Subsequent Events |
3 Months Ended |
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Mar. 31, 2025 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 10. SUBSEQUENT EVENTS
Initial public offering
On May 12, 2025, the Company consummated its initial public offering (the “IPO”) of 3,375,000 shares of its common stock at a price of $4.00 per share, generating gross proceeds to the Company of $13.5 million before deducting underwriting discounts and offering expenses.
Conversion of Related Parties 2022 Convertible Notes and 2021 Convertible Note
In connection with the closing of its initial public offering (the” IPO’), the Related Parties 2022 Convertible Notes and 2021 Convertible Note automatically converted into shares of common stock. Pursuant to the terms of the 2021 and 2022 Convertible Notes agreements (as emended), all outstanding accrued and unpaid interest owed under the 2021 and 2022 Convertible Notes was to convert into Common Stock simultaneously with the consummation of an offering of Common Stock resulting in the listing of the common stock on the NYSE American, or other national securities exchange. An aggregate of $772,545 of outstanding principal and accrued interest under the Notes was converted to common stock, resulting in the issuance of an aggregate of 297,133 shares of Company’s common stock, based on a conversion price of $2.60 per share, as set forth in the 2021 and 2022 Convertible Notes.
Underwriting Agreement and Representative’s Warrants
In connection with the IPO, the Company entered into an underwriting agreement, dated May 8, 2025, between the Company and D. Boral Capital LLC, as representative of the underwriters. In connection with the agreement, the company issued warrants to purchase an aggregate of 168,750 shares of common stock (the “Representative’s Warrants”. The Representative’s Warrants have an exercise price of $5.00 per share, are exercisable on or after November 4, 2025, and will expire years from the date of issuance.
Amendments of Related Parties 2024 Promissory Notes and 2025 Promissory Note
On May 16, 2025, the Related Parties 2024 Promissory Notes and 2025 Promissory Note were further amended extending the maturity date of for the outstanding principal and accrued interest payment dates for all notes to May 19, 2026. |