INCOME TAXES (Tables)
|
12 Months Ended |
Dec. 31, 2025 |
| Income Tax Disclosure [Abstract] |
|
| SCHEDULE OF RECONCILIATIONS OF STATUTORY INCOME TAX RATE |
The
following table presents domestic and foreign components of consolidated loss before income taxes from continuing operations for the
periods presented:
SCHEDULE OF DOMESTIC AND FOREIGN COMPONENTS
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Domestic | |
| (16,965,875 | ) | |
| (6,152,857 | ) |
| Foreign | |
| - | | |
| - | |
Beginning
in 2025 annual reporting, we adopted ASU 2023-09 prospectively. A reconciliation of the statutory income tax rates and the Company’s
effective tax rate is as follows:
SCHEDULE OF RECONCILIATIONS OF STATUTORY INCOME TAX RATE
| | |
Amount | | |
Percent | |
| | |
December 31, 2025 | |
| | |
Amount | | |
Percent | |
| U.S. Federal Statutory Tax Rate | |
| (3,562,676 | ) | |
| 21.00 | % |
| State taxes, net of federal income tax effect* | |
| (828,843 | ) | |
| 4.89 | % |
| Foreign Tax Effects | |
| - | | |
| - | |
| NOL expiration | |
| | | |
| | |
| Effect of Changes in Tax Laws or Rates Enacted in the Current Period | |
| - | | |
| - | |
| Effect of Cross-Border Tax Laws | |
| - | | |
| - | |
| Tax Credits | |
| | | |
| | |
| