Debt | Note 5 – Debt The following represents a summary of the Company’s debt (notes payable – related parties, third party debt for notes payable (including those owed on vehicles), and line of credit, including key terms, and outstanding balances at September 30, 2024 and December 31, 2023, respectively. Notes Payable – Related Parties The following is a summary of the Company’s notes payable – related parties at September 30, 2024 and December 31, 2023: Summary of Notes Payable Balance - December 31, 2022 $ - Face amount of note Advances 5,267,500 Debt discount/issue costs (1,608,900 ) Amortization of debt discount/issue costs 1,406,015 Repayments (262,500 ) Balance - December 31, 2023 4,802,115 Advances 3,630,000 Debt discount/issue costs - original issue discount (330,000 ) Debt discount/issue costs - stock issuances (2,020,387 ) Amortization of debt discount/issue costs 2,553,272 Default penalty interest expense 4,317,500 Conversion of debt - preferred stock (3,630,000 ) Conversion of debt - common stock (9,322,500 ) Balance - September 30, 2024 $ - EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 The following is a detail of the Company’s notes payable – related parties at September 30, 2024 and December 31, 2023: Schedule of Detailed Company’s Notes Payable Notes Payable - Related Parties Note Holder Issue Date Maturity Date Shares Issued with Debt Interest Rate Default Interest Rate Default Conversion Rate Collateral September 30, 2024 December 31, 2023 Note #1 April 19, 2023 July 17, 2024 100,000 A, B 10.00 % 18.00 % 150.00 % All assets $ - $ 1,500,000 Note #2 September 22, 2023 July 17, 2024 60,000 A, B 10.00 % 18.00 % 150.00 % All assets - 600,000 Note #3 October 13, 2023 July 17, 2024 176,000 A, B 0.00 % 18.00 % 150.00 % All assets - 320,000 Note #4 July 5, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 440,000 Note #5 August 2, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 440,000 Note #6 August 23, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 110,000 Note #7 August 30, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 165,000 Note #8 September 6, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 220,000 Note #9 September 13, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 110,000 Note #10 November 3, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 165,000 Note #11 November 21, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 220,000 Note #12 December 4, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 220,000 Note #13 December 13, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 165,000 Note #14 December 18, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 110,000 Note #15 December 20, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 55,000 Note #16 December 27, 2023 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - 165,000 Note #17 January 5, 2024 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - - Note #18 January 16, 2024 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - - Note #19 January 25, 2024 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - - Note #20 February 7, 2024 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - - Note #21 February 20, 2024 August 16, 2024 - 8.00 % 18.00 % 150.00 % All assets - - Note #22 February 28, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #23 March 8, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #24 March 15, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #25 March 26, 2024 August 16, 2024 13,889 C 8.00 % 18.00 % 150.00 % All assets - - Note #26 April 2, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #27 April 8, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #28 April 22, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #29 May 8, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #30 May 15, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #31 May 20, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #32 May 28, 2024 August 16, 2024 13,889 C 8.00 % 18.00 % 150.00 % All assets - - Note #33 June 10, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #34 June 28, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #35 July 5, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #36 July 10, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #37 July 22, 2024 August 16, 2024 20,800 C 8.00 % 18.00 % 150.00 % All assets - - Note #38 August 6, 2024 August 16, 2024 53,500 C 8.00 % 18.00 % 150.00 % All assets - - Note #39 August 14, 2024 August 16, 2024 53,500 C 8.00 % 18.00 % 150.00 % All assets - - - 5,005,000 Less: unamortized debt discount - 202,885 $ - $ 4,802,115 EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 A See discussion below regarding global amendment for Notes #1, #2 and #3. B See discussion below regarding the limitation on the issuance of this lender due to a 9.99 C These shares of common stock ( 425,978 Year Ended December 31, 2023 Note #1 – Note Payable – Related Party - Material Stockholder greater than 5% and related Loss on Debt Extinguishment During 2023, the Company originally executed a six-month (6) note payable with a face amount of $ 1,500,000 150,000 140,000 290,000 1,210,000 290,000 In connection with obtaining this debt, the Company also committed 100,000 40,000 256,000 6.40 546,000 See Note 8. In October 2023 (the initial maturity date), the Company executed a loan extension with the lender to extend the due date from October 2023 to April 2024. At this time, the remaining 60,000 The Company evaluated the modification of terms under ASC 470-50, “Debt - Modification and Extinguishment”, and concluded that the extension of the maturity date resulted