Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Sep. 25, 2024 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-41473 | |
Entity Registrant Name | LUXURBAN HOTELS INC. | |
Entity Central Index Key | 0001893311 | |
Entity Tax Identification Number | 82-3334945 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2125 Biscayne Blvd | |
Entity Address, Address Line Two | Suite 253 | |
Entity Address, City or Town | Miami | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33137 | |
City Area Code | (833) | |
Local Phone Number | 723-7368 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 136,854,165 | |
Common stock, $0.00001 par value per share | ||
Title of 12(b) Security | Common stock, $0.00001 par value per share | |
Trading Symbol | LUXH | |
Security Exchange Name | NASDAQ | |
13.00% Series A Cumulative Redeemable Preferred Stock, $0.00001 par value per share | ||
Title of 12(b) Security | 13.00% Series A Cumulative Redeemable Preferred Stock, $0.00001 par value per share | |
Trading Symbol | LUXHP | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Current Assets | ||
Cash and Cash Equivalents | $ 61 | $ 752,848 |
Accounts Receivable, Net | 329,887 | |
Channel Retained Funds, Net | 1,500,000 | |
Processor Retained Funds, Net | 826,000 | 2,633,926 |
Receivables from On-Line Travel Agencies, Net | 6,936,254 | |
Receivables from City of New York and Landlords, Net | 1,480,000 | 4,585,370 |
Prepaid Expenses and Other Current Assets | 668,533 | 1,959,022 |
Prepaid Guarantee Trust - Related Party | 341,250 | 1,023,750 |
Total Current Assets | 3,315,844 | 19,721,057 |
Other Assets | ||
Furniture, Equipment and Leasehold Improvements, Net | 665,161 | 691,235 |
Security Deposits | 17,714,123 | 20,307,413 |
Prepaid Expenses and Other Noncurrent Assets | 419,631 | 960,729 |
Operating Lease Right-Of-Use Assets, Net | 202,372,371 | 241,613,588 |
Total Other Assets | 221,171,286 | 263,572,965 |
Total Assets | 224,487,130 | 283,294,022 |
Current Liabilities | ||
Accounts Payable and Accrued Expenses | 46,869,829 | 23,182,305 |
Bookings Received in Advance | 11,264,558 | 4,404,216 |
Short Term Business Financing, Net | 2,805,189 | 1,115,120 |
Loans Payable - Current | 2,513,852 | 1,654,589 |
Initial Direct Costs Leases - Current | 300,000 | 486,390 |
Operating Lease Liabilities - Current | 2,152,452 | 1,982,281 |
Development Incentive Advances - Current | 300,840 | |
Total Current Liabilities | 65,905,880 | 33,125,741 |
Long-Term Liabilities | ||
Loans Payable | 3,185,750 | 1,459,172 |
Development Incentive Advances - Noncurrent | 5,667,857 | |
Initial Direct Costs Leases - Noncurrent | 3,950,000 | 4,050,000 |
Operating Lease Liabilities - Noncurrent | 205,799,977 | 242,488,610 |
Total Long-Term Liabilities | 212,935,727 | 253,665,639 |
Total Liabilities | 278,841,607 | 286,791,380 |
Mezzanine equity | ||
13% Redeemable Preferred Stock; Liquidation Preference $25 per Share; 10,000,000 Shares Authorized; 294,144 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively | 5,775,596 | 5,775,596 |
Stockholders’ Deficit | ||
Common Stock (shares authorized, issued, outstanding - 73,434,504, and 39,462,440, respectively) | 734 | 394 |
Additional Paid In Capital | 113,627,547 | 90,437,155 |
Accumulated Deficit | (168,933,017) | (99,710,503) |
Stockholders’ Equity before Treasury Stock | (55,304,736) | (9,272,954) |
Treasury stock, at cost | (4,825,337) | |
Total Stockholders’ Deficit | (60,130,073) | (9,272,954) |
Total Liabilities and Stockholders’ Deficit | $ 224,487,130 | $ 283,294,022 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock per shares | $ 25 | $ 25 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 294,144 | 294,144 |
Preferred stock, shares outstanding | 294,144 | 294,144 |
Common stock, shares authorized | 73,434,504 | 39,462,440 |
Common stock, shares issued | 73,434,504 | 39,462,440 |
Common stock, shares outstanding | 73,434,504 | 39,462,440 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Net Rental Revenue | $ 18,186,223 | $ 31,861,098 | $ 32,143,584 | $ 54,675,273 |
Rent Expense | 7,218,175 | 4,844,114 | 15,562,182 | 10,265,981 |
Non-Cash Rent Expense Amortization | 1,670,885 | 2,583,272 | 3,764,552 | 4,234,941 |
Surrender of Deposits | 2,701,628 | 3,451,628 | ||
Other Expenses | 28,828,024 | 14,254,698 | 53,178,647 | 24,633,463 |
Total Cost of Revenue | 40,418,712 | 21,682,084 | 75,957,009 | 39,134,385 |
Gross (Loss) Profit | (22,232,489) | 10,179,014 | (43,813,425) | 15,540,888 |
General and Administrative Expenses | 2,486,593 | 4,417,237 | 14,629,898 | 7,159,823 |
Termination of Franchise Agreement | 636,043 | 3,315,512 | ||
Non-Cash Issuance of Common Stock for Operating Expenses | 74,011 | 784,314 | 378,936 | 1,669,130 |
Non-Cash Stock Compensation Expense | 823,725 | 1,548,239 | 429,996 | |
Non-Cash Stock Option Expense | 146,743 | 204,814 | 299,082 | 372,387 |
Total Operating Expenses | 4,167,115 | 5,406,365 | 20,171,667 | 9,631,336 |
(Loss) Income from Operations | (26,399,604) | 4,772,649 | (63,985,092) | 5,909,552 |
Other Income (Expense) | ||||
Other Income | 876,904 | 58,370 | 1,086,980 | 98,248 |
Cash Interest and Financing Costs | (615,756) | (1,189,901) | (3,075,556) | (3,320,506) |
Non-Cash Financing Costs | (446,593) | (28,522,740) | (2,770,863) | (30,227,289) |
Total Other Expense | (185,445) | (29,654,271) | (4,759,439) | (33,449,547) |
Loss Before Provision for Income Taxes | (26,585,049) | (24,881,622) | (68,744,531) | (27,539,995) |
Provision for Income Taxes | 0 | 1,893,039 | 0 | 2,015,200 |
Net Loss | (26,585,049) | (26,774,661) | (68,744,531) | (29,555,195) |
Preferred Stock Dividend | (238,991) | (477,983) | ||
Net Loss Attributable to Common Stockholders | $ (26,824,040) | $ (26,774,661) | $ (69,222,514) | $ (29,555,195) |
Basic Loss Per Common Share | $ (0.41) | $ (0.78) | $ (1.20) | $ (0.94) |
Diluted Loss Per Common Share | $ (0.41) | $ (0.78) | $ (1.20) | $ (0.94) |
Basic Weighted Average Number of Common Shares Outstanding | 65,888,241 | 34,291,045 | 57,555,923 | 31,490,759 |
Diluted Weighted Average Number of Common Shares Outstanding | 65,888,241 | 34,291,045 | 57,555,923 | 31,490,759 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT (UNAUDTIED) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stocks [Member] | Total |
Balance - March 31, 2023 at Dec. 31, 2022 | $ 276 | $ 17,726,592 | $ (21,018,992) | $ (3,292,124) | |
Beginning balance, shares at Dec. 31, 2022 | 27,691,918 | ||||
Net Loss | (2,780,534) | (2,780,534) | |||
Non-Cash Stock Compensation Expense | $ 2 | 429,994 | 429,996 | ||
Non-Cash Stock Compensation Expense, Shares | 166,665 | ||||
Non-Cash Stock Option Expense | 167,573 | 167,573 | |||
Issuance of Shares for Operating Expenses | $ 4 | 884,812 | 884,816 | ||
Issuance of Shares for Operating Expenses, shares | 433,881 | ||||
Warrant Exercise | $ 2 | 399,998 | 400,000 | ||
Warrant Exercise, shares | 200,000 | ||||
Conversion of Loans | $ 9 | 2,699,991 | 2,700,000 | ||
Conversion of Loans, shares | 900,000 | ||||
Loss on Debt Extinguishment | 58,579 | 58,579 | |||
Balance - June 30, 2023 at Mar. 31, 2023 | $ 293 | 22,367,539 | (23,799,526) | (1,431,694) | |
Ending balance, shares at Mar. 31, 2023 | 29,392,464 | ||||
Net Loss | (26,774,661) | (26,774,661) | |||
Non-Cash Stock Option Expense | 204,814 | 204,814 | |||
Issuance of Shares for Operating Expenses | $ 2 | 784,311 | 784,313 | ||
Issuance of Shares for Operating Expenses, shares | 276,525 | ||||
Modification of Warrants | 259,075 | 259,075 | |||
Issuance of Shares to Satisfy Loans | $ 1 | 157,999 | 158,000 | ||
Issuance of Shares to Satisfy Loans, shares | 58,088 | ||||
Issuance of Shares for Revenue Share Agreements | $ (6) | (1,704,543) | (1,704,549) | ||
Issuance of Shares for Revenue Share Agreements, shares | 614,252 | ||||
Conversion of Loans | $ 23 | 4,989,607 | 4,989,630 | ||
Conversion of Loans, shares | 2,278,975 | ||||
Warrant Expense | $ 24 | 4,912,478 | 4,912,502 | ||
Warrant Expense, shares | 2,356,251 | ||||
Issuance of Shares for Deferred Compensation | $ 2 | 467,214 | 467,216 | ||
Issuance of Shares for Deferred Compensatios, shares | 160,036 | ||||
Termination of Revenue Share Agreement Adjustment | 28,174,148 | 28,174,148 | |||
Balance - June 30, 2023 at Jun. 30, 2023 | $ 351 | 64,021,728 | (50,574,187) | 13,447,892 | |
Ending balance, shares at Jun. 30, 2023 | 35,136,591 | ||||
Balance - March 31, 2023 at Dec. 31, 2023 | $ 394 | 90,437,155 | (99,710,503) | (9,272,954) | |
Beginning balance, shares at Dec. 31, 2023 | 39,462,440 | ||||
Net Loss | (42,159,482) | (42,159,482) | |||
Non-Cash Stock Compensation Expense | $ 2 | 633,074 | 633,076 | ||
Non-Cash Stock Compensation Expense, Shares | 222,800 | ||||
Non-Cash Stock Option Expense | 152,339 | 152,339 | |||
Issuance of Shares for Operating Expenses | $ 1 | 304,925 | 304,926 | ||
Issuance of Shares for Operating Expenses, shares | 69,863 | ||||
Modification of Warrants | 2,036,200 | 2,036,200 | |||
Warrant Exercise | $ 15 | 4,799,985 | 4,800,000 | ||
Warrant Exercise, shares | 1,450,000 | ||||
Issuance of Shares to Satisfy Loans | 91,435 | 91,435 | |||
Issuance of Shares to Satisfy Loans, shares | 20,008 | ||||
Issuance of Shares for Revenue Share Agreements | $ (6) | 6 | |||
Issuance of Shares for Revenue Share Agreements, shares | 614,250 | ||||
Preferred Dividends | (238,992) | (238,992) | |||
Balance - June 30, 2023 at Mar. 31, 2024 | $ 418 | 98,455,107 | (142,108,977) | (43,653,452) | |
Ending balance, shares at Mar. 31, 2024 | 41,839,361 | ||||
Net Loss | (26,585,049) | (26,585,049) | |||
Non-Cash Stock Compensation Expense | $ 10 | 823,718 | 823,728 | ||
Non-Cash Stock Compensation Expense, Shares | 980,628 | ||||
Non-Cash Stock Option Expense | 146,743 | 146,743 | |||
Issuance of Shares for Operating Expenses | 26,085 | 26,085 | |||
Issuance of Shares for Operating Expenses, shares | 36,887 | ||||
Public Offering, Net of Issuance Fees | $ 351 | 7,026,087 | 7,026,438 | ||
Public Offering, Net of Issuance Fees, Shares | 35,075,000 | ||||
Private Offering, Net of Issuance Fees | $ 80 | 1,833,920 | 1,834,000 | ||
Private Offering, Net of Issuance Fees, Shares | 8,000,000 | ||||
Modification of Warrants | 442,500 | 442,500 | |||
Purchase of Treasury Stock | $ (193) | 4,825,530 | (4,825,337) | ||
Purchase of Treasury Stock, Shares | (19,304,872) | ||||
Issuance of Shares to Satisfy Loans | $ 1 | 47,924 | 47,925 | ||
Issuance of Shares to Satisfy Loans, shares | 67,500 | ||||
Issuance of Shares for Revenue Share Agreements | $ (67) | 67 | |||
Issuance of Shares for Revenue Share Agreements, shares | 6,740,000 | ||||
Preferred Dividends | (238,991) | (238,991) | |||
Balance - June 30, 2023 at Jun. 30, 2024 | $ 734 | $ 113,627,547 | $ (168,933,017) | $ (4,825,337) | $ (60,130,073) |
Ending balance, shares at Jun. 30, 2024 | 73,434,504 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash Flows from Operating Activities | ||
Net Loss | $ (68,744,531) | $ (29,555,195) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Writeoff of bad debts | 6,217,506 | |
Writeoff of channel retained funds security deposit | 1,500,000 | |
Writeoff of security deposits | 3,643,290 | |
Writeoff of prepaids and other noncurrent assets | 5,211,098 | |
Writeoff of amounts due from City of New York and Landlords | 1,374,483 | |
