v3.25.2
DERIVATIVE FINANCIAL INSTRUMENTS
6 Months Ended
Jun. 30, 2025
Investments, All Other Investments [Abstract]  
DERIVATIVE FINANCIAL INSTRUMENTS

NOTE 8 – DERIVATIVE FINANCIAL INSTRUMENTS

 

Embedded derivatives

 

The Company’s convertible notes payable 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   1,964,023   $441,273 
Total   1,964,023   $441,273 

 

         
   December 31, 2024 
The financings giving rise to derivative financial instruments  Indexed
Shares
   Fair
Values
 
Embedded derivatives   2,791,924   $387,238 
Total   2,791,924   $387,238 

 

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   For the Six Months Ended 
   June 30, 2025   June 30, 2024   June 30, 2025   June 30, 2024 
Embedded derivatives  $61,318   $(42,896)  $(141,392)  $(18,380)
Loss on issuance of derivative   (57,538)   (109,043)   (75,214)   (109,043)
Gain on extinguishment of derivative liability   10,601    184,875    362,572    264,539 
Total gain (loss)  $14,381   $32,936   $145,966   $137,116 

  

Current accounting principles that are provided in ASC 815 - Derivatives and Hedging 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, a 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 Monte Carlo Simulation 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
October 10, 2024 Note
 
 
 
 
Inception Date
January 3, 2025 Note
 
 
 
 
Inception Date
June 10, 2025 Note
 
 
 
 
Period Ended
June 30, 2025
 
 
Quoted market price on valuation date  $0.231   $0.240   $0.463   $0.330 
Effective contractual conversion rates  $0.200   $0.1495   $0.267   0.1983-0.2275 
Contractual term to maturity   2 year     0.87 year    0.87 Years    0.79-1.28 Years 
Market volatility:                    
Volatility   177.44-452.93%   116.47-291.91%   148.93-297.07%   157.88-298.97%
Risk-adjusted interest rate   9.00%   12.00%   12%   9-12%

 

 

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.

        
  

Period Ended

June 30, 2025 

  

Year Ended

December 31, 2024

 
Balances at beginning of period  $387,238   $217,177 
Issuances:          
  Embedded derivatives   275,213    595,722 
  Gain on extinguishment of derivative liability   (362,572)   (264,539)
  Changes in fair value inputs and assumptions reflected in income   141,394    (161,122)
Balances at end of period  $441,273   $387,238