in significant and consequential changes to the economic substance of the debt and thus resulted in an extinguishment of the debt. Specifically, on the date of modification, the Company determined that the present value of the cash flows of the modified debt instrument was greater than 10% different from the present value of the remaining cash flows under the original debt instrument. For the year ended December 31, 2023, the Company recorded a loss on debt extinguishment of $ 291,000 Schedule of Loss on Debt Extinguishment Fair value of debt and common stock on extinguishment date * $ 1,791,000 Fair value of debt subject to modification 1,500,000 Loss on debt extinguishment - related party $ 291,000 * The Company valued the issuance of the 60,000 291,000 4.85 Pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 3.08 1.75 10,000,000 15,000,000 The Company has determined that in the event of default, the note at that time may be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. See May 9, 2024 loan date extension below. This lender is considered a related party since it has a greater than 5 See discussion regarding debt conversion below on August 16, 2024. Note #2 – Note Payable – Related Party - Material Stockholder greater than 5% During 2023, the Company executed a six-month (6) note payable with a face amount of $ 600,000 60,000 28,900 88,900 511,100 In connection with obtaining this note, the Company also issued 60,000 406,500 6.78 EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 The issuance of these shares resulted in an additional debt issue cost. In total, the Company recorded debt discounts/issuance costs of $ 495,400 See Note 8. While the note was initially due in March 2024, the Company had the right to extend the note by an additional six-months (6) to September 2024. The note was not formally extended on its maturity date, however, the lender has not given notice on default. Pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 3.08 1.75 10,000,000 15,000,000 The Company has determined that in the event of default, the note at that time may be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. See May 9, 2024 loan date extension below. This lender is considered a related party since it has a greater than 5 See discussion regarding debt conversion below on August 16, 2024. Note #3 – Note Payable – Related Party - Material Stockholder greater than 5% In October 2023, the Company executed a three-month (3) note payable with a face amount of $ 320,000 48,000 272,000 In connection with obtaining this note, the Company was required to issue 104,000 539,760 5.19 9.99 The future issuance of these shares resulted in an additional debt issue cost. In total, the Company recorded debt discounts/issuance costs of $ 320,000 320,000 Pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 3.08 1.75 10,000,000 15,000,000 The Company has determined that in the event of default, the note at that time may be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. See May 9, 2024 loan date extension below. This lender is considered a related party since it has a greater than 5 EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 In January 2024, with respect to Notes #2 and #3 discussed above, as a result of extending the note maturity dates as amended to April 19, 2024, the Company was required to issue 72,000 9.99 The Company determined the fair value of these shares was $ 270,000 3.75 See discussion regarding debt conversion below on August 16, 2024. Extension of Notes #1, #2 and #3 On May 9, 2024, with respect to Notes #1, #2 and #3 discussed above, as a result of extending the note maturity dates as amended to July 17, 2024, the Company was required to issue 66,000 9.99 The Company determined the fair value of these shares was $ 407,550 6.18 Debt Conversion to Series A Preferred Stock On August 16, 2024, the Company converted all outstanding principal ($ 2,420,000 0 363,000 10 150 1,210,000 3,630,000 0 The fair value of the Series A, preferred stock and related loss on debt extinguishment at the conversion date was based on the as-converted basis, calculated as follows: Schedule Of Debt Extinguishment Market price per share of common stock - on date of issuance $ 2.76 Discount to market price on date of issuance 80 % Conversion price per share $ 2.21 Series A, preferred stock - stated value per share $ 10.00 Conversion price per share $ 2.21 Number of shares of common stock - for each share of Series A, preferred stock held 4.53 Series A, preferred shares issued 363,000 Number of shares of common stock - for each share of Series A, preferred stock held 4.53 Equivalent common shares 1,644,022 Market price per share of common stock - on date of issuance $ 2.76 As converted valuation of Series A, preferred stock $ 4,537,500 Debt converted in exchange for Series A, preferred stock 3,630,000 Loss on debt extinguishment - related party $ 907,500 See Note 8 regarding features of this class of securities. Common Stock Issuable – Notes #1, #2 and #3 In connection with the conversion of these notes on August 16, 2024, 242,000 0 Notes #4 - #39 - Notes Payable – Related Party - Material Stockholder greater than 20% Nine Months Ended September 30, 2024 The Company executed several two-month (2) notes payable with an aggregate face amount of $ 3,630,000 330,000 3,300,000 In connection with obtaining these notes, the Company was required to issue 425,978 2,020,387 2.81 7.10 In total, the Company recorded debt discounts/issuance costs totaling $ 2,350,387 These notes are initially due two-months (2) from their issuance dates. If the notes reach maturity and are