Gain on lease exit | (1,046,640) | |
Non-cash forgiveness of Development Incentive Advances | (75,210) | |
Non-cash stock compensation expense | 1,548,239 | 897,212 |
Non-cash stock option expense | 299,082 | 372,387 |
Depreciation expense | 26,074 | 31,847 |
Shares issued for operating expenses | 378,936 | 1,669,130 |
Modification of Warrants | 2,478,700 | 259,074 |
Non-cash lease expense | 18,852,567 | 13,752,266 |
Non-cash Financing Charges Associated with Short Term Business Financing | 289,087 | 146,682 |
Gain on sale of Treasury Bills | (31,014) | |
Issuance of Shares for Revenue Share Agreement | 1,704,549 | |
Termination of Revenue Share Agreement | 28,174,148 | |
Loss on Debt Extinguishment | 58,579 | |
(Increase) Decrease in: | ||
Accounts Receivable, Net | 325,260 | |
Processor retained funds | (826,000) | (177,312) |
Channel retained funds and receivables from OTA’s | (5,863,561) | |
Receivables from On-Line Travel Agencies, Net | 2,711,468 | |
Receivables from City of New York and Landlords, Net | 549,563 | |
Prepaid expense and other assets | (3,379,511) | (883,133) |
Prepaid Guarantee Trust - Related Party | 682,500 | |
Security deposits | (1,050,000) | (8,132,745) |
(Decrease) Increase in: | ||
Accounts payable and accrued expenses | 16,620,694 | 329,254 |
Operating lease liabilities | (15,083,172) | (9,494,760) |
Rents received in advance | 6,860,342 | 526,468 |
Accrued Income Taxes | 2,015,200 | |
Net cash used in operating activities | (20,636,175) | (4,200,924) |
Cash Flows from Investing Activities | ||
Purchase of Furniture and Equipment | (398,771) | |
Proceeds from the sale of Treasury Bills | 2,692,396 | |
Net cash provided by investing activities | 2,293,625 | |
Cash Flows from Financing Activities | ||
Proceeds from (Repayments of) short term business financing - net | 1,400,982 | (442,861) |
Proceeds from public and private sales of common stock, Net of Issuance Fees | 8,860,438 | |
Warrant Exercises | 4,800,000 | 5,312,502 |
Proceeds from Development Incentive Advances | 3,000,500 | |
Proceeds from (Repayments of) loans payable - net | 2,585,841 | (261,066) |
Repayments of Lease initial direct costs | (286,390) | |
Preferred shareholder dividends paid | (477,983) | |
Net cash provided by financing activities | 19,883,388 | 4,608,575 |
Net Increase in Cash and Cash Equivalents and Restricted Cash | (752,787) | 2,701,276 |
Cash and Cash Equivalents and Restricted Cash - beginning of the period | 752,848 | 2,176,402 |
Cash and Cash Equivalents and Restricted Cash - end of the period | 61 | 4,877,678 |
Cash and Cash Equivalents | 61 | 3,777,678 |
Restricted Cash | 1,100,000 | |
Total Cash and Cash Equivalents and Restricted Cash | 61 | 4,877,678 |
Supplemental Disclosures of Cash Flow Information | ||
Cash paid for Income Taxes | ||
Cash paid for Interest | 2,205,840 | 1,292,268 |
Noncash operating activities: | ||
Acquisition of New Operating Lease Right-of-Use Assets | 99,044,656 | |
Net settlement of receivables and payables to City of New York | 1,827,157 | |
Noncash financing activities: | ||
Conversion of debt to common stock and additional paid-in capital | 7,847,630 | |
Issuance of Warrants to purchase Treasury Stock | 4,825,337 | |
Common stock issued for revenue share agreements | 73 | |
Developer Incentive Advances reclassified to accrued expenses | $ 8,893,987 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Pay vs Performance Disclosure [Table] | |||||
Net Income (Loss) | $ (26,585,049) | $ (26,774,661) | $ (68,744,531) | $ (29,555,195) | $ (78,523,377) |
Insider Trading Arrangements
Insider Trading Arrangements | 6 Months Ended |
Jun. 30, 2024 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
DESCRIPTION OF BUSINESS AND PRI
DESCRIPTION OF BUSINESS AND PRINCIPLES OF CONSOLIDATION | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND PRINCIPLES OF CONSOLIDATION | 1 - DESCRIPTION OF BUSINESS AND PRINCIPLES OF CONSOLIDATION LuxUrban Hotels Inc. (LUXH) (“LuxUrban” or the “Company”) leases entire existing hotels on a long-term basis and rents out hotel rooms in the properties it leases. It currently has a portfolio of hotel rooms in New York and New Orleans through long-term lease agreements and manages these hotels directly. Its revenues are generated through the rental of rooms to guests and through ancillary services such as cancellable room rate fees, resort fees, late and early check-in and check-out fees, baggage fees, parking fees, grab and go food service fees, and upgrade fees. In late 2021, the Company commenced the process of winding down its legacy business of leasing and re-leasing multifamily residential units, as it pivoted toward its new strategy of leasing hotels. This wind-down was substantially completed by the end of 2022 and as of the date of this Report the Company operates no residential units. This legacy business was conducted under the names SoBeNY Partners LLC (“SoBeNY”) and CorpHousing Group Inc. (“CorpHousing”). The consolidated financial statements presented herein include the accounts of the Company and its wholly owned subsidiary SoBeNY. On November 2, 2022, CorpHousing changed its name to LuxUrban Hotels Inc. In June 2021, the members of SoBeNY exchanged all of their membership interests for additional membership interests in Corphousing LLC, with SoBeNY becoming a wholly owned subsidiary of Corphousing LLC. Both entities were under common control at the time of the transaction. Since there was no change in control over the net assets, there is no change in basis in the net assets. In January 2022, Corphousing LLC and its wholly owned subsidiary, SoBeNY, converted into C corporations, with the then current members of Corphousing LLC becoming the stockholders of the newly formed C corporation, CorpHousing Group Inc. The conversion has no effect on our business or operations and was undertaken to convert the forms of these legal entities into corporations for purposes of operating as a public company. All properties, rights, businesses, operations, duties, obligations and liabilities of the predecessor limited liability companies remain those of CorpHousing Group Inc. and SoBeNY Partners Inc. In August 2023, the Company entered into franchise agreements with Wyndham Hotels & Resorts, Inc. pursuant to which the hotels operated by the Company were to become part of the Trademark Collection ® All significant intercompany accounts and transactions have been eliminated in consolidation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Basis of Presentation b. Revenue Recognition Payment received for the future use of a rental unit is recognized as a liability and reported as rents received in advance on the balance sheets. Rents received in advance are recognized as revenue after the rental unit is occupied by the customer for the agreed upon length of time. The rents received in advance balance as of June 30, 2024, and December 31, 2023, was $ 11,264,558 4,404,216 c. Use of Estimates d. Going Concern 68,744,531 78,523,377 62,590,036 20,636,175 4,200,924 e. Cash and Cash Equivalents 61 752,848 f. Accounts Receivable, Channel Retained Funds, Processor Retained Funds, Receivables from City of New York, Landlords and On-Line Travel Agencies During the six months ended June 30, 2024, the Company wrote off $1,500,000 of channel retained funds, $2,600,000 of processor retained funds, and $984,000 due to the Company from the Housing Authority of New York City (“HAONYC”). 0 529,000 g. Fair Value of Financial Instruments h. Commissions 5,774,385 11,966,690 1,482,609 4,556,142 i. Income Taxes Accounting for Uncertainty in Income Taxes, The Company is subject to income taxes in the jurisdictions in which it operates. The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and attributable to operating loss and tax credit carry-forwards. A valuation allowance is recorded for deferred tax assets if it is more likely than not that the deferred tax assets will not be realized. For the three and six months ended June 30, 2024, the Company did no 1,893,039 2,015,200 j. Sales Tax 3,061,212 3,266,302 k. Paycheck Protection Program Loan (“PPP”) Debt Interest l. Earnings Per Share (“EPS”) m. Preferred Stock Distinguishing Liabilities from Equity. n. New Accounting Pronouncements |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2024 | |
Leases | |
LEASES | 3 - LEASES Under ASC 842, the Company applies a dual approach to all leases whereby the Company is a lessee and classifies leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the Company. Lease classification is evaluated at the inception of the lease agreement. Regardless of classification, the Company records a right-of-use asset and a lease liability for all leases with a term greater than 12 months. Operating lease expense is recognized on a straight-line basis over the term of the lease. Operating right of use (“ROU”) assets and operating lease liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating right of use assets represent our right to use an underlying asset and is based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, we estimate incremental secured borrowing rates corresponding to the maturities of the leases. The components of the right-of-use assets and lease liabilities as of June 30, 2024 and December 31, 2023 were as follows: At June 30, 2024 and December 31, 2023, supplemental balance sheet information related to leases were as follows: Schedule of supplemental balance sheet information related to leases June 30, December 31, Operating lease right of use assets, net $ 202,372,371 $ 241,613,588 Operating lease liabilities, current portion $ 2,152,452 $ 1,982,281 Operating lease liabilities, net of current portion $ 205,799,977 $ 242,488,610 At June 30, 2024, future minimum lease payments under the non-cancelable operating leases are as follows: Schedule of future minimum lease payments under the non-cancelable operating leases Schedule of future minimum lease payments under the non-cancelable operating leases Twelve Months Ending June 30, 2025 $ 27,622,469 2026 28,380,824 2027 29,193,828 2028 30,362,131 2029 31,198,616 Thereafter (through 2048) 326,747,718 Total lease payment $ 473,505,586 Less interest (265,553,157 ) Present value obligation 207,952,429 Short-term liability 2,152,452 Long-term liability $ 205,799,977 The following summarizes other supplemental information about the Company’s operating lease: Schedule of other supplemental information related to operating lease June 30, December 31, Weighted average discount rate 12.03 % 10.5 % Weighted average remaining lease term (years) 12.6 16.6 Three Months Ended June 30, Six Months Ended 2024 2023 2024 2023 Operating lease cost $ 8,705,928 $ 7,295,880 $ 15,562,182 $ 13,752,266 Short-term lease cost $ 183,132 $ 131,506 $ 3,764,552 $ 748,656 Total lease cost $ 8,889,060 $ 7,427,386 $ 19,326,734 $ 14,500,922 |
ACCOUNTS RECEIVABLES, PROCESSOR
ACCOUNTS RECEIVABLES, PROCESSOR AND CHANNEL RETAINED FUNDS | 6 Months Ended |
Jun. 30, 2024 | |
Credit Loss [Abstract] | |
