Convertible Loans |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Convertible Loans [Abstract] | |
| CONVERTIBLE LOANS | NOTE 11 – CONVERTIBLE LOANS
July 2021 Debenture
On July 6, 2021, the Company entered into another securities purchase with the Debenture Holder for the issuance of a Convertible Debenture (the “July 2021 Debenture”) in the aggregate principal amount of up to $2,500,000 with a maturity date of twelve months after the issuance thereof, provided that in case of an event of default, the July 2021 Debenture may become at the Debenture Holder’s election immediately due and payable. In addition, the Company paid to an affiliate of the Debenture Holder a fee equal to 3.5% of the amount of the July 2021 Debenture and a one-time due diligence and structuring fee of $5,000 at the closing.
The principal balance of $1,130,000 of the July 2021 Debenture was converted into 1,386 common shares of the Company for the year ended December 31, 2021. The remaining balance of $1,370,000 of the July 2021 Debenture was converted into 1,068 common shares of the Company during the year ended December 31, 2022.
March 2022 Note
On March 10, 2022, the Company entered into a securities purchase agreement with an accredited investor for the issuance of a Convertible Promissory Note (the “Note”) in the aggregate principal amount of $3,105,000 with a maturity date of twelve months after the payment of the purchase price for the Note, which will be converted into Company’s common shares. The Note carries an original issue discount of $90,000. In addition, the Company paid $15,000 to the investor to cover legal fees, accounting fees, due diligence etc. On October 13, 2022, the Company entered into a standstill agreement with the investor. Pursuant to the standstill agreement, the investor will not seek to convert any portion of the Note for a period beginning as of the date of the agreement and ending on December 10, 2022 (the “Standstill Period”). Balance of the Note were increased by $310,500.00 (the “Standstill Fee”) as of the date of the agreement. The fair value of the Note was $3,922,686 as of December 31, 2022. On May 26, 2023, the Company entered into an extension agreement with the investor to extend the maturity date until March 10, 2024. Balance of the Note were increased by $145,569 as of the date of the agreement.
The principal balance of $100,000 of the March 2022 Note was converted into 291 common shares of the Company on December 20, 2022. The remaining balance of $3,461,069 was converted into 27,966 common shares of the Company during the year ended December 31, 2023.
For the years ended December 31, 2024, 2023 and 2022, due to the change in fair value of convertible debentures, the Company recorded an unrealized gain (loss) of , $47,813 and ($467,383) in other expense, respectively. Interest expense recognized for these convertible debentures for the years ended December 31, 2024, 2023 and 2022 was , $90,638 and $194,117, respectively. |