still outstanding, the notes and related accrued interest will automatically renew for successive two-month (2) periods. These notes bear interest at 8 st 18 The lender is required to issue in writing any event of default. If an event of default occurs, all outstanding principal and accrued interest will be multiplied by 150% and become immediately due. Additionally, if the Company raises $ 3,000,000 Finally, in an event of default, the lender has the right to convert any or all of the outstanding principal and accrued interest into common stock equal to the greater of the average VWAP closing price over the ten (10) trading days ending on the date of conversion or $ 1.75 This lender is considered a related party as it is controlled by Michael Farkas, who is a greater than 20 EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 Debt Conversion to Common Stock On August 16, 2024, the Company converted all outstanding principal ($ 6,215,000 316,130 3,525,341 150 3,265,565 9,796,696 0 2.76 no See Note 8 regarding features of this class of securities. Additionally, in connection with this debt conversion, all remaining unamortized debt discount was recorded as interest expense. Year Ended December 31, 2023 During the year ended December 31, 2023, the Company executed several two-month (2) notes payable with an aggregate face amount of $ 2,585,000 235,000 2,350,000 These notes are initially due two-months (2) from their issuance dates. If the notes reach maturity and are still outstanding, the notes and related accrued interest will automatically renew for successive two-month (2) periods. These notes bear interest at 8 st 18 The lender is required to issue in writing any event of default. If an event of default occurs, all outstanding principal and accrued interest will be multiplied by 150% and become immediately due. Additionally, if the Company raises $ 3,000,000 Finally, in an event of default, the lender has the right to convert any or all of the outstanding principal and accrued interest into common stock equal to the greater of the average VWAP closing price over the ten (10) trading days ending on the date of conversion or $ 1.75 At December 31, 2023, the Company was not in default on any of these notes and believed it was in compliance with all terms and conditions of the notes. This lender is considered a related party as it is controlled by Michael Farkas, who is a greater than 20 Note Payable - Other Year Ended December 31, 2023 During 2023, an entity controlled by this majority stockholder (approximately 20 12,500 250,000 262,500 13,125 275,625 Note Payable (non-vehicles) The following is a summary of the Company’s note payable (non-vehicles) at September 30, 2024 and December 31, 2023, respectively: Summary of Notes Payable Loan #1 Loan #2 Total Balance - December 31, 2022 $ - $ - $ - Face amount of note 275,250 - 275,250 Debt discount (25,250 ) - (25,250 ) Amortization of debt discount 9,729 - 9,729 Repayments (133,289 ) - (133,289 ) Balance - December 31, 2023 126,440 - 126,440 Face amount of note - 277,500 277,500 Debt discount - (27,500 ) (27,500 ) Amortization of debt discount 15,521 9,050 24,571 Repayments (141,961 ) (93,281 ) (235,242 ) Balance - September 30, 2024 $ - $ 165,769 $ 165,769 In April 2023, the Company executed a note payable with a face amount of $ 275,250 8.9 275,250 25,250 25,250 250,000 In April 2024, the Company executed a note payable with a face amount of $ 277,500 8.1 277,500 27,500 27,500 EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 This note represented the refinancing of the initial note from April 2023. Under the terms of the new agreement, the Company received net proceeds of $ 192,131 57,869 250,000 On the date of refinancing, all previous outstanding unamortized debt discount associated with the initial advance (loan #1) will be expensed. The following is a detail of the Company’s note payable (non-vehicles) at September 30, 2024 and December 31, 2023, respectively: Schedule of Detailed Company’s Notes Payable Note Payable Issue Date Maturity Date Date Repaid Collateral September 30, 2024 December 31, 2023 April 16, 2023 December 12, 2024 April 24, 2024 All assets $ - $ 141,961 April 24, 2024 October 21, 2025 N/A All assets 184,219 - Less: unamortized debt discount 18,450 15,521 $ 165,769 $ 126,440 Notes Payable - Vehicles The following is a summary of the Company’s notes payable for its vehicles at September 30, 2024 and December 31, 2023, respectively: Summary of Notes Payable Balance - December 31, 2022 $ 2,009,896 Repayments (836,618 ) Balance - December 31, 2023 $ 1,173,278 Repayments (613,713 ) Balance - September 30, 2024 $ 559,565 The following is a detail of the Company’s notes payable for its vehicles at September 30, 2024 and December 31, 2023, respectively: Schedule of Detailed Company’s Notes Payable Notes Payable - Vehicles Issue Date Maturity Date Interest Rate Default Interest Rate Collateral September 30, 2024 December 31, 2023 January 15, 2021 November 15, 2025 11.00 % N/A This vehicle $ 17,964 $ 28,370 April 9, 2019 February 17, 2024 4.90 % N/A This vehicle - 1,873 December 15, 2021 December 18, 2024 3.50 % N/A This vehicle 9,573 37,823 December 16, 2021 December 18, 2024 3.50 % N/A This vehicle 9,371 37,023 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 12,743 40,911 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 12,743 40,911 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 12,743 40,911 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 12,743 40,911 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 15,567 43,046 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 