ACCOUNTS RECEIVABLES, PROCESSOR AND CHANNEL RETAINED FUNDS | 4 - ACCOUNTS RECEIVABLES, PROCESSOR AND CHANNEL RETAINED FUNDS As of June 30, 2024, we had $ 0 0 826,000 1,480,000 0 1,500,000 2,633,926 393,412 6,936,254 529,000 4,585,370 329,987 486,708 |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 5 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses totaled $ 46,869,829 23,182,305 As of June 30, 2024, the balance consisted of approximately $ 1,948,000 3,489,000 18,652,000 7,660,000 2,707,000 1,955,000 856,000 297,000 725,000 570,000 945,000 307,000 317,000 563,000 757,000 215,000 As of December 31, 2023, the balance consisted of approximately $ 2,024,000 3,265,000 1,737,000 632,000 8,400,000 3,910,000 590,000 420,000 719,000 194,000 288,223 52,000 94,000 263,000 231,000 71,000 42,000 Of the legal exposure amounts accrued and noted above, the company believes the accrual best estimates the most likely outcomes of these matters, however the range of outcomes could be between $5 million and $18.6 million. |
LOANS PAYABLE _ SBA _ PPP LOAN
LOANS PAYABLE – SBA – PPP LOAN | 6 Months Ended |
Jun. 30, 2024 | |
Loans Payable Sba Ppp Loan | |
LOANS PAYABLE – SBA – PPP LOAN | 6 - LOANS PAYABLE – SBA – PPP LOAN On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted to provide emergency assistance for individuals, families, and organizations affected by the coronavirus pandemic. The PPP, created through the CARES Act, provides qualified organizations with loans of up to $ 10,000,000 In April and May 2020, SoBeNY and CorpHousing obtained funding of $ 516,225 298,958 Accrued interest at June 30, 2024 and December 31, 2023, was $ 7,010 5,571 Future minimum principal repayments of the SBA - PPP loans payable are as follows: Schedule of future minimum principal repayments of the SBA,PPP loans payable For the Twelve Months Ending June 30, 2025 $ 276,658 |
LOANS PAYABLE _ SBA _ EIDL LOAN
LOANS PAYABLE – SBA – EIDL LOAN | 6 Months Ended |
Jun. 30, 2024 | |
Loans Payable Sba Eidl Loan | |
LOANS PAYABLE – SBA – EIDL LOAN | 7 - LOANS PAYABLE – SBA – EIDL LOAN During 2020, the Company received three SBA Economic Injury Disaster Loans (“EIDL”) in response to the COVID-19 pandemic. These are 30 3.75% On April 21, 2020, SoBeNY received an EIDL loan in the amount of $ 500,000 3.75% 2,437 150,000 3.75% 731 150,000 3.75% 731 The outstanding balance at June 30, 2024 and December 31, 2023, was $ 782,105 786,950 Accrued interest at June 30, 2024 and December 31, 2023 was $ 14,289 27,644 Future minimum principal repayments of the SBA - EIDL loans payable are as follows: Schedule of future minimum principal repayments of the SBA and EIDL loans payable Schedule of future minimum principal repayments of the SBA,EIDL loans payable For the 12 Months Ending June 30, 2025 $ 21,314 2026 15,682 2027 16,281 2028 16,902 2029 17,546 Thereafter 694,380 Total $ 782,105 |
SHORT-TERM BUSINESS FINANCING
SHORT-TERM BUSINESS FINANCING | 6 Months Ended |
Jun. 30, 2024 | |
Short-term Business Financing | |
SHORT-TERM BUSINESS FINANCING | 8 - SHORT-TERM BUSINESS FINANCING The Company has from time to time entered into short-term factoring agreements related to future credit card receipts to fund operations. The Company is required to repay these financings in fixed daily payments until the balances are repaid. Fees associated with this financing have been recognized in interest expense in the accompanying consolidated statement of operations. As of June 30, 2024 and December 31, 2023, the outstanding balance on these merchant cash advances net of unamortized costs was $ 2,805,189 1,115,120 |
LOANS PAYABLE
LOANS PAYABLE | 6 Months Ended |
Jun. 30, 2024 | |
Disclosure Loans Payable Abstract | |
LOANS PAYABLE | 9 - LOANS PAYABLE Loans payable consist of the following as of: Schedule of loans payable June 30, December 31, 2023 Original payable of $ 151,096 252,954 1,500 404,050 $ - $ 338,512 Original payable of $ 553,175 72,237 25,000 625,412 400,000 400,000 Original payable of $ 492,180 620,804 25,000 1,112,984 865,618 865,618 Original amounts due of $ 195,000 10,000 25,000 20,000 20,000 Other borrowing 547,662 356,048 Less: Current maturities 1,511,844 1,360,609 $ 321,436 $ 619,569 Future minimum principal repayments of the loans payable are as follows: Schedule of future minimum principal repayments of the loans payable For the Twelve Months Ending June 30, 2025 $ 1,511,844 2026 321,436 Loans payable $ 1,833,280 |
LINE OF CREDIT
LINE OF CREDIT | 6 Months Ended |
Jun. 30, 2024 | |
Line Of Credit | |
LINE OF CREDIT | 10 - LINE OF CREDIT In February 2019, the Company entered into a line of credit agreement in the amount of $ 95,000 prime, which was 8.25% as of June 30, 2024, plus 3.49%. 69,975 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 11 - RELATED PARTY TRANSACTIONS On December 20, 2022, the Company, and our former Chairman and Chief Executive Officer, Brian Ferdinand (“Ferdinand”), entered into a note extension and conversion agreement (“December 2022 Extension Agreement”) with Greenle Partners LLC Series Alpha PS (“Greenle Alpha”) and Greenle Partners LLC Series Beta P.S., a Delaware limited liability company (“Greenle Beta” and, together with Greenle Alpha, “Greenle”). Greenle was the purchaser of 15% OID senior secured notes (the “June 2022 Notes”) and warrants to purchase our common stock (“June 2022 Warrants”) under certain securities purchase agreements and loan agreements between us and Greenle, including the Securities Purchase Agreement dated as of June 30 2022, as amended by the letter agreement dated October 20, 2022, and the Loan Agreement dated as of November 23, 2022. Under the December 2022 Extension Agreement, Greenle agreed to convert from time to time up to $ 3,000,000 1,000,000 3.00 1,250,000 300,000 3,000,000 874,474 1.5 In April 2024, we secured from Greenle a waiver on the restrictions contained in its financing agreements with our company that prohibit our sale of shares of common stock prior to November 2024 at per-share prices below $5.00 (as may be adjusted for stock splits and similar transactions, the “Trigger Price”). The restriction on sales of our common stock by our company below the Trigger Price terminates in November 2024. This waiver permitted us to sell up to an aggregate of 15 million shares prior to November 2024 at prices below the Trigger Price. In consideration of this waiver, Greenle is entitled to be issued up to an aggregate of 2.8 million shares of our common stock (“Initial Greenle Waiver Shares”) from time to time upon written notice to our company. This waiver was amended in May 2024 to increase number of shares permitted to be sold by our company at prices under the Trigger Price prior to November 2024 to the greater of (i) 30 million shares and (ii) $30 million (based on the gross sale prices of such shares). In consideration of this waiver modification, Greenle is entitled to demand from time to time that we issue an amount of additional shares (the “Additional Greenle Waiver Shares” and collectively with the Initial Greenle Shares and the Greenle Revenue Participation Shares, the “Greenle Shares”) equal to 0.22 shares of common stock for each share of common stock sold by our company through November 6, 2024 in excess of 15 million shares at prices below the Trigger Price. To date, we have been required to issue the Greenle an aggregate of 23,628,324 shares of common stock in connection the foregoing rights and obligations as a result of private placements and underwritten public offerings of our common stock. On November 17, 2023, the Company entered into a financing agreement with THA Holdings LLC (“THA”), an entity controlled and operated by Ferdinand, pursuant to which the Company agreed to issue to THA an unsecured, advancing term promissory note (the “November 2023 Note”). Under the November 2023 Note, the Company would have been able to borrow up to an aggregate principal amount of $10,000,000 to be funded in increments of $1,000,000 upon the Company’s request by the sale, from time to time, of shares of the Company’s common stock, owned by THA. On December 3, 2023, the Company and THA mutually agreed to cancel the November 2023 Note as a result of the Company’s desire to engage in the Wyndham relationship and its related financing resources. The amount of proceeds, less taxes, resulting from sales of common stock prior to the cancelation in the amount of $311,234 was contributed 100% to the Company by THA. This was recorded as a contribution by the founder in the accompanying consolidated statement of changes in equity. During the six months ended June 30, 2024 and year ended December of 2023, we amortized $ 351,000 1,350,000 341,250 1,023,750 341,250 692,250 In April 2024, the Company and Ferdinand entered into a consulting agreement pursuant to which Ferdinand agreed, among other things, to oversee the day-to-day management of our company’s acquisition and long-term lease acquisition activities and to assist our then newly appointed chief executive officer in his assumption of that role. In consideration for the services provided by Ferdinand, we agreed to pay Ferdinand a monthly consulting fee of $50,000. Pursuant to a subsequent modification of the consulting agreement in May 2024, it was agreed that all amounts payable to Ferdinand under such consulting agreement through its term (approximately $1.8 million) would be satisfied through the issuance of 5,692,600 shares of common stock upon the increase in the number of shares of common stock issuable under our 2022 equity incentive plan to 15,000,000 shares. In May 2024, in order to provide for available authorized shares to consummate a public offering of shares of common stock, we entered into an exchange agreement (the “May 2024 Exchange Agreement”) with Ferdinand, pursuant to which he relinquished 7,500,000 shares of common stock that he beneficially owned through THA (the “May 2024 Exchange Agreement Shares”) in exchange for a warrant to acquire 7,500,000 shares of our common stock with an exercise price of $0.01 per share (the “May 2024 Exchange Agreement Warrant”). In June 2024, in order to provide for available authorized shares to consummate a private placement in June 2024, we entered into an exchange agreement (the “June 2024 Exchange Agreement”) with Ferdinand, pursuant to which Ferdinand relinquished an aggregate of 11,804,872 shares of common stock that he beneficially owned individually or through THA (the “June 2024 Exchange Agreement Shares”) in exchange for warrants to acquire an aggregate of 11,804,872 shares of our common stock with an exercise price of $0.01 per share (the “June 2024 Exchange Agreement Warrants” and collectively with the May 2024 Exchange Warrants, the “Exchange Warrants”)). In July 2024, the Company entered into amended and restated promissory notes with THA Family II LLC and other parties affiliated with Ferdinand, which replaced existing promissory notes evidencing amounts loaned to our company to support letters of credit with respect to certain of our hotels. These notes extend the maturity dates by 24 months of up to an aggregate of $3.1 million principal amount currently owed by our company and bear interest at 14% interest, with interest being payable monthly commencing August 1, 2024, and monthly payments evolving into payments of principal and interest in accordance with an amortization schedule commencing seven months from the July 2024 date of the notes. These notes were subsequently converted in the notes sold to investors in our debt and warrant private placement consummated August 2024. In May 2024, the company sold common stock in an underwritten public offering at $ 0.25 400,000 In July 2024, the company sold stock in an underwritten public offering at $ 0.17 294,116 735,294 117,647 147,058 176,470 352,941 In August 2024, subsequent to period end, the Company issued in a private placement (the “August 2024 Note and Warrants Debt Offering”) 18% senior secured convertible notes (“August 2024 Notes”) and common stock purchase warrants (“August 2024 Warrants”). Mr. Blutinger purchased $ 100,000 100,000 20,000 Related Party Loans Payable Schedule of related party loans payable June 30, December 31, Original amounts due THA Family II LLC and Andrea Romanello Ferdinand, wife of former Chairman and Chief Executive Officer, Brian Ferdinand, in the amount of $ 1,100,000 14% 68,107 $ 1,100,000 $ - Original amounts due Elana Fiore, sister-in-law of former Chairman and Chief Executive Officer, Brian Ferdinand, in the amount of $ 1,637,583 14% 101,391 1,637,583 - Less: Current maturities 704,034 - $ 2,033,549 $ - Future minimum principal repayments of the loans payable are as follows: Schedule of principal repayments of the loans payable For the Twelve Months Ending June 30 2025 $ 704,034 2026 2,033,549 $ 2,737,583 |
