FAIR VALUE MEASUREMENTS (Tables)
|
6 Months Ended |
12 Months Ended |
Jun. 30, 2025 |
Dec. 31, 2024 |
| SCHEDULE OF ASSETS AND LIABILITIES THAT ARE MEASURED AT FAIR VALUE ON A RECURRING BASIS |
|
SCHEDULE
OF ASSETS AND LIABILITIES THAT ARE MEASURED AT FAIR VALUE ON A RECURRING BASIS
| | |
| |
Quoted Prices in | | |
Significant Other | | |
Significant Other | |
| | |
| |
Active Markets | | |
Observable Inputs | | |
Unobservable Inputs | |
| December 31, 2024 | |
Level | |
(Level 1) | | |
(Level 2) | | |
(Level 3) | |
| Assets: | |
| |
| | | |
| | | |
| | |
| Investment held in Trust Account | |
1 | |
$ | 6,668,522 | | |
| - | | |
| - | |
| Liabilities: | |
| |
| | | |
| | | |
| | |
| Subscription Agreement loan | |
3 | |
$ | - | | |
| - | | |
$ | 13,760,771 | |
| Loan and Transfer notes payable | |
3 | |
$ | - | | |
| - | | |
$ | 465,722 | |
| | |
| |
Quoted Prices in | | |
Significant Other | | |
Significant Other | |
| | |
| |
Active Markets | | |
Observable Inputs | | |
Unobservable Inputs | |
| December 31, 2023 | |
Level | |
(Level 1) | | |
(Level 2) | | |
(Level 3) | |
| Assets: | |
| |
| | | |
| | | |
| | |
| Investment held in Trust Account | |
1 | |
$ | 19,901,169 | | |
| - | | |
| - | |
|
| SCHEDULE OF SUBSCRIPTION FINANCIAL LIABILITIES |
|
The
key inputs of the models used to value the Company’s Subscription Agreement loan were:
SCHEDULE
OF SUBSCRIPTION FINANCIAL LIABILITIES
| Inputs | |
December 31,
2024 | |
| Term Remaining | |
| 0.53 | |
| Share Price | |
$ | 11.50 | |
| Risk-Free Rate | |
| 4.40 | % |
|
| SCHEDULE OF FAIR VALUE OF FINANCIAL LIABILITIES |
|
The
change in the fair value of Subscription Agreement loans measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF FINANCIAL LIABILITIES
| | |
| | |
| Initial Subscription Agreement loans at March 5, 2024 | |
$ | 1,786,236 | |
| Initial Financial Liabilities - SPAC loans | |
$ | 1,786,236 | |
| Change in fair value | |
| 11,974,535 | |
| Subscription Agreement loans at December 31, 2024 | |
$ | 13,760,771 | |
| Financial Liabilities - SPAC loans | |
$ | 13,760,771 | |
|
| SCHEDULE OF LOAN AND TRANSFER NOTE PAYABLE |
|
The
key inputs of the models used to value the Company’s Loan and Transfer notes payable as of December 31, 2024 were:
SCHEDULE
OF LOAN AND TRANSFER NOTE PAYABLE
| Inputs | |
December 31,
2024 | |
| Term Remaining | |
| 0.11 | |
| Share Price | |
$ | 11.50 | |
| Risk-Free Rate | |
| 4.64 | % |
|
| SCHEDULE OF FAIR VALUE OF LOAN AND TRANSFER NOTE PAYABLE |
|
The
change in the fair value of Loan and Transfer notes payable measured using Level 3 inputs, for December 31, 2024 is summarized as follows:
SCHEDULE
OF FAIR VALUE OF LOAN AND TRANSFER NOTE PAYABLE
| | |
| | |
| Loan and Transfer notes payable at December 31, 2023 | |
$ | 12,384 | |
| Change in fair value | |
| 453,338 | |
| Loan and Transfer notes payable at December 31, 2024 | |
$ | 465,722 | |
|
| Parent Company [Member] |
|
|
| SCHEDULE OF ASSETS AND LIABILITIES THAT ARE MEASURED AT FAIR VALUE ON A RECURRING BASIS |
SCHEDULE
OF ASSETS AND LIABILITIES THAT ARE MEASURED AT FAIR VALUE ON A RECURRING BASIS
| | |
| | |
Quoted Prices in Active Markets | | |
Significant Other
Observable
Inputs | | |
Significant Other
Unobservable
Inputs | |
| June 30, 2025 | |
Level | | |
(Level 1) | | |
(Level 2) | | |
(Level 3) | |
| Liabilities: | |
| | | |
| | | |
| | | |
| | |
| Subscription financial liabilities | |
| 3 | | |
$ | — | | |
| — | | |
$ | 2,025,344 | |
| Convertible Notes | |
| 3 | | |
| — | | |
| — | | |
| 3,617,508 | |
| Loan and Transfer note payable | |
| 3 | | |
$ | — | | |
| — | | |
$ | 499,214 | |
| Forward Purchase Agreement liabilities | |
| 3 | | |
| — | | |
| — | | |
| 49,285 | |
|
|
| SCHEDULE OF SUBSCRIPTION FINANCIAL LIABILITIES |
The
key inputs of the models used to value the Company’s Subscription Agreement loans were:
SCHEDULE
OF SUBSCRIPTION FINANCIAL LIABILITIES
| Inputs | |
June 30, 2025 | |
| Term Remaining | |
| 0.13 | |
| Share Price | |
$ | 0.27 | |
| Risk-Free Rate | |
| 4.28 | % |
|
|
| SCHEDULE OF FAIR VALUE OF FINANCIAL LIABILITIES |
The
change in the fair value of Subscription Agreement loans measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF FINANCIAL LIABILITIES
| | |
| | |
| Balance, December 31, 2024 | |
$ | - | |
| | |
| | |
| Assumed in Business Combination | |
| 1,828,098 | |
| Debt extinguishment | |
| (13,141 | ) |
| Addition to principal | |
| 60,000 | |
| | |
| | |
| Change in fair value | |
| 150,387 | |
| Subscription Agreement loans at June 30, 2025 | |
$ | 2,025,344 | |
|
|
| SCHEDULE OF FAIR VALUE OF LOAN AND TRANSFER NOTE PAYABLE |
The
change in the fair value of Loan and Transfer notes payable measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF LOAN AND TRANSFER NOTE PAYABLE
| | |
| | |
| Balance, December 31, 2024 | |
$ | - | |
| Assumed in Business Combination | |
| 499,214 | |
| Change in fair value | |
| - | |
| Subscription Agreement loans at June 30, 2025 | |
$ | 499,214 | |
|
|
| SCHEDULE OF CONVERTIBLE NOTES |
The
key inputs of the models used to value the Company’s convertible notes as of June 30, 2025 were:
SCHEDULE
OF CONVERTIBLE NOTES
| Inputs | |
June 30, 2025 | |
| Term Remaining | |
| 0.64 | |
| Share Price | |
$ | 0.27 | |
| Risk-Free Rate | |
| 12.66 | % |
| Risk-Free Rate | |
| 12.66 | % |
|
|
| SCHEDULE OF FAIR VALUE OF THE CONVERTIBLE NOTES |
The
change in the fair value of the convertible notes measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF THE CONVERTIBLE NOTES
| | |
| | |
| Balance, December 31, 2024 | |
$ | - | |
| Fair value at issuance | |
| 3,000,000 | |
| Change in fair value | |
| 175,354 | |
| Convertible notes at March 31, 2025 | |
| 3,175,354 | |
| Change in fair value | |
| 442,154 | |
| Convertible notes loans at June 30, 2025 | |
$ | 3,617,508 | |
|
|
| SCHEDULE OF FAIR VALUE OF THE FORWARD PURCHASE AGREEMENT |
The
change in the fair value of the forward purchase agreement measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF THE FORWARD PURCHASE AGREEMENT
| | |
| | |
| Balance, December 31, 2024 | |
$ | - | |
| Assumed in Business Combination | |
| 49,034 | |
| Change in fair value | |
| 269 | |
| Forward purchase agreement at March 31, 2025 | |
| 49,303 | |
| Balance | |
| 49,303 | |
| Change in fair value | |
| (18 | ) |
| Forward purchase agreement at June 30, 2025 | |
$ | 49,285 | |
| Balance | |
$ | 49,285 | |
|
|