v3.25.2
Derivative liabilities
6 Months Ended
Jun. 30, 2025
Derivative liabilities  
Derivative liabilities

6. Derivative liabilities

 

Embedded derivatives

 

The Company’s convertible promissory notes gave rise to derivative financial instruments. The notes embodied certain terms and conditions that were not clearly and closely related to the host debt agreement in terms of economic risks and characteristics. These terms and features consist of the embedded conversion option.

 

The following tables summarize the components of the Company’s derivative liabilities and linked common shares as of June 30, 2025 and December 31, 2024 and the amounts that were reflected in income related to derivatives for the period ended:

 

 

 

June 30, 2025

 

The financings giving rise to derivative financial instruments

 

Indexed

Shares

 

 

Fair

Values

 

Embedded derivatives

 

 

12,249,668

 

 

$146,543

 

Total

 

 

12,249,668

 

 

$146,543

 

 

 

 

December 31, 2024

 

The financings giving rise to derivative financial instruments

 

Indexed

Shares

 

 

Fair

Values

 

Embedded derivatives

 

 

35,592,281

 

 

$158,055

 

Total

 

 

35,592,281

 

 

$158,055

 

The following table summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the three and six months ended June 30, 2025 and 2024:

 

 

 

For the three months ended

 

 

 

June 30,

2025

 

 

June 30,

2024

 

Embedded derivatives

 

$66,848

 

 

$(5,845)

Loss on issuance of derivative

 

 

-

 

 

 

-

 

Total gain (loss)

 

$66,848

 

 

$(5,845)

 

 

 

For the six months ended

 

 

 

June 30,

2025

 

 

June 30,

2024

 

Embedded derivatives

 

$11,512

 

 

$38,062

 

Loss on issuance of derivative

 

 

-

 

 

 

-

 

Total gain (loss)

 

$11,512

 

 

$38,062

 

 

Current accounting principles that are provided in ASC 815 require derivative financial instruments to be classified in liabilities and carried at fair value with changes recorded in income. The Company has selected the Monte Carlo Simulation Model, which approximates the Monte Carlo Simulations, valuation technique to fair value the embedded derivative because it believes that this technique is reflective of all significant assumption types, and ranges of assumption inputs, that market participants would likely consider in transactions involving embedded derivatives. Such assumptions include, among other inputs, interest risk assumptions, credit risk assumptions and redemption behaviors in addition to traditional inputs for option models such as market trading volatility and risk-free rates. The Binomial Lattice Model technique is a level three valuation technique because it requires the development of significant internal assumptions in addition to observable market indicators. For instruments in which the time to expiration has expired, the Company has utilized the intrinsic value as the fair value. The intrinsic value is the difference between the quoted market price on the valuation date and the applicable conversion price.

 

Significant inputs and results arising from the Monte Carlo Simulation process are as follows for the embedded derivatives that have been bifurcated from the convertible notes and classified in liabilities:

 

 

 

Inception Date

 

 

December 31,

2024

 

 

June 30,

2025

 

Quoted market price on valuation date

 

$0.034

 

 

$0.0152

 

 

$0.032

 

Effective contractual conversion rates

 

$0.026

 

 

$0.01296

 

 

$0.02864

 

Contractual term to maturity

 

0.5 Years

 

 

0.25 Years

 

 

0.25 Years

 

Market volatility:

 

 

 

 

 

 

 

 

 

 

 

 

Volatility

 

200.36%-332.78

%

 

86.07%-169.31

%

 

200.36%-332.78

%

Risk-adjusted interest rate

 

 

10%

 

 

10%

 

 

10%

The following table reflects the issuances of embedded derivatives and changes in fair value inputs and assumptions related to the embedded derivatives as of June 30, 2025 and December 31, 2024:

 

 

 

Six Months

Ended

 

 

Year Ended

 

 

 

June 30,

2025

 

 

December 31,

2024

 

Balances at beginning of period

 

$158,055

 

 

$149,182

 

Issuances:

 

 

 

 

 

 

 

 

Embedded derivatives

 

 

-

 

 

 

-

 

Conversions/extinguishments

 

 

 

 

 

 

 

 

Changes in fair value inputs and assumptions reflected in income

 

 

(11,512)

 

 

8,873

 

Balances at end of period

 

$146,543

 

 

$158,055