RISKS AND UNCERTAINTIES
RISKS AND UNCERTAINTIES | 6 Months Ended |
Jun. 30, 2024 | |
Risks and Uncertainties [Abstract] | |
RISKS AND UNCERTAINTIES | 12 - RISKS AND UNCERTAINTIES The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash. The Company places its cash with high quality credit institutions. At times, balances may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. All accounts at an insured depository institution are insured by the FDIC up to the standard maximum deposit insurance of $ 250,000 |
MAJOR SALES CHANNELS
MAJOR SALES CHANNELS | 6 Months Ended |
Jun. 30, 2024 | |
Major Sales Channels | |
MAJOR SALES CHANNELS | 13 - MAJOR SALES CHANNELS The Company uses third-party sales channels to handle the reservations, collections, and other rental processes for most of the units. These sales channels represented over 85% |
STOCK OPTIONS, RESTRICTED STOCK
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS | 14 - STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS Options During the six months ended June 30, 2024, the Company did not grant any options to purchase shares of common stock under the Company’s 2022 performance equity plan. The following table summarizes stock option activity for the six months ended June 30, 2024: Schedule of stock option activity Number of Weighted Average Weighted Aggregate Outstanding at December 31, 2023 1,746,885 $ 2.86 9.0 $ 5,427,118 Granted - - Exercised - - Expired - - Forfeited (104,250 ) 2.92 Outstanding at June 30, 2024 1,642,635 $ 2.86 8.48 $ - Exercisable at June 30, 2024 443,378 $ 2.69 8.31 $ - The Company is expensing these stock option awards on a straight-line basis over the requisite service period. The Company recognized stock option expense of $ 146,743 299,082 204,814 372,387 936,070 2.5 Number of Weighted Average Weighted Aggregate Outstanding at December 31, 2022 1,910,484 $ 2.55 9.8 $ - Granted 75,000 2.61 Exercised - - Expired - - Forfeited (259,158 ) 2.03 Outstanding at June 30, 2023 1,726,326 $ 2.63 9.2 $ 1,472,448 Exercisable at June 30, 2023 50,000 $ 3.05 4.9 $ 5,000.00 The Company is expensing these stock option awards on a straight-line basis over the requisite service period. The Company recognized stock option expense of $ 204,814 372,387 1,393,537 2.1 A summary of the status of the Company’s nonvested options as of June 30, 2024, is presented below: Schedule of status of non-vested options Number of Weighted Average Nonvested options at December 31, 2023 1,257,590 $ 2.93 Granted - - Forfeited (33,333 ) 4.00 Vested (25,000 ) $ 4.00 Nonvested options at June 30, 2024 1,199,256 $ 2.92 Restricted Stock In March 2024, the Company granted 100,000 220,000 During the three months ended June 2024, we entered into agreements to issue an aggregate of up to 3,072,000 Schedule of restricted stock unit, activity Directors and Officers Number of Elan Blutinger 1,000,000 Patrick McNamee 400,000 Robert Arigo 500,000 Michael James 1,172,000 Total 3,072,000 As of June 30, 2024, there was $ 166,500 Rights and Warrants On February 16, 2024, the Company entered into a letter agreement with Greenle Alpha and Greenle Beta as holders of certain warrants to purchase the Company’s common stock (“Warrants”), which were issued in private placements from time to time as previously reported by the Company. Under the terms of the letter agreement, in consideration of the agreement of Greenle to exercise 50% of the Warrants originally issued by the Company on November 6, 2023 (the “November Warrants”) within three (3) business days of the date of the letter agreement and 50% of the November Warrants on or prior to February 23, 2024, the exercise price of the November Warrants has been reduced from $4.00 to $2.00 and the exercise price of all of the other Warrants held by Greenle has been reduced from $5.00 and $5.50, as applicable, to $2.50. Except as described above, the Warrants remain unchanged. On May 23, 2024, the exercise price of the Warrants held by Greenle have been reduced from $2.50 to $0.25. Except as described above, the Warrants remain unchanged. On May 23, 2024, the Company issued warrants to purchase up to 2,104,500 0.275 On June 27, 2024, in connection with a private placement of common stock, the Company issued rights to purchase up to 8,000,000 0.25 subject to downward price adjustments for certain issuance by the Company below $0.25 during the period commencing six months after the closing and ending on the 18-month anniversary of the closing. The Purchaser was granted customary registration rights. All of these rights were subsequently terminated as part of the holder’s election to convert the purchase price-value of the shares purchased by it into notes and warrants in our August 2024 Note and Warrant Debt Placement. On June 27, 2024, the Company issued warrants to purchase up to 480,000 0.275 The following table summarizes warrant and right activity for the six months ended June 30, 2024: Schedule of warrant and right activity Number of Weighted Weighted Aggregate Outstanding at December 31, 2023 5,442,000 $ 4.68 4.7 $ 7,038,940 Granted 29,889,372 0.10 Exercised (1,450,000 ) 3.31 Expired - - Forfeited - - Outstanding at June 30, 2024 33,881,372 $ 0.23 4.04 $ 4,324,291 Exercisable at June 30, 2024 33,881,372 $ 0.23 4.04 $ 4,324,291 During the six months ended June 30, 2024, 1,450,000 |
Revenue Share Exchange
Revenue Share Exchange | 6 Months Ended |
Jun. 30, 2024 | |
Revenue Share Exchange | |
Revenue Share Exchange | 15 - Revenue Share Exchange Under the terms of agreements entered into with Greenle, we were obligated to make quarterly payments (each a “Revenue Share”) to Greenle based on certain percentages of the revenues generated by certain of our leased properties during the term of the applicable leases (including any extensions thereof). As previously reported, on February 13, 2023, the Company and Greenle entered into an agreement pursuant to which certain Revenue Share payments for 2023 were converted into an obligation to issue shares of our common stock to Greenle in the amounts prescribed therein (the “February 2023 Revenue Share Agreement”), with all future Revenue Share obligations accruing on and after January 1, 2024 remaining in place. On May 21, 2023, we entered into a further agreement with Greenle (the “May 2023 Revenue Share Exchange Agreement”) pursuant to which the right to receive any and all Revenue Share with respect to any property or operations of the Company has been terminated in its entirety for 2024 and forever thereafter, and Greenle shall not be entitled to receive any payment therefor (other than the remaining periodic share issuances and cash payments under the February 2023 Revenue Share Agreement, all of which shall be completed by January 1, 2024). In consideration for the termination of the Revenue Share for 2024 and thereafter, we agreed to issue to Greenle, from time to time, in each case, at Greenle’s election upon 61 days’ prior written notice delivered to us on and after September 1, 2023 and before August 31, 2028, up to an aggregate of 6,740,000 shares of our common stock (the “Agreement Shares”). As a result of this transaction, we recorded interest expense of $ 28,174,148 On February 12, 2024, the Company issued 36,179 578,071 In May and June 2024, Greenle elected to receive 6,740,000 shares from the May 2023 Revenue Share Exchange Agreement. |
WYNDHAM AGREEMENTS
WYNDHAM AGREEMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Wyndham Agreements | |
WYNDHAM AGREEMENTS | 16 - WYNDHAM AGREEMENTS In August 2023, the Company entered into franchise agreements with Wyndham Hotels & Resorts, Inc. pursuant to which the hotels operated by the Company were to become part of the Trademark Collection ® The Franchise Agreements had initial terms of 15 20 Pursuant to the Franchise Agreements, Wyndham was to provide capital through development advance notes (“Development Incentive Advances”) to the Company. Consistent with market practice, such Development Incentive Advances were to be evidenced by certain promissory notes with customary amortization and repayment terms. The Development Incentive Advances were not repayable if the terms of the agreement were met, including but not limited to the length of the agreement. In conjunction with the Company’s entry into the Franchise Agreements, the Company also paid a one-time, initial, nonrefundable franchise fee to Wyndham. In May 2024, in light of discussions between our Company and Wyndham on the initial and projected future performance of our properties within the franchise relationships, we commenced the return of all property listings to our control, terminating our franchise relationship with Wyndham. The Company de-platformed these properties from Wyndham’s systems and moved each hotel listing back under the Company’s control. As part of the Company’s previously announced imitative to add industry depth and breadth to its board of directors and management to help evolve operations, the Company’s enhanced board and executive teams have reviewed all existing operational relationships. Given the Company’s operating model, it was concluded that over the long term the Company would be better served operationally and financially by operating the hotels as an independent operator. As of June 30, 2024, we recorded the Development Incentive Advances made to us by Wyndham as a current liability on our Condensed Consolidated Balance Sheets and recorded an additional charge of $ 2.6 In May 2024, Wyndham filed a complaint against the Company in the Superior Court of New Jersey Law Division: Morris County for damages in the principal sum of $18,330,471 due and owing together with interest, attorneys’ fees and cost of suit. We intend to defend this suit and raise all available defenses and counterclaims available to the Company. |
REDEEMABLE PREFERRED STOCK
REDEEMABLE PREFERRED STOCK | 6 Months Ended |
Jun. 30, 2024 | |
Redeemable Preferred Stock | |
REDEEMABLE PREFERRED STOCK | 17 - REDEEMABLE PREFERRED STOCK On October 26, 2023, the Company issued 280,000 13% 25 14,144 5,775,596 As part of the terms of the Series A Preferred Stock offering, if a change of control or delisting event occurs prior to October 26, 2024, the Company will be required to redeem the Series A Preferred Stock plus an amount equal to any accrued and unpaid interest. Under FASB Topic D-98, this redemption provision requires the classification of this security outside of permanent equity. The Company has classified this security as Mezzanine Equity on its June 30, 2024 Balance Sheet and expects to do so until October 26, 2024. During the three and six months ended June 30, 2024, the Company paid $ 238,992 477,984 |
EQUITY TRANSACTIONS
EQUITY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2024 | |
Equity Transactions | |
EQUITY TRANSACTIONS | 18 - EQUITY TRANSACTIONS The tables below outline equity issuances not related to the conversion from an LLC to C Corp, the initial public offering the exercise of Options or Warrants, the conversion of debt into equity or the issuance of shares pursuant to revenue share agreements. For the six months ended June 30, 2024 Schedule of equity transactions Description General Ledger Account Date Shares Price Value Non-employee loan payment Loan payable 1/25/2024 20,008 $ 4.57 $ 91,437 Non-employee commission expense Commission Expense 1/25/2024 10,079 $ 4.57 $ 46,061 Non-employee investor relations expense Investor Relations Expense 1/30/2024 59,784 $ 4.33 $ 258,865 Non-employee director compensation Non-Cash Issuance of Common Stock for Director Compensation Expenses 2/8/2024 197,800 $ 2.92 $ 577,576 Employee Compensation Non-Cash Issuance of Common Stock for Compensation Expenses 3/15/2024 25,000 $ 2.22 $ 55,500 Non-employee director compensation Non-Cash Issuance of Common Stock for Director Compensation Expenses 5/3/2024 980,628 $ 0.84 $ 823,728 Non-employee commission expense Commission Expense 5/9/2024 36,887 $ 0.71 $ 26,085 Subtotal 1,330,186 $ 1,879,252 For the six months ended June 30, 2023 Description General Ledger Account Date Shares Price Value Non-employee Board members pursuant to related comp. policy Non-Cash Stock Compensation Expense 3/1/2023 166,665 $ 2.58 $ 429,996 In connection with certain property finders’ fee arrangements Non-Cash Issuance of Common Stock for Operating Expenses 3/17/2023 136,887 $ 2.45 $ 335,373 In connection with a consulting agreement Non-Cash Issuance of Common Stock for Operating Expenses 2/10/2023 196,994 $ 1.85 $ 364,439 In connection with a marketing agreement Non-Cash Issuance of Common Stock for Operating Expenses 2/10/2023 100,000 $ 1.85 $ 185,000 Subtotal 600,546 $ 1,314,808 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 19 - SUBSEQUENT EVENTS Capital Raises On July 15, 2024, the Company issued in an underwritten public offering 30,000,000 0.17 5,100,000 4,567,000 306,000 0.187 4,500,000 0.17 765,000 703,800 270,000 0.187 On July 30, 2024, the Company issued in another underwritten public offering 11,573,333 0.15 1,736,000 1,530,800 694,400 0.165 In August 2024, the Company issued in a private placement (the “August 2024 Note and Warrants Debt Offering”) 18% senior secured convertible notes (“August 2024 Notes”) and common stock purchase warrants (“August 2024 Warrants”) raising gross proceeds of $ 4,122,000 Under the terms of the August 2024 Note and Warrants Debt Offering, certain equity investors and holders of promissory notes evidencing existing borrowed money obligations of the Company, including THA and the investor in our June 2024 private placement, were entitled to convert such equity and debt into the August 2024 Note and Warrant Debt offering. As a result of these conversions to date, the Company will issue an additional aggregate of $2.8 million principal amount of August 2024 Notes and August 2024 Warrants. The August 2024 Notes bear interest at 18%, are secured by substantially all of the assets of the Company under the terms of a guarantee and security agreement dated as of August 13, 2024 (“Security Agreement”), and were sold to certain accredited investors in a private offering exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). The principal of the Augst 2024 Notes shall be repaid in twenty-four (24) equal monthly installments commencing on August 13, 2025 and continuing on the same day of each month thereafter until the principal amount is paid in full, with all principal and interest due thereon to be paid on or prior to August 13, 2027, unless the Notes are previously converted into common stock or preferred stock as described below. The August 2024 Notes are senior debt of the Company, and subject to the terms and conditions of the Notes, the Company shall not issue any debt senior to the August 204 Notes while any August 2024 Notes remain outstanding without the consent of a majority of the then outstanding principal amount of the Notes. The August 2024 Warrants have a five-year term from the date of the initial closing of the Debt Placement and shall become exercisable commencing on the date of the earliest to occur of (a) shareholder approval of the Reverse Split (as defined below) and the Nasdaq Compliance Waiver (as defined below) and (b) the 91 st Under the terms of the August 2024 Note and Warrant Debt Placement, the Company is obligated to file a preliminary proxy statement for purposes of calling a special meeting of the Company’s shareholders to seek approval of certain prescribed proposals. These proposals include an amendment to the Company’s certificate of incorporation to effect a reverse stock split (“Reverse Split”) of the Company’s outstanding common stock in the range of one share-for-30 shares to one share-for-70 shares, the specific split ratio to be determined within such range in the discretion of the Company’s board of directors (based on market conditions, Nasdaq requirements and advice of counsel and investment banker). In connection with the Reverse Split, the number of authorized shares of the Company’s common stock would be maintained at 200,000,000 shares, preferred stock would be maintained at 20,000,0000 shares, and the shares authorized under the Company’s existing 2022 incentive plan would remain at 8,000,000 shares. The proposals also will include approval of the transactions under the SPA (“Nasdaq Compliance Waiver”) with respect to issuances or deemed issuances of common stock (including upon exercise of the Note Warrants or conversion of the Notes) in aggregate excess of 19.99% of the outstanding Common Stock at less than the Minimum Price (as defined in applicable Nasdaq regulations) as required to comply with Nasdaq regulations. The Company is obligated to use commercially reasonable efforts to respond to any SEC comments to the preliminary proxy statement as filed and clear same with the SEC and then promptly file a definitive proxy statement and mail same to stockholders and hold such special meeting as soon as practicable. Under the terms of the August 2024 Note and Warrant Debt Placement, promptly following the end of the offering, the Company will use commercially reasonable efforts to commence and consummate an underwritten initial public offering of a newly created series of preferred stock (the “New Preferred Stock”) the final terms of which are not yet determined and shall be based on requirements under the SPA and market conditions for the sale of such preferred stock (the “New Preferred Stock Public Offering”). The Company, working with one or more underwriters, will use commercially reasonable efforts to consummate the offering and obtain approval of listing of the New Preferred Stock on the Nasdaq Capital Market within 90 days of the date the Debt Placement ends. The outstanding principal of the August 2024 Notes (and at the Company’s election, any accrued and unpaid Interest thereon) shall automatically convert into shares of validly issued, fully paid and non-assessable New Preferred Stock at a conversion price of $25.00 per share, upon the latest to occur of the following events: (a) the completion of the New Preferred Stock Public Offering, (b) the approval of the New Preferred Stock for listing on Nasdaq or other national exchange, (c) the effectiveness of a resale registration statement covering the resale of the New Preferred Stock issuable upon conversion of the Notes, and (d) the approval by the Company’s shareholders of the Reverse Split and Nasdaq Compliance Waiver. From time to time, on and after the earlier of (a) both the completion of the Reverse Split and shareholder approval of the Nasdaq Compliance Waiver and (b) the 91 st From the date hereof until the date that is the later of (a) the date on which no August 2024 Notes are outstanding and (b) the 18-month anniversary of the initial closing of the Debt Placement, upon any issuance by the Company or any of its subsidiaries of (1) common stock or common stock equivalents, (2) indebtedness or (3) a combination of units thereof, in each case for cash and not as part of any ordinary course of business operations or as part of any underwritten public offering or other exempt issuance (a “Subsequent Private Financing”), each Purchaser shall have the right to participate in such Subsequent Private Financing in an amount up to an amount equal to the principal of the Notes purchased by such Purchaser in the Debt Placement or if the amount of the Subsequent Private Financing is less than the aggregate principal amounts of all Notes purchased in the Debt Placement by all purchasers, such purchaser’s pro rata portion based on such purchaser’s principal amount of the Notes originally purchased in the Debt Placement as compared to the principal amount of all Notes purchased in the Debt Placement by all purchasers, on the same terms, conditions and price provided for in the Subsequent Private Financing. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On June 11, 2024, the Company received a notice from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that for the prior 30 consecutive business days (through June 10, 2024), the closing bid price of the Company’s common stock had been below the minimum of $1 per share required for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2). The notification letter stated that the Company would be afforded 180 calendar days (until December 9, 2024) to regain compliance. In order to regain compliance, the closing bid price of the Company’s common stock must be at least $1 for a minimum of ten consecutive business days. The notification letter also stated that, in the event the Company does not regain compliance within the initial 180-day period, the Company may be eligible for an additional 180-day period. If the Company is not eligible for the additional 180-day period, or if it appears to the Nasdaq staff that the Company will not be able to cure the deficiency, the Nasdaq Listing Qualifications Department will provide notice after the end of the initial 180-day period that the Company’s securities will be subject to delisting. On June 28, 2024, the Company received a notice from the Staff stating that for the prior 30 consecutive business days (through June 27, 2024), the closing market value of listed securities (MVLS) of the Company’s common stock and preferred stock had been below the minimum of $35 million required for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(2). The notice stated that the Company would be afforded 180 calendar days (until December 26, 2024) to regain compliance. In order to regain compliance, the closing MVLS of the Company’s securities must be at least $ 35 On August 20, 2024, the Company received a written notice from the Staff stating that the Company was not in compliance with Listing Rule 5250(c)(1) of Nasdaq’s continued listing standards because the Company did not timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (the “Quarterly Report”, such noncompliance with Listing Rule 5250(c)(1) the “Filing Delinquency”). The notice stated that under Nasdaq rules, the Company has 60 calendar days (or until Monday, October 21, 2024) to submit a plan to regain compliance. If Nasdaq were to accept the Company’s plan, Nasdaq could grant an exception of up to 180 calendar days from the Quarterly Report’s original due date, which 180 day period would end on February 18, 2025, to regain compliance, and that the Company could regain compliance by filing the Quarterly Report with the SEC and any other subsequent reports that are required to be filed during the cure period. On August 23, 2024, the Company received a determination letter (the “Letter”) from of the Staff, indicating that in light of the Company’s bid price deficiency under to Nasdaq Listing Rule 5550(a)(2), and the Staff’s determination that, as of August 22, 2024, the Company’s common stock had a closing bid price of $0.10 or less for ten consecutive trading days and therefore the Company is subject to the provisions contemplated under Listing Rule 5810(c)(3)(A)(iii) (the “Low Priced Stocks Rule”), the Staff had determined to delist the Company’s securities from The Nasdaq Capital Market (the “Determination”), and that the Company may appeal the Determination to a Nasdaq hearings panel (“Hearing Panel”) pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. The Letter further noted that, in light of the Determination, the Filing Delinquency had become an additional basis for delisting pursuant to Listing Rule 5810(d)(2), and, as such, the Company should address this concern before a Hearings Panel if it appeals the Staff’s determination, rather than proceeding as stated in the August 20, 2024 notice. The Letter stated that unless the Company requested an appeal of the Determination by August 30, 2024, trading of the Company’s common stock and preferred stock will be suspended at the opening of business on September 4, 2024, and a Form 25-NSE will be filed with the SEC, which will remove the Company’s securities from listing and registration on Nasdaq. The Company has appealed this determination and a hearing will occur in October 2024. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | a. Basis of Presentation |
Revenue Recognition | b. Revenue Recognition Payment received for the future use of a rental unit is recognized as a liability and reported as rents received in advance on the balance sheets. Rents received in advance are recognized as revenue after the rental unit is occupied by the customer for the agreed upon length of time. The rents received in advance balance as of June 30, 2024, and December 31, 2023, was $ 11,264,558 4,404,216 |
Use of Estimates | c. Use of Estimates |
Going Concern | d. Going Concern 68,744,531 78,523,377 62,590,036 20,636,175 4,200,924 |
Cash and Cash Equivalents | e. Cash and Cash Equivalents 61 752,848 |
Accounts Receivable, Channel Retained Funds, Processor Retained Funds, Receivables from City of New York, Landlords and On-Line Travel Agencies | f. Accounts Receivable, Channel Retained Funds, Processor Retained Funds, Receivables from City of New York, Landlords and On-Line Travel Agencies During the six months ended June 30, 2024, the Company wrote off $1,500,000 of channel retained funds, $2,600,000 of processor retained funds, and $984,000 due to the Company from the Housing Authority of New York City (“HAONYC”). 0 529,000 |
Fair Value of Financial Instruments | g. Fair Value of Financial Instruments |
Commissions | h. Commissions 5,774,385 11,966,690 1,482,609 4,556,142 |
Income Taxes | i. Income Taxes Accounting for Uncertainty in Income Taxes, The Company is subject to income taxes in the jurisdictions in which it operates. The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and attributable to operating loss and tax credit carry-forwards. A valuation allowance is recorded for deferred tax assets if it is more likely than not that the deferred tax assets will not be realized. For the three and six months ended June 30, 2024, the Company did no 1,893,039 2,015,200 |
Sales Tax | j. Sales Tax 3,061,212 3,266,302 |
Paycheck Protection Program Loan (“PPP”) | k. Paycheck Protection Program Loan (“PPP”) Debt Interest |
Earnings Per Share (“EPS”) | l. Earnings Per Share (“EPS”) |
Preferred Stock | m. Preferred Stock Distinguishing Liabilities from Equity. |
New Accounting Pronouncements | n. New Accounting Pronouncements |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases | |
Schedule of supplemental balance sheet information related to leases | Schedule of supplemental balance sheet information related to leases June 30, December 31, Operating lease right of use assets, net $ 202,372,371 $ 241,613,588 Operating lease liabilities, current portion $ 2,152,452 $ 1,982,281 Operating lease liabilities, net of current portion $ 205,799,977 $ 242,488,610 |
Schedule of future minimum lease payments under the non-cancelable operating leases | Schedule of future minimum lease payments under the non-cancelable operating leases Twelve Months Ending June 30, 2025 $ 27,622,469 2026 28,380,824 2027 29,193,828 2028 30,362,131 2029 31,198,616 Thereafter (through 2048) 326,747,718 Total lease payment $ 473,505,586 Less interest (265,553,157 ) Present value obligation 207,952,429 Short-term liability 2,152,452 Long-term liability $ 205,799,977 |
Schedule of other supplemental information related to operating lease | Schedule of other supplemental information related to operating lease June 30, December 31, Weighted average discount rate 12.03 % 10.5 % Weighted average remaining lease term (years) 12.6 16.6 Three Months Ended June 30, Six Months Ended 2024 2023 2024 2023 Operating lease cost $ 8,705,928 $ 7,295,880 $ 15,562,182 $ 13,752,266 Short-term lease cost $ 183,132 $ 131,506 $ 3,764,552 $ 748,656 Total lease cost $ 8,889,060 $ 7,427,386 $ 19,326,734 $ 14,500,922 |
LOANS PAYABLE _ SBA _ PPP LOAN
LOANS PAYABLE – SBA – PPP LOAN (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Loans Payable Sba Ppp Loan | |
Schedule of future minimum principal repayments of the SBA,PPP loans payable | Schedule of future minimum principal repayments of the SBA,PPP loans payable For the Twelve Months Ending June 30, 2025 $ 276,658 |
LOANS PAYABLE _ SBA _ EIDL LO_2
LOANS PAYABLE – SBA – EIDL LOAN (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Loans Payable Sba Eidl Loan | |
Schedule of future minimum principal repayments of the SBA,EIDL loans payable | Schedule of future minimum principal repayments of the SBA,EIDL loans payable For the 12 Months Ending June 30, 2025 $ 21,314 2026 15,682 2027 16,281 2028 16,902 2029 17,546 Thereafter 694,380 Total $ 782,105 |
LOANS PAYABLE (Tables)
LOANS PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Disclosure Loans Payable Abstract | |
Schedule of loans payable | Schedule of loans payable June 30, December 31, 2023 Original payable of $ 151,096 252,954 1,500 404,050 $ - $ 338,512 Original payable of $ 553,175 72,237 25,000 625,412 400,000 400,000 Original payable of $ 492,180 620,804 25,000 1,112,984 865,618 865,618 Original amounts due of $ 195,000 10,000 25,000 20,000 20,000 Other borrowing 547,662 356,048 Less: Current maturities 1,511,844 1,360,609 $ 321,436 $ 619,569 |
Schedule of future minimum principal repayments of the loans payable | Schedule of future minimum principal repayments of the loans payable For the Twelve Months Ending June 30, 2025 $ 1,511,844 2026 321,436 Loans payable $ 1,833,280 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of related party loans payable | Schedule of related party loans payable June 30, December 31, Original amounts due THA Family II LLC and Andrea Romanello Ferdinand, wife of former Chairman and Chief Executive Officer, Brian Ferdinand, in the amount of $ 1,100,000 14% 68,107 $ 1,100,000 $ - Original amounts due Elana Fiore, sister-in-law of former Chairman and Chief Executive Officer, Brian Ferdinand, in the amount of $ 1,637,583 14% 101,391 1,637,583 - Less: Current maturities 704,034 - $ 2,033,549 $ - |
Schedule of principal repayments of the loans payable | Schedule of principal repayments of the loans payable For the Twelve Months Ending June 30 2025 $ 704,034 2026 2,033,549 $ 2,737,583 |
STOCK OPTIONS, RESTRICTED STO_2
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of stock option activity | Schedule of stock option activity Number of Weighted Average Weighted Aggregate Outstanding at December 31, 2023 1,746,885 $ 2.86 9.0 $ 5,427,118 Granted - - Exercised - - Expired - - Forfeited (104,250 ) 2.92 Outstanding at June 30, 2024 1,642,635 $ 2.86 8.48 $ - Exercisable at June 30, 2024 443,378 $ 2.69 8.31 $ - The Company is expensing these stock option awards on a straight-line basis over the requisite service period. The Company recognized stock option expense of $ 146,743 299,082 204,814 372,387 936,070 2.5 Number of Weighted Average Weighted Aggregate Outstanding at December 31, 2022 1,910,484 $ 2.55 9.8 $ - Granted 75,000 2.61 Exercised - - Expired - - Forfeited (259,158 ) 2.03 Outstanding at June 30, 2023 1,726,326 $ 2.63 9.2 $ 1,472,448 Exercisable at June 30, 2023 50,000 $ 3.05 4.9 $ 5,000.00 |
Schedule of status of non-vested options | Schedule of status of non-vested options Number of Weighted Average Nonvested options at December 31, 2023 1,257,590 $ 2.93 Granted - - Forfeited (33,333 ) 4.00 Vested (25,000 ) $ 4.00 Nonvested options at June 30, 2024 1,199,256 $ 2.92 |
Schedule of restricted stock unit, activity | Schedule of restricted stock unit, activity Directors and Officers Number of Elan Blutinger 1,000,000 Patrick McNamee 400,000 Robert Arigo 500,000 Michael James 1,172,000 Total 3,072,000 |
Schedule of warrant and right activity | Schedule of warrant and right activity Number of Weighted Weighted Aggregate Outstanding at December 31, 2023 5,442,000 $ 4.68 4.7 $ 7,038,940 Granted 29,889,372 0.10 Exercised (1,450,000 ) 3.31 Expired - - Forfeited - - Outstanding at June 30, 2024 33,881,372 $ 0.23 4.04 $ 4,324,291 Exercisable at June 30, 2024 33,881,372 $ 0.23 4.04 $ 4,324,291 |
EQUITY TRANSACTIONS (Tables)
EQUITY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity Transactions | |
