company a total of 31,234 shares of the Company’s Series C Preferred Stock and 119,873 shares of the Company’s common stock. The Investors also released the Company from liability for $ 4.1 million of senior secured debt and $ 2.5 million of unsecured debt. In consideration of their surrender of stock and release of debt, the Company caused Craft C+P to be merged into a limited liability company owned by the Investors. ● The Company issued a total of 255,474 shares of Series D Preferred Stock to Bigger and District 2, and Bigger and District 2 released the Company from liability for $ 2.6 million of unsecured debt. ● The Company issued a total of 200,000 shares of Series E Preferred Stock to Bigger and District 2, and Bigger and District 2 released the Company from liability for $ 2.0 million of unsecured debt. ● The Company transferred a total of 108,899 shares of Bridgetown Spirits Corp. to Bigger, District 2, Esping, WPE and Grammen, and those Investors released the Company from unsecured debt in the aggregate amount of $ 0.9 million. ● The Company issued a total of 190,000 shares of common stock to Esping, WPE and Grammen, and those Investors released the Company from liability for $ 0.2 million of unsecured debt. Preferred Stock On October 7, 2024 the Company filed with the Nevada Secretary of State a Certificate of Designation of 255,474 shares of Series D Preferred Stock and a Certificate of Designation of 200,000 shares of Series E Preferred Stock and a Certificate of Designation of 70.0 million shares of Series F Preferred Stock and a Certificate of Designation of 1.0 million shares of Series F-1 Preferred Stock. The material terms of each class of Preferred Stock are: Series D Preferred Stock. Each share of Series D Preferred Stock has a stated value of $10.00. The holder of Series D Preferred Stock has no voting rights by reason of those shares, except that the approval by holders of more than 50% of the outstanding Series D Preferred Stock will be required for any corporate action that would adversely affect the preferences, privileges or rights of the Series D Preferred Stock. In the event that the Company declares a dividend payable in cash or stock to holders of any class of the Company’s stock, the holder of a share of Series D Preferred Stock will be entitled to receive an equivalent dividend on an as-converted basis. In the event of a liquidation of the Company, the holders of Series D Preferred Stock will share in the distribution of the Company’s net assets on an as-converted basis, subordinate only to the senior position of the Series B Preferred Stock. Each share of Series D Preferred Stock will be convertible into common stock by a conversion ratio equal to the stated value of the Series D share divided by the Series D Conversion Price. The initial Series D Conversion Price is $ 1.80 per common share, which is subject to equitable adjustment. The number of shares of common stock into which a holder may convert Series D Preferred Stock is limited by a Beneficial Ownership Limitation, which restricts the portion of the cumulative voting power in the Company that the holder and its affiliates may own after the conversion to 9.99 %. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) Series E Preferred Stock. Each share of Series E Preferred Stock has a stated value of $10.00. The holder of Series E Preferred Stock has no voting rights by reason of those shares, except that the approval by holders of more than 50% of the outstanding Series E Preferred Stock will be required for any corporate action that would adversely affect the preferences, privileges or rights of the Series E Preferred Stock. In the event that the Company declares a dividend payable in cash or stock to holders of any class of the Company’s stock, the holder of a share of Series E Preferred Stock will be entitled to receive an equivalent dividend on an as-converted basis. In the event of a liquidation of the Company, the holders of Series E Preferred Stock will share in the distribution of the Company’s net assets on an as-converted basis, subordinate only to the senior position of the Series B Preferred Stock. Commencing 390 days after the closing under the Debt Agreement (the “Measurement Date”), each share of Series E Preferred Stock will be convertible into common stock by a conversion ratio equal to the stated value of the Series E share divided by the Series E Conversion Price. The Series E Conversion Price on and after the Measurement Date will equal the average of the VWAPs for the five trading days immediately preceding the Measurement Date, subject to a “Floor Price” of $ 0.25 per share. The Series E Conversion Price and the Floor Price will be subject to equitable adjustment in the event of stock splits and the like. The number of shares of common stock into which a holder may convert Series E Preferred Stock is limited by a Beneficial Ownership Limitation, which restricts the portion of the cumulative voting power in the Company that the holder and its affiliates may own after the conversion to 9.99 %. Series F Preferred Stock. Each share of Series F Preferred Stock has a stated value of $0.50. The holder of Series F Preferred Stock has no voting rights by reason of those shares, except that the approval by holders of more than 50% of the outstanding Series F Preferred Stock will be required for any corporate action that would adversely affect the preferences, privileges or rights of the Series F Preferred Stock. In the event that the Company declares a dividend payable in cash or stock to holders of any class of the Company’s stock, the holder of a share of Series F Preferred Stock will be entitled to receive an equivalent dividend on an as-converted basis. In the event of a liquidation of the Company, the holders of Series F Preferred Stock will share in the distribution of the Company’s net assets on an as-converted basis, subordinate only to the senior position of the Series B Preferred Stock. Series F-1 Preferred Stock. The material terms of the Series F-1 Preferred Stock are identical to the material terms of the Series F Preferred Stock, except that holders of Series F-1 Preferred Stock are entitled to case one vote per share at any meeting of the Company’s shareholders. Shareholder Approval. If the shareholders of the Company approve the conversion of the Series F and the Series F-1 Preferred Stock at a meeting to be called for that purpose, each such share will be convertible into common stock by a conversion ratio equal to the stated value of the Series F or F-1 share divided by the Series F Conversion Price. The initial Series F Conversion Price is $0.50 per common share, which is subject to a “Floor Price” equal to 20% of the “Minimum Price” as defined in the Nasdaq Rules. The Series F Conversion Price and the Floor Price are subject to equitable adjustment. In addition, if during the next two years the sum of the common shares outstanding on October 7, 2024 plus shares issuable on conversion of Preferred Stock plus shares issuable on conversion of securities issued in the initial financing of the post-merger company plus shares issued to settle pre-existing liabilities (collectively, the “Measuring Shares”) exceeds 14,848,485, then the Series F Conversion Price will be adjusted to retain the ratio of common share issuable on conversion to the Measuring Shares. Likewise, if the number of Measuring Shares on October 7, 2025 is less than 14,848,485, then the Series F Conversion Price will be adjusted to retain the ration of the Measuring Shares to the number of shares issuable on conversion. The number of shares of common stock into which a holder (other than a holder otherwise subject to Section 16(a) of the Exchange Act) may convert Series F or Series F-1 Preferred Stock will be limited by a Beneficial Ownership Limitation, which restricts the portion of the cumulative voting power in the Company that the holder and its affiliates may own after the conversion to 4.99 %. Series C Preferred Stock On October 25, 2024, the SPV transferred its remaining Series C Preferred Stock, 117,586 shares, to members in proportion to the membership interest of each. These shares were then converted to 1.1 million shares of the Company’s common stock. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) Senior Secured Notes Purchase Agreement On November 14, 2024, the Company sold $ 1.9 million in aggregate principal amount of Senior Secured Notes (the “Notes”) and Pre-Funded Warrants to purchase a total of 363,602 shares of common stock (the “Warrants”) for total gross proceeds of $ 1.6 million in a private placement offering (the “Offering”).The Notes and Warrants were sold pursuant to a Securities Purchase Agreement (the “Purchase Agreement”) with accredited investors (each, an “Investor” and together the “Investors”). The Notes have a maturity date of 120 days from issuance, were issued with a 20% original issue discount and do not bear interest unless and until one or more of the customary events of default set forth therein occurs, whereupon each Note will bear interest at a rate of 18% per annum. If the Note remains outstanding for 180 days, the Note also requires a special one-time interest payment of 30% which will increase the principal of each Note accordingly. Upon the occurrence of an event of default, each Investor also has the right to require the Company to pay all or any portion of the Note at a 25% premium. Further, the Company is required to prepay the Notes in connection with certain sales of securities or assets at each Investor’s election in an amount equal to 35% of the gross proceeds from such sales. The Company also has the right to prepay all, but not less than all, of the outstanding amounts under the Notes, at its election. The Notes contain certain restrictive covenants, including covenants precluding the Company and its subsidiaries from incurring indebtedness, transferring assets, changing the nature of its business, and engaging in certain other actions, subject to certain exceptions. The Warrants have a term of five years from issuance and are exercisable at an exercise price of $ 0.50 per share (of which $ 0.499 per share was pre-funded by each Investor). The Warrants will be exercisable beginning upon shareholder approval of the issuance of the Common Stock issuable upon exercise of such Warrants in accordance with the rules of The Nasdaq Capital Market and an increase in the authorized Common Stock of the Company. If at any time after exercising the Warrants, there is no effective registration statement registering, or the prospectus contained therein is not available for use, then the Warrants may also be exercised, in whole or in part, by means of a “cashless exercise.” The Company also entered in three forms of side letters with the Investors which (i) permitted one Investor which with an affiliate invested $ 0.4 million to exchange that amount of stated value of shares of Series F Preferred Stock for a $ 0.4 million 120-day promissory note to another affiliate, which note was issued immediately prior to the closing of the Offering and has substantially identical terms to the Notes issued therein, except it is subordinated with respect to its security interest, (ii) permit two Investors to convert Series D Preferred Stock beginning on April 7, 2025, and (iii) permit two Investors to receive a number of shares of Series F equal to 50 % of their investment amount, or $ 0.1 million each, using the stated value of the Series F Preferred Stock, which is $ 0.50 per share, to determine the number of shares of Series F Preferred Stock. Promissory Note On October 30, 2024, the Company entered into a Promissory Note with LDI for $ 0.3 million. A balloon payment of the entire outstanding principal balance of the indebtedness together with all accrued interest shall be due and payable in full on November 24, 2024, totaling $ 0.4 million. Employment Agreement: Chief Executive Officer The Merger Agreement provided that, as a condition to closing of the Merger, The Employment Agreement between the Company and Geoffrey Gwin, the Company’s Chief Executive Officer, would be amended in a manner satisfactory to the Company, Beeline and Mr. Gwin. Accordingly, at the time of the Merger, the Company’s Employment Agreement with Geoffrey Gwin was amended as follows: ● The performance bonuses in the Employment Agreement were replaced by a bonus of $ 90,000 . On October 15, 2024, the Company issued 180,000 shares of common stock to Mr. Gwin at $ 0.50 per share in satisfaction of the Company’s bonus obligation. ● The Company issued 400,000 shares of common stock to Mr. Gwin, which will vest on the earlier of March 31, 2025 or the date on which Mr. Gwin’s employment is terminated without cause. ● The Company covenanted that, in the event that the conversion price of the Series F Preferred Stock is reduced, the Company will issue to Mr. Gwin a number of common shares equal to one percent of the additional shares issued as a result of the adjustment. ● The Company agreed to issue 100,000 shares of common stock to Mr. Gwin if he is terminated by the Company without cause.	19. Subsequent Events During February 2024, LD Investments advanced the Company $ 0.6 million. The principal owner of LD Investments is Patrick Kilkenny.
Beeline Financial Holdings Inc [Member]
Subsequent Events	NOTE 12 - SUBSEQUENT EVENTS Subsequent Events 2024 Convertible Notes Amendment In October 2024, the 2024 Convertible Notes (See Note 8) were amended to i) increase the principal balance by $ 300,000 3,600,000 September 5, 2025 440,328 1,000,000 300,000 Sale of Common S Subsequent to September 30, 2024 through the date of this report, Beeline sold 327,880 491,761 1.50 per share. Merger Agreement On September 4, 2024, the Company entered into the Merger Agreement with the Merger Sub and Eastside Distilling, Inc. (“Eastside”). On October 7, 2024, the parties executed Amendment No. 1 to the Merger Agreement. On October 7, 2024, immediately after the closing under the Debt Agreement, a closing was held pursuant to the Merger Agreement (the “Merger Closing”). Beeline merged into Merger Sub and became a wholly-owned subsidiary of Eastside, with the name of the surviving subsidiary being changed to Beeline Financial Holdings, Inc. In the Merger, the shareholders of Beeline gained the right to receive a total of 69,482,229 517,771	NOTE 14 - SUBSEQUENT EVENTS Subsequent Events The Company’s management has evaluated subsequent events up to December 13, 2024, the date these consolidated financial statements were issued, pursuant to the requirements of ASC 855 and has determined to disclose the following subsequent events: Sale of 2022 Convertible Notes During 2024, i ) the Company received cash proceeds from the sale of 2022 Convertible Notes of $ 3,442,219 75,700 1,750,079 Exchange of Debt for Equity On June 4, 2024, the Company issued 1,646,157 7,333,207 23,228,052 1,585,958 24,814,011 1.50 1.50 11,344,207 2024 Convertible Notes On June 5, 2024, Beeline engaged in Debenture agreements with Gunnar and issued convertible notes in the amount of $ 3,300,000 2,519,000 781,000 740,496 770,843 10 In October 2024, these convertible notes were amended to i) increase the principal balance by $ 300,000 3,600,000 September 5, 2025 440,328 1,000,000 300,000 Sale of Common Stock During 2024, the Company issued 1,605,935 2,408,902 On October 7, 2024, immediately after the closing under the Debt Agreement, a closing was held pursuant to the Merger Agreement (the “Merger Closing”). Beeline merged into Merger Sub and became a wholly-owned subsidiary of Eastside, with the name of the surviving subsidiary being changed to Beeline Financial Holdings, Inc. In the Merger, the shareholders of Beeline gained the right to receive a total of 69,482,229 517,771 Investment in Equity Method Investee On February 7, 2024, MagicBlocks, Inc., a Delaware corporation, was incorporated by a third party. On July 31, 2024, the Company was issued 4,285,000 equity method 96,500 Series B Preferred Stock On June 4, 2024, Beeline designated 3,110,636 0.00001 Dividends Subject to the rights of any series of Preferred Stock that may from time to time come into existence after the Filing Date, holders of outstanding shares of Preferred Stock are not entitled to dividends. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 As of December 31, 2023 and 2022, no Voting Rights On any matter presented to the stockholders of the Corporation for their action or consideration at any meeting of stockholders of the (‘corporation (or by written consent of stockholders in lieu of a meeting), including for the election of members of the Corporation’s Board of Directors, each holder of outstanding shares of Preferred Stock shall he entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Preferred Stock held by such holder are convertible at the applicable Conversion Price therefor as of the record date for determining stockholders entitled to vote on such matter. Liquidation Rights Upon any liquidation, dissolution or winding-up of the Corporation, whether voluntary or involuntary (a “Liquidation”), subject to the rights of any series of Preferred Stock that may from time to time come into existence. the holders of Preferred Stock shall be entitled to receive out of the assets, whether capital or surplus, of the Corporation the same amount that holders of Common Stock would receive if the Preferred Stock were hilly convened (disregarding for such purposes any conversion limitations hereunder) to Common Stock at the Conversion Price then applicable for each share of outstanding Preferred Stock, which amount shall be paid to the holders of Preferred Stock pan passu with the amount paid to the holders of Common Stock. Optional Conversion From and after the Series B Original Issue date each share of outstanding Series B Preferred Stock shall be convertible, at the option of the holder thereof, at any time, and without the payment of additional consideration by the holder thereof, into such whole number of shares of Common Stock as is determined by dividing the Series B Original Issue Price b- the Series B Conversion Price in effect at the time of conversion. The Series B Conversion Price, and the rate at which shares of Series B Preferred Stock may be convened into shares of Common Stock, shall be subject to adjustment. For Series B preferred stock, the conversion price shall mean a price per share of Common Stock equal to the lowest of the following, as applicable at the time of conversion: (a) the price per share of Common Stock resulting from dividing (x) $25,000,000 by (y) the Fully Diluted Capitalization immediately prior to such conversion; (b) the Mandatory Debentures Conversion Price; and (c) a 25% discount to the five-day VWAP of the Common Stock prior to the date that is 366 days after the closing of a Qualified Offering or Qualified Event, subject to a floor price of $0.25 per share. Fundamental Transaction Each holder of outstanding shares of Preferred Stock shall have the right to receive, for each Conversion Share that would have been issuable upon such conversion immediately prior to the occurrence of such Fundamental Transaction, the number of shares of Common Stock of the successor or acquiring corporation or of the Corporation. if it is the surviving corporation. and any additional consideration (the “Alternate Consideration”) receivable as a result of such Fundamental Transaction by a holder of the number of shares of Common Stock for which such shares of Preferred Stock are convertible immediately prior to such Fundamental Transaction. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022

Mortgage Loans held for Sale

Mortgage Loans held for Sale	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Mortgage Loans held for Sale	NOTE 4 – MORTGAGE LOANS HELD FOR SALE Mortgage Loans held for Sale Beeline sells substantially all of its originated mortgage loans to investors. As of September 30, 2024 and December 31, 2023, Beeline recognized an allowance for estimated fair value on the eventual sales of loans. Schedule of Estimated Fair Value Based On Eventual Sale Of Loans September 30, 2024 December 31, 2023 Mortgage loans held for sale $ 6,116,847 $ 2,267,596 Fair value adjustment 154,704 33,416 Mortgage loans held for sale, at fair value $ 6,271,551 $ 2,301,012 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	NOTE 4 – MORTGAGE LOANS HELD FOR SALE Mortgage Loans held for Sale Beeline sells substantially all of its originated mortgage loans to investors. At December 31, 2023 and 2022, Beeline adjusted its loan balance to estimated fair value based on the eventual sales of loans. Schedule of Estimated Fair Value Based On Eventual Sale of Loans 2023 2022 Mortgage loans held for sale $ 2,267,596 $ 3,104,591 Fair value adjustment 33,416 (81,622 ) Mortgage loans held for sale, at fair value $ 2,301,012 $ 3,022,969

Capitalized Software Developmen

Capitalized Software Development Costs	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Capitalized Software Development Costs	NOTE 6 - CAPITALIZED SOFTWARE DEVELOPMENT COSTS Capitalized Software Development Costs Beeline released its proprietary software “Hexagon” in May 2020. Beeline continues to use the “Hexagon” software for processing mortgages of commercial and residential properties and intends on licensing this software to other mortgage loan originators in the future. In January 2023, Beeline’s internal developers began the initial development of a new proprietary software, “Hive”. The new software is an entirely new platform and code built by Beeline. The most notable feature of the new software is the integration of Beeline’s Chat API “Bob.” The official launch of Hive was January 2024 and Beeline is currently implementing the new software in its residential mortgage origination process. A major upgrade to the system “Version 2” was immediately started after the initial launch of the system and went into use starting November 2020. This upgrade gave the consumer access to a user portal and the ability to process some conditions on their own through uploading documents and accessing key information of their loan. Additional functionality was added to the system in “Version 3”. This version will allow proprietary technologies to process underwriting conditions and automating major functions of the business. The basics of Beeline’s “Automation Condition Resolution Engine” was substantially completed in this Version. “Version 4” was released in May 2022. It significantly changed the loan options user interface and experience for customers. It also introduced a dedicated flow for new loan types and channels. Other changes in Version 4 included additional build out of the Automation Condition Resolution Engine. Version 4 was completed by December 31, 2022, with development starting on Version 5 in early 2023. As of September 30, 2024 and December 31, 2023, capitalized software development costs consisted of the following: Schedule of Capitalized Software Development Costs September 30, 2024 December 31, 2023 Software development costs capitalized $ 8,459,328 $ 8,079,821 Less accumulated amortization (4,428,704 ) (3,216,731 ) Software development costs, net $ 4,030,624 $ 4,863,090 Amortization expense totaled $ 1,211,973 and $ 1,074,109 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	NOTE 6 - CAPITALIZED SOFTWARE DEVELOPMENT COSTS Capitalized Software Development Costs Beeline released its proprietary software “Hexagon” in May 2020. Beeline continues to use the “Hexagon” software for processing mortgages of commercial and residential properties and intends on licensing this software to other mortgage loan originators in the future. In January 2023, Beeline’s internal developers began the initial development of a new proprietary software, “Hive”. The new software is an entirely new platform and code built by Beeline. The most notable feature of the new software is the integration of Beeline’s Chat API “Bob.” The official launch of Hive was January 2024 and Beeline is currently implementing the new software in its residential mortgage origination process. A major upgrade to the system “Version 2” was immediately started after the initial launch of the system and went into use starting November 2020. This upgrade gave the consumer access to a user portal and the ability to process some conditions on their own through uploading documents and accessing key information of their loan. Additional functionality was added to the system in “Version 3”. This version will allow proprietary technologies to process underwriting conditions and automating major functions of the business. The basics of Beeline’s “Automation Condition Resolution Engine” was substantially completed in this Version. “Version 4” was released in May 2022. It significantly changed the loan options user interface and experience for customers. It also introduced a dedicated flow for new loan types and channels. Other changes in Version 4 included additional build out of the Automation Condition Resolution Engine. Version 4 was completed by December 31, 2022, with development starting on Version 5 in early 2023. At December 31, 2023 and 2022, capitalized software development costs consisted of the following: Schedule of Capitalized Software Development Costs 2023 2022 Software Development Version 1 $ 1,725,250 $ 1,725,250 Software Development Version 2 821,983 821,983 Software Development Version 3 3,335,136 3,335,136 Software Development Version 4 1,438,149 1,346,424 Software Development Version 5 759,303 - Capitalized Computer Software Gross 8,079,821 7,228,793 Less: Accumulated Depreciation (3,216,731 ) (1,776,596 ) Software Development, net $ 4,863,090 $ 5,452,197 Amortization expense totaled $ 1,440,135 1,009,718 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022

Warehouse Lines of Credit

Warehouse Lines of Credit	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Warehouse Lines of Credit	NOTE 7 - WAREHOUSE LINES OF CREDIT Warehouse Lines of Credit Beeline engaged with one bank for a line of credit to fund originated loans in the normal course of business. The agreement contains specific financial covenants and requirements that Beeline must analyze on a quarterly basis in order to be compliant with the agreement. The aggregate potential borrowing capacity under the warehouse line of credit is $ 5,000,000 as of September 30, 2024. FIRSTFUNDING, INC. On October 1, 2022, Beeline entered into an agreement with FirstFunding, Inc. for a $ 5,000,000 line. The line automatically renews for successive one-year terms, unless terminated by Beeline or FirstFunding, Inc. The interest rate is the greater of 1.) interest on the underlying loan or 2.) 4.25 % - 5.50 %, depending on how many loans Beeline closes per month. Beeline is required to provide FirstFunding, Inc. with annual audited financial statements and monthly interim unaudited financial statements. Beeline is also subject to non-financial covenants. The below is a summary of warehouse lines outstanding as of September 30, 2024 and December 31, 2023: Summary of Warehouse Lines Outstanding Year Warehouse Lender Line Amount Outstanding Remaining Unused December 31, 2023 First Funding, Inc. $ 5,000,000 $ 2,157,119 $ 2,841,901 September 30, 2024 First Funding, Inc. $ 5,000,000 $ 5,996,846 $ 4,003,154 FLAGSTAR BANK As of July 25, 2023, Beeline requested the closure of the Flagstar Bank warehouse line. The Company’s focus has been on non-QM loans as the market has fluctuated and First Funding permits both non-QM and conventional loans.	NOTE 7 - WAREHOUSE LINES OF CREDIT Warehouse Lines of Credit FIRSTFUNDING, INC. At December 31, 2023, Beeline was engaged with one bank for a secured line of credit to fund originated loans in the normal course of business. The agreement contains specific financial covenants and requirements that Beeline must analyze on a quarterly basis in order to be compliant with the agreement and contains default provisions as defined. The aggregate potential borrowing capacity under the warehouse line of credit is $ 5,000,000 at December 31, 2023 . On September 21, 2021, Beeline entered into an agreement with FirstFunding, Inc. (lender) for a $ 10,000,000 line. The line automatically renews for successive one-year terms, unless terminated by Beeline or FirstFunding, Inc upon 60 days notice. The line was renewed on September 30, 2023 with a reduction in available funding from $ 10,000,000 5,000,000 4.25 % - 5.50 %, depending on how many loans Beeline closes per month. Beeline is required to provide FirstFunding, Inc. with annual audited financial statements, quarterly unaudited financial statements, and monthly interim unaudited financial statements if requested. Beeline is also subject to non-financial covenants. Beeline grants to the lender a security interest in and to all of Beeline’s right, title, and interest in and to each mortgage loan in which the lender has acquired a warehouse interest. FLAGSTAR BANK As of July 25, 2023, Beeline requested the closure of the Flagstar Bank warehouse line. The Company’s focus has been on non-QM loans as the market has fluctuated and First Funding permits both non-QM and conventional loans. The below is a summary of warehouse lines outstanding as of December 31: Summary of Warehouse Lines Outstanding Year Warehouse Lender Line Amount Outstanding Remaining Unused 2023 FirstFunding, Inc. $ 5,000,000 $ 2,157,119 $ 2,842,881 2022 Flagstar Bank $ 10,000,000 $ 3,060,923 $ 6,939,077 INTEREST EXPENSE ON WAREHOUSE LINES OF CREDIT Interest expense on warehouse lines of credit were $ 179,886 249,794 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022

Concentrations

Concentrations	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Concentrations	NOTE 11 - CONCENTRATIONS OF CREDIT RISK Concentrations Beeline maintains cash balances with several regional banks. The deposits are insured by the Federal Deposit Insurance Corporation up to $ 250,000 ESCROWS PAYABLE As a service to its clients, Beeline administers escrow deposits representing undisbursed amounts received for payment of settlement and title services. Cash held by Beeline was $ 375,765.12 574,012.33 23,446.78 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	NOTE 12 - CONCENTRATIONS Concentrations Beeline maintains cash balances with several regional banks. The deposits are insured by the Federal Deposit Insurance Corporation up to $ 250,000 The Company relies on one lender for the warehouse line it uses to fund the mortgage loans it makes to its customers. The Company sells its mortgage loans primarily to four investors. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 ESCROWS PAYABLE As a service to its clients, Beeline administers escrow deposits representing undisbursed amounts received for payment of settlement and title services. Cash held by Beeline was $ 375,765 574,012 23,447

Restatement of Financials

Restatement of Financials	12 Months Ended
	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Restatement of Financials	NOTE 15 – RESTATEMENT OF FINANCIALS Restatement of Financials The Company has restated its consolidated financial statements for certain errors. In addition, a 10 for 1 forward stock split was retrospectively applied to the restated consolidated financial statements. This retrospective application is not considered a restatement. Below is a reconciliation from the previously reported consolidated financial statements to the restated amounts in the accompanying consolidated financial statements. The previously reported amounts were included in a Form 8-K filed on November 21, 2024 of Eastside Distilling, Inc., who acquired the Company on October 7, 2024. Schedule of Error Corrections and Prior Period Adjustments BEELINE FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS As previously reported Restatement adjustment As restated As of December 31, 2023 As previously reported Restatement adjustment As restated Assets Current Assets Cash and cash equivalents $ 190,357 $ (187,006 ) $ 3,351 Restricted cash - 187,006 187,006 Accounts Receivable, net 57,970 (57,970 ) - Mortgage loans held for sale, at fair value 2,243,043 57,969 2,301,012 Interest rate lock derivative - 57,505 57,505 Prepaid expenses and other current assets 82,137 - 82,137 Total Current Assets 2,573,507 57,504 2,631,011 Property and equipment, net 308,693 - 308,693 Software development costs, net 4,863,090 - 4,863,090 Right of use assets 1,643,432 - 1,643,432 Security deposit 58,181 - 58,181 Total Assets $ 9,446,903 $ 57,504 $ 9,504,407 Liabilities & Stockholders’ Deficit Current Liabilities Accounts payable $ 1,384,275 $ (35,162 ) $ 1,349,112 Warehouse lines of credit 2,158,099 (980 ) 2,157,119 Lease liability, current portion 323,959 - 323,959 Overdraft liability - 35,162 35,162 Loan payable 91,999 - 91,999 Loan payable, related party 973,173 77,006 1,050,179 Loan payable 91,999 - 91,999 BDCRI loan, current portion - 104,346 104,346 Accrued payroll 300,132 - 300,132 Escrows held for others 4,906 - 4,906 Accrued expenses and other current liabilities 9,404 19,925 29,329 Total Current Liabilities 5,245,946 200,297 5,446,243 Long Term Liabilities Convertible notes 9,469,018 (579,757 ) 8,889,261 Convertible notes - related party 9,440,428 (453,935 ) 8,986,493 Accrued interest on convertible notes - 965,378 965,378 BDCRI Loan, net 291,846 (104,346 ) 187,500 Lease liability, net of current portion 1,526,825 - 1,526,825 Total Long Term Liabilities 20,728,117 (172,660 ) 20,555,457 Total Liabilities 25,974,063 27,636 26,001,700 Stockholders’ Deficit Preferred stock, $ 0.00001 3,282,896 Series A preferred stock, 172,260 shares designated, and 247,960 and 472,910 shares issued and outstanding, respectively 248 (246 ) 2 Common stock, $ 0.00001 par value, 27,717,104 shares authorized, 1,644,040 shares issued and outstanding 1,644 (1,628 ) 16 Common stock, value 1,644 (1,628 ) 16 Additional paid in capital 21,772,516 501,874 22,274,390 Accumulated other comprehensive loss (95,728 ) - (95,728 ) Accumulated deficit (38,205,841 ) (163,359 ) (38,369,200 ) Total Beeline Financial Holdings, Inc. stockholders’ deficit (16,527,161 ) 336,641 (16,190,520 ) Non-controlling interest - (306,773 ) (306,773 ) Total Stockholders’ Deficit (16,527,161 ) 29,868 (16,497,293 ) Total Liabilities & Stockholders’ Deficit $ 9,446,903 $ 57,504 $ 9,504,407 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 As previously reported Restatement adjustment As restated As of December 31, 2022 As previously reported Restatement adjustment As restated Assets Current Assets Cash and cash equivalents $ 133,223 $ (100,510 ) $ 32,713 Restricted cash - 100,510 100,510 Accounts Receivable, net 29,595 (29,595 ) - Mortgage loans held for sale, at fair value 2,993,374 29,595 3,022,969 Interest rate lock derivative - 30,757 30,757 Prepaid expenses and other current assets 92,843 - 92,843 Total Current Assets 3,249,035 30,757 3,279,792 Property and equipment, net 460,069 - 460,069 Software development costs, net 5,452,197 - 5,452,197 Right of use assets 1,947,804 - 1,947,804 Security deposit 58,430 1 58,431 Total Assets $ 11,167,536 $ 30,758 $ 11,198,293 Liabilities & Stockholders’ Deficit Current Liabilities Accounts payable $ 1,236,957 $ 1,412 $ 1,238,369 Warehouse lines of credit 3,060,923 - 3,060,923 Lease liability, current portion 309,167 - 309,167 Loan payable 100,000 - 100,000 Promissory note 112,500 - 112,500 BDC loan, current portion - 109,005 109,005 Accrued payroll 412,391 - 412,391 Escrows held for others 22,195 - 22,195 Accrued expenses and other current liabilities 5,767 48,386 54,153 Total Current Liabilities 5,259,901 158,803 5,418,704 Long Term Liabilities Convertible notes 852,643 (107,405 ) 745,238 Convertible notes - related party 2,985,148 615,852 3,601,000 Accrued interest on convertible notes - 77,883 77,883 BDC Loan, net 363,351 (109,005 ) 254,346 Lease liability, net of current portion 1,850,784 - 1,850,784 Total Long Term Liabilities 6,051,927 477,325 6,529,251 Total Liabilities 11,311,828 636,128 11,947,955 Stockholders’ Deficit Preferred stock, $ 0.00001 Series A preferred stock 269 (264 ) 5 Common stock, $ 0.00001 1,644 - 16 Additional paid in capital 27,866,976 (760,572 ) 27,106,404 Accumulated other comprehensive loss (79,836 ) - (79,836 ) Accumulated deficit (27,933,345 ) 304,628 (27,628,717 ) Total Beeline Financial Holdings, Inc. stockholders’ deficit (144,292 ) (457,836 ) (602,128 ) Non-controlling interest - (147,534 ) (147,534 ) Total Stockholders’ Deficit (144,292 ) (605,370 ) (749,662 ) Total Liabilities & Stockholders’ Deficit $ 11,167,536 $ 30,758 $ 11,198,293 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 BEELINE FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME/LOSS Revenues As previously reported Restatement adjustment As restated For the Year Ended December 31, 2023 Revenues As previously reported Restatement adjustment As restated Gain on sale of loans, net $ 2,948,791 $ 25,745 $ 2,974,536 Interest income (47,588 ) 179,885 132,297 Interest expense - (179,886 ) (179,886 ) Loan origination fees 304,388 100 304,488 Title fees 558,759 1,003 559,762 Data and tech services 2,748 - 2,748 REVENUES, NET 3,767,097 26,848 3,793,946 Operating Expenses Selling, general and administrative 496,393 (203,498 ) 292,895 Salaries and benefits 6,422,175 (3,186 ) 6,418,989 Payroll taxes 31,468 384,341 415,809 Professional fees 920,656 - 920,656 Marketing and advertising 1,883,622 7,506 1,891,128 Loan originating expenses 675,053 130,943 805,996 Depreciation and amortization 1,591,511 - 1,591,511 Rent and utilities 369,785 - 369,785 Computer and software 668,733 (130,844 ) 537,889 Title operation expense 199,202 - 199,202 Travel and entertainment 71,976 - 71,976 Insurance expense 212,546 - 212,546 Other expenses 215,240 (215,240 ) - Total Operating Expenses 13,758,360 (29,978 ) 13,728,382 Operating Loss (9,991,263 ) 56,826 (9,934,436 ) Other (Income)/Expenses Other (income)/expense (295,946 ) (607 ) (296,553 ) Interest expense 569,069 684,659 1,253,728 Other taxes 8,110 - 8,110 Total Other Income/Expenses 281,233 684,052 965,285 NET LOSS $ (10,272,496 ) $ (627,227 ) $ (10,899,722 ) Net loss of subsidiary attributable to noncontrolling interest - (159,239 ) (159,239 ) NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS (10,272,496 ) (467,988 ) (10,740,483 ) Unrealized foreign currency translation gain (loss) - (15,892 ) (15,892 ) TOTAL OTHER COMPREHENSIVE INCOME (LOSS) - (15,892 ) (15,892 ) TOTAL COMPREHENSIVE LOSS $ (10,272,496 ) $ (483,880 ) $ (10,756,375 ) As previously reported Restatement adjustment As restated For the Year Ended December 31, 2022 As previously reported Restatement adjustment As restated Revenues Gain on sale of loans, net $ 1,854,910 $ (19,132 ) $ 1,835,778 Interest income (23,946 ) 249,794 225,848 Interest expense - (249,794 ) (249,794 ) Loan origination fees 413,209 - 413,209 Title fees 672,813 49,890 722,703 REVENUES, NET 2,916,987 30,758 2,947,744 Operating Expenses Selling, general and administrative - 267,563 267,563 Salaries and benefits 5,812,860 240,014 6,052,874 Payroll taxes 405,065 - 405,065 Professional fees 920,578 - 920,578 Marketing and advertising 1,776,042 12,416 1,788,458 Loan originating expenses 1,047,241 (129,275 ) 917,966 Depreciation and amortization 1,161,094 - 1,161,094 Rent and utilities 620,779 - 620,779 Computer and software 922,527 (79,729 ) 842,798 Title operation expense 140,951 - 140,951 Travel and entertainment 71,655 (1 ) 71,654 Insurance expense 202,649 - 202,649 Other expenses 260,991 (260,991 ) - Total Operating Expenses 13,342,430 49,997 13,392,429 Operating Loss (10,425,443 ) (19,239 ) (10,444,685 ) Other (Income)/Expenses Interest expense 283,187 (176,338 ) 106,849 Other taxes 701 1 702 Total Other Income/Expenses 283,888 (176,337 ) 107,551 NET LOSS $ (10,709,332 ) $ 157,098 $ (10,552,236 ) Net loss of subsidiary attributable to noncontrolling interest - (147,534 ) (147,534 ) NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS (10,709,332 ) 304,632 (10,404,702 ) Unrealized foreign currency translation gain (loss) - (70,298 ) (70,298 ) TOTAL OTHER COMPREHENSIVE INCOME (LOSS) - (70,298 ) (70,298 ) TOTAL COMPREHENSIVE LOSS $ (10,709,332 ) $ 234,334 $ (10,475,000 ) Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 BEELINE FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS As previously reported Restatement adjustment As restated For the Year Ended December 31, 2023 As previously reported Restatement adjustment As restated CASH FLOWS FROM OPERATING ACTIVITIES Net Loss $ (10,272,496 ) $ (627,227 ) $ (10,899,722 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 1,591,511 - 1,591,511 Allowance for change in fair market value 24,552 (24,552 ) - Gain on sale mortgage loans held for sale, net of direct costs - (2,974,536 ) (2,974,536 ) Stock-based compensation 374,746 - 374,746 Noncash lease expense - (4,795 ) (4,795 ) Changes in operating assets and liabilities: Proceeds from principal payments and sales of loans held for sale - 59,831,839 59,831,839 Originations and purchases of mortgage loans held for sale - (56,135,346 ) (56,135,346 ) Derivative asset - (26,748 ) (26,748 ) Accounts receivable (28,375 ) 28,375 - Loans held for sale 725,779 (725,779 ) - Prepaid expenses and other current assets 10,706 - 10,706 Deposits 250 - 250 Accounts payable 147,317 809,593 956,910 Accrued payroll (112,259 ) 112,259 - Right of use asset 304,371 (304,371 ) - Escrows held (17,289 ) 17,289 - Warehouse lines of credit, net (902,824 ) 902,824 - Lease liability (309,170 ) 309,170 - Promissory note (112,500 ) 112,500 - Accrued expenses and other liabilities 3,640 (3,640 ) - Net Cash Used in Operating Activities $ (8,572,041 ) $ 1,296,857 $ (7,275,185 ) CASH FLOWS FROM INVESTING ACTIVITIES Purchases of software and property and equipment $ (851,028 ) $ - $ (851,028 ) Net Cash Used in Investing Activities $ (851,028 ) $ - $ (851,028 ) CASH FLOWS FROM FINANCING ACTIVITIES Payments from BDCRI loan $ (71,505 ) $ 71,505 $ - Net borrowings under warehouse line of credit - (903,804 ) (903,804 ) Repayments under notes and convertible notes payable - (222,500 ) (222,500 ) Proceeds from convertible notes issued 3,940,403 1,189,069 5,129,472 Proceeds from convertible notes issued - related party 4,662,026 (465,955 ) 4,196,071 Proceeds from demand notes 153,454 (153,454 ) - Proceeds from demand notes - related party 811,718 (811,718 ) - Net Cash Provided by Financing Activities $ 9,496,096 $ (1,296,857 ) $ 8,199,239 Effect of exchange rate changes on cash $ (15,892 ) $ - $ (15,892 ) Net increase (decrease) in cash 57,134 - 57,134 Cash and cash equivalents - beginning of year 133,223 - 133,223 Cash and cash equivalents - end of year $ 190,357 $ - $ 190,357 CASH FLOWS FROM OPERATING ACTIVITIES As previously reported Restatement adjustment As restated For the Year Ended December 31, 2022 CASH FLOWS FROM OPERATING ACTIVITIES As previously reported Restatement adjustment As restated Net Loss $ (10,709,332 ) $ 157,098 $ (10,552,236 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Allowance for gain/loss on loans held for sale 111,216 111,216 - Depreciation and amortization 1,161,094 - 1,161,094 Gain on sale mortgage loans held for sale, net of direct costs - (1,835,778 ) (1,835,778 ) Stock-based compensation 364,191 - 364,191 Noncash lease expense - (276,113 ) (276,113 ) Changes in operating assets and liabilities: Proceeds from principal payments and sales of loans held for sale - 132,474,641 132,474,641 Originations and purchases of mortgage loans held for sale - (122,263,204 ) (122,263,204 ) Accounts receivable 200,452 79,833 280,285 Derivative asset - (30,757 ) (30,757 ) Loans held for sale 8,294,039 (8,294,039 ) - Prepaid expenses and other current assets 266,443 (57,335 ) 209,108 Deposits 254,276 1,132 255,408 Accounts payable 330,123 (52,727 ) (277,396 ) Promissory note issued for lease cancellation - 225,000 225,000 Accrued payroll (96,159 ) 96,159 - Right of use asset (1,947,804 ) 1,947,804 - Escrows held (30,524 ) 30,524 - Warehouse lines of credit, net (8,237,999 ) 8,237,999 - Deferred rent (641,627 ) 641,627 - Lease liability 2,159,951 (2,159,951 ) - Other changes 145,691 (145,691 ) - Accrued expenses and other liabilities (60,908 ) 60,908 - Net Cash Provided by (Used in) Operating Activities $ (8,436,877 ) $ 8,948,344 $ 289,035 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (26 ) 26 - Purchases of software and property and equipment (1,914,772 ) (1 ) (1,914,773 ) Net Cash Used in Investing Activities $ (1,914,798 ) $ 25 $ (1,914,773 ) CASH FLOWS FROM FINANCING ACTIVITIES Payments from BDCRI loan (71,575 ) 71,575 - Net borrowings under warehouse line of credit - (8,237,999 ) (8,237,999 ) Net borrowings under operating lines of credit - (1,025 ) (1,025 ) Repayments under notes and convertible notes payable - (225,000 ) (225,000 ) Proceeds from promissory note 225,000 (225,000 ) - Repayment of promissory note (112,500 ) 112,500 - Series A warrants exercised 4,711,476 (4,711,476 ) - Proceeds from convertible notes issued 852,642 (120,030 ) 732,612 Proceeds from convertible notes issued - related party 2,985,148 615,852 3,601,000 Proceeds from the issuance of preferred stock upon warrant exercises - 4,711,476 4,711,476 Amortization of debt discount 254,223 (254,223 ) - 2022 warrants issued 169,442 (169,442 ) - 2022 warrants issued - related party 593,226 (593,226 ) - Repayments of demand notes - related party (700,000 ) - (700,000 ) Proceeds from corporation note 100,000 (100,000 ) - Net Cash Provided by (Used in) Financing Activities $ 9,007,082 $ (9,126,018 ) $ (118,936 ) Effect of exchange rate changes on cash $ 70,298 $ (140,596 ) (70,298 ) Net decrease in cash (1,274,295 ) (540,675 ) (1,814,972 ) Cash and cash equivalents - beginning of year 1,407,520 540,675 $ 1,948,195 Cash and cash equivalents - end of year $ 133,223 $ - $ 133,223

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The accompanying unaudited consolidated financial statements for Eastside Distilling, Inc. and subsidiaries were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements in accordance with GAAP have been condensed or eliminated as permitted under the SEC’s rules and regulations. In management’s opinion, the unaudited consolidated financial statements include all material adjustments, all of which are of a normal and recurring nature, necessary to present fairly the Company’s financial position as of September 30, 2024, its operating results for the three and nine months ended September 30, 2024 and 2023 and its cash flows for the nine months ended September 30, 2024 and 2023. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Interim results are not necessarily indicative of the results that may be expected for an entire fiscal year. The consolidated financial statements include the accounts of Eastside Distilling, Inc. and its wholly-owned subsidiary Bridgetown. The consolidated financial statements also include the accounts of two other wholly-owned subsidiaries, Craft Canning + Bottling, LLC (doing business as Craft Canning + Printing) and Galactic Unicorn Packaging, LLC, presented as assets and liabilities held for sale. All intercompany balances and transactions have been eliminated on consolidation.	Basis of Presentation and Consolidation The consolidated financial statements include the accounts of Eastside Distilling, Inc.’s wholly-owned subsidiaries, including Craft Canning + Bottling, LLC (doing business as Craft Canning + Printing) and its wholly-owned subsidiary Galactic Unicorn Packaging, LLC (the Company’s newly acquired fixed co-packing assets), both of which are presented as assets and liabilities held for sale. All intercompany balances and transactions have been eliminated on consolidation.
USE OF ESTIMATES	Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.	Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023
Revenue Recognition	Revenue Recognition Net sales include product sales, less excise taxes and customer programs and incentives. The Company recognizes revenue by applying the following steps in accordance with Accounting Standards Codification (“ASC”) Topic 606 – Revenue from Contracts with Customers The Company recognizes spirits sales when merchandise is shipped from a warehouse directly to wholesale customers (except in the case of a consignment sale). For consignment sales, which include sales to the Oregon Liquor Control Commission, the Company recognizes sales upon the consignee’s shipment to the customer. Postage and handling charges billed to customers are also recognized as sales upon shipment of the related merchandise. Shipping terms are generally FOB shipping point, and title passes to the customer at the time and place of shipment or purchase by customers at a retail location. For consignment sales, title passes to the consignee concurrent with the consignee’s shipment to the customer. The customer has no cancellation privileges after shipment or upon purchase at retail locations, other than customary rights of return. In the Craft C+P segment, sales are recognized when printed cans are delivered or when mobile filling services are performed.	Revenue Recognition Net sales include product sales, less excise taxes and customer programs and incentives. The Company recognizes revenue by applying the following steps in accordance with Accounting Standards Codification (“ASC”) Topic 606 – Revenue from Contracts with Customers The Company recognizes spirits sales when merchandise is shipped from a warehouse directly to wholesale customers (except in the case of a consignment sale). For consignment sales, which include sales to the Oregon Liquor Control Commission, the Company recognizes sales upon the consignee’s shipment to the customer. Postage and handling charges billed to customers are also recognized as sales upon shipment of the related merchandise. Shipping terms are generally FOB shipping point, and title passes to the customer at the time and place of shipment or purchase by customers at a retail location. For consignment sales, title passes to the consignee concurrent with the consignee’s shipment to the customer. The customer has no cancellation privileges after shipment or upon purchase at retail locations, other than customary rights of return. In the Craft C+P segment, sales are recognized when printed cans are delivered or when mobile filling services are performed.
Customer Programs	Customer Programs Customer programs, which include customer promotional discount programs, are a common practice in the alcoholic beverage industry. The Company reimburses wholesalers for an agreed amount to promote sales of products and to maintain competitive pricing. Amounts paid in connection with customer programs are recorded as reductions to net sales in accordance with ASC 606 - Revenue from Contracts with Customers 40,302 and $ 43,551 for the nine months ended September 30, 2024 and 2023, respectively. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited)	Customer Programs Customer programs, which include customer promotional discount programs, are a common practice in the alcoholic beverage industry. The Company reimburses wholesalers for an agreed amount to promote sales of products and to maintain competitive pricing. Amounts paid in connection with customer programs are recorded as reductions to net sales in accordance with ASC 606 - Revenue from Contracts with Customers 0.1 million for each of the years ended December 31, 2023 and 2022.
Excise Taxes	Excise Taxes The Company is responsible for compliance with the Alcohol and Tobacco Tax and Trade Bureau (“TTB”) regulations, which includes making timely and accurate excise tax payments. The Company is subject to periodic compliance audits by the TTB. Individual states also impose excise taxes on alcoholic beverages in varying amounts. The Company calculates its excise tax expense based upon units produced and on its understanding of the applicable excise tax laws. Excise taxes totaled $ 0.1 million and $ 0.2 million for the nine months ended September 30, 2024 and 2023, respectively.	Excise Taxes The Company is responsible for compliance with the Alcohol and Tobacco Tax and Trade Bureau (“TTB”) regulations, which includes making timely and accurate excise tax payments. The Company is subject to periodic compliance audits by the TTB. Individual states also impose excise taxes on alcoholic beverages in varying amounts. The Company calculates its excise tax expense based upon units produced and on its understanding of the applicable excise tax laws. Excise taxes totaled $ 0.1 million and $ 0.2 million for the years ended December 31, 2023 and 2022, respectively.
Cost of Sales	Cost of Sales Cost of sales consists of all direct costs related to both spirits and canning for service, labor, overhead, packaging, and in-bound freight charges. Raw materials account for the largest portion of the cost of sales, followed by packaging and production costs.	Cost of Sales Cost of sales consists of all direct costs related to both spirits and canning for service, labor, overhead, packaging, and in-bound freight charges. Raw materials account for the largest portion of the cost of sales, followed by packaging and production costs.
Sales and Marketing Expenses	Sales and Marketing Expenses Sales and marketing expenses consist of sponsorships, agency fees, digital media, salary and benefit expenses, travel and entertainment expenses. Sales and marketing costs are expensed as incurred. Advertising expenses totaled $ 44,480 and $ 0.1 million for the nine months ended September 30, 2024 and 2023, respectively.	Sales and Marketing Expenses Sales and marketing expenses consist of sponsorships, agency fees, digital media, salary and benefit expenses, travel and entertainment expenses. Sales and marketing costs are expensed as incurred. Advertising expenses totaled $ 0.2 million and $ 0.7 million for the years ended December 31, 2023 and 2022, respectively.
General and Administrative Expenses	General and Administrative Expenses General and administrative expenses consist of salary and benefit expenses, travel and entertainment expenses for executive and administrative staff, rent and utilities, professional fees, insurance, and amortization and depreciation expense. General and administrative costs are expensed as incurred.	General and Administrative Expenses General and administrative expenses consist of salary and benefit expenses, travel and entertainment expenses for executive and administrative staff, rent and utilities, professional fees, insurance, and amortization and depreciation expense. General and administrative costs are expensed as incurred. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023
STOCK-BASED COMPENSATION EXPENSE	Stock-Based Compensation The Company recognizes as compensation expense all stock-based awards issued to employees. The compensation cost is measured based on the grant-date fair value of the related stock-based awards and is recognized over the service period of stock-based awards, which is generally the same as the vesting period. The fair value of stock options is determined using the Black-Scholes valuation model, which estimates the fair value of each award on the date of grant based on a variety of assumptions including expected stock price volatility, expected terms of the awards, risk-free interest rate, and dividend rates, if applicable. Stock-based awards issued to nonemployees are recorded at fair value on the measurement date and are subject to periodic market adjustments at the end of each reporting period and as the underlying stock-based awards vest.	Stock-Based Compensation The Company recognizes as compensation expense all stock-based awards issued to employees. The compensation cost is measured based on the grant-date fair value of the related stock-based awards and is recognized over the service period of stock-based awards, which is generally the same as the vesting period. The fair value of stock options is determined using the Black-Scholes valuation model, which estimates the fair value of each award on the date of grant based on a variety of assumptions including expected stock price volatility, expected terms of the awards, risk-free interest rate, and dividend rates, if applicable. Stock-based awards issued to nonemployees are recorded at fair value on the measurement date and are subject to periodic market adjustments at the end of each reporting period and as the underlying stock-based awards vest.
Concentrations	Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of the trade receivables of Bridgetown. As of September 30, 2024, two distributors represented 75 % of Bridgetown trade receivables. As of December 31, 2023, three distributors represented 84 % of Bridgetown trade receivables. Sales to one distributor accounted for 67 % of consolidated sales by Bridgetown for the nine months ended September 30, 2024. Sales to one distributor and one wholesale customer accounted for 69 % of consolidated sales of Bridgetown for the nine months ended September 30, 2023.	Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of trade receivables. As of December 31, 2023, four distributors represented 84% of trade receivables. As of December 31, 2022, four distributors represented 68% of trade receivables. Sales to one distributor and one wholesale customer together accounted for 72% of consolidated sales for the year ended December 31, 2023. Sales to one distributor and one wholesale customer together accounted for 72% of consolidated sales for the year ended December 31, 2022.
Fair Value Measurements	Fair Value Measurements GAAP defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements. GAAP permits an entity to choose to measure many financial instruments and certain other items at fair value and contains financial statement presentation and disclosure requirements for assets and liabilities for which the fair value option is elected. As of September 30, 2024 and December 31, 2023, management has not elected to report any of the Company’s assets or liabilities at fair value under the “fair value option” provided by GAAP. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited) The hierarchy of fair value valuation techniques under GAAP provides for three levels: Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing assets and liabilities under GAAP’s fair value measurement requirements are as follows: Level 1: Fair value of the asset or liability is determined using cash or unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Fair value of the asset or liability is determined using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Fair value of the asset or liability is determined using unobservable inputs that are significant to the fair value measurement and reflect management’s own assumptions regarding the applicable asset or liability. None of the Company’s assets or liabilities were measured at fair value as of September 30, 2024 or December 31, 2023. However, GAAP requires the disclosure of fair value information about financial instruments that are not measured at fair value. Financial instruments consist principally of trade receivables, accounts payable, accrued liabilities, notes payable, and the secured credit facilities. The estimated fair value of trade receivables, accounts payable, and accrued liabilities approximate their carrying value due to the short period of time to their maturities. As of September 30, 2024 and December 31, 2023, the principal amounts of the Company’s notes approximated fair value. Items Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities acquired in a business acquisition are valued at fair value at the date of acquisition due to having indefinite lives. The Company, on an annual basis, tests the indefinite life assets for impairment. If an indefinite life asset is found to be impaired, then the Company will estimate its useful life and amortize the asset over the remainder of its useful life.	Fair Value Measurements GAAP defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements. GAAP permits an entity to choose to measure many financial instruments and certain other items at fair value and contains financial statement presentation and disclosure requirements for assets and liabilities for which the fair value option is elected. As of December 31, 2023 and 2022, management has not elected to report any of the Company’s assets or liabilities at fair value under the “fair value option” provided by GAAP. The hierarchy of fair value valuation techniques under GAAP provides for three levels: Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing assets and liabilities under GAAP’s fair value measurement requirements are as follows: Level 1: Fair value of the asset or liability is determined using cash or unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Fair value of the asset or liability is determined using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Fair value of the asset or liability is determined using unobservable inputs that are significant to the fair value measurement and reflect management’s own assumptions regarding the applicable asset or liability. None of the Company’s assets or liabilities were measured at fair value as of December 31, 2023 or 2022. However, GAAP requires the disclosure of fair value information about financial instruments that are not measured at fair value. Financial instruments consist principally of trade receivables, accounts payable, accrued liabilities, notes payable, and the secured credit facilities. The estimated fair value of trade receivables, accounts payable, and accrued liabilities approximate their carrying value due to the short period of time to their maturities. As of December 31, 2023 and 2022, the principal amounts of the Company’s notes approximate fair value. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023 Items Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities acquired in a business acquisition are valued at fair value at the date of acquisition due to having indefinite lives. The Company, on an annual basis, tests the indefinite life assets for impairment. If an indefinite life asset is found to be impaired, then the Company will estimate its useful life and amortize the asset over the remainder of its useful life.
Inventories	Inventories Inventories primarily consist of bulk and bottled liquor and raw materials and are stated at the lower of cost or market. Cost is determined using an average costing methodology, which approximates cost under the first-in, first-out (“FIFO”) method. A portion of the Company’s finished goods inventory is held by certain independent distributors on consignment until it is sold to a third party. The Company regularly monitors inventory quantities on hand and records write-downs for excess and obsolete inventories based primarily on the Company’s estimated forecast of product demand and production requirements. Such write-downs establish a new cost basis of accounting for the related inventory.	Inventories Inventories primarily consist of bulk and bottled liquor and raw materials and are stated at the lower of cost or market. Cost is determined using an average costing methodology, which approximates cost under the first-in, first-out (“FIFO”) method. A portion of the Company’s finished goods inventory is held by certain independent distributors on consignment until it is sold to a third party. The Company regularly monitors inventory quantities on hand and records write-downs for excess and obsolete inventories based primarily on the Company’s estimated forecast of product demand and production requirements. Such write-downs establish a new cost basis of accounting for the related inventory.
PROPERTY AND EQUIPMENT, NET	Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years . Amortization of leasehold improvements is computed using the straight-line method over the life of the lease or the useful lives of the assets, whichever is shorter. The cost and related accumulated depreciation and amortization of property and equipment sold or otherwise disposed of are removed from the accounts and any gain or loss is reported as current period income or expense. The costs of repairs and maintenance are expensed as incurred.	Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to 12.5 years. Amortization of leasehold improvements is computed using the straight-line method over the life of the lease or the useful lives of the assets, whichever is shorter. The cost and related accumulated depreciation and amortization of property and equipment sold or otherwise disposed of are removed from the accounts and any gain or loss is reported as current period income or expense. The costs of repairs and maintenance are expensed as incurred.
Intangible Assets / Goodwill	Intangible Assets / Goodwill The Company accounts for certain intangible assets at cost. Management reviews these intangible assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount, an impairment loss would be recognized to write down the asset to its estimated fair value. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements September 30, 2024 (Unaudited)	Intangible Assets / Goodwill The Company accounts for certain intangible assets at cost. Management reviews these intangible assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount, an impairment loss would be recognized to write down the asset to its estimated fair value. As of December 31, 2023, the Company performed a qualitative assessment of certain of its intangible and then performed a quantitative analysis after which it was determined that the Azuñia assets were impaired and reduced its carrying cost by $ 0.4 million.
IMPAIRMENT OF LONG-LIVED ASSETS	Long-lived Assets The Company accounts for long-lived assets, including certain intangible assets, at amortized cost. Management reviews long-lived assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount of the asset, an impairment loss would be recognized to write down the asset to its estimated fair value.	Long-lived Assets The Company accounts for long-lived assets, including certain intangible assets, at amortized cost. Management reviews long-lived assets for probable impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If there is an indication of impairment, management would prepare an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these estimated cash flows were less than the carrying amount of the asset, an impairment loss would be recognized to write down the asset to its estimated fair value. The Company performed a qualitative assessment of certain of its long-lived assets as of December 31, 2023 and determined that they were not impaired. Eastside Distilling, Inc. and Subsidiaries Notes to Consolidated Financial Statements December 31, 2023
Comprehensive Income	Comprehensive Income The Company did not have any other comprehensive income items in either of the nine month periods ended September 30, 2024 or 2023.	Comprehensive Income The Company did not have any other comprehensive income items in either the year ended December 31, 2023 or 2022.
Accounts Receivable Factoring Program	Accounts Receivable Factoring Program The Company had two accounts receivable factoring programs: one for its spirits customers (the “spirits program”) that had a zero balance as of September 30, 2024 and another for its co-packing customers (the “co-packing program”) that terminated in August 2023. Under the programs, the Company had the option to sell certain customer account receivables in advance of payment for 75% 85% 0.5 million or the total funds advanced at a rate of 1 % plus the prime rate published in the Wall Street Journal. Under the terms of both agreements, the factoring provider had full recourse against the Company should the customer fail to pay the invoice. In accordance with ASC Topic 860 – Transfers and Servicing 0.7 million of invoices and incurred $ 20,821 in fees associated with the factoring programs during the nine months ended September 30, 2023.	Accounts Receivable Factoring Program The Company had two accounts receivable factoring programs: one for its spirits customers (the “spirits program”) that had a zero balance as of December 31, 2023 and another for its co-packing customers (the “co-packing program”) that terminated in August 2023. Under the programs, the Company has the option to sell certain customer account receivables in advance of payment for 75% 85% For the co-packing program, interest is charged against the greater of $ 0.5 million or the total funds advanced at a rate of 1 % plus the prime rate published in the Wall Street Journal. Under the terms of both agreements, the factoring provider has full recourse against the Company should the customer fail to pay the invoice. In accordance with ASC Topic 860 – Transfers and Servicing 0.2 million of invoices and incurred $ 13,111 in fees associated with the factoring programs during the year ended December 31, 2023.
ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE	Recently Issued Accounting Pronouncements In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) . In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures .	Recently Issued Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures .
Reclassification of Prior Year Presentation		Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis Schedule of Roll Forward For Valuation of Financial Instruments
Beeline Financial Holdings Inc [Member]
USE OF ESTIMATES	USE OF ESTIMATES Preparing financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Significant estimates and assumptions in thee consolidated statements include: the fair value of mortgage loans held for sale, valuation of derivative instruments, valuation of software, valuation of right of use assets, contingent liability for loan repurchases, and for equity instruments such as options, estimating the fair value of options granted and expensed. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties.	USE OF ESTIMATES Preparing financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Significant estimates and assumptions in these consolidated statements include: the fair value of mortgage loans held for sale, valuation of derivative instruments, valuation of software, valuation of right of use assets, contingent liability for loan repurchases, and for equity instruments such as options, estimating the fair value of options granted and expensed. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties.
STOCK-BASED COMPENSATION EXPENSE	STOCK-BASED COMPENSATION EXPENSE Beeline measures and recognizes compensation expense for restricted stock awards and options granted to employees based on the fair value of the award on the grant date and recognized as expense over the related service or performance period. Beeline elected to account for forfeitures as they occur. Stock-based compensation expense totaled $ 0 281,060 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	STOCK-BASED COMPENSATION EXPENSE Beeline measures and recognizes compensation expense for restricted stock awards and options granted to employees based on the fair value of the award on the grant date and recognized as expense over the related service or performance period. Beeline elected to account for forfeitures as they occur. Stock-based compensation expense totaled $ 374,746 364,191 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022
PROPERTY AND EQUIPMENT, NET	PROPERTY AND EQUIPMENT, NET Property and equipment, including leasehold improvements, are recorded at cost, and are depreciated or amortized using the straight-line method over the estimated useful lives of the related assets, which range from five seven years	PROPERTY AND EQUIPMENT, NET Property and equipment, including leasehold improvements, are recorded at cost, and are depreciated or amortized using the straight-line method over the estimated useful lives of the related assets, which range from five seven years
IMPAIRMENT OF LONG-LIVED ASSETS	IMPAIRMENT OF LONG-LIVED ASSETS Beeline continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets, including internal-use software, may warrant revision or that the carrying value of these assets may be impaired. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	IMPAIRMENT OF LONG-LIVED ASSETS Beeline continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets, including internal-use software, may warrant revision or that the carrying value of these assets may be impaired.
ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE	ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE In November 2023, the FASB issued ASU 2023-7, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses on an annual and interim basis. The ASU is effective on a retrospective basis for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The adoption of ASU 2023-7 had no effect on the Company’s financial position or results of operations. In December 2023, the FASB issued ASU 2023-9, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024, and early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company will include the required disclosures in its condensed consolidated financial statements once adopted.	ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE In November 2023, the FASB issued ASU 2023-7, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses on an annual and interim basis. The ASU is effective on a retrospective basis for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company will adopt ASU 2023-7 beginning with its fiscal year ended December 31, 2024. In December 2023, the FASB issued ASU 2023-9, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. The ASU is effective on a prospective basis for annual periods beginning after December 15, 2024, and early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The Company will include the required disclosures in its condensed consolidated financial statements once adopted.
PRINCIPLES OF CONSOLIDATION	PRINCIPLES OF CONSOLIDATION The unaudited consolidated financial statements include the accounts of Beeline Financial Holdings, Inc., and its subsidiaries. Intercompany transactions and balances have been eliminated.	PRINCIPLES OF CONSOLIDATION These consolidated financial statements include the accounts of Beeline Financial Holdings, Inc., and its subsidiaries. Intercompany transactions and balances have been eliminated.
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	CASH, CASH EQUIVALENTS, AND RESTRICTED CASH Beeline considers highly liquid investments purchased with a remaining maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents include money market accounts that are readily convertible into cash. The Company maintains certain cash balances that are restricted under warehouse and/or master repurchase agreements, broker margin accounts associated with its derivative instruments. The restricted cash balance at September 30, 2024 and December 31, 2023 and 2022 is $ 91,041 187,006	CASH, CASH EQUIVALENTS, AND RESTRICTED CASH Beeline considers highly liquid investments purchased with a remaining maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents include money market accounts that are readily convertible into cash. The Company maintains certain cash balances that are restricted under warehouse and/or master repurchase agreements, broker margin accounts associated with its derivative instruments. The restricted cash balance at December 31, 2023 and 2022 is $ 187,006 100,510
MORTGAGE LOANS HELD FOR SALE AND GAIN ON SALE OF LOANS REVENUE RECOGNITION	MORTGAGE LOANS HELD FOR SALE AND GAIN ON SALE OF LOANS REVENUE RECOGNITION Mortgage loans held for sale are carried at fair value under the fair value option in accordance with Financial Accounting Standards Board’s Accounting Standards Codification Topic (“ASC”) 825-Financial Instruments, with changes in fair value recorded in gain on sale of loans, net on the consolidated statements of operations. The fair value of mortgage loans held for sale committed to investors is calculated using observable market information such as the investor commitment, assignment of trade or other mandatory delivery commitment prices. The fair value of mortgage loans held for sale not committed to investors is based on quoted best execution secondary market prices. If no such quoted price exists, the fair value is determined using quoted prices for a similar asset or assets, such as Mortgage-Backed Securities (MBS) prices, adjusted for the specific attributes of that loan, which would be used by other market participants. Mortgage loans held for sale not calculated using observable market information are based on third-party broker quotations or market bid pricing. Gains and losses from the sale of mortgage loans held for sale are recognized based upon the difference between the sales proceeds and carrying value of the related loans upon sale and are recorded in gain on sale of loans, net on the consolidated statements of operations. Sales proceeds reflect the cash received from investors through the sale of the loan and servicing release premium. Gain on sale of loans, net also includes the unrealized gains and losses associated with the changes in the fair value of mortgage loans held for sale, and the realized and unrealized gains and losses from derivative instruments. Mortgage loans held for sale are considered sold when the Company surrenders control over the financial assets. Control is considered to have been surrendered when the transferred assets have been isolated from the Company, beyond the reach of the Company and its creditors; the purchaser obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets; and the Company does not maintain effective control over the transferred assets through either an agreement that both entitles and obligates the Company to repurchase or redeem the transferred assets before their maturity or the ability to unilaterally cause the holder to return specific financial assets. The Company typically considers the above criteria to have been met upon acceptance and receipt of sales proceeds from the purchaser. Mortgage loans sold to investors by the Company, and which met investor underwriting guidelines at the time of sale, may be subject to repurchase in the event of specific default by the borrower or subsequent discovery that underwriting standards were not met. The Company may, upon mutual agreement, indemnify the investor against future losses on such loans. Additionally, reserves are established for estimated liabilities from the need to repay, where applicable, a portion of the premium received from investors on the sale of certain mortgage loans if such loans are repaid in their entirety within a specified period after the sale of the loans. The Company has established a reserve for potential losses related to these representations and warranties. In assessing the adequacy of the reserve, management evaluates various factors including actual write-offs during the period, historical loss experience, known delinquent and other problem loans, and economic trends and conditions in the industry. Actual losses incurred are reflected as write-offs against the loan indemnification reserve. Since mortgage loans held for sale have maturity dates greater than one year from the balance sheet date but are expected to be sold in a short time frame (less than one year), they are recorded as current assets. Changes in the balances of mortgage loans held for sale are included in cash flows from operating activities in the consolidated statement of cash flows in accordance with ASC 230-10-45-21.	MORTGAGE LOANS HELD FOR SALE AND GAINS ON SALE OF LOANS REVENUE RECOGNITION Mortgage loans held for sale are carried at fair value under the fair value option in accordance with Financial Accounting Standards Board’s Accounting Standards Codification Topic (“ASC”) 825-Financial Instruments, with changes in fair value recorded in gain on sale of loans, net on the consolidated statements of operations. The fair value of mortgage loans held for sale committed to investors is calculated using observable market information such as the investor commitment, assignment of trade or other mandatory delivery commitment prices. The fair value of mortgage loans held for sale not committed to investors is based on quoted best execution secondary market prices. If no such quoted price exists, the fair value is determined using quoted prices for a similar asset or assets, such as Mortgage-Backed Securities (MBS) prices, adjusted for the specific attributes of that loan, which would be used by other market participants. Mortgage loans held for sale not calculated using observable market information are based on third-party broker quotations or market bid pricing. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Gains and losses from the sale of mortgage loans held for sale are recognized based upon the difference between the sales proceeds and carrying value of the related loans upon sale and are recorded in gain on sale of loans, net on the consolidated statements of operations. Sales proceeds reflect the cash received from investors through the sale of the loan and servicing release premium. Gain on sale of loans, net also includes the unrealized gains and losses associated with the changes in the fair value of mortgage loans held for sale, and the realized and unrealized gains and losses from derivative instruments. Mortgage loans held for sale are considered sold when the Company surrenders control over the financial assets. Control is considered to have been surrendered when the transferred assets have been isolated from the Company, beyond the reach of the Company and its creditors; the purchaser obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets; and the Company does not maintain effective control over the transferred assets through either an agreement that both entitles and obligates the Company to repurchase or redeem the transferred assets before their maturity or the ability to unilaterally cause the holder to return specific financial assets. The Company typically considers the above criteria to have been met upon acceptance and receipt of sales proceeds from the purchaser. Mortgage loans sold to investors by the Company, and which met investor underwriting guidelines at the time of sale, may be subject to repurchase in the event of specific default by the borrower or subsequent discovery that underwriting standards were not met. The Company may, upon mutual agreement, indemnify the investor against future losses on such loans. Additionally, reserves are established for estimated liabilities from the need to repay, where applicable, a portion of the premium received from investors on the sale of certain mortgage loans if such loans are repaid in their entirety within a specified period after the sale of the loans. The Company has established a reserve for potential losses related to these representations and warranties. In assessing the adequacy of the reserve, management evaluates various factors including actual write-offs during the period, historical loss experience, known delinquent and other problem loans, and economic trends and conditions in the industry. Actual losses incurred are reflected as write-offs against the loan indemnification reserve. Since mortgage loans held for sale have maturity dates greater than one year from the balance sheet date but are expected to be sold in a short time frame (less than one year), they are recorded as current assets. Changes in the balances of mortgage loans held for sale are included in cash flows from operating activities in the consolidated statement of cash flows in accordance with ASC 230-10-45-21.
REVENUE RECOGNITION	REVENUE RECOGNITION Loan Origination Fees and Costs Loan origination fees represent revenue earned from originating mortgage loans. Loan origination fees generally represent flat per-loan fee amounts based on a percentage of the original principal loan balance and are recognized as revenue at the time the mortgage loans are funded since the loans are held for sale. Loan origination costs are charged to operations as incurred. Interest Income Interest income on mortgage loans held for sale is recognized for the period from loan funding to sale based upon the principal balance outstanding and contractual interest rates. Revenue recognition is discontinued when loans become 90 days delinquent, or when, in management’s opinion, the recovery of principal and interest becomes doubtful and the mortgage loans held for sale are put on nonaccrual status. For loans that have been modified, a period of 6 payments is required before the loan is returned to an accrual basis. Interest Expense Interest expense relating to the warehouse lines of credit is included in Revenues. Other interest expense is included under Other (Income)/Expense. Title Fees Commissions earned at loan settlement on insurance premiums paid to title insurance companies. Data and Tech Fees received from a marketing partner who is embedded in our point-of-sale journey for investment property customers. The partner pays Beeline for leads they receive from a customer opting in to use their insurance company for landlord insurance during the application process. BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	REVENUE RECOGNITION Loan Origination Fees and Costs Loan origination fees represent revenue earned from originating mortgage loans. Loan origination fees generally represent flat per-loan fee amounts based on a percentage of the original principal loan balance and are recognized as revenue at the time the mortgage loans are funded since the loans are held for sale. Loan origination costs are charged to operations as incurred. Interest Income Interest income on mortgage loans held for sale is recognized for the period from loan funding to sale based upon the principal balance outstanding and contractual interest rates. Revenue recognition is discontinued when loans become 90 days delinquent, or when, in management’s opinion, the recovery of principal and interest becomes doubtful and the mortgage loans held for sale are put on nonaccrual status. For loans that have been modified, a period of 6 payments is required before the loan is returned to an accrual basis. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 Interest Expense Interest expense relating to the warehouse lines of credit is included in Revenues. Other interest expense is included under Other (Income)/Expense. Title Fees Commissions earned at loan settlement on insurance premiums paid to title insurance companies. Data and Tech Fees received from a marketing partner who is embedded in our point-of-sale journey for investment property customers. The partner pays Beeline for leads they receive from a customer opting in to use their insurance company for landlord insurance during the application process.
DERIVATIVE FINANCIAL INSTRUMENTS AND REVENUE RECOGNITION	DERIVATIVE FINANCIAL INSTRUMENTS AND REVENUE RECOGNITION The Company holds and issues derivative financial instruments such as interest rate lock commitments (IRLCs). IRLCs are subject to price risk primarily related to fluctuations in market interest rates. To hedge the interest rate risk on certain IRLCs, the Company enters into best effort forward sale commitments with investors, whereby certain loans are locked with a borrower and simultaneously committed to an investor at a fixed price. If the best effort IRLC does not fund, the Company has no obligation to fulfill the investor commitment. FASB ASC 815-25, “Derivatives and Hedging,” requires that all derivative instruments be recognized as assets or liabilities on the consolidated balance sheets at their fair value. Changes in the fair value of the derivative instruments are recognized in gain on sale loans, net on the consolidated statements of operations in the period in which they occur. The Company accounts for all derivative instruments as free-standing derivative instruments and does not designate any for hedge accounting.	DERIVATIVE FINANCIAL INSTRUMENTS AND REVENUE RECOGNITION The Company holds and issues derivative financial instruments such as interest rate lock commitments (IRLCs). IRLCs are subject to price risk primarily related to fluctuations in market interest rates. To hedge the interest rate risk on certain IRLCs, the Company enters into best effort forward sale commitments with investors, whereby certain loans are locked with a borrower and simultaneously committed to an investor at a fixed price. If the best effort IRLC does not fund, the Company has no obligation to fulfill the investor commitment. FASB ASC 815-25, “Derivatives and Hedging,” requires that all derivative instruments be recognized as assets or liabilities on the consolidated balance sheets at their fair value. Changes in the fair value of the derivative instruments are recognized in gain on sale loans, net on the consolidated statements of operations in the period in which they occur. The Company accounts for all derivative instruments as free-standing derivative instruments and does not designate any for hedge accounting.
DEPOSITS	DEPOSITS Deposits include security deposits for leased office spaces, which are refundable to Beeline upon expiration of the lease agreements.	DEPOSITS Deposits include security deposits for leased office spaces, which are refundable to Beeline upon expiration of the lease agreements.
SOFTWARE DEVELOPMENT COSTS, NET	SOFTWARE DEVELOPMENT COSTS, NET Under ASC 350-40 Internal-Use Software, Beeline capitalizes certain qualifying costs incurred during the application development stage in connection with the development of internal-use software. Costs related to preliminary project activities are expensed as incurred and post-implementation activities will be expensed as incurred. Capitalized software costs are amortized over the useful life of the software, which is five years. Impairment of internal-use software is evaluated under ASC 350-40-35 Subsequent Measurement on a qualitative basis and if indicators exist, then a quantitative analysis is performed under ASC 360” Property, Plant, and Equipment”. Investment in Equity Method Investee On February 7, 2024, MagicBlocks, Inc., a Delaware corporation, was incorporated by a third party. On July 31, 2024, the Company was issued 4,285,000 96,500	SOFTWARE DEVELOPMENT COSTS, NET Under ASC 350-40, “Internal-Use Software,” Beeline capitalizes certain qualifying costs incurred during the application development stage in connection with the development of internal-use software. Costs related to preliminary project activities are expensed as incurred and post-implementation activities will be expensed as incurred. Capitalized software costs are amortized over the useful life of the software, which is five years. Impairment of internal-use software is evaluated under ASC 350-40-35 “Subsequent Measurement” on a qualitative basis and if indicators exist, then a quantitative analysis is performed under ASC 360” Property, Plant, and Equipment”. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022
FAIR VALUE MEASUREMENTS	FAIR VALUE MEASUREMENTS Fair value is the price that would be received if an asset were sold or the price that would be paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Required disclosures include classification of fair value measurements within a three-level hierarchy (Level 1, Level 2, and Level 3). Classification of a fair value measurement within the hierarchy is dependent on the classification and significance of the inputs used to determine the fair value measurement. Observable inputs are those that are observed, implied from, or corroborated with externally available market information. Unobservable inputs represent the estimates of market participants’ assumptions. Fair value measurements are classified in the following manner: Level 1—Valuation is based on quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Valuation is based on either observable prices for identical assets or liabilities in inactive markets, observable prices for similar assets or liabilities, or other inputs that are derived directly from, or through correlation to, observable market data at the measurement date. Level 3—Valuation is based on the internal models using assumptions at the measurement date that a market participant would use. In determining fair value measurement, Beeline uses observable inputs whenever possible. The level of a fair value measurement within the hierarchy is dependent on the lowest level of input that has a significant impact on the measurement as a whole. If quoted market prices are available at the measurement date or are available for similar instruments, such prices are used in the measurements. If observable market data is not available at the measurement date, judgment is required to measure fair value. The following is a description of measurement techniques for items recorded at fair value on a recurring basis. There were no material items recorded at fair value on a nonrecurring basis as of September 30, 2024 and December 31, 2023. Mortgage loans held for sale: Loans held for sale that are valued using Level 2 measurements derived from observable market data, including market prices of securities backed by similar mortgage loans adjusted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to mortgage servicing and credit risk. Loans held for sale for which there is little to no observable trading activity of similar instruments are valued using Level 3 measurements based upon dealer price quotes and internal models. IRLCs: The fair value of IRLCs is based on current market prices of securities backed by similar mortgage loans (as determined above under mortgage loans held for sale), net of costs to close the loans, subject to the estimated loan funding probability, or “pull-through factor.” Given the significant and unobservable nature of the pull-through factor, IRLCs are classified as Level 3. Forward commitments: Beeline’s forward commitments are valued based on quoted prices for similar assets in an active market with inputs that are observable and are classified within Level 2 of the valuation hierarchy. There were no open forward contracts at September 30, 2024 and December 31, 2023. A roll forward of the level 3 valuation financial instruments is as follows: Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis September 30, 2024 December 31, 2023 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Interest rate lock derivative $ - $ - $ 62,796 $ - $ - $ 57,505 Schedule of Roll Forward For Valuation of Financial Instruments For the Nine Months Ended September 30, 2024 2023 Balance at beginning of period $ 57,505 $ 30,757 Change in fair value included in derivative expense (income) 5,291 - Balance at end of period $ 62,796 $ 30,757 BEELINE FINANCIAL HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENT September 30, 2024 (Unaudited)	FAIR VALUE MEASUREMENTS Fair value is the price that would be received if an asset were sold or the price that would be paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Required disclosures include classification of fair value measurements within a three-level hierarchy (Level 1, Level 2, and Level 3). Classification of a fair value measurement within the hierarchy is dependent on the classification and significance of the inputs used to determine the fair value measurement. Observable inputs are those that are observed, implied from, or corroborated with externally available market information. Unobservable inputs represent the estimates of market participants’ assumptions. Fair value measurements are classified in the following manner: Level 1—Valuation is based on quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Valuation is based on either observable prices for identical assets or liabilities in inactive markets, observable prices for similar assets or liabilities, or other inputs that are derived directly from, or through correlation to, observable market data at the measurement date. Level 3—Valuation is based on the internal models using assumptions at the measurement date that a market participant would use. In determining fair value measurement, Beeline uses observable inputs whenever possible. The level of a fair value measurement within the hierarchy is dependent on the lowest level of input that has a significant impact on the measurement as a whole. If quoted market prices are available at the measurement date or are available for similar instruments, such prices are used in the measurements. If observable market data is not available at the measurement date, judgment is required to measure fair value. The following is a description of measurement techniques for items recorded at fair value on a recurring basis. There were no material items recorded at fair value on a nonrecurring basis as of December 31, 2023 and 2022. Mortgage loans held for sale: Loans held for sale that are valued using Level 2 measurements derived from observable market data, including market prices of securities backed by similar mortgage loans adjusted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to mortgage servicing and credit risk. Loans held for sale for which there is little to no observable trading activity of similar instruments are valued using Level 3 measurements based upon dealer price quotes and internal models. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 IRLCs: The fair value of IRLCs is based on current market prices of securities backed by similar mortgage loans (as determined above under mortgage loans held for sale), net of costs to close the loans, subject to the estimated loan funding probability, or “pull-through factor.” Given the significant and unobservable nature of the pull-through factor, IRLCs are classified as Level 3. Forward commitments: Beeline’s forward commitments are valued based on quoted prices for similar assets in an active market with inputs that are observable and are classified within Level 2 of the valuation hierarchy. There were no open forward contracts at December 31, 2023 and 2022. Assets or liabilities measured at fair value or a recurring basis were as follows at December 31, 2023 and 2022: Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 2023 2022 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Mortgage loans held for sale $ - $ 2,301,012 $ - $ - $ 3,022,969 $ - Interest rate lock derivative $ - $ - $ 57,505 $ - $ - $ 30,757 A roll forward of the level 3 valuation financial instruments was as follows: Schedule of Roll Forward for Valuation of Financial Instruments For the years ended December 31, Balance at beginning of year 2023 2022 Initial valuation $ 30,757 $ - Change in fair value in gain on sale of loans, net 26,748 30,757 Balance at end of year $ 57,505 $ 30,757
DEBT ISSUANCE COSTS	DEBT ISSUANCE COSTS Beeline’s notes payable agreements are recorded net of issuance costs (debt discount). The resulting debt discount is being amortized over the term of the term loan using the straight-line method, which approximates the effective interest method, and the amortization of debt discount is included in the statement of operations.	DEBT ISSUANCE COSTS Beeline’s notes or loans payable agreements are recorded net of issuance costs (debt discount). The resulting debt discount is being amortized over the term of the term loan using the straight-line method, which approximates the effective interest method, and the amortization of debt discount is included in interest expense in the Other (Income)/Expense category in the statement of operations.
MARKETING AND ADVERTISING COSTS	MARKETING AND ADVERTISING COSTS Marketing and advertising costs are expensed as incurred. For the nine months ended September 30, 2024 and 2023, marketing and advertising expenses were $ 1,618,472 1,356,123	MARKETING AND ADVERTISING COSTS Marketing and advertising costs are expensed as incurred. For the year ended December 31, 2023, marketing and advertising expenses were $ 1,891,128 1,788,458
Foreign Currency Translation	Foreign Currency Translation The reporting currency of the company is the U.S. dollar. Except for Beeline Loans Pty Ltd, the functional currency of the company is the U.S. dollar. The functional currency of Beeline Loans Pty Ltd is the Australian dollar (AUS). For Beeline Loans Pty Ltd, results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the unified exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts related to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive loss. The cumulative translation adjustment and effect of exchange rate changes on cash for the nine months ended September 30, 2024 and 2023 was $ 7,633 3,608	Foreign Currency TranslatioN AND TRANSACTIONS The reporting currency of the company is the U.S. dollar. Except for Beeline Loans Pty Ltd, the functional currency of the company is the U.S. dollar. The functional currency of Beeline Loans Pty Ltd is the Australian dollar (AUS). For Beeline Loans Pty Ltd, results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts related to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive loss. The translation adjustment for years ended December 31, 2023 and 2022 was $ 15,892 70,298
NON-CONTROLLING INTERESTS	NON-CONTROLLING INTERESTS Beeline follows ASC Topic 810 – Consolidation, governing the accounting for and reporting of non-controlling interests (NCI) in partially owned consolidated subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCI be treated as a separate component of equity, not as a liability, that increases and decreases in the parent’s ownership interest that leave control intact be treated as equity transactions rather than step acquisitions or dilution gains or losses, and that losses of a partially-owned subsidiary be allocated to non-controlling interests even when such allocation might result in a deficit balance. The net loss attributed to NCI was separately designated in the accompanying consolidated statements of operations and comprehensive loss. Losses attributable to NCI in a subsidiary may exceed NCI’s interests in the subsidiary’s equity. The excess attributable to NCI is attributed to those interests. NCI shall continue to be attributed their share of losses even if that attribution results in a deficit NCI balance.	NON-CONTROLLING INTERESTS Beeline follows ASC Topic 810 – Consolidation, governing the accounting for and reporting of non-controlling interests (NCI) in partially owned consolidated subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCI be treated as a separate component of equity, not as a liability, that increases and decreases in the parent’s ownership interest that leave control intact be treated as equity transactions rather than step acquisitions or dilution gains or losses, and that losses of a partially-owned subsidiary be allocated to non-controlling interests even when such allocation might result in a deficit balance. The net loss attributed to NCI was separately designated in the accompanying consolidated statements of operations and comprehensive loss. Losses attributable to NCI in a subsidiary may exceed NCI’s interests in the subsidiary’s equity. The excess attributable to NCI is attributed to those interests. NCI shall continue to be attributed their share of losses even if that attribution results in a deficit NCI balance.
Segment Information		Segment Information The Company operates in one reportable segment as a Direct-to-Consumer lender. The Company’s chief operating decision makers, its Chief Executive Officer and Chief Financial Officer manage the Company’s operations as a whole.
INCOME TAXES	INCOME TAXES Deferred tax assets and liabilities are recorded for the difference between the financial statement carrying amounts and the tax basis of existing assets and liabilities using tax rates expected to be in effect in the years in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. At December 31, 2023, the amount of the deferred tax assets of approximately $ 38 0	INCOME TAXES The Company uses the asset and liability method to compute the differences between the tax basis of assets and liabilities and the related financial statement amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that, more likely than not, will be realized. The Company has deferred tax assets and liabilities that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets are subject to periodic recoverability assessments. Realization of the deferred tax assets, net of deferred tax liabilities, is principally dependent upon achievement of projected future taxable income. Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company accounts for uncertainty in income taxes using a two-step approach for evaluating tax positions. Step one, recognition, occurs when the Company concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination. Step two, measurement, is only addressed if the position is more likely than not to be sustained. Under step two, the tax benefit is measured as the largest amount of benefit, determined on a cumulative probability basis, which is more likely than not to be realized upon ultimate settlement. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis		Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis Schedule of Roll Forward For Valuation of Financial Instruments
Schedule of Roll Forward For Valuation of Financial Instruments		Schedule of Roll Forward For Valuation of Financial Instruments
Beeline Financial Holdings Inc [Member]
Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis	A roll forward of the level 3 valuation financial instruments is as follows: Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis September 30, 2024 December 31, 2023 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Interest rate lock derivative $ - $ - $ 62,796 $ - $ - $ 57,505	Assets or liabilities measured at fair value or a recurring basis were as follows at December 31, 2023 and 2022: Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 2023 2022 Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Mortgage loans held for sale $ - $ 2,301,012 $ - $ - $ 3,022,969 $ - Interest rate lock derivative $ - $ - $ 57,505 $ - $ - $ 30,757
Schedule of Roll Forward For Valuation of Financial Instruments	Schedule of Roll Forward For Valuation of Financial Instruments For the Nine Months Ended September 30, 2024 2023 Balance at beginning of period $ 57,505 $ 30,757 Change in fair value included in derivative expense (income) 5,291 - Balance at end of period $ 62,796 $ 30,757	A roll forward of the level 3 valuation financial instruments was as follows: Schedule of Roll Forward for Valuation of Financial Instruments For the years ended December 31, Balance at beginning of year 2023 2022 Initial valuation $ 30,757 $ - Change in fair value in gain on sale of loans, net 26,748 30,757 Balance at end of year $ 57,505 $ 30,757

Discontinued Operations (Tables

Discontinued Operations (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Disposal Groups, Including Discontinued Operations	Assets and liabilities related to Craft C+P were as follows: Schedule of Disposal Groups, Including Discontinued Operations (Dollars in thousands) September 30, 2024 December 31, 2023 Assets Current assets: Cash $ 135 $ 96 Trade receivables, net 756 396 Inventories 1,071 526 Prepaid expenses and other current assets 678 250 Total current assets 2,640 1,268 Property and equipment, net 4,156 4,598 Right-of-use assets 1,415 1,923 Intangible assets, net 517 827 Other assets, net 210 321 Total Assets $ 8,938 $ 8,937 Liabilities Current liabilities: Accounts payable $ 2,130 $ 1,014 Accrued liabilities 266 110 Deferred revenue 42 88 Current portion of lease liabilities 686 665 Total current liabilities 3,124 1,877 Lease liabilities, net of current portion 843 1,366 Total liabilities $ 3,967 $ 3,243 Income and expense related to Craft C+P were as follows for the nine months ended September 30, 2024 and 2023: (Dollars in thousands) 2024 2023 Sales $ 6,775 $ 5,637 Less customer programs and excise taxes 117 79 Net sales 6,658 5,558 Cost of sales 6,322 5,378 Gross profit 336 180 Operating expenses: Sales and marketing expenses 45 81 General and administrative expenses 2,355 2,103 Gain on disposal of property and equipment (195 ) (171 ) Total operating expenses 2,205 2,013 Loss from operations (1,869 ) (1,833 ) Other income (expense), net Interest expense - (12 ) Other income 3 33 Total other income, net 3 21 Loss before income taxes (1,866 ) (1,812 ) Provision for income taxes - - Net loss $ (1,866 ) $ (1,812 )	Assets and liabilities related to Craft C+P were as follows as of December 31, 2023 and 2022: Schedule of Disposal Groups, Including Discontinued Operations (Dollars in thousands) 2023 2022 Assets Current assets: Cash $ 96 $ 111 Trade receivables, net 396 422 Inventories 526 992 Prepaid expenses and other current assets 250 442 Total current assets 1,268 1,967 Property and equipment, net 4,598 5,486 Right-of-use assets 1,923 2,714 Intangible assets, net 827 1,241 Other assets, net 321 108 Total Assets $ 8,937 $ 11,516 Liabilities Current liabilities: Accounts payable $ 1,014 $ 654 Accrued liabilities 110 109 Deferred revenue 88 18 Current portion of lease liabilities 665 736 Other current liability, related party - 173 Total current liabilities 1,877 1,690 Lease liabilities, net of current portion 1,366 2,117 Total liabilities $ 3,243 $ 3,807 Income and expense related to Craft C+P were as follows for the years ended December 31, 2023 and 2022: (Dollars in thousands) 2023 2022 Sales $ 6,817 $ 5,626 Less customer programs and excise taxes 105 100 Net sales 6,712 5,526 Cost of sales 6,829 6,341 Gross profit (117 ) (815 ) Operating expenses: Sales and marketing expenses 126 85 General and administrative expenses 2,878 3,344 (Gain) loss on disposal of property and equipment (367 ) 65 Total operating expenses 2,637 3,494 Loss from operations (2,754 ) (4,309 ) Other income (expense), net Interest expense (12 ) (44 ) Other income 17 104 Total other income, net 5 60 Loss before income taxes (2,749 ) (4,249 ) Provision for income taxes - - Net loss $ (2,749 ) $ (4,249 )

Business Segment Information (T

Business Segment Information (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Segment Reporting [Abstract]
Schedule of Segment Information	Segment information was as follows for the nine months ended September 30: Schedule of Segment Information (Dollars in thousands) 2024 2023 Bridgetown Sales $ 2,106 $ 3,080 Net sales 1,977 2,939 Cost of sales 1,476 1,940 Gross profit 501 999 Total operating expenses 698 1,183 Net loss (162 ) (130 ) Gross margin 25 % 34 % Depreciation and amortization 99 114 Corporate Total operating expenses $ 1,149 $ 1,287 Net loss (2,112 ) (3,455 ) Interest expense 965 850 Significant noncash items: Stock compensation - 98	Segment information was as follows for the years ended December 31: Schedule of Segment Information (Dollars in thousands) 2023 2022 Spirits Sales $ 3,981 $ 8,701 Net sales 3,787 8,357 Cost of sales 2,609 5,101 Gross profit 1,178 3,256 Total operating expenses 1,476 2,532 Net loss (601 ) (6,781 ) Gross margin 31 % 39 % Depreciation and amortization $ 149 $ 161 Significant noncash items: (Gain) loss on disposal of property and equipment 3 (7 ) Impairment loss 364 7,453 Corporate Total operating expenses $ 1,768 $ 3,064 Net loss (4,185 ) (5,236 ) Net Income (loss) (4,185 ) (5,236 ) Interest expense $ 1,096 $ 2,172 Significant noncash items: Stock compensation 246 325 Loss on debt to equity conversion 1,321 -

Inventories (Tables)

Inventories (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Schedule of Inventories	Inventories consisted of the following: Schedule of Inventories (Dollars in thousands) September 30, 2024 December 31, 2023 Raw materials $ 770 $ 1,740 Finished goods 1,023 946 Total inventories $ 1,793 $ 2,686	Inventories consisted of the following as of December 31: Schedule of Inventories (Dollars in thousands) 2023 2022 Raw materials $ 1,740 $ 2,170 Finished goods 946 1,281 Total inventories $ 2,686 $ 3,451

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Prepaid Expenses And Other Current Assets
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses and other current assets consisted of the following: Schedule of Prepaid Expenses and Other Current Assets (Dollars in thousands) September 30, 2024 December 31, 2023 Prepayment of inventory $ 69 $ 52 Other 107 61 Total prepaid expenses and other current assets $ 176 $ 113	Prepaid expenses and other current assets consisted of the following as of December 31: Schedule of Prepaid Expenses and Current Assets (Dollars in thousands) 2023 2022 Prepayment of fixed assets $ - $ 17 Prepayment of inventory 52 52 Other 62 108 Total prepaid expenses and other current assets $ 114 $ 177

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Schedule of Property And Equipment	Property and equipment consisted of the following: Schedule of Property and Equipment (Dollars in thousands) September 30, 2024 December 31, 2023 Useful Life (in years) Furniture and fixtures $ 625 $ 625 3.0 - 7.0 Leasehold improvements 1,386 1,386 3.5 - 5.0 Vehicle 27 27 7.0 Total cost 2,038 2,038 Less accumulated depreciation (1,926 ) (1,869 ) Total property and equipment, net $ 112 $ 169	Property and equipment consisted of the following as of December 31: Schedule of Property and Equipment (Dollars in thousands) 2023 2022 Useful Life (in years) Furniture and fixtures $ 625 $ 687 3.0 - 7.0 Leasehold improvements 1,386 1,386 3.5 - 5.0 Vehicles 27 27 5.0 Total cost 2,038 2,100 Less accumulated depreciation (1,869 ) (1,845 ) Total property and equipment, net $ 169 $ 255
Beeline Financial Holdings Inc [Member]
Schedule of Property And Equipment	Property and equipment as of September 30, 2024 and December 31, 2023, consisted of the following: Schedule of Property And Equipment September 30, 2024 December 31, 2023 Leasehold improvements $ 696,894 $ 696,894 Furniture and fixtures 129,962 129,962 Computers and hardware 81,779 81,779 Property and equipment gross 908,635 908,635 Less accumulated depreciation (713,474 ) (599,942 ) Property and equipment, net $ 195,161 $ 308,693	Property and equipment as of December 31, 2023 and 2022, consisted of the following: Schedule of Property and Equipment 2023 2022 Leasehold improvements $ 696,894 $ 696,894 Furniture and fixtures 129,962 129,962 Computers and hardware 81,779 81,779 Property and equipment gross 908,635 908,635 Less: accumulated depreciation (599,942 ) (448,566 ) Property and equipment, net $ 308,693 $ 460,069

Intangible Assets (Tables)

Intangible Assets (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets consisted of the following: Schedule of Intangible Assets (Dollars in thousands) September 30, 2024 December 31, 2023 Permits and licenses $ 25 $ 25 Azuñia brand 4,153 4,153 Intangible assets $ 4,178 $ 4,178	Intangible assets consisted of the following as of December 31: Schedule of Intangible Assets (Dollars in thousands) 2023 2022 Permits and licenses $ 25 $ 25 Azuñia brand 4,153 4,492 Intangible assets $ 4,178 $ 4,517

Other Assets (Tables)

Other Assets (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of Other Assets	Other assets consisted of the following: Schedule of Other Assets (Dollars in thousands) September 30, 2024 December 31, 2023 Product branding $ 396 $ 396 Deposits 171 172 Other - 23 Total other assets 567 591 Less accumulated amortization (385 ) (344 ) Other assets, net $ 182 $ 247	Other assets consisted of the following as of December 31: Schedule of Other Assets (Dollars in thousands) 2023 2022 Product branding $ 396 $ 400 Deposits 172 148 Other 23 - Total other assets 591 548 Less accumulated amortization (344 ) (287 ) Other assets, net $ 247 $ 261

Leases (Tables)

Leases (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Leases
Schedule of Maturities of Operating Lease Liabilities	Maturities of lease liabilities as of September 30, 2024 were as follows: Schedule of Maturities of Operating Lease Liabilities (Dollars in thousands) Operating Leases Weighted- Average Remaining Term in Years 2024 $ 58 2025 210 2026 164 2027 - 2028 - Thereafter - Total lease payments 432 Less imputed interest (based on 6.1 % weighted-average discount rate) (28 ) Present value of lease liability $ 404 2.06	Maturities of lease liabilities as of December 31, 2023 were as follows: Schedule of Maturities of Operating Lease Liabilities (Dollars in thousands) Operating Leases Weighted- Average Remaining Term in Years 2024 $ 258 2025 266 2026 220 2027 - 2028 - Thereafter - Total lease payments 744 Less imputed interest (based on 6.1% weighted-average discount rate) (63 ) Present value of lease liability $ 681 0.12

Notes Payable (Tables)

Notes Payable (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Schedule of Bdcri Loan	Notes payable consisted of the following: Schedule of Notes Payable (Dollars in thousands) September 30, 2024 December 31, 2023 Promissory notes payable bearing interest of 6.0 %. The notes have a 36 -month term with maturity in April 2024 . Accrued interest is paid in accordance with a monthly amortization schedule. $ 486 $ 486 Amended and restated promissory notes payable bearing interest of 8.0 %. The notes mature in March 2025 . Accrued interest is paid in accordance with an amortization schedule. 7,669 7,556 Total notes payable 8,155 8,042 Less current portion (8,155 ) (486 ) Long-term portion of notes payable $ - $ 7,556	Notes payable consisted of the following as of December 31: Schedule of Notes Payable (Dollars in thousands) 2023 2022 Promissory notes payable bearing interest of 6.0%. The notes have a 36-month term with maturity in April 2024. Accrued interest is paid in accordance with a monthly amortization schedule. $ 486 $ 7,749 Promissory notes payable bearing interest of 6.0 %. The notes have a 36 -month term with maturity in April 2024 . Accrued interest is paid in accordance with a monthly amortization schedule. $ 486 $ 7,749 Amended and restated promissory notes payable bearing interest of 8.0 %. The notes mature in March 2025 . Accrued interest is paid in accordance with an amortization schedule. 7,556 - Total notes payable 8,042 7,749 Less current portion (486 ) - Long-term portion of notes payable $ 7,556 $ 7,749
Schedule of Maturities on Notes payable	Maturities on notes payable as of September 30, 2024 were as follows: Schedule of Maturities on Notes payable (Dollars in thousands) 2024 486 2025 7,669 2026 - 2027 - 2028 - Thereafter - Total $ 8,155	Maturities on notes payable as of December 31, 2023 were as follows: Schedule of Maturities on Notes payable (Dollars in thousands) 2024 $ 486 2025 7,556 2026 - 2027 - 2028 - Thereafter - Total $ 8,042
Beeline Financial Holdings Inc [Member]
Schedule of Bdcri Loan		The payment schedule for the BDCRI loan is as follows: Schedule of Bdcri Loan Year Amount 2024 $ 100,000 2025 100,000 2026 100,000 Total $ 300,000
Schedule of Convertible Notes		Convertible notes at December 31, were as follows: Schedule of Convertible Notes 2023 2022 Convertible notes $ 8,889,261 $ 745,238 Convertible notes - related party 8,986,493 3,601,000 Total $ 17,875,754 $ 4,346,238

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2023
Schedule of Provision of Income Taxes	The provision of income taxes for the years ended December 31, 2023 and 2022 were as follows: Schedule of Provision of Income Taxes (Dollars in thousands) 2023 2022 Expected federal income tax benefit $ (1,478 ) $ (3,190 ) State income taxes after credits (497 ) (1,074 ) Change in allowance 1,975 4,264 Total provision for income taxes $ - $ -
Schedule of Deferred Tax Assets	The components of the net deferred tax assets and liabilities as of December 31 consisted of the following: Schedule of Deferred Tax Assets and Liabilities (Dollars in thousands) 2023 2022 Deferred tax assets Net operating loss carryforwards $ 23,673 $ 21,325 Stock-based compensation 896 895 Total deferred tax assets 24,569 22,220 Deferred tax liability Depreciation and amortization (2,444 ) (2,070 ) Total deferred tax liability (2,444 ) (2,070 ) Valuation Allowance (22,125 ) (20,150 ) Net deferred tax assets $ - $ -
Beeline Financial Holdings Inc [Member]
Schedule of Deferred Tax Assets	The Company’s approximate net deferred tax assets as of December 31, 2023 and 2022 were as follows: Schedule of Deferred Tax Assets Years Ended December 31, 2023 2022 Deferred Tax Asset: Fixed Assets $ 43,031 $ 43,031 NOL Carryforward 10,160,018 7,370,500 Deferred Income Tax Assets 10,203,049 7,413,531 Deferred Tax Liabilities: LHFS (365,031 ) (365,031 ) Derivatives (14,712 ) (7,869 ) Intangible Assets (142,676 ) (142,676 ) Deferred Income Tax Liabilities (522,419 ) (515,576 ) Valuation Allowance (9,680,630 ) (6,897,955 ) Net Deferred Income Tax Asset/(Liability) $ - $ -
Schedule of Difference Between Income Taxes at the Effective Statutory Rate and the Provision for Income Taxes	The items accounting for the difference between income taxes at the effective statutory rate and the provision for income taxes for the years ended December 31, 2023 and 2022 were as follows: Schedule of Difference Between Income Taxes at the Effective Statutory Rate and the Provision for Income Taxes Statutory Rate Reconciliation 2023 2022 Loss before taxes $ (2,288,942 ) 21.00 % $ (2,215,970 ) 21.00 % Effect of permanent differences 4,820 -0.04 % (124,870 ) 1.18 % State taxes, net of federal benefit (498,553 ) 4.57 % (510,933 ) 4.84 % Valuation Allowance 2,782,675 -25.53 % 2,851,773 -27.03 % Total $ 0 0.00 % $ (0 ) 0.00 %

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Class of Stock [Line Items]
Schedule of Stock Option Activity	A summary of all stock option activity as of and for the nine months ended September 30, 2024 is presented below: Summary of Stock Options Activity # of Options Weighted- Outstanding as of December 31, 2023 2,120 $ 57.95 Outstanding and Exercisable as of September 30, 2024 2,120 $ 57.95	A summary of all stock option activity as of and for the year ended December 31, 2023 is presented below: Summary of Stock Options Activity # of Options Weighted- Outstanding as of December 31, 2022 2,587 $ 63.20 Options canceled (467 ) 87.98 Outstanding as of December 31, 2023 2,120 $ 57.95 Exercisable as of December 31, 2023 2,120 $ 57.95
Summary of Warrant Activity	A summary of all warrant activity as of and for the nine months ended September 30, 2024 is presented below: Summary of Warrant Activity Warrants Weighted- Weighted- Aggregate Outstanding as of December 31, 2023 201,667 3.8 $ 34.87 $ - Granted 1,196,043 5.0 5.00 - Outstanding as of September 30, 2024 1,397,710 4.8 $ 9.31 $ -	A summary of all warrant activity as of and for the year ended December 31, 2023 is presented below: Summary of Warrant Activity Warrants Weighted- Weighted- Aggregate Outstanding as of December 31, 2022 201,667 3.8 $ 33.40 $ - Outstanding as of December 31, 2023 201,667 3.4 $ 34.87 $ -
Beeline Financial Holdings Inc [Member]
Class of Stock [Line Items]
Schedule of Stock Option Activity		Stock option activities for the years ended December 31, 2023 and 2022 are summarized as follows: Schedule of Stock Option Activity Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding, December 31, 2021 228,810 $ 4.08 6 $ - Forfeited (35,090 ) - - Balance Outstanding, December 31, 2022 193,720 3.94 5 - Granted 609,090 2.50 - Forfeited (66,320 ) - - Balance Outstanding, December 31, 2023 736,490 $ 2.89 4.6 $ - Exercisable, December 31, 2023 152,850 $ 2.89 4.6 $ -
Summary of Warrant Activity		Warrant activities for the years ended December 31, 2023 and 2022 are summarized as follows: Summary of Warrant Activity Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance Outstanding December 31, 2021 363,360 $ 23.12 4.75 $ - Expired/Forfeits (65,290 ) - Granted - - - Exercises to Series A preferred stock (203,810 ) - - - Balance Outstanding December 31, 2022 94,260 23.12 3.75 - Forfeits (35,580 ) - Granted - - - - Balance Outstanding December 31, 2023 58,680 $ 23.12 2.75 $ - Exercisable, December 31, 2023 58,680 $ 23.12 2.75 $ -
Schedule of Non Vested Shares		The following table summarizes activity related to non-vested shares: Schedule of Non Vested Shares Number of Non-Vested Shares Weighted Average Grant Date Fair Value Non-vested, December 31, 2021 59,280 $ 4.84 Granted - - Shares vested (59,280 ) $ (4.84 ) Non-vested, December 31, 2022 - - Shares vested - - Non-vested, December 31, 2023 - $ -
Schedule of Fair Value of Options for Valuation Assumptions		Schedule of Fair Value of Options for Valuation Assumptions For the Years Ended December 31, 2023 2022 Risk free interest rate 3.88 % 1.04 3.55 Expected term in years 5.5 6 Dividend yield — — Volatility of common stock 62 64 58 60 Weighted average grant date fair value per option $ 2.50 $ 4.08
Warrant [Member]
Class of Stock [Line Items]
Schedule of Fair Value of Warrants	The estimated fair value of the new warrants issued was based on a combination of closing market trading price on the date of issuance for the public offering warrants, and the Black-Scholes option-pricing model, using the assumptions below: Schedule of Fair Value of Warrants Volatility 100 % Risk-free interest rate 4.4 % Expected term (in years) 5.0 Expected dividend yield - Fair value of common stock $ 0.55

Mortgage Loans held for Sale (T

Mortgage Loans held for Sale (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Schedule of Estimated Fair Value Based On Eventual Sale Of Loans	Schedule of Estimated Fair Value Based On Eventual Sale Of Loans September 30, 2024 December 31, 2023 Mortgage loans held for sale $ 6,116,847 $ 2,267,596 Fair value adjustment 154,704 33,416 Mortgage loans held for sale, at fair value $ 6,271,551 $ 2,301,012	Schedule of Estimated Fair Value Based On Eventual Sale of Loans 2023 2022 Mortgage loans held for sale $ 2,267,596 $ 3,104,591 Fair value adjustment 33,416 (81,622 ) Mortgage loans held for sale, at fair value $ 2,301,012 $ 3,022,969

Capitalized Software Developm_2

Capitalized Software Development Costs (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Schedule of Capitalized Software Development Costs	Schedule of Capitalized Software Development Costs September 30, 2024 December 31, 2023 Software development costs capitalized $ 8,459,328 $ 8,079,821 Less accumulated amortization (4,428,704 ) (3,216,731 ) Software development costs, net $ 4,030,624 $ 4,863,090	Schedule of Capitalized Software Development Costs 2023 2022 Software Development Version 1 $ 1,725,250 $ 1,725,250 Software Development Version 2 821,983 821,983 Software Development Version 3 3,335,136 3,335,136 Software Development Version 4 1,438,149 1,346,424 Software Development Version 5 759,303 - Capitalized Computer Software Gross 8,079,821 7,228,793 Less: Accumulated Depreciation (3,216,731 ) (1,776,596 ) Software Development, net $ 4,863,090 $ 5,452,197

Warehouse Lines of Credit (Tabl

Warehouse Lines of Credit (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Summary of Warehouse Lines Outstanding	The below is a summary of warehouse lines outstanding as of September 30, 2024 and December 31, 2023: Summary of Warehouse Lines Outstanding Year Warehouse Lender Line Amount Outstanding Remaining Unused December 31, 2023 First Funding, Inc. $ 5,000,000 $ 2,157,119 $ 2,841,901 September 30, 2024 First Funding, Inc. $ 5,000,000 $ 5,996,846 $ 4,003,154	The below is a summary of warehouse lines outstanding as of December 31: Summary of Warehouse Lines Outstanding Year Warehouse Lender Line Amount Outstanding Remaining Unused 2023 FirstFunding, Inc. $ 5,000,000 $ 2,157,119 $ 2,842,881 2022 Flagstar Bank $ 10,000,000 $ 3,060,923 $ 6,939,077

Related Party Transactions (Tab

Related Party Transactions (Tables)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Schedule of Maturities of Operating Lease Liabilities	Maturities of lease liabilities as of September 30, 2024 were as follows: Schedule of Maturities of Operating Lease Liabilities (Dollars in thousands) Operating Leases Weighted- Average Remaining Term in Years 2024 $ 58 2025 210 2026 164 2027 - 2028 - Thereafter - Total lease payments 432 Less imputed interest (based on 6.1 % weighted-average discount rate) (28 ) Present value of lease liability $ 404 2.06	Maturities of lease liabilities as of December 31, 2023 were as follows: Schedule of Maturities of Operating Lease Liabilities (Dollars in thousands) Operating Leases Weighted- Average Remaining Term in Years 2024 $ 258 2025 266 2026 220 2027 - 2028 - Thereafter - Total lease payments 744 Less imputed interest (based on 6.1% weighted-average discount rate) (63 ) Present value of lease liability $ 681 0.12
Beeline Financial Holdings Inc [Member]
Schedule of Components of Operating and Finance Lease Cost		Schedule of Components of Operating and Finance Lease Cost December 31, Components of Operating and Finance Lease Cost Table for the years ended 2023 2022 Operating lease cost $ 335,353 $ 482,363
Schedule of Weighted Average Operating Leases		Schedule of Weighted Average Operating Leases Maturities of lease liabilities as of December 31, Operating Leases 2023 2022 Weighted average remaining lease term 3.9 4.6 Weighted average discount rate 1.41 % 1.41 %
Schedule of Supplemental Cash Flow Information Related to Leases		Schedule of Supplemental Cash Flow Information Related to Leases Supplemental cash flow information related to leases for the years ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: $ - $ - Operating cash flows from operating leases 340,149 451,199 Operating cash flows from finance leases - - Finance cash flows from finance leases - - Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 3,716,897 $ 3,716,897 Finance leases - -
Schedule of Right of Use Assets and Lease Liabilities		Schedule of Right of Use Assets and Lease Liabilities 2023 2022 Right-of-use assets and lease liabilities as of December 31, 2023 2022 Assets Operating lease right-of-use assets $ 1,643,432 $ 1,947,804 Finance lease right-of-use assets - - Total right-of-use assets $ 1,643,432 $ 1,947,804 Liabilities Current Operating $ 323,959 $ 309,167 Finance - - Non-current Operating 1,526,825 1,850,784 Finance - - Total Lease Liabilities $ 1,850,784 $ 2,159,951
Schedule of Maturities of Operating Lease Liabilities		Schedule of Maturities of Operating Lease Liabilities Maturities of lease liabilities as of December 31, Operating Leases 2023 2024 $ 350,316 2025 360,793 2026 282,758 2027 227,669 2028 234,499 Thereafter 490,314 Total future minimum rental commitments 1,946,349 Less Imputed Interest (95,565 ) Total Lease Liability $ 1,850,784

Restatement of Financials (Tabl

Restatement of Financials (Tables)	12 Months Ended
	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Schedule of Error Corrections and Prior Period Adjustments	Schedule of Error Corrections and Prior Period Adjustments BEELINE FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS As previously reported Restatement adjustment As restated As of December 31, 2023 As previously reported Restatement adjustment As restated Assets Current Assets Cash and cash equivalents $ 190,357 $ (187,006 ) $ 3,351 Restricted cash - 187,006 187,006 Accounts Receivable, net 57,970 (57,970 ) - Mortgage loans held for sale, at fair value 2,243,043 57,969 2,301,012 Interest rate lock derivative - 57,505 57,505 Prepaid expenses and other current assets 82,137 - 82,137 Total Current Assets 2,573,507 57,504 2,631,011 Property and equipment, net 308,693 - 308,693 Software development costs, net 4,863,090 - 4,863,090 Right of use assets 1,643,432 - 1,643,432 Security deposit 58,181 - 58,181 Total Assets $ 9,446,903 $ 57,504 $ 9,504,407 Liabilities & Stockholders’ Deficit Current Liabilities Accounts payable $ 1,384,275 $ (35,162 ) $ 1,349,112 Warehouse lines of credit 2,158,099 (980 ) 2,157,119 Lease liability, current portion 323,959 - 323,959 Overdraft liability - 35,162 35,162 Loan payable 91,999 - 91,999 Loan payable, related party 973,173 77,006 1,050,179 Loan payable 91,999 - 91,999 BDCRI loan, current portion - 104,346 104,346 Accrued payroll 300,132 - 300,132 Escrows held for others 4,906 - 4,906 Accrued expenses and other current liabilities 9,404 19,925 29,329 Total Current Liabilities 5,245,946 200,297 5,446,243 Long Term Liabilities Convertible notes 9,469,018 (579,757 ) 8,889,261 Convertible notes - related party 9,440,428 (453,935 ) 8,986,493 Accrued interest on convertible notes - 965,378 965,378 BDCRI Loan, net 291,846 (104,346 ) 187,500 Lease liability, net of current portion 1,526,825 - 1,526,825 Total Long Term Liabilities 20,728,117 (172,660 ) 20,555,457 Total Liabilities 25,974,063 27,636 26,001,700 Stockholders’ Deficit Preferred stock, $ 0.00001 3,282,896 Series A preferred stock, 172,260 shares designated, and 247,960 and 472,910 shares issued and outstanding, respectively 248 (246 ) 2 Common stock, $ 0.00001 par value, 27,717,104 shares authorized, 1,644,040 shares issued and outstanding 1,644 (1,628 ) 16 Common stock, value 1,644 (1,628 ) 16 Additional paid in capital 21,772,516 501,874 22,274,390 Accumulated other comprehensive loss (95,728 ) - (95,728 ) Accumulated deficit (38,205,841 ) (163,359 ) (38,369,200 ) Total Beeline Financial Holdings, Inc. stockholders’ deficit (16,527,161 ) 336,641 (16,190,520 ) Non-controlling interest - (306,773 ) (306,773 ) Total Stockholders’ Deficit (16,527,161 ) 29,868 (16,497,293 ) Total Liabilities & Stockholders’ Deficit $ 9,446,903 $ 57,504 $ 9,504,407 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 As previously reported Restatement adjustment As restated As of December 31, 2022 As previously reported Restatement adjustment As restated Assets Current Assets Cash and cash equivalents $ 133,223 $ (100,510 ) $ 32,713 Restricted cash - 100,510 100,510 Accounts Receivable, net 29,595 (29,595 ) - Mortgage loans held for sale, at fair value 2,993,374 29,595 3,022,969 Interest rate lock derivative - 30,757 30,757 Prepaid expenses and other current assets 92,843 - 92,843 Total Current Assets 3,249,035 30,757 3,279,792 Property and equipment, net 460,069 - 460,069 Software development costs, net 5,452,197 - 5,452,197 Right of use assets 1,947,804 - 1,947,804 Security deposit 58,430 1 58,431 Total Assets $ 11,167,536 $ 30,758 $ 11,198,293 Liabilities & Stockholders’ Deficit Current Liabilities Accounts payable $ 1,236,957 $ 1,412 $ 1,238,369 Warehouse lines of credit 3,060,923 - 3,060,923 Lease liability, current portion 309,167 - 309,167 Loan payable 100,000 - 100,000 Promissory note 112,500 - 112,500 BDC loan, current portion - 109,005 109,005 Accrued payroll 412,391 - 412,391 Escrows held for others 22,195 - 22,195 Accrued expenses and other current liabilities 5,767 48,386 54,153 Total Current Liabilities 5,259,901 158,803 5,418,704 Long Term Liabilities Convertible notes 852,643 (107,405 ) 745,238 Convertible notes - related party 2,985,148 615,852 3,601,000 Accrued interest on convertible notes - 77,883 77,883 BDC Loan, net 363,351 (109,005 ) 254,346 Lease liability, net of current portion 1,850,784 - 1,850,784 Total Long Term Liabilities 6,051,927 477,325 6,529,251 Total Liabilities 11,311,828 636,128 11,947,955 Stockholders’ Deficit Preferred stock, $ 0.00001 Series A preferred stock 269 (264 ) 5 Common stock, $ 0.00001 1,644 - 16 Additional paid in capital 27,866,976 (760,572 ) 27,106,404 Accumulated other comprehensive loss (79,836 ) - (79,836 ) Accumulated deficit (27,933,345 ) 304,628 (27,628,717 ) Total Beeline Financial Holdings, Inc. stockholders’ deficit (144,292 ) (457,836 ) (602,128 ) Non-controlling interest - (147,534 ) (147,534 ) Total Stockholders’ Deficit (144,292 ) (605,370 ) (749,662 ) Total Liabilities & Stockholders’ Deficit $ 11,167,536 $ 30,758 $ 11,198,293 Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 BEELINE FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME/LOSS Revenues As previously reported Restatement adjustment As restated For the Year Ended December 31, 2023 Revenues As previously reported Restatement adjustment As restated Gain on sale of loans, net $ 2,948,791 $ 25,745 $ 2,974,536 Interest income (47,588 ) 179,885 132,297 Interest expense - (179,886 ) (179,886 ) Loan origination fees 304,388 100 304,488 Title fees 558,759 1,003 559,762 Data and tech services 2,748 - 2,748 REVENUES, NET 3,767,097 26,848 3,793,946 Operating Expenses Selling, general and administrative 496,393 (203,498 ) 292,895 Salaries and benefits 6,422,175 (3,186 ) 6,418,989 Payroll taxes 31,468 384,341 415,809 Professional fees 920,656 - 920,656 Marketing and advertising 1,883,622 7,506 1,891,128 Loan originating expenses 675,053 130,943 805,996 Depreciation and amortization 1,591,511 - 1,591,511 Rent and utilities 369,785 - 369,785 Computer and software 668,733 (130,844 ) 537,889 Title operation expense 199,202 - 199,202 Travel and entertainment 71,976 - 71,976 Insurance expense 212,546 - 212,546 Other expenses 215,240 (215,240 ) - Total Operating Expenses 13,758,360 (29,978 ) 13,728,382 Operating Loss (9,991,263 ) 56,826 (9,934,436 ) Other (Income)/Expenses Other (income)/expense (295,946 ) (607 ) (296,553 ) Interest expense 569,069 684,659 1,253,728 Other taxes 8,110 - 8,110 Total Other Income/Expenses 281,233 684,052 965,285 NET LOSS $ (10,272,496 ) $ (627,227 ) $ (10,899,722 ) Net loss of subsidiary attributable to noncontrolling interest - (159,239 ) (159,239 ) NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS (10,272,496 ) (467,988 ) (10,740,483 ) Unrealized foreign currency translation gain (loss) - (15,892 ) (15,892 ) TOTAL OTHER COMPREHENSIVE INCOME (LOSS) - (15,892 ) (15,892 ) TOTAL COMPREHENSIVE LOSS $ (10,272,496 ) $ (483,880 ) $ (10,756,375 ) As previously reported Restatement adjustment As restated For the Year Ended December 31, 2022 As previously reported Restatement adjustment As restated Revenues Gain on sale of loans, net $ 1,854,910 $ (19,132 ) $ 1,835,778 Interest income (23,946 ) 249,794 225,848 Interest expense - (249,794 ) (249,794 ) Loan origination fees 413,209 - 413,209 Title fees 672,813 49,890 722,703 REVENUES, NET 2,916,987 30,758 2,947,744 Operating Expenses Selling, general and administrative - 267,563 267,563 Salaries and benefits 5,812,860 240,014 6,052,874 Payroll taxes 405,065 - 405,065 Professional fees 920,578 - 920,578 Marketing and advertising 1,776,042 12,416 1,788,458 Loan originating expenses 1,047,241 (129,275 ) 917,966 Depreciation and amortization 1,161,094 - 1,161,094 Rent and utilities 620,779 - 620,779 Computer and software 922,527 (79,729 ) 842,798 Title operation expense 140,951 - 140,951 Travel and entertainment 71,655 (1 ) 71,654 Insurance expense 202,649 - 202,649 Other expenses 260,991 (260,991 ) - Total Operating Expenses 13,342,430 49,997 13,392,429 Operating Loss (10,425,443 ) (19,239 ) (10,444,685 ) Other (Income)/Expenses Interest expense 283,187 (176,338 ) 106,849 Other taxes 701 1 702 Total Other Income/Expenses 283,888 (176,337 ) 107,551 NET LOSS $ (10,709,332 ) $ 157,098 $ (10,552,236 ) Net loss of subsidiary attributable to noncontrolling interest - (147,534 ) (147,534 ) NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS (10,709,332 ) 304,632 (10,404,702 ) Unrealized foreign currency translation gain (loss) - (70,298 ) (70,298 ) TOTAL OTHER COMPREHENSIVE INCOME (LOSS) - (70,298 ) (70,298 ) TOTAL COMPREHENSIVE LOSS $ (10,709,332 ) $ 234,334 $ (10,475,000 ) Beeline Financial Holdings, Inc. Notes to Consolidated Financial Statements December 31, 2023 and 2022 BEELINE FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS As previously reported Restatement adjustment As restated For the Year Ended December 31, 2023 As previously reported Restatement adjustment As restated CASH FLOWS FROM OPERATING ACTIVITIES Net Loss $ (10,272,496 ) $ (627,227 ) $ (10,899,722 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 1,591,511 - 1,591,511 Allowance for change in fair market value 24,552 (24,552 ) - Gain on sale mortgage loans held for sale, net of direct costs - (2,974,536 ) (2,974,536 ) Stock-based compensation 374,746 - 374,746 Noncash lease expense - (4,795 ) (4,795 ) Changes in operating assets and liabilities: Proceeds from principal payments and sales of loans held for sale - 59,831,839 59,831,839 Originations and purchases of mortgage loans held for sale - (56,135,346 ) (56,135,346 ) Derivative asset - (26,748 ) (26,748 ) Accounts receivable (28,375 ) 28,375 - Loans held for sale 725,779 (725,779 ) - Prepaid expenses and other current assets 10,706 - 10,706 Deposits 250 - 250 Accounts payable 147,317 809,593 956,910 Accrued payroll (112,259 ) 112,259 - Right of use asset 304,371 (304,371 ) - Escrows held (17,289 ) 17,289 - Warehouse lines of credit, net (902,824 ) 902,824 - Lease liability (309,170 ) 309,170 - Promissory note (112,500 ) 112,500 - Accrued expenses and other liabilities 3,640 (3,640 ) - Net Cash Used in Operating Activities $ (8,572,041 ) $ 1,296,857 $ (7,275,185 ) CASH FLOWS FROM INVESTING ACTIVITIES Purchases of software and property and equipment $ (851,028 ) $ - $ (851,028 ) Net Cash Used in Investing Activities $ (851,028 ) $ - $ (851,028 ) CASH FLOWS FROM FINANCING ACTIVITIES Payments from BDCRI loan $ (71,505 ) $ 71,505 $ - Net borrowings under warehouse line of credit - (903,804 ) (903,804 ) Repayments under notes and convertible notes payable - (222,500 ) (222,500 ) Proceeds from convertible notes issued 3,940,403 1,189,069 5,129,472 Proceeds from convertible notes issued - related party 4,662,026 (465,955 ) 4,196,071 Proceeds from demand notes 153,454 (153,454 ) - Proceeds from demand notes - related party 811,718 (811,718 ) - Net Cash Provided by Financing Activities $ 9,496,096 $ (1,296,857 ) $ 8,199,239 Effect of exchange rate changes on cash $ (15,892 ) $ - $ (15,892 ) Net increase (decrease) in cash 57,134 - 57,134 Cash and cash equivalents - beginning of year 133,223 - 133,223 Cash and cash equivalents - end of year $ 190,357 $ - $ 190,357 CASH FLOWS FROM OPERATING ACTIVITIES As previously reported Restatement adjustment As restated For the Year Ended December 31, 2022 CASH FLOWS FROM OPERATING ACTIVITIES As previously reported Restatement adjustment As restated Net Loss $ (10,709,332 ) $ 157,098 $ (10,552,236 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Allowance for gain/loss on loans held for sale 111,216 111,216 - Depreciation and amortization 1,161,094 - 1,161,094 Gain on sale mortgage loans held for sale, net of direct costs - (1,835,778 ) (1,835,778 ) Stock-based compensation 364,191 - 364,191 Noncash lease expense - (276,113 ) (276,113 ) Changes in operating assets and liabilities: Proceeds from principal payments and sales of loans held for sale - 132,474,641 132,474,641 Originations and purchases of mortgage loans held for sale - (122,263,204 ) (122,263,204 ) Accounts receivable 200,452 79,833 280,285 Derivative asset - (30,757 ) (30,757 ) Loans held for sale 8,294,039 (8,294,039 ) - Prepaid expenses and other current assets 266,443 (57,335 ) 209,108 Deposits 254,276 1,132 255,408 Accounts payable 330,123 (52,727 ) (277,396 ) Promissory note issued for lease cancellation - 225,000 225,000 Accrued payroll (96,159 ) 96,159 - Right of use asset (1,947,804 ) 1,947,804 - Escrows held (30,524 ) 30,524 - Warehouse lines of credit, net (8,237,999 ) 8,237,999 - Deferred rent (641,627 ) 641,627 - Lease liability 2,159,951 (2,159,951 ) - Other changes 145,691 (145,691 ) - Accrued expenses and other liabilities (60,908 ) 60,908 - Net Cash Provided by (Used in) Operating Activities $ (8,436,877 ) $ 8,948,344 $ 289,035 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (26 ) 26 - Purchases of software and property and equipment (1,914,772 ) (1 ) (1,914,773 ) Net Cash Used in Investing Activities $ (1,914,798 ) $ 25 $ (1,914,773 ) CASH FLOWS FROM FINANCING ACTIVITIES Payments from BDCRI loan (71,575 ) 71,575 - Net borrowings under warehouse line of credit - (8,237,999 ) (8,237,999 ) Net borrowings under operating lines of credit - (1,025 ) (1,025 ) Repayments under notes and convertible notes payable - (225,000 ) (225,000 ) Proceeds from promissory note 225,000 (225,000 ) - Repayment of promissory note (112,500 ) 112,500 - Series A warrants exercised 4,711,476 (4,711,476 ) - Proceeds from convertible notes issued 852,642 (120,030 ) 732,612 Proceeds from convertible notes issued - related party 2,985,148 615,852 3,601,000 Proceeds from the issuance of preferred stock upon warrant exercises - 4,711,476 4,711,476 Amortization of debt discount 254,223 (254,223 ) - 2022 warrants issued 169,442 (169,442 ) - 2022 warrants issued - related party 593,226 (593,226 ) - Repayments of demand notes - related party (700,000 ) - (700,000 ) Proceeds from corporation note 100,000 (100,000 ) - Net Cash Provided by (Used in) Financing Activities $ 9,007,082 $ (9,126,018 ) $ (118,936 ) Effect of exchange rate changes on cash $ 70,298 $ (140,596 ) (70,298 ) Net decrease in cash (1,274,295 ) (540,675 ) (1,814,972 ) Cash and cash equivalents - beginning of year 1,407,520 540,675 $ 1,948,195 Cash and cash equivalents - end of year $ 133,223 $ - $ 133,223

Going Concern, Liquidity, and_2

Going Concern, Liquidity, and Management’s Plans (Details Narrative) - USD ($) $ in Thousands	3 Months Ended						6 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Oct. 07, 2024
Subsequent Event [Line Items]
Retained Earnings (Accumulated Deficit)	$ 86,959							$ 86,959		$ 82,706	$ 75,021
Net Income (Loss) Attributable to Parent	$ 1,359	$ 1,488	$ 1,293	$ 2,156	$ 1,643	$ 1,598		$ 4,140	$ 5,397	7,535	$ 16,266
Payments for Operating Activities							$ 10,100			$ 8,600
Subsequent Event [Member]
Subsequent Event [Line Items]
Unsecured Debt												$ 2,500
Subsequent Event [Member] | Series C Preferred Stock [Member]
Subsequent Event [Line Items]
Shares, Issued												44,279

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($)		9 Months Ended		12 Months Ended
	Jul. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Product Information [Line Items]
Customer programs and incentives paid		$ 40,302	$ 43,551		$ 100,000
Excise Taxes Collected		100,000	200,000	$ 100,000	200,000
Advertising Expense		$ 44,480	100,000	200,000	700,000
Goodwill and Intangible Asset Impairment				400,000
[custom:InterestChargedOnAdvancePaymentAmount]				$ 500,000
[custom:InterestChargedOnAdvanceRate]		1%		1%
[custom:AdvancePaymentAmount]		$ 500,000
Stock-based compensation expense					3,000
Beeline Financial Holdings Inc [Member]
Product Information [Line Items]
Restricted cash		91,041	186,975	187,006	100,510
Marketing and advertising expenses		1,618,472	1,356,123	1,891,128	1,788,458
Stock-based compensation expense			281,060	374,746	364,191
Foreign currency translation		7,633	3,608	$ 15,892	$ 70,298
Shares new issues				0
Invested		$ 96,500
Deferred tax assets				$ 38,000,000
Operating loss carryforward				$ 0
Beeline Financial Holdings Inc [Member] | Magic Blocks Inc [Member]
Product Information [Line Items]
Shares new issues	4,285,000
Invested	$ 96,500
Minimum [Member]
Product Information [Line Items]
Estimated useful lives		3 years		3 years
Minimum [Member] | Beeline Financial Holdings Inc [Member] | Property, Plant and Equipment [Member]
Product Information [Line Items]
Estimated useful lives				5 years
Maximum [Member]
Product Information [Line Items]
Estimated useful lives		7 years		12 years 6 months
Maximum [Member] | Beeline Financial Holdings Inc [Member] | Property, Plant and Equipment [Member]
Product Information [Line Items]
Estimated useful lives				7 years
Spirtits Program and Co Packing Program [Member]
Product Information [Line Items]
Concentration Risk, Benchmark Description		Under the programs, the Company had the option to sell certain customer account receivables in advance of payment for 75% (spirits program) or 85% (co-packing program) of the amount due. When the customer remits payment, the Company receives the remaining balance. For the spirits program, interest is charged on the advanced 75% payment at a rate of 2.4% for the first 30 days plus 1.44% for each additional ten-day period		Under the programs, the Company has the option to sell certain customer account receivables in advance of payment for 75% (spirits program) or 85% (co-packing program) of the amount due. When the customer remits payment, the Company receives the remaining balance. For the spirits program, interest is charged on the advanced 75% payment at a rate of 2.4% for the first 30 days plus 1.44% for each additional ten-day period.
Spirits Program [Member]
Product Information [Line Items]
Payment of account receivables in advance percentage		75%		75%
Copacking Program [Member]
Product Information [Line Items]
Payment of account receivables in advance percentage		85%		85%
Invoices incurred			700,000	$ 200,000
Factoring program fees			$ 20,821	$ 13,111
Accounts Receivable [Member] | Customer Concentration Risk [Member] | One Distributor [Member]
Product Information [Line Items]
Concentration risk, percentage				84%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Four Distributor [Member]
Product Information [Line Items]
Concentration risk, percentage					68%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Two Distributor [Member]
Product Information [Line Items]
Concentration risk, percentage		75%
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Three Distributor [Member]
Product Information [Line Items]
Concentration risk, percentage				84%
Revenue Benchmark [Member] | Supplier Concentration Risk [Member] | One Distributor [Member]
Product Information [Line Items]
Concentration risk, percentage		67%	69%
Revenue Benchmark [Member] | Supplier Concentration Risk [Member] | One Wholesale Customer [Member]
Product Information [Line Items]
Concentration risk, percentage				72%
Revenue Benchmark [Member] | Supplier Concentration Risk [Member] | One Distributor And One Wholesale Customer [Member]
Product Information [Line Items]
Concentration risk, percentage					72%

Schedule of Disposal Groups, In

Schedule of Disposal Groups, Including Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Total current assets	$ 2,640		$ 2,640		$ 1,268	$ 1,967
Current liabilities:
Total current liabilities	3,124		3,124		1,877	1,690
Other income (expense), net
Loss before income taxes	(531)	$ (350)	(1,866)	$ (1,812)	(2,749)	(4,249)
Craft C+P [Member]
Current assets:
Cash	135		135		96	111
Trade receivables, net	756		756		396	422
Inventories	1,071		1,071		526	992
Prepaid expenses and other current assets	678		678		250	442
Total current assets	2,640		2,640		1,268	1,967
Property and equipment, net	4,156		4,156		4,598	5,486
Right-of-use assets	1,415		1,415		1,923	2,714
Intangible assets, net	517		517		827	1,241
Other assets, net	210		210		321	108
Total Assets	8,938		8,938		8,937	11,516
Current liabilities:
Accounts payable	2,130		2,130		1,014	654
Accrued liabilities	266		266		110	109
Deferred revenue	42		42		88	18
Current portion of lease liabilities	686		686		665	736
Other current liability, related party						173
Total current liabilities	3,124		3,124		1,877	1,690
Lease liabilities, net of current portion	843		843		1,366	2,117
Total liabilities	$ 3,967		3,967		3,243	3,807
Sales			6,775	5,637	6,817	5,626
Less customer programs and excise taxes			117	79	105	100
Net sales			6,658	5,558	6,712	5,526
Cost of sales			6,322	5,378	6,829	6,341
Gross profit			336	180	(117)	(815)
Operating expenses:
Sales and marketing expenses			45	81	126	85
General and administrative expenses			2,355	2,103	2,878	3,344
Gain on disposal of property and equipment			(195)	(171)	(367)	65
Total operating expenses			2,205	2,013	2,637	3,494
Loss from operations			(1,869)	(1,833)	(2,754)	(4,309)
Other income (expense), net
Interest expense				(12)	(12)	(44)
Other income			3	33	17	104
Total other income, net			3	21	5	60
Loss before income taxes			(1,866)	(1,812)	(2,749)	(4,249)
Provision for income taxes
Net loss			$ (1,866)	$ (1,812)	$ (2,749)	$ (4,249)

Discontinued Operations (Detail

Discontinued Operations (Details Narrative) - USD ($) $ in Millions		3 Months Ended			12 Months Ended
	Oct. 07, 2024	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Sep. 04, 2024
Common Stock [Member]
Stock Issued During Period, Shares, New Issues		442,000	141,000	135,000	343,000	10,000
Subsequent Event [Member]
Unsecured Debt	$ 2.5
Debt Agreement [Member] | Subsequent Event [Member] | Investor [Member]
Secured Debt	4.1
Unsecured Debt	$ 2.5
Debt Agreement [Member] | Subsequent Event [Member] | Aegis, Bigger, District 2 and LDI [Member] | Common Stock [Member]
Stock Issued During Period, Shares, New Issues	119,873
Debt Agreement [Member] | Subsequent Event [Member] | Aegis, Bigger, District 2 and LDI [Member] | Series C Preferred Stock [Member]
Stock Issued During Period, Shares, New Issues	31,234
Debt Agreement [Member] | Bigger and District 2 [Member]
Equity Method Investment, Ownership Percentage							50%
Debt Agreement [Member] | Aegis and LDI [Member]
Equity Method Investment, Ownership Percentage							50%

Schedule of Segment Information

Schedule of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Sales	$ 783			$ 849			$ 2,106	$ 3,080	$ 3,981	$ 8,701
Net sales	760			806			1,977	2,939	3,787	8,357
Cost of sales	560			638			1,476	1,940	2,609	5,101
Gross profit	200			168			501	999	1,178	3,256
Total operating expenses	652			475			1,847	2,470	3,244	5,596
Net loss	(1,359)	$ (1,488)	$ (1,293)	(2,156)	$ (1,643)	$ (1,598)	(4,140)	(5,397)	(7,535)	(16,266)
Depreciation and amortization							99	114	149	161
(Gain) loss on disposal of property and equipment	1						1	(3)	(3)	7
Loss on debt to equity conversion				$ 1,321				1,321	1,321
Spirits [Member]
Segment Reporting Information [Line Items]
Sales									3,981	8,701
Net sales									3,787	8,357
Cost of sales									2,609	5,101
Gross profit									1,178	3,256
Total operating expenses									1,476	2,532
Net loss									$ (601)	$ (6,781)
[custom:GrossMarginPercentage]									31%	39%
Depreciation and amortization									$ 149	$ 161
(Gain) loss on disposal of property and equipment									3	(7)
Impairment loss									364	7,453
Corporate Segment [Member]
Segment Reporting Information [Line Items]
Total operating expenses							1,149	1,287	1,768	3,064
Net loss							(2,112)	(3,455)	(4,185)	(5,236)
Interest expense							965	850	1,096	2,172
Stock compensation								98	246	325
Loss on debt to equity conversion									$ 1,321
Bridgetown Spirits Corp [Member]
Segment Reporting Information [Line Items]
Sales							2,106	3,080
Net sales							1,977	2,939
Cost of sales							1,476	1,940
Gross profit							501	999
Total operating expenses							698	1,183
Net loss							$ (162)	$ (130)
[custom:GrossMarginPercentage]							25%	34%
Depreciation and amortization							$ 99	$ 114

Schedule of Inventories (Detail

Schedule of Inventories (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Raw materials	$ 770	$ 1,740	$ 2,170
Finished goods	1,023	946	1,281
Total inventories	$ 1,793	2,686	$ 3,451
As Restated [Member]
Raw materials		1,740
Finished goods		946
Total inventories		$ 2,686

Schedule of Prepaid Expenses an

Schedule of Prepaid Expenses and Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Prepaid Expenses And Other Current Assets
Prepayment of fixed assets			$ 17
Prepayment of inventory	$ 69	52	52
Other	107	62	108
Total prepaid expenses and other current assets	$ 176	$ 114	$ 177

Schedule of Property and Equipm

Schedule of Property and Equipment (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 2,038,000	$ 2,038,000	$ 2,100,000
Less: accumulated depreciation	(1,926,000)	(1,869,000)	(1,845,000)
Property and equipment, net	112,000	169,000	255,000
Beeline Financial Holdings Inc [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	908,635	908,635	908,635
Less: accumulated depreciation	(713,474)	(599,942)	(448,566)
Property and equipment, net	$ 195,161	308,693	460,069
As Restated [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross		2,038,000
Less: accumulated depreciation		(1,869,000)
Property and equipment, net		$ 169,000
As Restated [Member] | Beeline Financial Holdings Inc [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, net			460,069
Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	3 years	3 years
Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	7 years	12 years 6 months
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 625,000	$ 625,000	687,000
Furniture and Fixtures [Member] | Beeline Financial Holdings Inc [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 129,962	129,962	129,962
Furniture and Fixtures [Member] | As Restated [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross		$ 625,000
Furniture and Fixtures [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	3 years	3 years
Furniture and Fixtures [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	7 years	7 years
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 1,386,000	$ 1,386,000	1,386,000
Leasehold Improvements [Member] | Beeline Financial Holdings Inc [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 696,894	696,894	696,894
Leasehold Improvements [Member] | As Restated [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross		$ 1,386,000
Leasehold Improvements [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	3 years 6 months	3 years 6 months
Leasehold Improvements [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years	5 years
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 27,000	$ 27,000	27,000
Property, Plant and Equipment, Useful Life	7 years	5 years
Vehicles [Member] | As Restated [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross		$ 27,000
Computers And Hardware [Member] | Beeline Financial Holdings Inc [Member]
Property, Plant and Equipment [Line Items]
Property and equipment gross	$ 81,779	$ 81,779	$ 81,779

Property and Equipment (Details

Property and Equipment (Details Narrative) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Payments to Acquire Property, Plant, and Equipment		$ 60,000	$ 60,000
Depreciation expense		100,000	100,000
Proceeds from Sale of Productive Assets		100,000	100,000
Property, Plant and Equipment, Disposals		100,000	100,000	6,230,000,000
Gain (Loss) on Disposition of Other Assets		2,962	2,962,000,000	6,230
[custom:WriteOffOfObsoleteFixedAssetsNet]				5,270
Beeline Financial Holdings Inc [Member]
Payments to Acquire Property, Plant, and Equipment	379,507	665,806	851,028	1,914,773
Depreciation expense	$ 113,532	$ 113,532	$ 151,376	$ 151,376

Schedule of Intangible Assets (

Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Indefinite-Lived Intangible Assets [Line Items]
Intangible assets	$ 4,178	$ 4,178	$ 4,517
As Restated [Member]
Indefinite-Lived Intangible Assets [Line Items]
Intangible assets		4,178
Permits and Licenses [Member]
Indefinite-Lived Intangible Assets [Line Items]
Azuñia brand		25	25
Intangible assets	25
Permits and Licenses [Member] | As Restated [Member]
Indefinite-Lived Intangible Assets [Line Items]
Intangible assets		25
Azunia Brand [Member]
Indefinite-Lived Intangible Assets [Line Items]
Azuñia brand		4,153	$ 4,492
Intangible assets	$ 4,153
Azunia Brand [Member] | As Restated [Member]
Indefinite-Lived Intangible Assets [Line Items]
Intangible assets		$ 4,153

Intangible Assets (Details Narr

Intangible Assets (Details Narrative) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Asset Impairment Charges	$ 0	$ 364,000	$ 7,453,000

Schedule of Other Assets (Detai

Schedule of Other Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets	$ 567	$ 591	$ 548
Less accumulated amortization	(385)	(344)	(287)
Other assets, net	182	247	261
As Restated [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets		591
Less accumulated amortization		(344)
Other assets, net		247
Product Branding [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets	396	396	400
Product Branding [Member] | As Restated [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets		396
Deposits [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets	171	172	148
Deposits [Member] | As Restated [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets		172
Future Sale Of Equipment [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets		23
Other [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets
Other [Member] | As Restated [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Total other assets		$ 23

Other Assets (Details Narrative

Other Assets (Details Narrative) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
[custom:CapitalizedCostsRelatedToServices-0]	$ 400,000		$ 400,000
[custom:OtherAssetsUsefulLife]	7 years		7 years
Amortization				$ 100,000
Other Depreciation and Amortization	$ 41,250	$ 42,857

Schedule of Maturities of Opera

Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
2024	$ 210,000	$ 258,000
2025	164,000	266,000
2026		220,000
2027
2028
Thereafter
Total lease payments	432,000	744,000
Less Imputed Interest	(28,000)	(63,000)
Total Lease Liability	$ 404,000	$ 681,000
Operating Lease, Weighted Average Remaining Lease Term	2 years 21 days	1 month 13 days
2024	$ 58,000
Thereafter
Total future minimum rental commitments	$ 432,000	$ 744,000
Beeline Financial Holdings Inc [Member]
2024		350,316
2025		360,793
2026		282,758
2027		227,669
2028		234,499
Thereafter		490,314
Total lease payments		1,946,349
Less Imputed Interest		(95,565)
Total Lease Liability		$ 1,850,784
Operating Lease, Weighted Average Remaining Lease Term		3 years 10 months 24 days	4 years 7 months 6 days
Total future minimum rental commitments		$ 1,946,349

Schedule of Maturities of Ope_2

Schedule of Maturities of Operating Lease Liabilities (Details) (Parenthetical)	Sep. 30, 2024	Dec. 31, 2023
Leases
Operating Lease, Weighted Average Discount Rate, Percent	6.10%	6.10%

Leases (Details Narrative)

Leases (Details Narrative) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Leases
Operating Lease, Right-of-Use Asset	$ 430	$ 680	$ 274
Operating Lease, Liability	404	681
Lease, Cost	200	300
Operating Lease, Cost	100	300
Short-Term Lease, Cost	$ 100	$ 0

Schedule of Notes Payable (Deta

Schedule of Notes Payable (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Total notes payable	$ 8,155	$ 8,042	$ 7,749
Less current portion	(8,155)	(486)
Long-term portion of notes payable		7,556	7,749
Note Payable One [Member]
Short-Term Debt [Line Items]
Total notes payable	486	486	7,749
Note Payable Two [Member]
Short-Term Debt [Line Items]
Total notes payable	$ 7,669	$ 7,556

Schedule of Notes Payable (De_2

Schedule of Notes Payable (Details) (Parenthetical)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Note Payable One [Member]
Short-Term Debt [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	6%	6%
Long-Term Debt, Term	36 months	36 months
Debt Instrument, Maturity Date, Description	April 2024	April 2024
Note Payable Two [Member]
Short-Term Debt [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	8%	8%
Debt Instrument, Maturity Date, Description	March 2025	March 2025

Schedule of Maturities on Notes

Schedule of Maturities on Notes payable (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
2025	$ 7,669	$ 486
2026		7,556
2027
2028
2028
Thereafter
Total	8,155	$ 8,042
2024	486
Thereafter

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)				1 Months Ended		3 Months Ended			9 Months Ended		12 Months Ended
	Jun. 05, 2024	Jun. 04, 2024	Apr. 29, 2021	Oct. 31, 2023	Jun. 30, 2022	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Nov. 30, 2023	Jul. 31, 2023	Mar. 31, 2023	Dec. 21, 2022	Apr. 30, 2022
Short-Term Debt [Line Items]
Long term debt						$ 8,155,000			$ 8,155,000		$ 8,042,000
Debt issuance cost									300,000
Debt Conversion, Converted Instrument, Amount										$ 6,510,000	6,322,000
Gain (Loss) on Extinguishment of Debt											1,300,000
Stock Issued During Period, Value, New Issues						$ 392,000	$ 649,000	$ 651,000			1,396,000	199,000
Preferred Stock [Member] | Series B Preferred Stock [Member]
Short-Term Debt [Line Items]
Stock Issued During Period, Shares, New Issues
Stock Issued During Period, Value, New Issues
Common Stock [Member]
Short-Term Debt [Line Items]
Stock Issued During Period, Shares, New Issues						442,000	141,000	135,000			343,000	10,000
Stock Issued During Period, Value, New Issues
Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Long term debt											300,000
Convertible notes payable						0			0		17,875,754	4,346,238
Convertible notes		$ 24,814,011
Debt Conversion, Converted Instrument, Amount		23,228,052
Accrued interest		1,585,958				0			0		$ 965,378
Gain (Loss) on Extinguishment of Debt		$ 11,344,207							11,344,207
Stock Issued During Period, Shares, New Issues											0
Stock Issued During Period, Value, New Issues									1,917,141
Amortization of debt discount									519,902	2,621
Beeline Financial Holdings Inc [Member] | As Restated [Member]
Short-Term Debt [Line Items]
Proceeds from convertible notes											$ 5,129,472	732,612
Amortization of debt discount
Beeline Financial Holdings Inc [Member] | Series B Preferred Stock [Member]
Short-Term Debt [Line Items]
Debt Conversion, Converted Instrument, Shares Issued		1,646,157
Share price		$ 1.50
Beeline Financial Holdings Inc [Member] | Preferred Stock [Member] | Series A Preferred Stock [Member]
Short-Term Debt [Line Items]
Stock Issued During Period, Value, New Issues
Beeline Financial Holdings Inc [Member] | Preferred Stock [Member] | Series B Preferred Stock [Member]
Short-Term Debt [Line Items]
Stock Issued During Period, Value, New Issues
Beeline Financial Holdings Inc [Member] | Common Stock [Member]
Short-Term Debt [Line Items]
Debt Conversion, Converted Instrument, Shares Issued		7,333,207
Share price		$ 1.50
Stock Issued During Period, Shares, New Issues									1,278,055
Stock Issued During Period, Value, New Issues									$ 13
Beeline Financial Holdings Inc [Member] | 2024 Convertible Note Holders [Member] | Series B Preferred Stock [Member]
Short-Term Debt [Line Items]
Stock Issued During Period, Shares, New Issues	740,496
Stock Issued During Period, Value, New Issues	$ 770,843
Beeline Financial Holdings Inc [Member] | Fluid Capital Network [Member]
Short-Term Debt [Line Items]
Loans payable														$ 75,000
Interest rate														12.25%
Loans payable balance						78,826			78,826		78,826
Beeline Financial Holdings Inc [Member] | Manta Reef Holdings LLC [Member]
Short-Term Debt [Line Items]
Loans payable							$ 357,400			$ 357,400	142,600
Interest rate							18%			18%
Loans payable balance											587,529
Beeline Financial Holdings Inc [Member] | Manta Reef Holdings LLC [Member] | Related Party [Member]
Short-Term Debt [Line Items]
Loans payable							$ 310,000			$ 310,000	130,500
Interest rate							18%			18%
Loans payable balance						511,502			511,502		511,502
Beeline Financial Holdings Inc [Member] | American Heritage [Member]
Short-Term Debt [Line Items]
Loans payable													$ 157,500
Interest rate													12%
Loans payable balance											161,280
Beeline Financial Holdings Inc [Member] | Officer Director And Shareholder [Member]
Short-Term Debt [Line Items]
Loans payable											222,544
Interest rate													7%
Loans payable balance						318,104			318,104		221,565
Term Loan Agreement [Member] | Beeline Financial Holdings Inc [Member] | BDCRI Loan [Member]
Short-Term Debt [Line Items]
Maturity date			Apr. 29, 2026
Term Loan Agreement [Member] | BDCRI Loan [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Loans payable			$ 450,000
Long term debt						294,467			294,467		291,846	363,351
Debt instument discount						5,533			5,533		8,154	11,649
Principal amount			$ 9,375														$ 9,375
Interest rate				6%
Debt issuance cost				$ 17,182
Debenture Agreement [Member] | Beeline Financial Holdings Inc [Member] | 2024 Convertible Note Holders [Member] | Series B Preferred Stock [Member]
Short-Term Debt [Line Items]
Stock Issued During Period, Shares, New Issues	740,496
Stock Issued During Period, Value, New Issues	$ 770,843
Notes Payable [Member]
Short-Term Debt [Line Items]
Interest Paid, Including Capitalized Interest, Operating and Investing Activities											100,000	500,000
Debt instrument interest									11,588	$ 1,100,000
Capital Markets Group [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Loans payable												100,000
Interest rate																24%
Loans payable balance						0			0		60,244	100,000
Individual Counterparty [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Loans payable															$ 30,000
Interest rate															7%
Loans payable balance						0			0		31,755
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Debt instrument interest											965,378	77,883
Proceeds from convertible notes									$ 17,875,754
Convertible notes payable											13,439,516	4,436,238
Principal amount											5,706,559
Convertible notes											$ 13,439,516	4,436,238
Debt Instrument, Description									i) the Company received cash proceeds from the sale of 2022 Convertible Notes of $3,442,219, ii) Series A preferred shares investors exchanged 75,700 shares of Series A preferred stock for 2022 Convertible Notes having principal amounts totaling $1,750,079, iii) the Company issued a Convertible Note in the amount of $150.00 for future services to be rendered, which as of September 30, 2024 is included reflected in prepaid expenses on the accompanying unaudited consolidated balance sheet, and iv) the Company issued a Convertible Note in the amount of $10,000 for accrued interest		) the Company received cash proceeds from the sale of 2022 Convertible Notes of $3,442,219, ii) Series A preferred shares investors exchanged 75,700 shares of Series A preferred stock for 2022 Convertible Notes having principal amounts totaling $1,750,079, iii) the Company issued a Convertible Note in the amount of $150.000 for future services to be rendered, and iv) the Company issued a Convertible Note in the amount of $10,000 for accrued interest.
[custom:ProceedsFromSaleOfConvertibleDebt]									$ 3,442,219
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | As Restated [Member]
Short-Term Debt [Line Items]
Principal amount											$ 5,206,763
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | Series A Preferred Stock [Member]
Short-Term Debt [Line Items]
Principal amount						$ 1,750,079			$ 1,750,079
Convertible notes payable											$ 500,000
Convertible preferred stock conversion											224,950
Debt Conversion, Converted Instrument, Shares Issued									75,700
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | Preferred Stock [Member]
Short-Term Debt [Line Items]
Convertible preferred stock conversion											22,495
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | Board Of Directors [Member]
Short-Term Debt [Line Items]
Proceeds from convertible notes											$ 13,439,516	4,436,238
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | Board Of Directors [Member] | Maximum [Member]
Short-Term Debt [Line Items]
Proceeds from convertible notes					$ 25,000,000
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | Board Of Directors [Member] | Preferred Stock Warrants [Member]
Short-Term Debt [Line Items]
Interest rate					7%
Debt term					3 years
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member] | Board Of Directors [Member] | Preferred Stock Warrants [Member] | Maximum [Member]
Short-Term Debt [Line Items]
Proceeds from convertible notes					$ 20,000,000
Optional Conversion [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Convertible, type of equity security description					If the Company completes a Non-Qualified Financing, a Majority in Interest of the Note holders may elect to convert all of the Notes, and any accrued but unpaid interest thereon, into the class or series of shares issued to the investors in the Non-Qualified Financing, but at a conversion price equal to the lower of (x) 80% of the per share price paid by such investors in the Non-Qualified Financing, or (y) the price obtained by dividing $50,000,000 by the number of outstanding shares of common stock of the Company immediately prior to the Non-Qualified Financing (assuming conversion of all securities convertible into common stock and exercise of all outstanding options and warrants, but excluding but excluding the first 15% of the shares issuable pursuant to the Company’s Employee Stock Ownership Plan and the shares of equity securities of the Company issuable upon the conversion of the Notes or other indebtedness)(the “Valuation Cap PPS”).				If the Company completes a Non-Qualified Financing, a Majority in Interest of the Note holders may elect to convert all of the Notes, and any accrued but unpaid interest thereon, into the class or series of shares issued to the investors in the Non-Qualified Financing, but at a conversion price equal to the lower of (x) 80% of the per share price paid by such investors in the Non-Qualified Financing, or (y) the price obtained by dividing $50,000,000by the number of outstanding shares of common stock of the Company immediately prior to the Non-Qualified Financing (assuming conversion of all securities convertible into common stock and exercise of all outstanding options and warrants, but excluding but excluding the first 15% of the shares issuable pursuant to the Company’s Employee Stock Ownership Plan and the shares of equity securities of the Company issuable upon the conversion of the Notes or other indebtedness)(the “Valuation Cap PPS”).
Number of outstanding shares of common stock conversion price					$ 50,000,000
Mandatory Conversion [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Convertible, type of equity security description					If the Company completes a Change of Control or an Initial Public Offering (each, as defined in the Notes) prior to the conversion of a holder’s Note, then such Note shall convert automatically into shares of the Company’s common stock, at a price equal to 80% of, as applicable,(x) the offering price to the public in the Initial Public Offering, or (y) the price or value of the Company’s common stock in the Change of Control transaction. Alternatively, we have reduced the term of the Notes to three (3) years(from five (5) years)and provided that, if a holder’s Note remains outstanding after such three (3)-year period, then it shall automatically convert into the class or series of shares of capital stock of the Company last issued in a Non-Qualified Financing, at a per share purchase price equal to the lower of (x) 80% of the per share price paid by the investors for the shares issued in such Non-Qualified Financing, and (y) the Valuation Cap PPS				We have provided that, if the Company completes a Change of Control or an Initial Public Offering (each, as defined in the Notes) prior to the conversion of a holder’s Note, then such Note shall convert automatically into shares of the Company’s common stock, at a price equal to 80% of, as applicable,(x) the offering price to the public in the Initial Public Offering, or (y) the price or value of the Company’s common stock in the Change of Control transaction. Alternatively, we have reduced the term of the Notes to three (3) years(from five (5) years)and provided that, if a holder’s Note remains outstanding after such three (3)-year period, then it shall automatically convert into the class or series of shares of capital stock of the Company last issued in a Non-Qualified Financing, at a per share purchase price equal to the lower of (x) 80% of the per share price paid by the investors for the shares issued in such Non-Qualified Financing, and (y) the Valuation Cap PPS.
Convertible notes payable											$ 17,875,754	$ 4,436,238
2024 Convertible Notes [Member] | Debenture Agreement [Member] | Beeline Financial Holdings Inc [Member]
Short-Term Debt [Line Items]
Interest rate	10%
Proceeds from convertible notes	$ 3,300,000
Cash	2,519,000
Debt Instrument, Fee Amount	$ 781,000
Amortization of debt discount									$ 517,281

Secured Credit Facilities (Deta

Secured Credit Facilities (Details Narrative) - USD ($)							3 Months Ended			9 Months Ended		12 Months Ended
	May 15, 2024	Sep. 29, 2023	Oct. 13, 2022	Oct. 07, 2022	Apr. 01, 2022	Apr. 19, 2021	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	May 16, 2024
Common Stock, Par or Stated Value Per Share							$ 0.0001			$ 0.0001		$ 0.0001	$ 0.0001
[custom:StockIssuanceCostPercentage-0]							5%			5%		5%
Debt Conversion, Converted Instrument, Amount											$ 6,510,000	$ 6,322,000
Common Stock [Member]
Stock Issued During Period, Shares, New Issues							442,000	141,000	135,000			343,000	10,000
Secured Convertible Promissory Notes [Member]
Debt Instrument, Interest Rate, Stated Percentage					6%		6%			6%		6%
Debt Instrument, Convertible, Conversion Price					$ 26		$ 44			$ 44		$ 44
Debt Instrument, Maturity Date										Oct. 18, 2022		Oct. 18, 2022
Debt Conversion, Converted Instrument, Amount					$ 3,500,000
Secured Convertible Promissory Notes [Member] | Common Stock [Member]
Debt Instrument, Convertible, Conversion Price					$ 24
2024 Secured Notes [Member] | Bigger, District 2 and LDI [Member]
Debt Instrument, Payment Terms	The 2024 Secured Notes may be satisfied by payment of 110% of principal on or before November 29, 2024, by payment of 130% of principal on or before March 30, 2025 or by payment of 140% of principal on March 31, 2025.
Roth Capital, LLC [Member]
Proceeds from Issuance of Private Placement										$ 3,100,000		$ 3,100,000
Note Purchase Agreement [Member]
Debt Instrument, Face Amount				$ 4,500,000
Proceeds from Issuance of Debt				$ 1,200,000
Debt Instrument, Interest Rate, Stated Percentage				9.25%
Note Purchase Agreement [Member] | Subscribers [Member]
Debt Instrument, Interest Rate, Stated Percentage			6%										6%
Note Purchase Agreement [Member] | Each of the Subscribers [Member]
Stock Issued During Period, Shares, New Issues			4,808
Note Purchase Agreement [Member] | TQLA, LLC [Member]
Debt Instrument, Face Amount													$ 3,300,000
Repayments of Debt				$ 3,300,000
Debt Satisfaction Agreement [Member]
Debt Conversion, Converted Instrument, Amount		$ 6,500,000
Debt Satisfaction Agreement [Member] | Subscribers and Other Creditors [Member]
Debt Instrument, Face Amount							$ 400,000			400,000		400,000
Debt Instrument, Interest Rate, Stated Percentage		9%
Debt Conversion, Original Debt, Amount		$ 3,300,000
Interest Payable, Current							27,451			27,451		100,000
Debt Satisfaction Agreement [Member] | Subscribers [Member]
Equity Method Investment, Ownership Percentage		50%
Debt Satisfaction Agreement [Member] | Aegis and Other Creditors [Member]
Debt Instrument, Face Amount							2,600,000			2,600,000		2,600,000
Debt Conversion, Original Debt, Amount		$ 1,900,000
Interest Payable, Current							$ 100,000			$ 100,000		$ 400,000
Debt Satisfaction Agreement [Member] | Aegis and Other Creditors [Member] | SPV [Member]
Equity Method Investment, Ownership Percentage		29%
Purchase Agreement [Member] | Accredited Investors [Member] | Secured Convertible Promissory Notes [Member]
Debt Instrument, Face Amount						$ 3,300,000
Debt Instrument, Interest Rate, Stated Percentage						6%
Common Stock, Par or Stated Value Per Share						$ 0.0001
Purchase Agreement [Member] | Accredited Investors [Member] | Secured Convertible Promissory Notes [Member] | IPO [Member]
Proceeds from Issuance Initial Public Offering						$ 3,300,000
Purchase Agreement [Member] | Accredited Investors [Member] | Secured Convertible Promissory Notes [Member] | Warrant [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 52
Purchase Agreement [Member] | Accredited Investors [Member] | Secured Convertible Promissory Notes [Member] | Common Stock [Member]
Debt Instrument, Convertible, Conversion Price						$ 44
[custom:OutstandingNotesPayablePercentage]						60%
Loan Agreement [Member] | 2024 Secured Notes [Member] | Bigger, District 2 and LDI [Member]
Debt Instrument, Face Amount	$ 1,100,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 5													$ 5
Proceeds from Notes Payable	$ 1,100,000
Warrants and Rights Outstanding, Term	5 years													5 years
Loan Agreement [Member] | 2024 Secured Notes [Member] | LD Investments LLC [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights	598,021													598,021
Repayments of Secured Debt	$ 500,000
Loan Agreement [Member] | 2024 Secured Notes [Member] | Bigger Capital Fund LP [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights	299,011
Repayments of Secured Debt	$ 300,000

Schedule of Provision of Income

Schedule of Provision of Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Expected federal income tax benefit					$ (1,478)	$ (3,190)
State income taxes after credits					(497)	(1,074)
Change in allowance					1,975	4,264
Total provision for income taxes

Schedule of Deferred Tax Assets

Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 23,673	$ 21,325
Stock-based compensation	896	895
Total deferred tax assets	24,569	22,220
Depreciation and amortization	(2,444)	(2,070)
Total deferred tax liability	(2,444)	(2,070)
Valuation Allowance	(22,125)	(20,150)
Net deferred tax assets

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Effective Income Tax Rate Reconciliation [Line Items]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent		21%
Gross operating loss carryforward	$ 74,000,000
[custom:ChangeInOwnershipPercentage-0]	50%
Operating loss carryforward	$ 23,673,000	$ 21,325,000
Beeline Financial Holdings Inc [Member]
Effective Income Tax Rate Reconciliation [Line Items]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21%	21%
Gross operating loss carryforward	$ 40,439,859	$ 29,536,339
Increase in valuation allowance	2,782,675
Operating loss carryforward	$ 10,160,018	$ 7,370,500
Domestic Tax Jurisdiction [Member]
Effective Income Tax Rate Reconciliation [Line Items]
[custom:OperatingLossCarryforwardsYear]	20 years
[custom:OperatingLossCarryforwardsExpirationYear]	expire in 2034,
State and Local Jurisdiction [Member]
Effective Income Tax Rate Reconciliation [Line Items]
[custom:OperatingLossCarryforwardsYear]	15 years
O R [Member]
Effective Income Tax Rate Reconciliation [Line Items]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent		6.60%

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)		12 Months Ended
	Mar. 01, 2023	Dec. 31, 2023
Beeline Financial Holdings Inc [Member]
Debt to income ratio		43%
Sandstrom Partners Inc [Member]
Loss Contingency, Damages Sought, Value	$ 285,000
Loss Contingency, Damages Paid, Value	$ 245,000

Summary of Stock Options Activi

Summary of Stock Options Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2024
Equity [Abstract]
Number of options outstanding, beginning balance	2,587
Weighted- average exercise price options outstanding, beginning balance	$ 63.20
Number of options, cancelled	(467)
Weighted- average exercise price options cancelled	$ 87.98
Number of options outstanding, ending balance	2,120
Weighted- average exercise price options outstanding, ending balance	$ 57.95
Number of options exercisable, ending balance	2,120
Weighted- average exercise price options exercisable, ending balance	$ 57.95
Number of Options, Outstanding, Beginning balance	2,120	2,120
Weighted- Average Exercise Price, Outstanding, Beginning balance	$ 57.95	$ 57.95
Number of Options, Outstanding and Exercisable, Ending balance	2,120	2,120
Weighted- Average Exercise Price, Outstanding and Exercisable, Ending balance	$ 57.95	$ 57.95

Summary of Warrant Activity (De

Summary of Warrant Activity (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Subsidiary or Equity Method Investee [Line Items]
Number of warrants, balance	201,667	201,667
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingWeightedAverageRemainingContractualTermBeginning]		3 years 9 months 18 days
Weighted-Average Exercise Price, Outstanding, Beginning balance	$ 34.87	$ 33.40
Aggregate Intrinsic Value, Outstanding, Beginning balance
Number of warrants, balance	1,397,710	201,667	201,667
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingWeightedAverageRemainingContractualTermEnding]		3 years 4 months 24 days
Weighted-Average Exercise Price, Outstanding, Ending balance	$ 9.31	$ 34.87	$ 33.40
Aggregate Intrinsic Value, Outstanding, Ending balance
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingWeightedAverageRemainingContractualTerm]	4 years 9 months 18 days	3 years 9 months 18 days
Number of warrants, granted	1,196,043
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsGrantedWeightedAverageRemainingContractualTerm]	5 years
Weighted-Average Exercise Price, Granted	$ 5
Aggregate Intrinsic Value, Granted
Beeline Financial Holdings Inc [Member]
Subsidiary or Equity Method Investee [Line Items]
Number of warrants, balance	58,680	94,260	363,360
Number of warrants, balance		58,680	94,260	363,360
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingWeightedAverageRemainingContractualTerm]		2 years 9 months
Number of warrants, granted
Weighted average exercise price per share, Balance	$ 23.12	$ 23.12	$ 23.12
Remaining contractual term outstanding, Balance		2 years 9 months	3 years 9 months	4 years 9 months
Aggregrate intrinsic value, Balance
Number of warrants, expired/forfeits		(35,580)	(65,290)
Aggregrate intrinsic value, Expired/Forfeits
Aggregrate intrinsic value, Granted
Number of warrants, exercised			(203,810)
Weighted average exercise price per share, exercises
Aggregrate intrinsic value, Exercises
Weighted average exercise price per share, granted
Weighted average exercise price per share, Balance		$ 23.12	$ 23.12	$ 23.12
Aggregrate intrinsic value, Balance
Number of warrants,exerciseable		58,680
Weighted average exercise price per share, Exerciseable		$ 23.12
Remaining contractual term outstanding, Exerciseable		2 years 9 months
Aggregrate Intrinsic Value, Exerciseable

Stockholders_ Equity (Details N

Stockholders’ Equity (Details Narrative) - USD ($)															3 Months Ended						9 Months Ended		11 Months Ended	12 Months Ended
	Oct. 07, 2024	Sep. 06, 2024	Sep. 05, 2024	Jun. 05, 2024	Jun. 04, 2024	Jun. 04, 2024	Sep. 29, 2023	May 12, 2023	Apr. 05, 2022	Feb. 04, 2022	Oct. 19, 2021	Dec. 31, 2020	Dec. 31, 2018	Sep. 08, 2016	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 13, 2023	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	May 16, 2024	May 15, 2024	Oct. 13, 2022	Oct. 07, 2022	Mar. 21, 2022	Dec. 31, 2021	Jul. 30, 2021	May 12, 2021	Jan. 15, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reverse stock split								1-for-20 reverse stock split
[custom:DebtSatisfactionAgreementDescription]							The SPV is a special purpose vehicle whose equity is shared 50% by Bigger and District 2 and 50% by Aegis and LDI.
Gain (Loss) on Extinguishment of Debt																									$ 1,300,000
Common Stock, Par or Stated Value Per Share															$ 0.0001						$ 0.0001				$ 0.0001	$ 0.0001
Proceeds from Issuance of Common Stock																					$ 393,000	$ 1,300,000			$ 1,396,000	$ 198,000
Debt conversion principal balance																						6,510,000			6,322,000
Net Income (loss)															$ (1,359,000)	$ (1,488,000)	$ (1,293,000)	$ (2,156,000)	$ (1,643,000)	$ (1,598,000)	(4,140,000)	(5,397,000)			(7,535,000)	(16,266,000)
Dividends, Preferred Stock															$ 38,000			38,000			$ 113,000	113,000			$ 150,000	$ 150,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number															2,120						2,120				2,120	2,587
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value															$ 0						$ 0				$ 0
Stock or Unit Option Plan Expense																									0	$ 2,926
Payments of Debt Issuance Costs																					$ 300,000
Conversion of convertible securities																		7,831,000							$ 7,831,000
Warrant outstanding															1,397,710						1,397,710				201,667	201,667
Weighted average contractual life																					4 years 9 months 18 days				3 years 9 months 18 days
Share based compensation expense																										$ 3,000
Number of shares issued, value															$ 392,000			$ 649,000	$ 651,000						$ 1,396,000	$ 199,000
Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Reverse stock split					ten-for-one (10:1) Forward Stock Split	one-for-ten (1:10) Forward Stock Split
Gain (Loss) on Extinguishment of Debt					$ 11,344,207																$ 11,344,207
Common Stock, Par or Stated Value Per Share															$ 0.00001						$ 0.00001				$ 0.00001	$ 0.00001
Proceeds from Issuance of Common Stock																					$ 1,917,141
Debt conversion principal balance					23,228,052
Sale of Common Stock for cash, shares																									0
Preferred stock, par value															0.00001						$ 0.00001				$ 0.00001	$ 0.00001
Net Income (loss)																					$ 1,038,808	(7,274,835)			$ (10,899,722)	$ (10,552,236)
Conversion price															$ 7.542280						$ 7.542280				$ 7.542280
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number																									736,490	193,720						228,810
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value
Conversion of convertible securities																									$ 5,206,763
Common stock, voting rights																					The holders of common stock are entitled to one vote for each share held.				The holders of common stock are entitled to one vote for each share held
Warrant outstanding																									58,680	94,260						363,360
Weighted average contractual life																									2 years 9 months
Warrant coverage amount																									$ 17,875,000	$ 4,346,000
Share based compensation expense																						281,060			374,746	364,191
Stock-based compensation not yet recognized																									800,000
Shares authorized													100,000
Number of shares issued, value																					1,917,141
Dividends declared or accrued															$ 0						0				0	$ 0
Accrued interest					1,585,958	$ 1,585,958									$ 0						$ 0				$ 965,378
Convertible note					$ 24,814,011	$ 24,814,011
Subsequent Event [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
[custom:VotingPowerPercentage-0]	4.99%
Subsequent Event [Member] | Bridgetown Spirits Corp [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Common Stock for cash, shares	1,000,000
2016 Equity Incentive Plan [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant														437,993
Share-Based Compensation Arrangement by Share-Based Payment Award, Percentage of Outstanding Stock Maximum														8%
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number															2,120						2,120				2,120
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number															196,619						196,619				196,619
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights																					vesting schedules varying between immediate or three (3) years from the grant date.				vesting schedules varying between immediate or three (3) years from the grant date.
Restricted Stock Units (RSUs) [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Common Stock for cash, shares																										200
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number																																59,280
Grants												123,500
Estimated fair value												$ 597,864
Vesting period												25 months
Compensation expense																										$ 286,974
Equity Option [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Grants																									609,090
Estimated fair value																									$ 900,000
Vesting period																							4 years
Share based compensation expense																									$ 374,746	$ 77,217
Share price																									$ 2.50	$ 4.08
Phantom Share Units (PSUs) [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares vested																									39,750	39,750
At The Market Public Placements [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Number of Shares Issued in Transaction																									343,495
Proceeds from Issuance of Common Stock																									$ 1,400,000
Employee Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Weighted average period																									3 years 6 months
Directors and Employees [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture																									162,849
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture																									$ 700,000
Directors and Employees [Member] | Minimum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Par or Stated Value Per Share																									$ 1.29
Shares Issued, Price Per Share																									3.05
Directors and Employees [Member] | Maximum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Par or Stated Value Per Share																									7.40
Shares Issued, Price Per Share																									$ 7.40
Directors [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture																										19,265
Subscribers [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture																										4,808
Directors And Subscribers [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture																										$ 300,000
Directors And Subscribers [Member] | Minimum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Par or Stated Value Per Share																										$ 5.60
Directors And Subscribers [Member] | Maximum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Par or Stated Value Per Share																										19.20
Chief Executive Officer [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Proceeds from Issuance of Common Stock									$ 200,000
Stock Issued During Period, Shares, Issued for Services									10,000
Former Chief Executive Officer [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture										8,500
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture										$ 200,000
Shares Issued, Price Per Share										$ 24.20
Director [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture																					1,764
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture																					$ 2,046
Common Stock, Par or Stated Value Per Share															$ 1.16						$ 1.16
Director [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
additional options available for awards																									717,160
Options granted																									792,810
Director [Member] | Minimum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Price Per Share															3.05						$ 3.05
Employees and Consultant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture																					55,738
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture																					$ 100,000
Shares Issued, Price Per Share															1.21						$ 1.21
Series C Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Preferred Stock, Dividend Payment Terms																					the Company declares a dividend payable in cash or stock to holders of any class of stock, the holder of each share of Series C Preferred Stock shall be entitled to receive a dividend equal in amount and kind to that payable to the holder of the number of shares of the Company’s common stock into which that holder’s Series C Preferred Stock could be converted on the record date for the distribution common stock. The dividends issued on the Company s outstanding Series B Preferred Stock are excluded from this provision.				the Company declares a dividend payable in cash or stock to holders of any class of stock, the holder of each share of Series C Preferred Stock shall be entitled to receive a dividend equal in amount and kind to that payable to the holder of the number of shares of the Company’s common stock into which that holder’s Series C Preferred Stock could be converted on the record date for the distribution common stock.
Preferred Stock, Voting Rights																					holders of Series C Preferred Stock shall have no voting rights; except that nothing will limit a holder’s voting rights with respect to shares of any other class of the Company’s common stock held from time to time.				holders of Series C Preferred Stock shall have no voting rights; except that nothing will limit a holder’s voting rights with respect to shares of any other class of the Company’s common stock held from time to time.
Preferred stock, par value																									$ 0.0001	0.0001
Series B Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Preferred stock, par value																									$ 0.0001	$ 0.0001
Preferred Stock, Dividend Rate, Percentage											6%
Net Income (loss)											$ 500,000
Common Stock Dividends, Shares																									92,957	23,004
Dividends Payable, Amount Per Share																									$ 1.61
Dividends, Preferred Stock																						100,000
Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares					1,646,157
Preferred stock, par value															$ 0.00001						$ 0.00001
Share price					$ 1.50	$ 1.50
Series B Preferred Stock [Member] | Subsequent Event [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Preferred stock, par value					$ 0.00001	0.00001
Series B Preferred Stock [Member] | Forecast [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock Dividends, Shares																								177,725
Dividends Payable, Amount Per Share																								$ 0.84
Series B Preferred Stock [Member] | 2024 Convertible Note Holders [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Common Stock for cash, shares				740,496
Number of shares issued, value				$ 770,843
Series A Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Conversion price																									$ 23.117
Conversion of convertible securities, shares																					75,700				224,950
Conversion of convertible securities																					$ 1,750,079				$ 5,206,559
Warrant exercised, shares																										203,810
Warrant exercised, value																										$ 4,711,476
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock Issued During Period, Shares, Issued for Services																	2,000	121,000		11,000					139,000	28,000
Sale of Common Stock for cash, shares															442,000			141,000	135,000						343,000	10,000
Net Income (loss)
Conversion of convertible securities, shares																		297,000							297,000
Conversion of convertible securities
Number of shares issued, value
Common Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares					7,333,207
Sale of Common Stock for cash, shares																					1,278,055
Net Income (loss)
Conversion of convertible securities, shares																					7,333,207
Conversion of convertible securities
Warrant exercised, value
Number of shares issued, value																					$ 13
Share price					$ 1.50	$ 1.50
Common Stock [Member] | Director [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Options available for awards																									1,000,000
Options granted																									207,190
Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights																																	45,000	45,000
Warrant exercise price																																		$ 52
Warrant [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																									$ 23.12
Warrant outstanding																									58,680
Warrant [Member] | TQLA, LLC [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Loans Payable																															$ 3,500,000
Warrant exercise price																															$ 24
New Warrant Shares [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights																																	45,000
Warrant exercise price							$ 33.08																										$ 60
Warrants and Rights Outstanding, Maturity Date																																	Aug. 19, 2026
Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Conversion of convertible securities, shares																									224,950
Percentage of issued and outstanding shares																					65%
Preferred Stock [Member] | Series C Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock Issued During Period, Shares, Issued for Services
Sale of Common Stock for cash, shares
Net Income (loss)
Conversion of convertible securities, shares																		200,000							200,000
Conversion of convertible securities
Number of shares issued, value
Preferred Stock [Member] | Series B Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock Issued During Period, Shares, Issued for Services
Sale of Common Stock for cash, shares
Net Income (loss)
Conversion of convertible securities, shares
Conversion of convertible securities
Number of shares issued, value
Preferred Stock [Member] | Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Net Income (loss)
Conversion of convertible securities
Number of shares issued, value
Preferred Stock [Member] | Series A Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Net Income (loss)
Conversion of convertible securities, shares																					(75,700)	(203,320)			(224,950)
Conversion of convertible securities																						$ (2)			$ (3)
Warrant exercised, shares																										203,810
Warrant exercised, value																										$ 2
Shares authorized																										200
Number of shares issued, value
Debt Satisfaction Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Debt Instrument, Increase (Decrease), Net							$ 6,500,000
Debt conversion principal balance							6,500,000
Debt Satisfaction Agreement [Member] | TQLA, LLC [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights																															145,834
[custom:VotingPowerPercentage-0]																															9.99%
[custom:BeneficialOwnershipLimitationPercentageIncrease-0]																															19.99%
Debt Satisfaction Agreement [Member] | Aegis [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Debt Instrument, Increase (Decrease), Net							1,900,000
Debt Satisfaction Agreement [Member] | LDI Investments LLC [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Extinguishment of Debt, Amount							1,400,000
Debt Satisfaction Agreement [Member] | Bigger Capital Fund LP [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Debt Instrument, Increase (Decrease), Net							1,600,000
Debt Satisfaction Agreement [Member] | District 2 Capital Fund LP [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Debt Instrument, Increase (Decrease), Net							1,600,000
Debt Satisfaction Agreement [Member] | Bigger and District 2 [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Proceeds from Unsecured Notes Payable							$ 7,400,000
Debt Instrument, Maturity Date							Mar. 31, 2025
Short-Term Debt, Interest Rate Increase							8%
Debt Satisfaction Agreement [Member] | Series C Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares							200,000
Debt Satisfaction Agreement [Member] | Series C Preferred Stock [Member] | SVP [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares							200,000
Preferred stock, par value							$ 28.025
Conversion price							$ 3.05
Conversion of Stock, Shares Converted		82,415
Conversion of convertible securities, shares		757,395
Debt Satisfaction Agreement [Member] | Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares							296,722
Note Purchase Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage																														9.25%
Note Purchase Agreement [Member] | Subscribers [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage																										6%			6%
Securities Purchase Agreement [Member] | Series B Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Common Stock for cash, shares											2,500,000
Preferred stock, par value											$ 1
Debt Instrument, Convertible, Conversion Price											$ 62
Common Stock, Capital Shares Reserved for Future Issuance											42,500
Dividends Payable, Amount Per Share																									$ 1.61	$ 6.60
Dividends, Preferred Stock																										$ 200,000
Securities Purchase Agreement [Member] | Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Number of Shares Issued in Transaction			92,815
Sale of Stock, Price Per Share			$ 1
Securities Purchase Agreement [Member] | Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights			349,227
Warrant exercise price			$ 0.0001
Sale of Stock, Price Per Share			$ 0.9999
Loan Agreement [Member] | 2024 Secured Notes [Member] | Bigger, District 2 and LDI [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																											$ 5	$ 5
Warrants and Rights Outstanding, Term																											5 years	5 years
Loan Agreement [Member] | 2024 Secured Notes [Member] | LD Investments LLC [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights																											598,021	598,021
Loan Agreement [Member] | 2024 Secured Notes [Member] | District 2 [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights																											299,011
Loan Agreement [Member] | Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights																																			5,000
Warrant exercise price																																			$ 78.80
Warrants and Rights Outstanding, Maturity Date																																			Jan. 15, 2025

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($) $ in Millions				1 Months Ended
	Jan. 01, 2023	Oct. 07, 2022	Jan. 01, 2022	Feb. 29, 2024	Sep. 29, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
[custom:AssetsRequirementFromRelatedPartyTransaction]	$ 0.1		$ 0.1
[custom:PercentageOfAverageOfAssetsNet]	1%		1%
Other Assets	$ 0.2		$ 0.3
LDI Investments LLC [Member]
Related Party Transaction [Line Items]
Debt Instrument, Face Amount					$ 1.4
Note Purchase Agreement [Member]
Related Party Transaction [Line Items]
Debt Instrument, Face Amount		$ 4.5
Note Purchase Agreement [Member] | Aegis [Member]
Related Party Transaction [Line Items]
Debt Instrument, Face Amount		4.5
Note Purchase Agreement [Member] | TQLA, LLC [Member]
Related Party Transaction [Line Items]
Debt Instrument, Face Amount						$ 3.3
Repayments of Debt		$ 3.3
Debt Satisfaction Agreement [Member] | LDI Investments LLC [Member] | SPV [Member]
Related Party Transaction [Line Items]
Equity Method Investment, Ownership Percentage					21%
Loan Agreement [Member]
Related Party Transaction [Line Items]
Proceeds from Short-Term Debt				$ 0.6

Schedule of Prepaid Expenses _2

Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Prepayment of inventory	$ 69	$ 52	$ 52
Other	107	62	108
Total prepaid expenses and other current assets	$ 176	114	$ 177
As Restated [Member]
Prepayment of inventory		52
Other		61
Total prepaid expenses and other current assets		$ 113

Schedule of Fair Value of Warra

Schedule of Fair Value of Warrants (Details) - Warrant [Member]	Sep. 30, 2024
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant, measurement input	100
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant, measurement input	4.4
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant, measurement input	5
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant, measurement input	0.55

Schedule of Assets or Liabiliti

Schedule of Assets or Liabilities Measured at Fair Value Recurring Basis (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Platform Operator, Crypto Asset [Line Items]
Mortgage loans held for sale	$ 6,271,551	$ 2,301,012		$ 3,022,969
Interest rate lock derivative	62,796	57,505		30,757
Fair Value, Inputs, Level 1 [Member]
Platform Operator, Crypto Asset [Line Items]
Mortgage loans held for sale
Interest rate lock derivative
Fair Value, Inputs, Level 2 [Member]
Platform Operator, Crypto Asset [Line Items]
Mortgage loans held for sale		2,301,012		3,022,969
Interest rate lock derivative
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto Asset [Line Items]
Mortgage loans held for sale
Interest rate lock derivative	$ 62,796	$ 57,505	$ 30,757	$ 30,757

Schedule of Roll Forward for Va

Schedule of Roll Forward for Valuation of Financial Instruments (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Platform Operator, Crypto Asset [Line Items]
Balance at the beginning of the year	$ 57,505	$ 30,757	$ 30,757
Balance at end of year	62,796		57,505	$ 30,757
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto Asset [Line Items]
Balance at the beginning of the year	57,505	30,757	30,757
Change in fair value in gain on sale of loans, net	5,291		26,748	30,757
Balance at end of year	$ 62,796	$ 30,757	$ 57,505	$ 30,757

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)										1 Months Ended		3 Months Ended						9 Months Ended		12 Months Ended
	Nov. 14, 2024	Oct. 25, 2024	Oct. 07, 2024	Oct. 01, 2024	Sep. 04, 2024	Jul. 31, 2024	Jun. 05, 2024	Jun. 04, 2024	Apr. 05, 2022	Oct. 31, 2024	Feb. 29, 2024	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Nov. 24, 2024	Oct. 30, 2024	Sep. 29, 2023
Preferred stock exchanged for convertible notes															$ 7,831,000					$ 7,831,000
Debt conversion principal balance																			$ 6,510,000	6,322,000
Gain on extinguishment of debt																				1,300,000
Number of shares issued, value												$ 392,000			$ 649,000	$ 651,000				1,396,000	$ 199,000
Long term debt												$ 8,155,000						$ 8,155,000		$ 8,042,000
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount																			0
Revenue Benchmark [Member] | Supplier Concentration Risk [Member] | One Distributor [Member]
Concentration Risk, Percentage																		67%	69%
Beeline Financial Holdings Inc [Member]
Shares new issues																				0
Preferred stock, shares authorized												3,282,896						3,282,896		3,282,896	3,282,896
Preferred Stock, Value, Issued
Preferred stock, par value												$ 0.00001						$ 0.00001		$ 0.00001	$ 0.00001
Preferred stock exchanged for convertible notes																				$ 5,206,763
Debt conversion principal balance								$ 23,228,052
Accrued interest payable								1,585,958				$ 0						$ 0		965,378
Convertible note								24,814,011
Gain on extinguishment of debt								$ 11,344,207										11,344,207
Number of shares issued, value																		1,917,141
Long term debt																				300,000
Invested																		96,500
Dividends declared or accrued												$ 0						$ 0		$ 0	$ 0
Beeline Financial Holdings Inc [Member] | Beeline Mortgage Holdings Inc [Member]
Ownership percentage												50.10%						50.10%		50.10%
Beeline Financial Holdings Inc [Member] | Ellington Financial Inc [Member]
Ownership percentage												49.90%						49.90%		49.90%
Beeline Financial Holdings Inc [Member] | Convertible Debt [Member] | Forecast [Member]
Principal amount										$ 3,600,000
Long term debt										$ 300,000
Debt instrument, maturity date										Sep. 05, 2025
Monthly installments										$ 440,328
Unamortized debt discount										1,000,000
2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member]
Debt description																		i) the Company received cash proceeds from the sale of 2022 Convertible Notes of $3,442,219, ii) Series A preferred shares investors exchanged 75,700 shares of Series A preferred stock for 2022 Convertible Notes having principal amounts totaling $1,750,079, iii) the Company issued a Convertible Note in the amount of $150.00 for future services to be rendered, which as of September 30, 2024 is included reflected in prepaid expenses on the accompanying unaudited consolidated balance sheet, and iv) the Company issued a Convertible Note in the amount of $10,000 for accrued interest		) the Company received cash proceeds from the sale of 2022 Convertible Notes of $3,442,219, ii) Series A preferred shares investors exchanged 75,700 shares of Series A preferred stock for 2022 Convertible Notes having principal amounts totaling $1,750,079, iii) the Company issued a Convertible Note in the amount of $150.000 for future services to be rendered, and iv) the Company issued a Convertible Note in the amount of $10,000 for accrued interest.
Convertible note																				$ 13,439,516	$ 4,436,238
Proceeds from issuance of convertible debt																		$ 17,875,754
Two Thousands Twenty Two Convertible Notes [Member] | Beeline Financial Holdings Inc [Member]
Proceeds from the sale of convertible notes																				$ 3,442,219
Chief Executive Officer [Member]
Stock Issued During Period, Shares, Issued for Services									10,000
Common Stock [Member]
Shares new issues												442,000			141,000	135,000				343,000	10,000
Stock Issued During Period, Shares, Issued for Services														2,000	121,000		11,000			139,000	28,000
Preferred stock exchanged for convertible notes, shares															297,000					297,000
Preferred stock exchanged for convertible notes
Shares issued for conversion of debt												757,000
Number of shares issued, value
Common Stock [Member] | Beeline Financial Holdings Inc [Member]
Shares new issues																		1,278,055
Preferred stock exchanged for convertible notes, shares																		7,333,207
Preferred stock exchanged for convertible notes
Shares issued for conversion of debt																		7,333,207
Share price								$ 1.50
Number of shares issued, value																		$ 13
Employment Agreement [Member] | Chief Executive Officer [Member]
Shares new issues					400,000
Employee-related Liabilities, Current					$ 90,000,000
Stock Issued During Period, Shares, Issued for Services					180,000
Shares Issued, Price Per Share					$ 0.50
[custom:StockIssuedDuringPeriodSharesAgreedToIssue]					100,000
Debenture Agreement [Member] | 2024 Convertible Notes [Member] | Beeline Financial Holdings Inc [Member]
Proceeds from issuance of convertible debt							$ 3,300,000
Cash							2,519,000
Original issue discount and fees							$ 781,000
Interest rate							10%
2024 Convertible Notes [Member] | Common Stock [Member] | Beeline Financial Holdings Inc [Member]
Shares new issues																		1,605,935
Number of shares issued, value																		$ 2,408,902
Series C Preferred Stock [Member]
Preferred stock, shares authorized																				240,000	240,000
Preferred Stock, Voting Rights																		holders of Series C Preferred Stock shall have no voting rights; except that nothing will limit a holder’s voting rights with respect to shares of any other class of the Company’s common stock held from time to time.		holders of Series C Preferred Stock shall have no voting rights; except that nothing will limit a holder’s voting rights with respect to shares of any other class of the Company’s common stock held from time to time.
Preferred Stock, Value, Issued
Preferred stock, par value																				$ 0.0001	$ 0.0001
Series A Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Preferred Stock, Value, Issued												2						$ 2		$ 2	$ 5
Preferred stock exchanged for convertible notes, shares																		75,700		224,950
Preferred stock exchanged for convertible notes																		$ 1,750,079		$ 5,206,559
Series A Preferred Stock [Member] | 2022 Subordinated Convertible Promissory Notes [Member] | Beeline Financial Holdings Inc [Member]
Convertible Preferred Stock, Shares Issued upon Conversion																				224,950
Principal amount												1,750,079						1,750,079
Series A Preferred Stock [Member] | Two Thousands Twenty Two Convertible Notes [Member] | Beeline Financial Holdings Inc [Member]
Preferred stock exchanged for convertible notes, shares																				75,700
Preferred stock exchanged for convertible notes																				$ 1,750,079
Series B Preferred Stock [Member]
Preferred stock, shares authorized																				100,000,000	100,000,000
Preferred Stock, Value, Issued
Preferred stock, par value																				$ 0.0001	$ 0.0001
Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Preferred Stock, Value, Issued												$ 24						$ 24
Preferred stock, par value												$ 0.00001						$ 0.00001
Share price								$ 1.50
Magic Blocks Inc [Member] | Beeline Financial Holdings Inc [Member]
Shares new issues						4,285,000
Invested						$ 96,500
Magic Blocks Inc [Member] | Beeline Financial Holdings Inc [Member] | Forecast [Member]
Shares new issues						4,285,000
Invested						$ 96,500
LDI Investments LLC [Member]
Principal amount																								$ 1,400,000
Subsequent Event [Member]
Unsecured Debt			$ 2,500,000
[custom:VotingPowerPercentage-0]			4.99%
Conversion of Stock, Description			If the shareholders of the Company approve the conversion of the Series F and the Series F-1 Preferred Stock at a meeting to be called for that purpose, each such share will be convertible into common stock by a conversion ratio equal to the stated value of the Series F or F-1 share divided by the Series F Conversion Price. The initial Series F Conversion Price is $0.50 per common share, which is subject to a “Floor Price” equal to 20% of the “Minimum Price” as defined in the Nasdaq Rules. The Series F Conversion Price and the Floor Price are subject to equitable adjustment. In addition, if during the next two years the sum of the common shares outstanding on October 7, 2024 plus shares issuable on conversion of Preferred Stock plus shares issuable on conversion of securities issued in the initial financing of the post-merger company plus shares issued to settle pre-existing liabilities (collectively, the “Measuring Shares”) exceeds 14,848,485, then the Series F Conversion Price will be adjusted to retain the ratio of common share issuable on conversion to the Measuring Shares. Likewise, if the number of Measuring Shares on October 7, 2025 is less than 14,848,485, then the Series F Conversion Price will be adjusted to retain the ration of the Measuring Shares to the number of shares issuable on conversion.
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | Convertible Debt [Member]
Principal amount										3,600,000
Long term debt										$ 300,000
Debt instrument, maturity date										Sep. 05, 2025
Monthly installments										$ 440,328
Unamortized debt discount										$ 1,000,000
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | Convertible Notes [Member]
Accrued interest payable								$ 1,585,958
Convertible note								24,814,011
Gain on extinguishment of debt								$ 11,344,207
Subsequent Event [Member] | Senior Secured Notes [Member]
Principal amount	$ 1,900,000
Proceeds from Issuance of Private Placement	$ 1,600,000
Debt Instrument, Interest Rate Terms	20% original issue discount and do not bear interest unless and until one or more of the customary events of default set forth therein occurs, whereupon each Note will bear interest at a rate of 18% per annum. If the Note remains outstanding for 180 days, the Note also requires a special one-time interest payment of 30% which will increase the principal of each Note accordingly. Upon the occurrence of an event of default, each Investor also has the right to require the Company to pay all or any portion of the Note at a 25% premium. Further, the Company is required to prepay the Notes in connection with certain sales of securities or assets at each Investor’s election in an amount equal to 35% of the gross proceeds from such sales. The Company also has the right to prepay all, but not less than all, of the outstanding amounts under the Notes, at its election.
Subsequent Event [Member] | Senior Secured Notes [Member] | Pre Funded Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights	363,602
Subsequent Event [Member] | Common Stock [Member] | Beeline Financial Holdings Inc [Member] | Convertible Notes [Member]
Shares issued for conversion of debt								7,333,207
Debt conversion principal balance								$ 23,228,052
Share price								$ 1.50
Subsequent Event [Member] | Debt Agreement [Member] | Investor [Member]
Secured Debt			$ 4,100,000
Unsecured Debt			$ 2,500,000
Subsequent Event [Member] | Purchase Agreement [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.50
Investments	$ 400,000
Subsequent Event [Member] | Purchase Agreement [Member] | Pre Funded Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.499
Subsequent Event [Member] | Debenture Agreement [Member] | 2024 Convertible Notes [Member] | Beeline Financial Holdings Inc [Member]
Proceeds from issuance of convertible debt							$ 3,300,000
Cash							2,519,000
Original issue discount and fees							$ 781,000
Interest rate							10%
Subsequent Event [Member] | 2024 Convertible Notes Issued [Member] | Common Stock [Member] | Beeline Financial Holdings Inc [Member]
Share price				$ 1.50
Sale of stock, shares				491,761
Subsequent Event [Member] | Series F Preferred Stock [Member]
Preferred stock, shares authorized			70,000,000
Preferred Stock, Voting Rights			Each share of Series F Preferred Stock has a stated value of $0.50. The holder of Series F Preferred Stock has no voting rights by reason of those shares, except that the approval by holders of more than 50% of the outstanding Series F Preferred Stock will be required for any corporate action that would adversely affect the preferences, privileges or rights of the Series F Preferred Stock.
Subsequent Event [Member] | Series F Preferred Stock [Member] | Purchase Agreement [Member]
Preferred Stock, Value, Issued	$ 400,000
[custom:InvestmentAmountPercentage-0]	50%
Subsequent Event [Member] | Series F Preferred Stock One [Member]
Preferred stock, shares authorized			1,000,000
Subsequent Event [Member] | Series C Preferred Stock [Member]
[custom:NumberOfSharesTransferred]		117,586
Convertible Preferred Stock, Shares Issued upon Conversion		1,100,000
Subsequent Event [Member] | Series D Preferred Stock [Member]
Preferred stock, shares authorized			255,474
Preferred Stock, Voting Rights			Each share of Series D Preferred Stock has a stated value of $10.00. The holder of Series D Preferred Stock has no voting rights by reason of those shares, except that the approval by holders of more than 50% of the outstanding Series D Preferred Stock will be required for any corporate action that would adversely affect the preferences, privileges or rights of the Series D Preferred Stock.
Debt Instrument, Convertible, Conversion Price			$ 1.80
[custom:VotingPowerPercentage-0]			9.99%
Subsequent Event [Member] | Series E Preferred Stock [Member]
Preferred stock, shares authorized			200,000
Preferred Stock, Voting Rights			Each share of Series E Preferred Stock has a stated value of $10.00. The holder of Series E Preferred Stock has no voting rights by reason of those shares, except that the approval by holders of more than 50% of the outstanding Series E Preferred Stock will be required for any corporate action that would adversely affect the preferences, privileges or rights of the Series E Preferred Stock.
Debt Instrument, Convertible, Conversion Price			$ 0.25
[custom:VotingPowerPercentage-0]			9.99%
Subsequent Event [Member] | Series F-1 Preferred Stock [Member]
Preferred Stock, Voting Rights			The material terms of the Series F-1 Preferred Stock are identical to the material terms of the Series F Preferred Stock, except that holders of Series F-1 Preferred Stock are entitled to case one vote per share at any meeting of the Company’s shareholders.
Subsequent Event [Member] | Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Preferred stock, shares authorized								3,110,636
Preferred stock, par value								$ 0.00001
Preferred stock, conversion basis								(a) the price per share of Common Stock resulting from dividing (x) $25,000,000 by (y) the Fully Diluted Capitalization immediately prior to such conversion; (b) the Mandatory Debentures Conversion Price; and (c) a 25% discount to the five-day VWAP of the Common Stock prior to the date that is 366 days after the closing of a Qualified Offering or Qualified Event, subject to a floor price of $0.25 per share.
Subsequent Event [Member] | Series B Preferred Stock [Member] | Beeline Financial Holdings Inc [Member] | Convertible Notes [Member]
Shares issued for conversion of debt								1,646,157
Share price								$ 1.50
Subsequent Event [Member] | Series B Preferred Stock [Member] | Debenture Agreement [Member] | 2024 Convertible Notes [Member] | Beeline Financial Holdings Inc [Member]
Shares new issues							740,496
Number of shares issued, value							$ 770,843
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | 2024 Convertible Notes Issued [Member] | Common Stock [Member] | Beeline Financial Holdings Inc [Member]
Sale of stock, shares				327,880
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | Series F Preferred Stock [Member]
Number of shares acquired			69,482,229
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | Series F Preferred Stock [Member] | Beeline Financial Holdings Inc [Member]
Number of shares acquired			69,482,229
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | Series F Preferred Stock One [Member]
Number of shares acquired			517,771
Subsequent Event [Member] | Beeline Financial Holdings Inc [Member] | Series F One Preferred Stock One [Member] | Beeline Financial Holdings Inc [Member]
Number of shares acquired			517,771
Subsequent Event [Member] | Aegis, Bigger, District 2 and LDI [Member] | Debt Agreement [Member] | Common Stock [Member]
Shares new issues			119,873
Subsequent Event [Member] | Aegis, Bigger, District 2 and LDI [Member] | Series C Preferred Stock [Member] | Debt Agreement [Member]
Shares new issues			31,234
Subsequent Event [Member] | Bigger and District 2 [Member] | Series D Preferred Stock [Member] | Debt Agreement [Member]
Shares new issues			255,474
Unsecured Debt			$ 2,600,000
Subsequent Event [Member] | Bigger and District 2 [Member] | Series E Preferred Stock [Member] | Debt Agreement [Member]
Shares new issues			200,000
Unsecured Debt			$ 2,000,000
Subsequent Event [Member] | Bigger, District 2, Esping, WPE and Grammen [Member] | Debt Agreement [Member]
Shares new issues			108,899
Unsecured Debt			$ 900,000
Subsequent Event [Member] | Esping, WPE and Grammen [Member] | Debt Agreement [Member]
Shares new issues			190,000
Unsecured Debt			$ 200,000
Subsequent Event [Member] | LDI Investments LLC [Member]
Principal amount																						$ 400,000	$ 300,000
Subsequent Event [Member] | LDI Investments LLC [Member]
Proceeds from Short-Term Debt											$ 600,000
Subsequent Event [Member] | Two Investors [Member] | Series F Preferred Stock [Member] | Purchase Agreement [Member]
Preferred Stock, Value, Issued	$ 100,000
Preferred stock, par value	$ 0.50

Schedule of Estimated Fair Valu

Schedule of Estimated Fair Value Based On Eventual Sale of Loans (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Mortgage loans held for sale	$ 6,116,847	$ 2,267,596	$ 3,104,591
Fair value adjustment	154,704	33,416	(81,622)
Mortgage loans held for sale, at fair value	$ 6,271,551	$ 2,301,012	$ 3,022,969

Schedule of Capitalized Softwar

Schedule of Capitalized Software Development Costs (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Software development costs capitalized	$ 8,459,328	$ 8,079,821	$ 7,228,793
Less accumulated amortization	(4,428,704)	(3,216,731)	(1,776,596)
Software development costs, net	$ 4,030,624	4,863,090	5,452,197
Software Development Version One [Member]
Software development costs capitalized		1,725,250	1,725,250
Software Development Version Two [Member]
Software development costs capitalized		821,983	821,983
Software Development Version Three [Member]
Software development costs capitalized		3,335,136	3,335,136
Software Development Version Four [Member]
Software development costs capitalized		1,438,149	1,346,424
Software Development Version Five [Member]
Software development costs capitalized		$ 759,303

Capitalized Software Developm_3

Capitalized Software Development Costs (Details Narrative) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Beeline Financial Holdings Inc [Member]
Amortization expense	$ 1,211,973	$ 1,074,109	$ 1,440,135	$ 1,009,718

Summary of Warehouse Lines Outs

Summary of Warehouse Lines Outstanding (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Oct. 01, 2022	Sep. 21, 2021
Line Amount	$ 5,000,000
First Funding Inc [Member]
Line Amount	5,000,000	$ 5,000,000	$ 5,000,000		$ 5,000,000	$ 10,000,000
Outstanding	5,996,846	2,157,119
Remaining Unused	$ 4,003,154	2,841,901
First Funding Inc [Member] | Flagstar Bank [Member]
Line Amount		5,000,000
Outstanding		2,157,119
Remaining Unused		$ 2,842,881
Flagstar Bank [Member] | Flagstar Bank [Member]
Line Amount				$ 10,000,000
Outstanding				3,060,923
Remaining Unused				$ 6,939,077

Schedule of Bdcri Loan (Details

Schedule of Bdcri Loan (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
2024	$ 7,669,000	$ 486,000
2025		7,556,000
2026
Total	$ 8,155,000	8,042,000
Beeline Financial Holdings Inc [Member]
2024		100,000
2025		100,000
2026		100,000
Total		$ 300,000

Schedule of Convertible Notes (

Schedule of Convertible Notes (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Total	$ 0	$ 17,875,754	$ 4,346,238
Related Party [Member]
Total		8,889,261	745,238
Nonrelated Party [Member]
Total		$ 8,986,493	$ 3,601,000

Warehouse Lines of Credit (Deta

Warehouse Lines of Credit (Details Narrative) - Beeline Financial Holdings Inc [Member] - USD ($)			12 Months Ended
	Oct. 01, 2022	Sep. 21, 2021	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2024	Sep. 30, 2023
Line of credit					$ 5,000,000
Interest expense of line of credit			$ 179,886	$ 249,794
First Funding Inc [Member] | Minimum [Member]
Line of credit interest rate	4.25%	4.25%
First Funding Inc [Member] | Maximum [Member]
Line of credit interest rate	5.50%	5.50%
First Funding Inc [Member]
Line of credit	$ 5,000,000	$ 10,000,000	$ 5,000,000		$ 5,000,000	$ 5,000,000

Schedule of Non Vested Shares (

Schedule of Non Vested Shares (Details) - Restricted Stock Units (RSUs) [Member] - Beeline Financial Holdings Inc [Member] - $ / shares		12 Months Ended
	Dec. 31, 2020	Dec. 31, 2023	Dec. 22, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of non vested shares, Balance				59,280
Weighted average grant date fair value, Balance				$ 4.84
Number of non vested shares, Granted	123,500
Weighted average grant date fair value, Granted
Number of non vested shares, Vested				(59,280)
Weighted average grant date fair value, Vested				$ (4.84)
Number of non vested shares, Balance
Weighted average grant date fair value, Balance

Schedule of Stock Option Activi

Schedule of Stock Option Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Number of options outstanding, beginning balance	2,587
Weighted- average exercise price options outstanding, beginning balance	$ 63.20
Number of options, Forfeited	(467)
Weighted average exercise price, Forfeited	$ 87.98
Number of options outstanding, ending balance	2,120	2,587
Weighted- average exercise price options outstanding, ending balance	$ 57.95	$ 63.20
Aggregate intrinsic value, outstanding Balance	$ 0
Number of options exercisable, ending balance	2,120
Weighted- average exercise price options exercisable, ending balance	$ 57.95
Beeline Financial Holdings Inc [Member]
Number of options outstanding, beginning balance	193,720	228,810
Weighted- average exercise price options outstanding, beginning balance	$ 3.94	$ 4.08
Weighted average remaining contractual term, Outstanding	4 years 7 months 6 days	5 years	6 years
Aggregate intrinsic value, outstanding Balance
Number of options, Forfeited	(66,320)	(35,090)
Weighted average exercise price, Forfeited
Aggregate intrinsic value, Forfeited
Number of options, Granted	609,090
Weighted average exercise price, Granted	$ 2.50
Aggregate intrinsic value, Granted
Number of options outstanding, ending balance	736,490	193,720	228,810
Weighted- average exercise price options outstanding, ending balance	$ 2.89	$ 3.94	$ 4.08
Aggregate intrinsic value, outstanding Balance
Number of options exercisable, ending balance	152,850
Weighted- average exercise price options exercisable, ending balance	$ 2.89
Weighted average remaining contractual term, exercisable	4 years 7 months 6 days
Aggregate intrinsic value, outstanding Exercisable

Schedule of Fair Value of Optio

Schedule of Fair Value of Options for Valuation Assumptions (Details) - Equity Option [Member] - Beeline Financial Holdings Inc [Member] - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Risk-free interest rate	3.88%
Expected life	5 years 6 months	6 years
Expected dividends yield
Weighted average grant date fair value per option	$ 2.50	$ 4.08
Minimum [Member]
Risk-free interest rate		1.04%
Expected volatility	62%	58%
Maximum [Member]
Risk-free interest rate		3.55%
Expected volatility	64%	60%

Schedule of Components of Opera

Schedule of Components of Operating and Finance Lease Cost (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Operating lease cost	$ 100,000	$ 300,000
Beeline Financial Holdings Inc [Member]
Operating lease cost		$ 335,353	$ 482,363

Schedule of Weighted Average Op

Schedule of Weighted Average Operating Leases (Details)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Weighted average remaining lease term	2 years 21 days	1 month 13 days
Weighted average discount rate	6.10%	6.10%
Beeline Financial Holdings Inc [Member]
Weighted average remaining lease term		3 years 10 months 24 days	4 years 7 months 6 days
Weighted average discount rate		1.41%	1.41%

Schedule of Supplemental Cash F

Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Right-of-use assets obtained in exchange for lease obligations operating leases	$ 700,000
Beeline Financial Holdings Inc [Member]
Cash paid for amounts included in the measurement of lease liabilities operating cash flows from operating leases	340,149	451,199
Cash paid for amounts included in the measurement of lease liabilities operating cash flows from finance leases
Cash paid for amounts included in the measurement of lease liabilities finance cash flows from finance leases
Right-of-use assets obtained in exchange for lease obligations operating leases	3,716,897	3,716,897
Right-of-use assets obtained in exchange for lease obligations finance leases

Schedule of Right of Use Assets

Schedule of Right of Use Assets and Lease Liabilities (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Operating lease right-of-use assets	$ 430,000	$ 680,000	$ 274,000
Operating	191,000	223,000	255,000
Operating	213,000	458,000	23,000
Beeline Financial Holdings Inc [Member]
Operating lease right-of-use assets	1,412,131	1,643,432	1,947,804
Finance lease right-of-use assets
Total right-of-use assets		1,643,432	1,947,804
Operating	335,416	323,959	309,167
Finance
Operating	$ 1,273,314	1,526,825	1,850,784
Finance
Total Lease Liabilities		$ 1,850,784	$ 2,159,951

Schedule of Difference Between

Schedule of Difference Between Income Taxes at the Effective Statutory Rate and the Provision for Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Income before taxes					$ (1,478,000)	$ (3,190,000)
Income before taxes rate						21%
State taxes net of federal benefit					(497,000)	$ (1,074,000)
Valuation Allowance					1,975,000	4,264,000
Total
Beeline Financial Holdings Inc [Member]
Income before taxes					$ (2,288,942)	$ (2,215,970)
Income before taxes rate					21%	21%
Effect of permanent differences					$ 4,820	$ (124,870)
Effect of permanent differences rate					(0.04%)	1.18%
State taxes net of federal benefit					$ (498,553)	$ (510,933)
State taxes net of federal benefit rate					4.57%	4.84%
Valuation Allowance					$ 2,782,675	$ 2,851,773
Valuation Allowance rate					(25.53%)	(27.03%)
Total					$ 0	$ 0
Total rate					0%	0%

Schedule of Deferred Tax Asse_2

Schedule of Deferred Tax Assets (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Deferred Tax Asset:
NOL Carryforward	$ 23,673,000	$ 21,325,000
Deferred Income Tax Assets	24,569,000	22,220,000
Deferred Tax Liabilities:
Valuation Allowance	(22,125,000)	(20,150,000)
Net Deferred Income Tax Asset/(Liability)
Beeline Financial Holdings Inc [Member]
Deferred Tax Asset:
Fixed Assets	43,031	43,031
NOL Carryforward	10,160,018	7,370,500
Deferred Income Tax Assets	10,203,049	7,413,531
Deferred Tax Liabilities:
LHFS	(365,031)	(365,031)
Derivatives	(14,712)	(7,869)
Intangible Assets	(142,676)	(142,676)
Deferred Income Tax Liabilities	(522,419)	(515,576)
Valuation Allowance	(9,680,630)	(6,897,955)
Net Deferred Income Tax Asset/(Liability)

Concentrations (Details Narrati

Concentrations (Details Narrative) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Federal deposit insurance corporation	$ 250,000	$ 250,000
Beeline [Member]
Escrow deposit		574,012.33	$ 375,765.12
Nimble Title [Member]
Escrow deposit		$ 23,446.78

SCHEDULE OF ERROR CORRECTIONS A

SCHEDULE OF ERROR CORRECTIONS AND PRIOR PERIOD ADJUSTMENTS (Details) - USD ($)	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current Assets
Cash and cash equivalents	$ 310,000						$ 310,000		$ 306,000	$ 612,000
Accounts Receivable, net	105,000						105,000		163,000	413,000
Prepaid expenses and other current assets	176,000						176,000		114,000	177,000
Total Current Assets	5,024,000						5,024,000		4,537,000	6,620,000
Property and equipment, net	112,000						112,000		169,000	255,000
Right of use assets	430,000						430,000		680,000	274,000
Total Assets	16,224,000						16,224,000		17,480,000	21,476,000
Current Liabilities
Accounts payable	1,388,000						1,388,000		1,062,000	1,075,000
Warehouse lines of credit	728,000						728,000			3,442,000
Lease liability, current portion	191,000						191,000		223,000	255,000
Total Current Liabilities	17,628,000						17,628,000		4,205,000	13,011,000
Long Term Liabilities
Lease liability, net of current portion	213,000						213,000		458,000	23,000
Total Liabilities	18,684,000						18,684,000		16,627,000	22,992,000
Stockholders’ Deficit
Common stock, $0.00001 par value
Common stock, par value	$ 0.0001						$ 0.0001		$ 0.0001	$ 0.0001
Common stock, shares authorized	6,000,000						6,000,000		6,000,000	1,750,000
Common stock, shares issued	3,140,625						3,140,625		1,705,987	809,963
Common stock, shares outstanding	3,140,625						3,140,625		1,705,987	809,963
Additional paid in capital	$ 84,499,000						$ 84,499,000		$ 83,559,000	$ 73,505,000
Accumulated deficit	(86,959,000)						(86,959,000)		(82,706,000)	(75,021,000)
Total Beeline Financial Holdings, Inc. stockholders’ deficit	(2,460,000)	$ (1,934,000)	$ (476,000)	$ 2,654,000	$ (4,038,000)	$ (3,009,000)	(2,460,000)	$ 2,654,000	853,000	(1,516,000)	$ 13,398,000
Total Liabilities & Stockholders’ Deficit	16,224,000						16,224,000		17,480,000	21,476,000
Promissory note	8,155,000						8,155,000		486,000
Revenues
REVENUES, NET	783,000			849,000			2,106,000	3,080,000	3,981,000	8,701,000
Operating Expenses
Depreciation and amortization							99,000	114,000	149,000	161,000
Total Operating Expenses	652,000			475,000			1,847,000	2,470,000	3,244,000	5,596,000
Operating Loss	(452,000)			(307,000)			(1,346,000)	(1,471,000)	(2,066,000)	(2,340,000)
Other (Income)/Expenses
Other (income)/expense	33,000			25,000			37,000	57,000	61,000	(52,000)
Total Other Income	(376,000)			(1,499,000)			(928,000)	(2,114,000)	(2,720,000)	(9,677,000)
NET INCOME (LOSS)	(1,359,000)	$ (1,488,000)	(1,293,000)	(2,156,000)	$ (1,643,000)	(1,598,000)	(4,140,000)	(5,397,000)	(7,535,000)	(16,266,000)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Stock-based compensation										3,000
Changes in operating assets and liabilities:
Accounts receivable							59,000	54,000	228,000	375,000
Prepaid expenses and other current assets							(1,000)	(48,000)	20,000	45,000
Net Cash Used in Operating Activities							(1,603,000)	(1,719,000)	(1,822,000)	(878,000)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment								(60,000)	(60,000)
Net Cash Used in Investing Activities							114,000	(120,000)	104,000	(2,317,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of promissory note										(125,000)
Proceeds from convertible notes issued - related party										8,000,000
Net Cash Provided by Financing Activities							1,493,000	1,356,000	1,412,000	642,000
Net increase in cash							4,000	(483,000)	(306,000)	(2,553,000)
Cash and cash equvalents - beginning of period			306,000			612,000	306,000	612,000	612,000	3,165,000
Cash and cash equivalents - end of period									306,000	612,000
Beeline Financial Holdings Inc [Member]
Current Assets
Cash and cash equivalents	102,672						102,672		3,351	32,713
Restricted cash	91,041						91,041		187,006	100,510
Mortgage loans held for sale, at fair value	6,271,551						6,271,551		2,301,012	3,022,969
Interest rate lock derivative	62,796						62,796		57,505	30,757
Prepaid expenses and other current assets	247,441						247,441		82,137	92,843
Total Current Assets	6,775,501						6,775,501		2,631,011	3,279,792
Property and equipment, net	195,161						195,161		308,693	460,069
Software development costs, net	4,030,624						4,030,624		4,863,090	5,452,197
Right of use assets	1,412,131						1,412,131		1,643,432	1,947,804
Security deposit	58,492						58,492		58,181	58,431
Total Assets	12,568,409						12,568,409		9,504,407	11,198,293
Current Liabilities
Accounts payable	1,672,225						1,672,225		1,349,112	1,238,369
Warehouse lines of credit	5,996,846						5,996,846		2,157,119	3,060,923
Lease liability, current portion	335,416						335,416		323,959	309,167
Overdraft liability									35,162
Accrued payroll	712,381						712,381		300,132	412,391
Escrows held for others	42,885						42,885		4,906	22,195
Accrued expenses and other current liabilities	110,907						110,907		29,329	54,153
Total Current Liabilities	12,153,535						12,153,535		5,446,243	5,418,704
Long Term Liabilities
Accrued interest on convertible notes									965,378
BDCRI Loan, net	185,462						185,462		187,500	254,346
Lease liability, net of current portion	1,273,314						1,273,314		1,526,825	1,850,784
Total Long Term Liabilities	1,458,776						1,458,776		20,555,457	6,529,251
Total Liabilities	$ 13,612,311						$ 13,612,311		26,001,700	11,947,955
Stockholders’ Deficit
Series A preferred stock
Preferred stock, par value	$ 0.00001						$ 0.00001		$ 0.00001	$ 0.00001
Preferred stock, shares authorized	3,282,896						3,282,896		3,282,896	3,282,896
Common stock, $0.00001 par value	$ 102						$ 102		$ 16	$ 16
Common stock, par value	$ 0.00001						$ 0.00001		$ 0.00001	$ 0.00001
Common stock, shares authorized	27,717,104						27,717,104		27,717,104	27,717,104
Common stock, shares issued	10,255,302						10,255,302		1,644,040	1,644,040
Common stock, shares outstanding	10,255,302						10,255,302		1,644,040	1,644,040
Additional paid in capital	$ 36,681,230						$ 36,681,230		$ 22,274,390	$ 27,106,404
Accumulated other comprehensive loss	(88,095)						(88,095)		(95,728)	(79,836)
Accumulated deficit	(37,252,280)						(37,252,280)		(38,369,200)	(27,628,717)
Total Beeline Financial Holdings, Inc. stockholders’ deficit									(16,190,520)	(602,128)
Non-controlling interest	(384,885)						(384,885)		(306,773)	(147,534)
Total Stockholders’ Deficit	(1,043,902)						(1,043,902)		(16,497,293)	(749,662)
Total Liabilities & Stockholders’ Deficit	12,568,409						12,568,409		9,504,407	11,198,293
Promissory note										112,500
BDC loan, current portion	109,005						109,005		104,346	109,005
Revenues
Loan origination fees							503,306	248,573	304,488	413,209
Title fees							756,411	396,086	559,762	722,703
Data and tech services							28,298	91,990	2,748
REVENUES, NET							3,637,207	2,912,526	3,793,946	2,947,744
Operating Expenses
Selling, general and administrative									292,895	267,563
Salaries and benefits							4,885,059	4,380,769	6,418,989	6,052,874
Payroll taxes							365,294	302,702	415,809	405,065
Professional fees							1,641,025	955,121	920,656	920,578
Marketing and advertising							1,618,472	1,356,123	1,891,128	1,788,458
Depreciation and amortization							1,325,505	1,187,641	1,591,511	1,161,094
Rent and utilities							312,391	386,523	369,785	620,779
Computer and software							435,105	474,460	537,889	842,798
Title operation expense							234,971	156,732	199,202	140,951
Travel and entertainment							38,196	58,800	71,976	71,654
Insurance expense							132,193	158,094	212,546	202,649
Other expenses							147,480	172,327
Total Operating Expenses							12,212,544	10,233,884	13,728,382	13,392,429
Operating Loss							(8,575,337)	(7,321,358)	(9,934,436)	(10,444,685)
Other (Income)/Expenses
Other (income)/expense							350	245,369	(296,553)
Interest expense									179,886	249,794
Other taxes									8,110	702
Total Other Income							9,614,145	46,523	965,285	107,551
Net loss of subsidiary attributable to noncontrolling interest							78,112	120,875	(159,239)	(147,534)
NET INCOME (LOSS)							1,038,808	(7,274,835)	(10,899,722)	(10,552,236)
Unrealized foreign currency translation gain (loss)							7,663	3,608	(15,892)	(70,298)
TOTAL OTHER COMPREHENSIVE INCOME							7,663	3,608	(15,892)	(70,298)
TOTAL COMPREHENSIVE INCOME (LOSS)							1,202,695	(7,029,477)	(10,756,375)	(10,475,000)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Gain on sale mortgage loans held for sale, net of direct costs							(705,967)	(373,162)	(2,974,536)	(1,835,778)
Stock-based compensation								281,060	374,746	364,191
Noncash lease expense									(4,795)	(276,113)
Changes in operating assets and liabilities:
Derivative asset							(5,291)		(26,748)	(30,757)
Accounts receivable										280,285
Prepaid expenses and other current assets							(15,304)	(413,545)	10,706	209,108
Lease liability							(10,753)	(3,030)
Net Cash Used in Operating Activities							(11,012,516)	(5,166,176)	(7,275,185)	289,035
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment							(379,507)	(665,806)	(851,028)	(1,914,773)
Net Cash Used in Investing Activities							(476,007)	(665,806)	(851,028)	(1,914,773)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of promissory note							(91,999)	(104,745)	(222,500)	(225,000)
Proceeds from promissory note							5,961,124	7,025,665	5,129,472	732,612
Net Cash Provided by Financing Activities							11,484,246	5,882,126	8,199,239	(118,936)
Effect of exchange rate changes on cash							7,633	3,608	(15,892)	(70,298)
Net increase in cash							3,356	53,752	57,134	(1,814,972)
Cash and cash equvalents - beginning of period			190,357			133,223	190,357	133,223	133,223	1,948,195
Cash and cash equivalents - end of period	193,713			$ 186,975			193,713	186,975	190,357	133,223
Promissory note issued for lease cancellation										225,000
Amortization of debt discount							519,902	2,621
Beeline Financial Holdings Inc [Member] | Series A Preferred Stock [Member]
Stockholders’ Deficit
Series A preferred stock	$ 2						$ 2		$ 2	$ 5
Preferred stock, shares designated	172,260						172,260		172,260	172,260
Preferred stock, shares issued	172,260						172,260		247,960	472,910
Preferred stock, shares outstanding	172,260						172,260		247,960	472,910
Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities
Loan payable									$ 91,999	$ 100,000
Long Term Liabilities
Convertible notes - related party									8,889,261	745,238
Beeline Financial Holdings Inc [Member] | Related Party [Member]
Current Liabilities
Loan payable	908,432						908,432		1,050,179
Long Term Liabilities
Convertible notes - related party									8,986,493	3,601,000
Previously Reported [Member] | Beeline Financial Holdings Inc [Member]
Current Assets
Cash and cash equivalents									190,357	133,223
Restricted cash
Accounts Receivable, net									57,970,000	29,595,000
Mortgage loans held for sale, at fair value									2,243,043	2,993,374
Interest rate lock derivative
Prepaid expenses and other current assets									82,137	92,843
Total Current Assets									2,573,507	3,249,035
Property and equipment, net									308,693	460,069
Software development costs, net									4,863,090	5,452,197
Right of use assets									1,643,432	1,947,804
Security deposit									58,181	58,430
Total Assets									9,446,903	11,167,536
Current Liabilities
Accounts payable									1,384,275	1,236,957
Warehouse lines of credit									2,158,099	3,060,923
Lease liability, current portion									323,959	309,167
Overdraft liability
BDCRI loan, current portion
Accrued payroll									300,132	412,391
Escrows held for others									4,906	22,195
Accrued expenses and other current liabilities									9,404	5,767
Total Current Liabilities									5,245,946	5,259,901
Long Term Liabilities
Accrued interest on convertible notes
BDCRI Loan, net									291,846
Lease liability, net of current portion									1,526,825	1,850,784
Total Long Term Liabilities									20,728,117	6,051,927
Total Liabilities									25,974,063	11,311,828
Stockholders’ Deficit
Common stock, $0.00001 par value									1,644,000	1,644
Additional paid in capital									21,772,516	27,866,976
Accumulated other comprehensive loss									(95,728)	(79,836)
Accumulated deficit									(38,205,841)	(27,933,345)
Total Beeline Financial Holdings, Inc. stockholders’ deficit									(16,527,161)	(144,292)
Non-controlling interest
Total Stockholders’ Deficit									(16,527,161)	(144,292)
Total Liabilities & Stockholders’ Deficit									9,446,903	11,167,536
Promissory note										112,500
BDC loan, current portion
BDC Loan, net										363,351
Revenues
Gain on sale of loans, net									2,948,791	1,854,910
Interest income									(47,588)	(23,946)
Interest expense
Loan origination fees									304,388	413,209
Title fees									558,759	672,813
Data and tech services									2,748
REVENUES, NET									3,767,097	2,916,987
Operating Expenses
Selling, general and administrative									496,393
Salaries and benefits									6,422,175	5,812,860
Payroll taxes									31,468	405,065
Professional fees									920,656	920,578
Marketing and advertising									1,883,622	1,776,042
Loan originating expenses									675,053	1,047,241
Depreciation and amortization									1,591,511	1,161,094
Rent and utilities									369,785	620,779
Computer and software									668,733	922,527
Title operation expense									199,202	140,951
Travel and entertainment									71,976	71,655
Insurance expense									212,546	202,649
Other expenses									215,240	260,991
Total Operating Expenses									13,758,360	13,342,430
Operating Loss									(9,991,263)	(10,425,443)
Other (Income)/Expenses
Other (income)/expense									(295,946)
Interest expense									569,069	283,187
Other taxes									8,110	701
Total Other Income									281,233	283,888
NET LOSS									(10,272,496)	(10,709,332)
Net loss of subsidiary attributable to noncontrolling interest
NET INCOME (LOSS)									(10,272,496,000)	(10,709,332,000)
Unrealized foreign currency translation gain (loss)
TOTAL OTHER COMPREHENSIVE INCOME
TOTAL COMPREHENSIVE INCOME (LOSS)									(10,272,496)	(10,709,332)
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss									(10,272,496)	(10,709,332)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Allowance for change in fair market value									24,552
Gain on sale mortgage loans held for sale, net of direct costs
Stock-based compensation									374,746	364,191
Noncash lease expense
Changes in operating assets and liabilities:
Proceeds from principal payments and sales of loans held for sale
Originations and purchases of mortgage loans held for sale
Derivative asset
Accounts receivable									(28,375)	200,452
Loans held for sale									725,779	8,294,039
Prepaid expenses and other current assets									10,706	266,443
Deposits									250	254,276
Accounts payable									147,317	330,123
Accrued payroll									(112,259)	(96,159)
Right of use asset									304,371	(1,947,804)
Escrows held									(17,289)	(30,524)
Warehouse lines of credit, net									(902,824)	(8,237,999)
Lease liability									(309,170)	2,159,951
Promissory note									(112,500)
Accrued expenses and other liabilities									3,640	(60,908)
Net Cash Used in Operating Activities									(8,572,041)	(8,436,877)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment									(851,028)	(26)
Net Cash Used in Investing Activities									(851,028)	(1,914,798)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments from BDCRI loan									(71,505)	(71,575)
Net borrowings under warehouse line of credit
Repayment of promissory note										(112,500)
Proceeds from convertible notes issued									3,940,403	852,642
Proceeds from convertible notes issued - related party									4,662,026	2,985,148
Proceeds from promissory note									153,454	225,000
Proceeds from demand notes - related party									811,718
Net Cash Provided by Financing Activities									9,496,096	9,007,082
Effect of exchange rate changes on cash									(15,892)	70,298
Net increase in cash									57,134	(1,274,295)
Cash and cash equvalents - beginning of period			190,357			133,223	190,357	133,223	133,223	1,407,520
Cash and cash equivalents - end of period									190,357	133,223
Allowance for gain/loss on loans held for sale										111,216
Promissory note issued for lease cancellation
Deferred rent										(641,627)
Other changes										145,691
Purchases of software and property and equipment										(1,914,772)
Net borrowings under operating lines of credit
Repayments under notes and convertible notes payable
Series A warrants exercised										4,711,476
Proceeds from the issuance of preferred stock upon warrant exercises
Amortization of debt discount										254,223
2022 warrants issued										169,442
2022 warrants issued - related party										593,226
Repayments of demand notes - related party										(700,000)
Proceeds from corporation note										100,000
Previously Reported [Member] | Beeline Financial Holdings Inc [Member] | Series A Preferred Stock [Member]
Stockholders’ Deficit
Series A preferred stock									248	269
Previously Reported [Member] | Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities
Loan payable									91,999	100,000
Long Term Liabilities
Convertible notes - related party									9,469,018	852,643
Previously Reported [Member] | Beeline Financial Holdings Inc [Member] | Related Party [Member]
Current Liabilities
Loan payable									973,173
Long Term Liabilities
Convertible notes - related party									9,440,428	2,985,148
Revision of Prior Period, Reclassification, Adjustment [Member] | Beeline Financial Holdings Inc [Member]
Current Assets
Cash and cash equivalents									(187,006)	(100,510)
Restricted cash									187,006	100,510
Accounts Receivable, net									(57,970,000)	(29,595,000)
Mortgage loans held for sale, at fair value									57,969	29,595
Interest rate lock derivative									57,505	30,757
Prepaid expenses and other current assets
Total Current Assets									57,504	30,757
Property and equipment, net
Software development costs, net
Right of use assets
Security deposit										1
Total Assets									57,504	30,758
Current Liabilities
Accounts payable									(35,162)	1,412
Warehouse lines of credit									(980)
Lease liability, current portion
Overdraft liability									35,162
BDCRI loan, current portion									104,346
Accrued payroll
Escrows held for others
Accrued expenses and other current liabilities									19,925	48,386
Total Current Liabilities									200,297	158,803
Long Term Liabilities
Accrued interest on convertible notes									965,378	77,883
BDCRI Loan, net									(104,346)
Lease liability, net of current portion
Total Long Term Liabilities									(172,660)	477,325
Total Liabilities									27,636	636,128
Stockholders’ Deficit
Common stock, $0.00001 par value									(1,628,000)
Additional paid in capital									501,874	(760,572)
Accumulated other comprehensive loss
Accumulated deficit									(163,359)	304,628
Total Beeline Financial Holdings, Inc. stockholders’ deficit									336,641	(457,836)
Non-controlling interest									(306,773)	(147,534)
Total Stockholders’ Deficit									29,868	(605,370)
Total Liabilities & Stockholders’ Deficit									57,504	30,758
Promissory note
BDC loan, current portion										109,005
BDC Loan, net										(109,005)
Revenues
Gain on sale of loans, net									25,745	(19,132)
Interest income									179,885	249,794
Interest expense									(179,886)	(249,794)
Loan origination fees									100
Title fees									1,003	49,890
Data and tech services
REVENUES, NET									26,848	30,758
Operating Expenses
Selling, general and administrative									(203,498)	267,563
Salaries and benefits									(3,186)	240,014
Payroll taxes									384,341
Professional fees
Marketing and advertising									7,506	12,416
Loan originating expenses									130,943	(129,275)
Depreciation and amortization
Rent and utilities
Computer and software									(130,844)	(79,729)
Title operation expense
Travel and entertainment										(1)
Insurance expense
Other expenses									(215,240)	(260,991)
Total Operating Expenses									(29,978)	49,997
Operating Loss									56,826	(19,239)
Other (Income)/Expenses
Other (income)/expense									(607)
Interest expense									684,659	(176,338)
Other taxes										1
Total Other Income									684,052	(176,337)
NET LOSS									(627,227)	157,098
Net loss of subsidiary attributable to noncontrolling interest									(159,239)	(147,534)
NET INCOME (LOSS)									(467,988,000)	304,632,000
Unrealized foreign currency translation gain (loss)									(15,892)	(70,298)
TOTAL OTHER COMPREHENSIVE INCOME									(15,892)	(70,298)
TOTAL COMPREHENSIVE INCOME (LOSS)									(483,880)	234,334
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss									(627,227)	157,098
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Allowance for change in fair market value									(24,552)
Gain on sale mortgage loans held for sale, net of direct costs									(2,974,536)	(1,835,778)
Stock-based compensation
Noncash lease expense									(4,795)	(276,113)
Changes in operating assets and liabilities:
Proceeds from principal payments and sales of loans held for sale									59,831,839	132,474,641
Originations and purchases of mortgage loans held for sale									(56,135,346)	(122,263,204)
Derivative asset									(26,748)	(30,757)
Accounts receivable									28,375	79,833
Loans held for sale									(725,779)	(8,294,039)
Prepaid expenses and other current assets										(57,335)
Deposits										1,132
Accounts payable									809,593	(52,727)
Accrued payroll									112,259	96,159
Right of use asset									(304,371)	1,947,804
Escrows held									17,289	30,524
Warehouse lines of credit, net									902,824	8,237,999
Lease liability									309,170	(2,159,951)
Promissory note									112,500
Accrued expenses and other liabilities									(3,640)	60,908
Net Cash Used in Operating Activities									1,296,857	8,948,344
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment										26
Net Cash Used in Investing Activities										25
CASH FLOWS FROM FINANCING ACTIVITIES
Payments from BDCRI loan									71,505	71,575
Net borrowings under warehouse line of credit									(903,804)	(8,237,999)
Repayment of promissory note									(222,500)	112,500
Proceeds from convertible notes issued									1,189,069	(120,030)
Proceeds from convertible notes issued - related party									(465,955)	615,852
Proceeds from promissory note									(153,454)	(225,000)
Proceeds from demand notes - related party									(811,718)
Net Cash Provided by Financing Activities									(1,296,857)	(9,126,018)
Effect of exchange rate changes on cash										(140,596)
Net increase in cash										(540,675)
Cash and cash equvalents - beginning of period										540,675
Cash and cash equivalents - end of period
Allowance for gain/loss on loans held for sale										111,216
Promissory note issued for lease cancellation										225,000
Deferred rent										641,627
Other changes										(145,691)
Purchases of software and property and equipment										(1)
Net borrowings under operating lines of credit										(1,025)
Repayments under notes and convertible notes payable										(225,000)
Series A warrants exercised										(4,711,476)
Proceeds from the issuance of preferred stock upon warrant exercises										4,711,476
Amortization of debt discount										(254,223)
2022 warrants issued										(169,442)
2022 warrants issued - related party										(593,226)
Repayments of demand notes - related party
Proceeds from corporation note										(100,000)
Revision of Prior Period, Reclassification, Adjustment [Member] | Beeline Financial Holdings Inc [Member] | Series A Preferred Stock [Member]
Stockholders’ Deficit
Series A preferred stock									(246)	(264)
Revision of Prior Period, Reclassification, Adjustment [Member] | Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities
Loan payable
Long Term Liabilities
Convertible notes - related party									(579,757)	(107,405)
Revision of Prior Period, Reclassification, Adjustment [Member] | Beeline Financial Holdings Inc [Member] | Related Party [Member]
Current Liabilities
Loan payable									77,006
Long Term Liabilities
Convertible notes - related party									(453,935)	$ 615,852
Restated [Member] | Beeline Financial Holdings Inc [Member]
Current Assets
Cash and cash equivalents									3,351
Restricted cash									187,006
Accounts Receivable, net
Mortgage loans held for sale, at fair value									2,301,012
Interest rate lock derivative									57,505
Prepaid expenses and other current assets									82,137
Total Current Assets									2,631,011
Property and equipment, net									308,693
Software development costs, net									4,863,090
Right of use assets									1,643,432
Security deposit									58,181
Total Assets									9,504,407
Current Liabilities
Accounts payable									1,349,112
Warehouse lines of credit									2,157,119
Lease liability, current portion									323,959
Overdraft liability									35,162
BDCRI loan, current portion									104,346
Accrued payroll									300,132
Escrows held for others									4,906
Accrued expenses and other current liabilities									29,329
Total Current Liabilities									5,446,243
Long Term Liabilities
Accrued interest on convertible notes									965,378
BDCRI Loan, net									187,500
Lease liability, net of current portion									1,526,825
Total Long Term Liabilities									20,555,457
Total Liabilities									$ 26,001,700
Stockholders’ Deficit
Preferred stock, par value									$ 0.00001
Preferred stock, shares authorized									3,282,896
Common stock, $0.00001 par value									$ 16,000
Common stock, par value									$ 0.00001
Common stock, shares authorized									27,717,104
Common stock, shares issued									1,644,040
Common stock, shares outstanding									1,644,040
Additional paid in capital									$ 22,274,390
Accumulated other comprehensive loss									(95,728)
Accumulated deficit									(38,369,200)
Total Beeline Financial Holdings, Inc. stockholders’ deficit									(16,190,520)
Non-controlling interest									(306,773)
Total Stockholders’ Deficit									(16,497,293)
Total Liabilities & Stockholders’ Deficit									9,504,407
Restated [Member] | Beeline Financial Holdings Inc [Member] | Series A Preferred Stock [Member]
Stockholders’ Deficit
Series A preferred stock									$ 2
Preferred stock, shares designated									172,260
Preferred stock, shares issued									247,960	472,910
Preferred stock, shares outstanding									247,960	472,910
Restated [Member] | Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities
Loan payable									$ 91,999
Long Term Liabilities
Convertible notes - related party									8,889,261
Restated [Member] | Beeline Financial Holdings Inc [Member] | Related Party [Member]
Current Liabilities
Loan payable									1,050,179
Long Term Liabilities
Convertible notes - related party									8,986,493
As Restated [Member]
Current Assets
Cash and cash equivalents									306,000
Accounts Receivable, net									163,000
Prepaid expenses and other current assets									113,000
Total Current Assets									4,537,000
Property and equipment, net									169,000
Right of use assets									680,000
Total Assets									17,480,000
Current Liabilities
Accounts payable									1,062,000
Warehouse lines of credit
Lease liability, current portion									223,000
Total Current Liabilities									4,205,000
Long Term Liabilities
Lease liability, net of current portion									458,000
Total Liabilities									16,627,000
Stockholders’ Deficit
Common stock, $0.00001 par value
Additional paid in capital									83,559,000
Accumulated deficit									(82,706,000)
Total Beeline Financial Holdings, Inc. stockholders’ deficit									853,000
Total Liabilities & Stockholders’ Deficit									17,480,000
Promissory note									486,000
As Restated [Member] | Beeline Financial Holdings Inc [Member]
Current Assets
Cash and cash equivalents										$ 32,713
Restricted cash										100,510
Accounts Receivable, net
Mortgage loans held for sale, at fair value										3,022,969
Interest rate lock derivative										30,757
Prepaid expenses and other current assets										92,843
Total Current Assets										3,279,792
Property and equipment, net										460,069
Software development costs, net										5,452,197
Right of use assets										1,947,804
Security deposit										58,431
Total Assets										11,198,293
Current Liabilities
Accounts payable										1,238,369
Warehouse lines of credit										3,060,923
Lease liability, current portion										309,167
Accrued payroll										412,391
Escrows held for others										22,195
Accrued expenses and other current liabilities										54,153
Total Current Liabilities										5,418,704
Long Term Liabilities
Accrued interest on convertible notes										77,883
Lease liability, net of current portion										1,850,784
Total Long Term Liabilities										6,529,251
Total Liabilities										11,947,955
Stockholders’ Deficit
Common stock, $0.00001 par value										16
Additional paid in capital										27,106,404
Accumulated other comprehensive loss										(79,836)
Accumulated deficit										(27,628,717)
Total Beeline Financial Holdings, Inc. stockholders’ deficit										(602,128)
Non-controlling interest										(147,534)
Total Stockholders’ Deficit										(749,662)
Total Liabilities & Stockholders’ Deficit										11,198,293
Promissory note										112,500
BDC loan, current portion										109,005
BDC Loan, net										254,346
Revenues
Gain on sale of loans, net									2,974,536	1,835,778
Interest income									132,297	225,848
Interest expense									(179,886)	(249,794)
Loan origination fees									304,488	413,209
Title fees									559,762	722,703
Data and tech services									2,748
REVENUES, NET									3,793,946	2,947,744
Operating Expenses
Selling, general and administrative									292,895	267,563
Salaries and benefits									6,418,989	6,052,874
Payroll taxes									415,809	405,065
Professional fees									920,656	920,578
Marketing and advertising									1,891,128	1,788,458
Loan originating expenses									805,996	917,966
Depreciation and amortization									1,591,511	1,161,094
Rent and utilities									369,785	620,779
Computer and software									537,889	842,798
Title operation expense									199,202	140,951
Travel and entertainment									71,976	71,654
Insurance expense									212,546	202,649
Other expenses
Total Operating Expenses									13,728,382	13,392,429
Operating Loss									(9,934,436)	(10,444,685)
Other (Income)/Expenses
Other (income)/expense									(296,553)
Interest expense									1,253,728	106,849
Other taxes									8,110	702
Total Other Income									965,285	107,551
NET LOSS									(10,899,722)	(10,552,236)
Net loss of subsidiary attributable to noncontrolling interest									(159,239)	(147,534)
NET INCOME (LOSS)									(10,740,483,000)	(10,404,702,000)
Unrealized foreign currency translation gain (loss)									(15,892)	(70,298)
TOTAL OTHER COMPREHENSIVE INCOME									(15,892)	(70,298)
TOTAL COMPREHENSIVE INCOME (LOSS)									(10,756,375)	(10,475,000)
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss									(10,899,722)	(10,552,236)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Allowance for change in fair market value
Gain on sale mortgage loans held for sale, net of direct costs									(2,974,536)	(1,835,778)
Stock-based compensation									374,746	364,191
Noncash lease expense									(4,795)	(276,113)
Changes in operating assets and liabilities:
Proceeds from principal payments and sales of loans held for sale									59,831,839	132,474,641
Originations and purchases of mortgage loans held for sale									(56,135,346)	(122,263,204)
Derivative asset									(26,748)	(30,757)
Accounts receivable										280,285
Loans held for sale
Prepaid expenses and other current assets									10,706	209,108
Deposits									250	255,408
Accounts payable									956,910	(277,396)
Accrued payroll
Right of use asset
Escrows held
Warehouse lines of credit, net
Lease liability
Promissory note
Accrued expenses and other liabilities
Net Cash Used in Operating Activities									(7,275,185)	289,035
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment									(851,028)
Net Cash Used in Investing Activities									(851,028)	(1,914,773)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments from BDCRI loan
Net borrowings under warehouse line of credit									(903,804)	(8,237,999)
Repayment of promissory note									(222,500)
Proceeds from convertible notes issued									5,129,472	732,612
Proceeds from convertible notes issued - related party									4,196,071	3,601,000
Proceeds from promissory note
Proceeds from demand notes - related party
Net Cash Provided by Financing Activities									8,199,239	(118,936)
Effect of exchange rate changes on cash									(15,892)	(70,298)
Net increase in cash									57,134	(1,814,972)
Cash and cash equvalents - beginning of period			$ 190,357			$ 133,223	$ 190,357	$ 133,223	133,223	1,948,195
Cash and cash equivalents - end of period									$ 190,357	133,223
Allowance for gain/loss on loans held for sale
Promissory note issued for lease cancellation										225,000
Deferred rent
Other changes
Purchases of software and property and equipment										(1,914,773)
Net borrowings under operating lines of credit										(1,025)
Repayments under notes and convertible notes payable										(225,000)
Series A warrants exercised
Proceeds from the issuance of preferred stock upon warrant exercises										4,711,476
Amortization of debt discount
2022 warrants issued
2022 warrants issued - related party
Repayments of demand notes - related party										(700,000)
Proceeds from corporation note
As Restated [Member] | Beeline Financial Holdings Inc [Member] | Series A Preferred Stock [Member]
Stockholders’ Deficit
Series A preferred stock										5
As Restated [Member] | Beeline Financial Holdings Inc [Member] | Nonrelated Party [Member]
Current Liabilities
Loan payable										100,000
Long Term Liabilities
Convertible notes - related party										745,238
As Restated [Member] | Beeline Financial Holdings Inc [Member] | Related Party [Member]
Long Term Liabilities
Convertible notes - related party										$ 3,601,000

Schedule of Roll Forward For _2

Schedule of Roll Forward For Valuation of Financial Instruments (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Platform Operator, Crypto Asset [Line Items]
Balance at the beginning of the year	$ 57,505	$ 30,757	$ 30,757
Balance at end of year	62,796		57,505	$ 30,757
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto Asset [Line Items]
Balance at the beginning of the year	57,505	30,757	30,757
Change in fair value in gain on sale of loans, net	5,291		26,748	30,757
Balance at end of year	$ 62,796	$ 30,757	$ 57,505	$ 30,757

Schedule of Estimated Fair Va_2

Schedule of Estimated Fair Value Based On Eventual Sale Of Loans (Details) - Beeline Financial Holdings Inc [Member] - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Mortgage loans held for sale	$ 6,116,847	$ 2,267,596	$ 3,104,591
Fair value adjustment	154,704	33,416	(81,622)
Mortgage loans held for sale, at fair value	$ 6,271,551	$ 2,301,012	$ 3,022,969

Schedule of Property And Equi_2

Schedule of Property And Equipment (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Property and equipment gross	$ 2,038,000	$ 2,038,000	$ 2,100,000
Less accumulated depreciation	(1,926,000)	(1,869,000)	(1,845,000)
Property and equipment, net	112,000	169,000	255,000
Leasehold Improvements [Member]
Property and equipment gross	1,386,000	1,386,000	1,386,000
Furniture and Fixtures [Member]
Property and equipment gross	625,000	625,000	687,000
Beeline Financial Holdings Inc [Member]
Property and equipment gross	908,635	908,635	908,635
Less accumulated depreciation	(713,474)	(599,942)	(448,566)
Property and equipment, net	195,161	308,693	460,069
Beeline Financial Holdings Inc [Member] | Leasehold Improvements [Member]
Property and equipment gross	696,894	696,894	696,894
Beeline Financial Holdings Inc [Member] | Furniture and Fixtures [Member]
Property and equipment gross	129,962	129,962	129,962
Beeline Financial Holdings Inc [Member] | Computers And Hardware [Member]
Property and equipment gross	$ 81,779	$ 81,779	$ 81,779