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SUBSEQUENT EVENTS
12 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 17 - SUBSEQUENT EVENTS

 

On January 4, 2024, 34,838 shares of Convertible Preferred Stock Series B were converted into 348,380 shares of common stock. Undeclared cumulative dividends of approximately $35,000 remain outstanding and have not yet been converted.

 

In late January 2024, the Company vacated its former showroom, offices and warehouse facility. The operating right-of-use asset was fully impaired at December 31, 2023 and the related loss of $5,240,946 was included in the operating expenses of the discontinued operations. The liability for the right-of-use asset of approximately $4,200,000 remains as the Company has not been formally discharged of the debt.

 

On July 22, 2024, the Company entered into an Employment Agreement (the “Employment Agreement”) with Ms. Jamie Rotman, under which Ms. Rotman receives annual compensation equal to $180,000 payable in Series C Preferred Stock or common stock, either at Ms. Rotman’s discretion, discounted 50% over the then market price (and payable in cash at Ms. Rotman’s discretion), plus a signing bonus of $25,000 payable in shares of Series C Preferred Stock, vesting over 2024. The Employment Agreement was made retroactive to January 1, 2024. The Employment Agreement also provides for a 24-month severance payment upon a termination without cause (as defined) and a 24 month change in control severance. Ms. Rotman was appointed as President of the Company effective December 21, 2023.

 

On June 1, 2024, the Company entered into a term convertible promissory note with Blue Oar. The Company may borrow amounts up to $1,000,000 at an interest rate of 12% per annum. Prior working capital advances of $343,694 through December 31, 2023 are rolled into this note agreement. Monthly installment payments of principal and interest of $7,500 are payable beginning on July 1, 2024 with a balloon payment due on July 1, 2025. The maturity date can be extended for six months to January 1, 2026 at Blue Oar’s discretion. Blue Oar may elect to receive payments in common stock at a discounted rate of 50% of the market rate based on any two days within the prior twenty day’s closing price, no less than $.01 (the “Floor”). The note carries a $50,000 closing fee ($75,000 if not paid in full with common shares). In the event of default, the interest rate will increase to 19% and owe a default fee of 6% of the outstanding balance plus $25,000.