Schedule of equity transactions | Schedule of equity transactions Description General Ledger Account Date Shares Price Value Non-employee loan payment Loan payable 1/25/2024 20,008 $ 4.57 $ 91,437 Non-employee commission expense Commission Expense 1/25/2024 10,079 $ 4.57 $ 46,061 Non-employee investor relations expense Investor Relations Expense 1/30/2024 59,784 $ 4.33 $ 258,865 Non-employee director compensation Non-Cash Issuance of Common Stock for Director Compensation Expenses 2/8/2024 197,800 $ 2.92 $ 577,576 Employee Compensation Non-Cash Issuance of Common Stock for Compensation Expenses 3/15/2024 25,000 $ 2.22 $ 55,500 Non-employee director compensation Non-Cash Issuance of Common Stock for Director Compensation Expenses 5/3/2024 980,628 $ 0.84 $ 823,728 Non-employee commission expense Commission Expense 5/9/2024 36,887 $ 0.71 $ 26,085 Subtotal 1,330,186 $ 1,879,252 For the six months ended June 30, 2023 Description General Ledger Account Date Shares Price Value Non-employee Board members pursuant to related comp. policy Non-Cash Stock Compensation Expense 3/1/2023 166,665 $ 2.58 $ 429,996 In connection with certain property finders’ fee arrangements Non-Cash Issuance of Common Stock for Operating Expenses 3/17/2023 136,887 $ 2.45 $ 335,373 In connection with a consulting agreement Non-Cash Issuance of Common Stock for Operating Expenses 2/10/2023 196,994 $ 1.85 $ 364,439 In connection with a marketing agreement Non-Cash Issuance of Common Stock for Operating Expenses 2/10/2023 100,000 $ 1.85 $ 185,000 Subtotal 600,546 $ 1,314,808 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Accounting Policies [Abstract] | |||||
Rents received in advance | $ 11,264,558 | $ 11,264,558 | $ 4,404,216 | ||
Net loss | 26,585,049 | $ 26,774,661 | 68,744,531 | $ 29,555,195 | 78,523,377 |
Working capital deficit | 62,590,036 | 62,590,036 | |||
Net cash used in operating activities | 20,636,175 | 4,200,924 | |||
Cash and cash equivalents | $ 61 | 61 | 752,848 | ||
Write off description | During the six months ended June 30, 2024, the Company wrote off $1,500,000 of channel retained funds, $2,600,000 of processor retained funds, and $984,000 due to the Company from the Housing Authority of New York City (“HAONYC”). | ||||
Reserve for credit losses | $ 0 | 0 | 529,000 | ||
Pays commissions to third-party | 5,774,385 | 1,482,609 | 11,966,690 | 4,556,142 | |
Tax provision | 0 | $ 1,893,039 | 0 | $ 2,015,200 | |
Accrued sales tax payable | $ 3,061,212 | $ 3,061,212 | $ 3,266,302 |
LEASES (Details)
LEASES (Details) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Leases | ||
Operating lease right of use assets, net | $ 202,372,371 | $ 241,613,588 |
Operating lease liabilities, current portion | 2,152,452 | 1,982,281 |
Operating lease liabilities, net of current portion | $ 205,799,977 | $ 242,488,610 |
LEASES (Details 1)
LEASES (Details 1) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Leases | ||
2025 | $ 27,622,469 | |
2026 | 28,380,824 | |
2027 | 29,193,828 | |
2028 | 30,362,131 | |
2029 | 31,198,616 | |
Thereafter (through 2048) | 326,747,718 | |
Total lease payment | 473,505,586 | |
Less interest | (265,553,157) | |
Present value obligation | 207,952,429 | |
Short-term liability | (2,152,452) | $ (1,982,281) |
Long-term liability | $ 205,799,977 | $ 242,488,610 |
LEASES (Details 2)
LEASES (Details 2) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Leases | |||||
Weighted average discount rate | 12.03% | 12.03% | 10.50% | ||
Weighted average remaining lease term (years) | 12 years 7 months 6 days | 12 years 7 months 6 days | 16 years 7 months 6 days | ||
Operating lease cost | $ 8,705,928 | $ 7,295,880 | $ 15,562,182 | $ 13,752,266 | |
Operating lease cost | 183,132 | 131,506 | 3,764,552 | 748,656 | |
Operating lease cost | $ 8,889,060 | $ 7,427,386 | $ 19,326,734 | $ 14,500,922 |
ACCOUNTS RECEIVABLES, PROCESS_2
ACCOUNTS RECEIVABLES, PROCESSOR AND CHANNEL RETAINED FUNDS (Details Narrative) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Defined Benefit Plan Disclosure [Line Items] | ||
Channel retained funds | $ 0 | $ 1,500,000 |
Processor retained funds | 0 | 2,633,926 |
Other receivables | 0 | 329,987 |
Allowances for credit losses | 393,412 | |
Other allowances for credit losses | 486,708 | |
OTA [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Receivables from related party | 826,000 | 6,936,254 |
Allowances for credit losses | 529,000 | |
City of New York and landlords [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Receivables from related party | $ 1,480,000 | $ 4,585,370 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accounts payable and accrued expenses | $ 46,869,829 | $ 23,182,305 |
Accrued payroll and related liabilities | 1,948,000 | 2,024,000 |
Utilities fees | 3,489,000 | 3,265,000 |
Legal exposure | 18,652,000 | 8,400,000 |
Sales and other taxes | 7,660,000 | 3,910,000 |
Rent | 2,707,000 | 1,737,000 |
Union liabilities | 1,955,000 | |
interest expense | 856,000 | |
Telephone and cable expense | 297,000 | |
Insurance expense | 725,000 | 194,000 |
Professional fees | 570,000 | 590,000 |
Repairs, maintenance, and improvements | 945,000 | 719,000 |
Supplies and sundries | 307,000 | 420,000 |
Cleaning expense | 317,000 | |
Initial franchise fees paid on behalf of the Company by a related party | 563,000 | |
Commissions | 757,000 | 632,000 |
Printing expenses | $ 215,000 | 263,000 |
Bank and service fees | 288,223 | |
Processing fees | 52,000 | |
License fees and public relations | 94,000 | |
Director fees | 231,000 | |
Internet and software expense | 71,000 | |
Other miscellaneous items | $ 42,000 |
LOANS PAYABLE - SBA - PPP LOAN
LOANS PAYABLE - SBA - PPP LOAN (Details) | Jun. 30, 2024 USD ($) |
Loans Payable Sba Ppp Loan | |
2025 | $ 276,658 |
LOANS PAYABLE _ SBA _ PPP LOA_2
LOANS PAYABLE – SBA – PPP LOAN (Details Narrative) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 | Jan. 30, 2023 | Dec. 20, 2022 | May 31, 2020 | Apr. 30, 2020 | Mar. 27, 2020 |
Short-Term Debt [Line Items] | |||||||
Original amount of loans payable | $ 1,250,000 | $ 3,000,000 | |||||
PPP Loan [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Original amount of loans payable | $ 298,958 | $ 516,225 | $ 10,000,000 | ||||
Accrued interest | $ 7,010 | $ 5,571 |
LOANS PAYABLE - SBA - EIDL LOAN
LOANS PAYABLE - SBA - EIDL LOAN (Details) - SBA and EIDL Loan Payable [Member] | Jun. 30, 2024 USD ($) |
Debt Instrument [Line Items] | |
2025 | $ 21,314 |
2026 | 15,682 |
2027 | 16,281 |
2028 | 16,902 |
2029 | 17,546 |
Thereafter | 694,380 |
Total | $ 782,105 |
LOANS PAYABLE _ SBA _ EIDL LO_3
LOANS PAYABLE – SBA – EIDL LOAN (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||||
Jul. 25, 2022 | Jun. 18, 2022 | Apr. 21, 2022 | Dec. 31, 2020 | Jun. 30, 2024 | Dec. 31, 2023 | Jan. 30, 2023 | Dec. 20, 2022 | Dec. 31, 2021 | Jul. 25, 2020 | Jun. 18, 2020 | Apr. 21, 2020 | |
Short-Term Debt [Line Items] | ||||||||||||
Original amount of loans payable | $ 1,250,000 | $ 3,000,000 | ||||||||||
EIDL [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Debt Instrument, Term | 30 years | |||||||||||
Interest rate of loans payable | 3.75% | 3.75% | 3.75% | 3.75% | ||||||||
Original amount of loans payable | $ 150,000 | $ 150,000 | $ 500,000 | |||||||||
Monthly payments of principal and interest | $ 731 | $ 731 | $ 2,437 | |||||||||
Loans payable - SBA - EIDL Loan | $ 782,105 | $ 786,950 | ||||||||||
Accrued interest | $ 14,289 | $ 27,644 |
SHORT-TERM BUSINESS FINANCING (
SHORT-TERM BUSINESS FINANCING (Details Narrative) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Short-term Business Financing | ||
Merchant cash advances net of unamortized fees | $ 2,805,189 | $ 1,115,120 |
LOANS PAYABLE (Details)
LOANS PAYABLE (Details) - USD ($) | 6 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Jan. 30, 2023 | Dec. 20, 2022 | |
Short-Term Debt [Line Items] | |||||
Original amount of loans payable | $ 1,250,000 | $ 3,000,000 | |||
Loans payable | $ 1,833,280 | ||||
Other borrowing | 547,662 | $ 356,048 | |||
Less: Current maturities | 1,511,844 | 1,360,609 | |||
Loans payable non current | 321,436 | 619,569 | |||
Original borrowings of $250,000, bears interest at 1%, requires no payments until maturity in January 2024 [Member] | |||||
Short-Term Debt [Line Items] | |||||
Original amount of loans payable | 151,096 | 151,096 | |||
Additional borrowings | 252,954 | 252,954 | |||
Monthly payment of loans payable | 1,500 | $ 1,500 | |||
Total payments made | 404,050 | 404,050 | |||
Loans payable | 338,512 | ||||
Original payable of $151,096 with additional net borrowings of $89,154, requires monthly payments of $1,500 until total payments of $240,250 have been made [Member] | |||||
Short-Term Debt [Line Items] | |||||
Original amount of loans payable | 553,175 | 553,175 | |||
Additional borrowings | 72,237 | 72,237 | |||
Monthly payment of loans payable | 25,000 | 25,000 | |||
Total payments made | 625,412 | 625,412 | |||
Loans payable | 400,000 | 400,000 | |||
Original payable of $553,175 with additional net borrowings of $125,412, requires monthly payments of $25,000 until total payments of $678,587 have been made [Member] | |||||
Short-Term Debt [Line Items] | |||||
Original amount of loans payable | 492,180 | 492,180 | |||
Additional borrowings | 620,804 | 620,804 | |||
Monthly payment of loans payable | 25,000 | 25,000 | |||
Total payments made | 1,112,984 | 1,112,984 | |||
Loans payable | 865,618 | 865,618 | |||
Original borrowings of $60,000, bears interest at 1%, requires no payments until maturity in January 2024 [Member] | |||||
Short-Term Debt [Line Items] | |||||
Original amount of loans payable | 195,000 | 195,000 | |||
Additional borrowings | 10,000 | 10,000 | |||
Monthly payment of loans payable | 25,000 | $ 25,000 | |||
Loans payable | $ 20,000 | $ 20,000 |
LOANS PAYABLE (Details 1)
LOANS PAYABLE (Details 1) | Jun. 30, 2024 USD ($) |
Disclosure Loans Payable Abstract | |
2025 | $ 1,511,844 |
2026 | 321,436 |
Loans payable | $ 1,833,280 |
LINE OF CREDIT (Details Narrati
LINE OF CREDIT (Details Narrative) - USD ($) | 6 Months Ended | ||
Jun. 30, 2024 | Dec. 31, 2023 | Feb. 28, 2019 | |
Line of Credit Facility [Line Items] | |||
Interest rate description | prime, which was 8.25% as of June 30, 2024, plus 3.49%. | ||
Line of Credit | $ 69,975 | $ 69,975 | |
Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 95,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Less: Current maturities | $ 704,034 | |
Related Party Loans Payable noncurrent | 2,033,549 | |
THA Family II LLC [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Related Party Loans Payable | $ 1,100,000 | |
Interest rate | 14% | |
Periodic payments | $ 68,107 | |
Elana Fiore [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Related Party Loans Payable | $ 1,637,583 | |
Interest rate | 14% | |
Periodic payments | $ 101,391 |
RELATED PARTY TRANSACTIONS (D_2
RELATED PARTY TRANSACTIONS (Details 1) - Related Party Loan Payable [Member] | Jun. 30, 2024 USD ($) |
Debt Instrument [Line Items] | |
2025 | $ 704,034 |
2026 | 2,033,549 |
Future minimum principal repayments | $ 2,737,583 |
RELATED PARTY TRANSACTIONS (D_3
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||
Jul. 15, 2024 | Aug. 31, 2024 | Jul. 31, 2024 | Jul. 30, 2024 | Jul. 18, 2024 | May 31, 2024 | Dec. 31, 2023 | Dec. 20, 2022 | Jun. 30, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jan. 31, 2023 | Jan. 30, 2023 | |
Related Party Transaction [Line Items] | |||||||||||||
Aggregate principal amount | $ 3,000,000 | $ 1,250,000 | |||||||||||
Conversion of common stock shares | 1,000,000 | ||||||||||||
Conversion price | $ 3 | ||||||||||||