15,567 43,046 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 15,890 43,944 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 15,566 43,045 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,235 50,157 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,235 50,157 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 23,235 51,157 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,547 50,862 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,573 50,925 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,573 50,925 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,573 50,925 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 22,573 50,925 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 11,674 20,837 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 11,675 20,838 November 1, 2021 November 11, 2025 4.84 % N/A This vehicle 11,060 17,913 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 11,256 18,572 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 11,306 18,572 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 16,613 24,035 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 16,626 24,032 April 27, 2022 May 10, 2027 9.05 % N/A This vehicle 86,289 107,047 April 27, 2022 May 1, 2026 8.50 % N/A This vehicle 52,054 73,585 559,565 1,173,278 Less: current portion 213,706 819,788 Long term portion $ 345,859 $ 353,490 EZFILL HOLDINGS, INC. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2024 Debt Maturities The following represents the maturities of the Company’s various debt arrangements as noted above for each of the five (5) succeeding years and thereafter as follows: Schedule of Maturities of Long Term Debt For the Year Ended December 31, Notes Payable Vehicle Notes Payable Total 2024 (3 Months) $ - $ 206,094 $ 206,094 Remainder of year one $ - $ 206,094 $ 206,094 2025 165,769 279,162 444,931 2026 - 55,810 55,810 2027 - 18,499 18,499 2027 Total $ 165,769 $ 559,565 $ 725,334 Line of Credit Year Ended December 31, 2023 In 2021, the Company entered into a Securities-Based Line of Credit, Promissory Note, Security, Pledge and Guaranty Agreement (the “Line of Credit”) with City National Bank of Florida. The line of credit had an outstanding balance of $ 1,000,000 1,008,813 1,000,000 8,813 To secure the repayment of the Credit Limit, the Bank had a first priority lien and continuing security interest in the securities held in the Company’s investment portfolio with the Bank. The Company liquidated its entire position in the investment portfolio in 2023. In connection with the repayment of the line of credit, no further advances had been made and the bank closed the line of credit. | Note 5 – Debt The following represents a summary of the Company’s debt (notes payable – related parties, third party debt for notes payable (including those owed on vehicles), and line of credit, including key terms, and outstanding balances at December 31, 2023 and 2022, respectively. Notes Payable – Related Parties The following is a summary of the Company’s notes payable – related parties at December 31, 2023 and 2022: Schedule of Notes Payable Related Parties Balance - December 31, 2022 $ - Advances 5,267,500 Debt discount/issue costs (1,608,900 ) Amortization of debt discount/issue costs 1,406,015 Repayments (262,500 ) Balance - December 31, 2023 $ 4,802,115 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The following is a detail of the Company’s notes payable – related parties at December 31, 2023 and 2022: Schedule of Company’s Notes Payable Related Parties Notes Payable - Related Parties Note Holder Issue Date Maturity Date Shares Issued with Debt Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 Note #1 April 19, 2023 April 19, 2024 100,000 10.00 % 18.00 % All assets $ 1,500,000 $ - Note #2 September 22, 2023 April 19, 2024 60,000 A 10.00 % 18.00 % All assets 600,000 - Note #3 October 13, 2023 April 19, 2024 104,000 B 0.00 % 18.00 % All assets 320,000 - Note #4 July 5, 2023 January 5, 2024 - 8.00 % 18.00 % All assets 440,000 - Note #5 August 2, 2023 February 2, 2024 - 8.00 % 18.00 % All assets 440,000 - Note #6 August 23, 2023 February 23, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #7 August 30, 2023 February 29, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #8 September 6, 2023 January 6, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #9 September 13, 2023 January 13, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #10 November 3, 2023 January 3, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #11 November 21, 2023 January 21, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #12 December 4, 2023 February 4, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #13 December 13, 2023 February 13, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #14 December 18, 2023 February 18, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #15 December 20, 2023 February 20, 2024 - 8.00 % 18.00 % All assets 55,000 - Note #16 December 27, 2023 February 27, 2024 - 8.00 % 18.00 % All assets 165,000 - 5,005,000 - Less: unamortized debt discount 202,885 - $ 4,802,115 $ - A See discussion below regarding global amendment for Notes #2 and #3. B See discussion below regarding the limitation on the issuance of this lender due to a 9.99% equity ownership blocker. Note #1 – Note Payable – Related Party - Material Stockholder greater than 5% and related Loss on Debt Extinguishment The Company originally executed a six-month (6) note payable with a face amount of $ 1,500,000 150,000 140,000 290,000 1,210,000 290,000 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 In connection with obtaining this debt, the Company also committed 100,000 shares of common stock to the lender as additional interest expense (commitment fee). Under the terms of the agreement, only 40,000 shares of common stock were required to be issued on the commitment date resulting in a fair value of $ 256,000 ($ 6.40 /share), based upon the quoted closing price. The Company recorded this amount as a debt discount which is being amortized over the life of the note. Total discounts recorded aggregated $ 546,000 . See Note 8. In October 2023 (the initial maturity date), the Company executed a loan extension with the lender to extend the due date from October 2023 to April 2024. At this time, the remaining 60,000 shares were issued to the lender. The Company evaluated the modification of terms under ASC 470-50, “Debt - Modification and Extinguishment”, and concluded that the extension of the maturity date resulted in significant and consequential changes to the economic substance of the debt and thus resulted in an extinguishment of the debt. Specifically, on the date of modification, the Company determined that the present value of the cash flows of the modified debt instrument was greater than 10% different from the present value of the remaining cash flows under the original debt instrument. As a result, the Company recorded a loss on debt extinguishment of $ 291,000 Schedule of Loss on Debt Extinguishment Fair value of debt and common stock on extinguishment date * $ 1,791,000 Fair value of debt subject to modification 1,500,000 Loss on debt extinguishment - related party $ 291,000 * The Company valued the issuance of the 60,000 291,000 4.85 This note also contains a conversion feature only upon an event of default. The conversion feature is equal to the greater of (a) $ 3.85 and (b) the lower of (i) the average VWAP over the ten (10) trading day period preceding conversion. Additionally, the note contains an anti-dilution right in the form of a ratchet feature. If at the time of eligible conversion (only if Company is in default) common stock is sold or other debt is converted into common stock at a price lower than the defined conversion price under the terms of this note, the conversion price of this note will be reduced to the lower amount. The Company has determined that in the event of default, the note at that time will be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. At December 31, 2023, the Company is not in default on this note and believes it is in compliance with all terms and conditions of the note. This lender is considered a related party since it has a greater than 5 Note #2 – Note Payable – Related Party - Material Stockholder greater than 5% The Company executed a six-month (6) note payable with a face amount of $ 600,000 60,000 28,900 88,900 511,100 In connection with obtaining this note, the Company also issued 60,000 shares of common stock to the lender having a fair value of $ 406,500 , based upon the quoted closing trading price ($ 6.78 / share). The issuance of these shares resulted in an additional debt issue cost. In total, the Company recorded debt discounts/issuance costs of $ 495,400 See Note 8. While the note is initially due in March 2024, the Company has the right to extend the note by an additional six-months (6) to September 2024. Subsequent to December 31, 2023, pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 3.08 and the lower of the average VWAP over the ten (10) preceding trading days; or the greater of the average of the VWAP over the ten (10) preceding trading days or a floor price of $ 1.75 . Additionally, if the Company raises $ 10,000,000 or more, then Note #3 will be repaid. If the Company raises $ 15,000,000 or more, then both Notes #2 and #3 will be repaid. The Company has determined that in the event of default, the note at that time will be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 At December 31, 2023, the Company is not in default on this note and believes it is in compliance with all terms and conditions of the note. This lender is considered a related party since it has a greater than 5 Note #3 – Note Payable – Related Party - Material Stockholder greater than 5% In October 2023, the Company executed a three-month (3) note payable with a face amount of $ 320,000 48,000 272,000 In connection with obtaining this note, the Company was required to issue 104,000 shares of common stock to the lender having a fair value of $ 539,760 , based upon the quoted closing trading price ($ 5.19 / share). However, the issuance of these shares would result in the lender having a greater than 9.99 % ownership of the Company, which is prohibited by agreement. These shares are classified as common stock issuable in the accompanying consolidated balance sheets. The future issuance of these shares resulted in an additional debt issue cost. In total, the Company recorded debt discounts/issuance costs of $ 320,000 320,000 Pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 3.08 and the lower of the average VWAP over the ten (10) preceding trading days; or the greater of the average of the VWAP over the ten (10) preceding trading days or a floor price of $ 1.75 . Additionally, if the Company raises $ 10,000,000 or more, then Note #3 will be repaid. If the Company raises $ 15,000,000 or more, then both Notes #2 and #3 will be repaid. The Company has determined that in the event of default, the note at that time will be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. At December 31, 2023, the Company is not in default on this note and believes it is in compliance with all terms and conditions of the note. This lender is considered a related party since it has a greater than 5 Subsequent to the year ended December 31, 2023, in January 2024, with respect to Notes #2 and #3 discussed above, as a result of extending the note maturity dates as amended to April 19, 2024, the Company is required to issue 72,000 9.99 The Company determined the fair value of these shares to be $ 270,000 3.75 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Notes #4 - #16 - Notes Payable – Related Party - Material Stockholder greater than 20% During the year ended December 31, 2023, the Company executed several two-month (2) notes payable with an aggregate face amount of $ 2,585,000 235,000 2,350,000 These notes are initially due two-months (2) from their issuance dates. If the notes reach maturity and are still outstanding, the notes and related accrued interest will automatically renew for successive two-month (2) periods. These notes bear interest at 8 st 18 The lender is required to issue in writing any event of default. If an event of default occurs, all outstanding principal and accrued interest will be multiplied by 150% and become immediately due. Additionally, if the Company raises $ 3,000,000 Finally, in an event of default, the lender has the right to convert any or all of the outstanding principal and accrued interest into common stock equal to the greater of the average VWAP closing price over the ten (10) trading days ending on the date of conversion or $ 1.75 (the floor price). In the event such a conversion were to occur, which can only happen by default, the Company would evaluate the potential for recording derivative liabilities. At December 31, 2023, the Company is not in default on any of these notes and believes it is in compliance with all terms and conditions of the notes. This lender is considered a related party as it is controlled by Michael Farkas, an approximate 20 Note Payable - Other During 2023, an entity controlled by this majority stockholder (approximately 20 12,500 250,000 262,500 13,125 275,625 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Note Payable (non-vehicles) The following is a summary of the Company’s note payable (non-vehicles) at December 31, 2023 and 2022, respectively: Schedule of Notes Payable Non - Vehicles Balance - December 31, 2022 $ - Face amount of note 275,250 Debt discount (25,250 ) Amortization of debt discount 9,729 Repayments (133,289 ) Balance - December 31, 2023 $ 126,440 The Company executed a note payable with a face amount of $ 275,250 8.9 275,250 25,250 10 25,250 250,000 The following is a detail of the Company’s note payable (non-vehicles) at December 31, 2023 and 2022, respectively: Notes Payable Issue Date Maturity Date Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 April 16, 2023 December 12, 2024 * N/A All assets $ 141,961 $ - * initially 6.5 Less: unamortized debt discount 15,521 - $ 126,440 $ - Notes Payable - Vehicles The following is a summary of the Company’s notes payable for its vehicles at December 31, 2023 and 2022, respectively: Schedule of Notes Payable for Vehicles Balance - December 31, 2021 $ 476,313 Acquisition of vehicles in exchange for notes payable 2,166,643 Repayments (633,060 ) Balance - December 31, 2022 2,009,896 Repayments (836,618 ) Balance - December 31, 2023 $ 1,173,278 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The following is a detail of the Company’s notes payable for its vehicles at December 31, 2023 and 2022, respectively: Schedule of the Company’s Notes Payable for Vehicles Notes Payable - Vehicles Issue Date Maturity Date Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 January 15, 2021 November 15, 2025 11.00 % N/A This vehicle $ 28,370 $ 40,976 April 9, 2019 December 12, 2023 7.44 % N/A This vehicle - 8,174 April 9, 2019 December 12, 2023 7.44 % N/A This vehicle - 6,986 April 9, 2019 February 17, 2024 4.90 % N/A This vehicle 1,873 10,670 December 15, 2021 December 18, 2024 3.50 % N/A This vehicle 37,823 74,357 December 16, 2021 December 18, 2024 3.50 % N/A This vehicle 37,023 72,784 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,046 78,585 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,046 78,585 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,944 80,226 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,045 78,585 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,157 86,271 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,157 86,271 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 51,157 86,270 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,862 87,481 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 20,837 32,536 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 20,838 32,536 November 1, 2021 November 11, 2025 4.84 % N/A This vehicle 17,913 26,578 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 18,572 28,261 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 18,572 28,261 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 24,035 33,813 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 24,032 33,813 April 27, 2022 May 10, 2027 9.05 % N/A This vehicle 107,047 132,246 April 27, 2022 May 1, 2026 8.50 % N/A This vehicle 73,585 101,237 1,173,278 2,009,896 Less: current portion 819,788 811,516 Long term portion $ 353,490 $ 1,198,380 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Debt Maturities The following represents the maturities of the Company’s various debt arrangements for each of the five (5) succeeding years and thereafter as follows: Schedule of Maturities of Long Term Debt For the Year Ended December 31, Notes Payable - Related Parties Notes Payable Vehicles Total 2024 $ 4,802,115 $ 126,440 $ 819,788 $ 5,748,343 Year one $ 4,802,115 $ 126,440 $ 819,788 $ 5,748,343 2025 - - 282,212 282,212 Year two - - 282,212 282,212 2026 - - 55,827 55,827 Year three - - 55,827 55,827 2027 - - 15,451 15,451 Year four - - 15,451 15,451 Total $ 4,802,115 $ 126,440 $ 1,173,278 $ 6,101,833 Line of Credit On December 10, 2021, the Company entered into a Securities-Based Line of Credit, Promissory Note, Security, Pledge and Guaranty Agreement (the “Line of Credit”) with City National Bank of Florida. Pursuant to the revolving Line of Credit, the Company may borrow up to the Credit Limit, determined from time to time in the sole discretion of the Bank. The Credit Limit was $ 0 3,000,000 Outstanding borrowings under the line of credit were $ 0 3,000,000 The line of credit was repaid in September 2023 for $ 1,008,813 1,000,000 8,813 To secure the repayment of the Credit Limit, the Bank had a first priority lien and continuing security interest in the securities held in the Company’s investment portfolio with the Bank. The Company liquidated its entire position in the investment portfolio during the second quarter of 2023. The amount outstanding under the Line of Credit bore interest equal to the Reference Rate plus the Spread (as defined in the Line of Credit) in effect each day. Interest was due and payable monthly in arrears. The interest rate on the Line of Credit was 5.75 The Bank could, at any time, without notice, and at its sole discretion, demand the repayment of the outstanding line of credit. In connection with the repayment of the line of credit, no further advances had been made and the bank closed the line of credit. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Debt | Note 7 – Debt The following represents a summary of the Company’s debt (notes payable – related party and notes payable), key terms and outstanding balances at September 30, 2024 and December 31, 2023, respectively: Schedule of Notes Payable Related Parties Notes Payable Related Party Notes Payable Total Balance - December 31, 2022 $ 34,650 $ - $ 34,650 Proceeds 3,835,000 - 3,835,000 Balance - December 31, 2023 3,869,650 - 3,869,650 Proceeds 6,928,000 11,076,250 18,004,250 Repayments (149,650 ) (4,444,219 ) (4,593,869 ) Debt discount - (2,113,215 ) (2,113,215 ) Amortization of debt discount - 1,210,625 1,210,625 Balance - September 30, 2024 $ 10,648,000 $ 5,729,442 $ 16,377,442 NEXTNRG HOLDING CORP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2024 (UNAUDITED) Notes Payable – Related Party The following is a detail of the Company’s notes payable – related party at September 30, 2024 and December 31, 2023, respectively: Schedule of Detailed Company’s Notes Payable Notes Payable - Related Party Note Holder Issue Date Maturity Date Interest Rate Default Interest Rate Marketable Securities Received Fair Value of Securities Received Collateral September 30, 2024 December 31, 2023 Note #1 January 1, 2020 August 31, 2024 10.00 % 0.00 % None A - Unsecured - $ 8,600 Note #2 January 3, 2020 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 30 Note #3 March 4, 2020 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 20 Note #4 May 18, 2020 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 25 Note #5 June 24, 2020 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 25 Note #6 August 31, 2020 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 100 Note #7 March 1, 2021 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 100 Note #8 April 19, 2021 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 250 Note #9 September 3, 2021 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 500 Note #10 September 9, 2021 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 25,000 Note #11 May 4, 2023 August 31, 2024 10.00 % 0.00 % None A - Unsecured - 15,000 Note #12 May 30, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured - 100,000 Note #13 June 7, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 100,000 100,000 Note #14 June 29, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 10,000 10,000 Note #15 July 3, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 250,000 250,000 Note #16 July 5, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 200,000 200,000 Note #17 July 27, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 100,000 100,000 Note #18 August 2, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 100,000 100,000 Note #19 August 8, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 80,000 80,000 Note #20 August 15, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 200,000 200,000 Note #21 August 23, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 150,000 150,000 Note #22 August 30, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 170,000 170,000 Note #23 September 6, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 250,000 250,000 Note #24 September 8, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 1,000,000 1,000,000 Note #25 September 13, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 100,000 100,000 Note #26 September 22, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 75,000 75,000 Note #27 October 30, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 10,000 10,000 Note #28 November 2, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 50,000 50,000 Note #29 November 3, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 150,000 150,000 Note #30 November 8, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 250,000 250,000 Note #31 November 15, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 75,000 75,000 Note #32 November 21, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 200,000 200,000 Note #33 December 5, 2023 August 31, 2024 18.00 % 0.00 % None B - Unsecured 200,000 200,000 Note #34 February 21, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 45,000 - Note #35 February 28, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 100,360 Unsecured 300,000 - Note #36 March 4, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 50,000 - Note #37 March 7, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 100,000 - Note #38 March 8, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 95,680 Unsecured 185,000 - Note #39 March 14, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 150,000 - Note #40 March 15, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 91,520 Unsecured 150,000 - Note #41 March 25, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 150,000 - Note #42 March 26, 2024 August 31, 2024 18.00 % 0.00 % 13,889 C 58,333 Unsecured 100,000 - Note #43 March 27, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 135,000 - Note #45 April 2, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 108,680 Unsecured 150,000 - Note #46 April 4, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 135,000 - Note #47 April 8, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 132,080 Unsecured 150,000 - Note #48 April 11, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 145,000 - Note #49 April 18, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 150,000 - Note #50 April 22, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 120,640 Unsecured 175,000 - Note #51 April 25, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 115,000 - Note #52 May 2, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 200,000 - Note #53 May 8, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 147,680 Unsecured 300,000 - Note #54 May 15, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 130,520 Unsecured 300,000 - Note #55 May 20, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 130,000 Unsecured 175,000 - Note #56 May 23, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 175,000 - Note #57 May 28, 2024 August 31, 2024 18.00 % 0.00 % 13,889 C 84,374 Unsecured 300,000 - Note #58 June 5, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 180,000 - Note #59 June 10, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 104,520 Unsecured 280,000 - Note #60 June 13, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 50,000 - Note #61 June 20, 2024 August 31, 2024 18.00 % 0.00 % None - Unsecured 283,000 - Note #62 June 27, 2024 August 31, 2024 18.00 % 0.00 % 20,800 C 99,839 Unsecured 150,000 - Note #63 July 5, 2024 July 5, 2025 18.00 % 0.00 % 20,800 C 122,200 Unsecured 300,000 Note #64 July 10, 2024 July 10, 2025 18.00 % 0.00 % 20,800 C 96,200 Unsecured 150,000 Note #65 July 11, 2024 July 11, 2025 18.00 % 0.00 % None Unsecured 175,000 Note #66 July 18, 2024 July 18, 2025 18.00 % 0.00 % 20,800 C 97,760 Unsecured 440,000 Note #67 July 25, 2024 July 25, 2025 18.00 % 0.00 % None Unsecured 185,000 Note #68 August 1, 2024 August 1, 2025 18.00 % 0.00 % 53,500 C 150,068 Unsecured 300,000 Note #69 August 19, 2024 August 19, 2025 18.00 % 0.00 % 53,500 C 155,150 Unsecured 265,000 Note #70 August 26, 2024 August 26, 2025 18.00 % 0.00 % None Unsecured 35,000 Note #71 September 23, 2024 September 23, 2025 18.00 % 0.00 % None Unsecured 150,000 Note #72 September 26, 2024 September 26, 2025 18.00 % 0.00 % None Unsecured 150,000 425,978 $ 2,025,604 $ 10,648,000 $ 3,869,650 A – 4 5 5 6 10 B – 4 5 5 6 10 18 C - During the nine months ended September 30, 2024 and the year ended December 31, 2023, the Company received advances of $ 6,928,000 2,150,000 During the nine months ended September 30, 2024 and 2023, the Company recorded imputed interest expense of $ 742 0 During the nine months ended September 30, 2024 and the year ended December 31, 2023, the Company promissory notes totaling $ 149,650 0 NEXTNRG HOLDING CORP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2024 (UNAUDITED) Notes Payable The following is a detail of the Company’s notes payable at September 30, 2024 and December 31, 2023, respectively: Schedule of Company’s Notes Payable Notes Payable Note Holder Issue Date Maturity Date Interest Rate Default Interest Rate Collateral September 30, 2024 December 31, 2023 Note #1 January 19, 2024 May 24, 2024 0.00 % Unsecured A $ 3,700,000 $ - Note #2 January 19, 2024 August 19, 2024 Included in repayments 0.00 % All assets B - - Note #3 January 19, 2024 August 19, 2024 Included in repayments 0.00 % All assets C - - Note #4 August 16, 2024 February 28, 2025 Included in repayments 0.00 % All assets D 1,433,438 Note #5 August 16, 2024 February 28, 2025 Included in repayments 0.00 % All assets D 1,498,594 6,632,031 - Less: unamortized debt discount 902,590 - $ 5,729,442 $ - A - Represents amount of consideration owed in connection with the purchase of STAT. See Notes 1 and 6. B – 1,491,000 1,000,000 491,000 53,250 C – 2,236,500 1,500,000 736,500 79,875 D – 1,824,375 1,250,000 491,000 62,500 NEXTNRG HOLDING CORP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2024 (UNAUDITED) | Note 5 – Notes Payable – Related Party Debt During the year ended December 31, 2023 and 2022, our Chief Executive Officer advanced $ 3,835,000 34,650 The notes bear interest ranging from 4-5%, with an additional 5-6% of imputed interest (9%-11% in total) At December 31, 2023 and 2022, the balance due was $ 3,869,650 34,650 Imputed interest expense for the years ended December 31, 2023 and 2022 was $ 74,559 1,732 Total interest expense for the years ended December 31, 2023 and 2022 was $ 123,855 3,463 NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 |