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WARRANTS ACCOUNTED FOR AS EQUITY
 12 Months Ended
Dec. 31, 2025
Warrants Accounted For As Equity  
WARRANTS ACCOUNTED FOR AS EQUITY

NOTE 20 – WARRANTS ACCOUNTED FOR AS EQUITY

 

Bridge Loan Warrants

 

As part of the Share Exchange, the Company acquired a number of warrants that had been issued in conjunction with a bridge loan in the Company before the Share Exchange occurred. Such warrants are exercisable, for a period of ten years, expiring September 18, 2029, to purchase an aggregate of 9,440 shares of Common Stock of the Company at $24.63 per share.

 

Placement Warrants

 

On November 21, 2025, the Company completed a registered direct offering with certain investors, issuing 2,285,715 shares of its Common Stock at $3.50 per share. In connection with the offering, the Company engaged A.G.P./Alliance Global Partners (the “Placement Agent”) to act as exclusive Placement Agent in connection with the offering. Pursuant to the Placement Agent Agreement, in addition to a fixed fee based on gross proceeds, the Placement Agent was issued a common stock purchase warrant to purchase 2.0% of the securities sold at an exercise price of 110% of the offering price (the Common Stock Purchase Warrant”), which resulted in a Common Stock Purchase Warrant exercisable for 45,714 shares of the Company’s Common Stock. The Common Stock Purchase Warrant is exercisable at any time, has a five (5)-year term and an exercise price of $3.85 per share. The Common Stock Purchase Warrant has an aggregate fair value of $63,542 that was determined using the Black-Scholes pricing model with the following assumptions: 57% volatility, risk free interest rate of 3.59%, an expected life of five years and no dividend. The aggregate fair market value of the Common Stock Purchase Warrant was recorded as an offset to gross proceeds of the Offering and an increase to additional paid-in capital.

 

A summary of warrant activity and related information for the years ended December 31, 2025 and 2024 is presented below:

 

  

   Warrants   Weighted-Average
Exercise Price		   Weighted Average Remaining Contractual Term in Years   Aggregate
Intrinsic Value		 
                 
Outstanding at December 31, 2023   -   $-   $-   $- 
Issued   -    -    -    - 
Exercised   -    -    -    - 
Expired   -    -    -    - 
Outstanding at December 31, 2024   -    -    -    - 
Acquired on Share Exchange   9,440    24.63    4.2    - 
Issued   45,714    3.85    5.0    - 
Exercised   -    -    -    - 
Expired   -    -    -    - 
Outstanding at December 31, 2025   55,154   $7.41    4.7   $- 
Exercisable at December 31, 2025   55,154   $7.41    4.7   $- 

 

The aggregate intrinsic value for the warrants outstanding and exercisable as of December 31, 2025 was zero because these warrants were out of the money on December 31, 2025.