Debt amount converted | $ 300,000 | ||||||||||||
Entired converted amount | $ 3,000,000 | ||||||||||||
Provided conversion shares | 874,474 | ||||||||||||
Share price | $ 0.17 | ||||||||||||
Number of common share sold during the period | 30,000,000 | 11,573,333 | 4,500,000 | ||||||||||
Mr. Ferdinand [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Repayment of debt | $ 1,500,000 | ||||||||||||
Ferdinand [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Payment to related party | 1,350,000 | 351,000 | |||||||||||
Other Prepaid Expense, Current | $ 341,250 | $ 1,023,750 | 1,023,750 | ||||||||||
Related party expenses | $ 341,250 | $ 692,250 | |||||||||||
Elan Blutinger [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Share price | $ 0.25 | ||||||||||||
Number of common share sold during the period | 100,000 | 294,116 | 400,000 | ||||||||||
Patrick Mc Namee [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Number of common share sold during the period | 100,000 | 735,294 | |||||||||||
Kimberly Schaefer [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Number of common share sold during the period | 117,647 | ||||||||||||
Leonard Toboroff [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Number of common share sold during the period | 147,058 | ||||||||||||
Robert Arigo [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Number of common share sold during the period | 176,470 | ||||||||||||
Michael James [Member] | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Number of common share sold during the period | 20,000 | 352,941 |
RISKS AND UNCERTAINTIES (Detail
RISKS AND UNCERTAINTIES (Details Narrative) | Jun. 30, 2024 USD ($) |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Three Sales Channels [Member] | |
Concentration Risk [Line Items] | |
FDIC insured amount | $ 250,000 |
MAJOR SALES CHANNELS (Details N
MAJOR SALES CHANNELS (Details Narrative) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Third Party Sales Channels [Member] | ||
Product Information [Line Items] | ||
Total rental revenue, percentage | 85% | 85% |
STOCK OPTIONS, RESTRICTED STO_3
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Equity [Abstract] | ||
Outstanding at the beginning (in shares) | 1,746,885 | 1,910,484 |
Outstanding at the beginning (in dollars per shares) | $ 2.86 | $ 2.55 |
Weighted Average Remaining Contractual Life (years) | 9 years | 9 years 9 months 18 days |
Aggregate intrinsic value, outstanding at the beginning | $ 5,427,118 | |
Granted (in shares) | 75,000 | |
Granted (in dollars per shares) | $ 2.61 | |
Exercised (in shares) | ||
Exercised (in dollars per shares) | ||
Expired (in shares) | ||
Expired (in dollars per shares) | ||
Forfeited (in shares) | (104,250) | (259,158) |
Forfeited (in dollars per shares) | $ 2.92 | $ 2.03 |
Outstanding at the end (in shares) | 1,642,635 | 1,726,326 |
Outstanding at the end (in dollars per shares) | $ 2.86 | $ 2.63 |
Weighted Average Remaining Contractual Life (years) | 8 years 5 months 23 days | 9 years 2 months 12 days |
Aggregate intrinsic value, outstanding at the end | $ 1,472,448 | |
Number of share exercisable | 443,378 | 50,000 |
Weighted Average Exercise Price exercisable | $ 2.69 | $ 3.05 |
Weighted Average Remaining Contractual Life (years) | 8 years 3 months 21 days | 4 years 10 months 24 days |
Aggregate Intrinsic Value exercisable | $ 5,000 |
STOCK OPTIONS, RESTRICTED STO_4
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS (Details 1) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Equity [Abstract] | |
Nonvested options at the beginning | shares | 1,257,590 |
Nonvested options at the beginning (in dollars per share) | $ / shares | $ 2.93 |
Granted | shares | |
Granted (in dollars per share) | $ / shares | |
Forfeited | shares | (33,333) |
Forfeited (in dollars per share) | $ / shares | $ 4 |
Vested | shares | (25,000) |
Vested (in dollars per share) | $ / shares | $ 4 |
Nonvested options at the end | shares | 1,199,256 |
Nonvested options at the end (in dollars per share) | $ / shares | $ 2.92 |
STOCK OPTIONS, RESTRICTED STO_5
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS (Details 2) | 6 Months Ended |
Jun. 30, 2024 shares | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Number of restricted shares issued | 3,072,000 |
Elan Blutinger [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Number of restricted shares issued | 1,000,000 |
Patrick Mc Namee [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Number of restricted shares issued | 400,000 |
Robert Arigo [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Number of restricted shares issued | 500,000 |
Michael James [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Number of restricted shares issued | 1,172,000 |
STOCK OPTIONS, RESTRICTED STO_6
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS (Details 3) | 6 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
Equity [Abstract] | |
Outstanding at the beginning | shares | 5,442,000 |
Outstanding at the beginning (in dollars per share) | $ / shares | $ 4.68 |
Outstanding at the beginning (in years) | 4 years 8 months 12 days |
Aggregate Intrinsic Value at the beginning | $ | $ 7,038,940 |
Granted | shares | 29,889,372 |
Granted (in dollars per share) | $ / shares | $ 0.10 |
Exercised | shares | (1,450,000) |
Exercised (in dollars per share) | $ / shares | $ 3.31 |
Expired | shares | |
Expired (in dollars per share) | $ / shares | |
Forfeited | shares | |
Forfeited (in dollars per share) | $ / shares | |
Outstanding at the end | shares | 33,881,372 |
Outstanding at the end (in dollars per share) | $ / shares | $ 0.23 |
Outstanding at the end (in years) | 4 years 14 days |
Aggregate Intrinsic Value at the end | $ | $ 4,324,291 |
Exercisable | shares | 33,881,372 |
Exercisable (in dollars per share) | $ / shares | $ 0.23 |
Exercisable (in years) | 4 years 14 days |
Aggregate intrinsic value exercisable | $ | $ 4,324,291 |
STOCK OPTIONS, RESTRICTED STO_7
STOCK OPTIONS, RESTRICTED STOCK UNITS, RIGHTS AND WARRANTS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2024 | Jun. 27, 2024 | May 23, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Jul. 30, 2024 | Jul. 18, 2024 | Jul. 15, 2024 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Stock option expense | $ 146,743 | $ 204,814 | $ 299,082 | $ 372,387 | |||||||
Unamortized option expense | $ 936,070 | $ 936,070 | $ 1,393,537 | $ 936,070 | $ 1,393,537 | ||||||
Unamortized option expense expected to be recognized over a weighted average period | 2 years 6 months | 2 years 1 month 6 days | |||||||||
Number of aggregate shares granted | 3,072,000 | 100,000 | |||||||||
Fair value of all restricted shares | $ 220,000 | ||||||||||
Number of warrants issued | 29,889,372 | ||||||||||
Weighted average exercise price | $ 0.23 | $ 0.23 | $ 0.23 | $ 4.68 | $ 0.165 | $ 0.187 | $ 0.187 | ||||
Number of warrants exercised | 1,450,000 | ||||||||||
Underwriter [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of warrants issued | 2,104,500 | ||||||||||
Weighted average exercise price | $ 0.275 | ||||||||||
Warrant Holders [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of warrants issued | 8,000,000 | ||||||||||
Weighted average exercise price | $ 0.25 | ||||||||||
Alexander [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of warrants issued | 480,000 | ||||||||||
Weighted average exercise price | $ 0.275 | ||||||||||
Unvested Restricted Shares [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Unrecognized compensation cost | $ 166,500 | $ 166,500 | $ 166,500 |
Revenue Share Exchange (Details
Revenue Share Exchange (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jul. 15, 2024 | Jul. 30, 2024 | Jul. 18, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Interest Expenses | $ 28,174,148 | ||||
Shares issued | 30,000,000 | 11,573,333 | 4,500,000 | ||
Greenle Beta [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Shares issued | 36,179 | ||||
Greenle Alpha [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Shares issued | 578,071 |
WYNDHAM AGREEMENTS (Details Nar
WYNDHAM AGREEMENTS (Details Narrative) - USD ($) $ in Thousands | Aug. 02, 2023 | Jun. 30, 2024 |
Development incentive advances | $ 2,600 | |
Minimum [Member] | ||
Agreements terms | 15 years | |
Maximum [Member] | ||
Agreements terms | 20 years |
REDEEMABLE PREFERRED STOCK (Det
REDEEMABLE PREFERRED STOCK (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Dec. 05, 2023 | Oct. 26, 2023 | Jun. 30, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Preferred stock stated value | $ 25 | $ 25 | $ 25 | |||
Number of share sold | 1,330,186 | 600,546 | ||||
Series A Preferred Stock [Member] | ||||||
Number of share issued | 280,000 | |||||
Interest rate | 13% | |||||
Preferred stock stated value | $ 25 | |||||
Dividends outstanding | $ 238,992 | $ 477,984 | ||||
Series A Preferred Stock [Member] | Over-Allotment Option [Member] | ||||||
Number of share sold | 14,144 | |||||
Number of share sold net proceeds | $ 5,775,596 |
EQUITY TRANSACTIONS (Details)
EQUITY TRANSACTIONS (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jul. 31, 2024 | |
Shares | 1,330,186 | 600,546 | |
Price | $ 0.17 | ||
Value | $ 1,879,252 | $ 1,314,808 | |
Non Employee Loan Payment [Member] | |||
Shares | 20,008 | ||
Price | $ 4.57 | ||
Value | $ 91,437 | ||
Non Employee Commission Expense [Member] | |||
Shares | 10,079 | ||
Price | $ 4.57 | ||
Value | $ 46,061 | ||
Non Employee Investor Relations Expense [Member] | |||
Shares | 59,784 | ||
Price | $ 4.33 | ||
Value | $ 258,865 | ||
Non Employee Director Compensation [Member] | |||
Shares | 197,800 | ||
Price | $ 2.92 | ||
Value | $ 577,576 | ||
Employee Compensation [Member] | |||
Shares | 25,000 | ||
Price | $ 2.22 | ||
Value | $ 55,500 | ||
Non Employee Commission Expenses [Member] | |||
Shares | 980,628 | ||
Price | $ 0.84 | ||
Value | $ 823,728 | ||
Non Employee Commission Expense 2 [Member] | |||
Shares | 36,887 | ||
Price | $ 0.71 | ||
Value | $ 26,085 | ||
Non Employee Board Members Pursuant To Related Comp Policy [Member] | |||
Shares | 166,665 | ||
Price | $ 2.58 | ||
Value | $ 429,996 | ||
In Connection With Certain Property Finders Fee Arrangements [Member] | |||
Shares | 136,887 | ||
Price | $ 2.45 | ||
Value | $ 335,373 | ||
In Connection With A Consulting Agreement [Member] | |||
Shares | 196,994 | ||
Price | $ 1.85 | ||
Value | $ 364,439 | ||
In Connection With A Marketing Agreement [Member] | |||
Shares | 100,000 | ||
Price | $ 1.85 | ||
Value | $ 185,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | ||||||
Jul. 15, 2024 | Aug. 31, 2024 | Jul. 30, 2024 | Jul. 18, 2024 | Jun. 30, 2024 | Jun. 28, 2024 | Dec. 31, 2023 | |
Subsequent Events [Abstract] | |||||||
Number of common share sold during the period | 30,000,000 | 11,573,333 | 4,500,000 | ||||
Share price | $ 0.17 | $ 0.15 | $ 0.17 | ||||
Value of common share sold during the period | $ 5,100,000 | $ 1,736,000 | $ 765,000 | ||||
Proceeds from issuance of common stock | $ 4,567,000 | $ 1,530,800 | $ 703,800 | ||||
Number of warrants sold during the period | 306,000 | 694,400 | 270,000 | ||||
Exercise price | $ 0.187 | $ 0.165 | $ 0.187 | $ 0.23 | $ 4.68 | ||
Proceeds from convertible debt | $ 4,122,000 | ||||||
Securities | $ 35,000,000 |