[1]

As of March 31, 2026, and December 31, 2025, the Company had outstanding current working capital loans from related-party of approximately $320 thousand and $176 thousand, respectively. March 31, 2026, the balance consisted of approximately $241 thousand owed to Ms. Claudia Grimaldi, the Company’s Principal Financial Officer, and approximately $79 thousand owed to Mr. Ram Mukunda, the Company’s Chief Executive Officer. December 31, 2025, the balance consisted of approximately $176 thousand owed to Ms. Claudia Grimaldi. During the three months ended March 31, 2026, the Company received approximately $144 thousand of additional proceeds from related-party working capital loans. The loans are unsecured, bear interest at 8.5% per annum, are payable on demand unless otherwise agreed by the parties, and were provided to support the Company’s general working capital needs.

[2]

On March 5, 2026, the Company entered into a Securities Purchase Agreement (the “VFG Purchase Agreement”) with Vanquish Funding Group Inc. (“VFG”), pursuant to which the Company issued a promissory note (the “VFG Note”) with a principal amount of approximately $353 thousand, maturing on February 28, 2027. The VFG Note was issued with an original issue discount of approximately $46 thousand and debt issuance costs of approximately $25 thousand, resulting in net proceeds of approximately $282 thousand. The Company may prepay the VFG Note in full at any time. Upon the occurrence and continuation of an event of default, VFG may convert outstanding amounts into shares of the Company’s common stock at 75% of the lowest trading price during the ten trading days preceding conversion, subject to a 4.99% beneficial ownership limitation and a 19.99% share issuance cap unless stockholder approval is obtained. The Company determined that the conversion feature requires bifurcation as an embedded derivative under ASC 815-15. As of March 31, 2026, the derivative liability was recorded at a fair value of approximately $27 thousand. The total debt discount of approximately $98 thousand, comprising the original issue discount, derivative liability, and debt issuance costs, is being amortized to interest expense over the term of the VFG Note using the effective interest method. For the three months ended March 31, 2026, amortization of debt discount was approximately $10 thousand. As of March 31, 2026, the carrying amount of the VFG Note was approximately $265 thousand, net of an unamortized debt discount of approximately $88 thousand, and the fair value of the derivative liability was approximately $27 thousand, with no change during the period.

[3]

On June 11, 2020, the Company received an Economic Injury Disaster Loan (“EIDL”) for approximately $150 thousand at an annual interest rate of 3.75%. The Company must pay principal and interest payments of $731 every month beginning June 5, 2021. The SBA will apply each installment payment first to pay interest accrued to the day the SBA receives the payment and will then apply any remaining balance to reduce the principal. All remaining principal and accrued interest is due and payable 30 years from the date of the loan. For the three months ended March 31, 2026, the interest expense and principal payment for the EIDL were approximately $1 thousand and $1 thousand, respectively.

[4]

On February 2, 2026, HH Processors, LLC, a subsidiary of the Company, entered into a loan agreement with ODK Capital LLC (“OnDeck”), pursuant to which the Company received net proceeds of approximately $214 thousand in financing (the “OnDeck Loan”). The OnDeck Loan bears an annual percentage rate of 31.9% and is repayable in accordance with the terms and conditions set forth in the loan agreement, including scheduled periodic payments of approximately $3 thousand per week. The OnDeck Loan matures on August 2, 2027. The proceeds are being used for general working capital and corporate purposes. For the three months ended March 31, 2026, the interest expense and principal payment for OnDeck were approximately $8 thousand and $16 thousand, respectively.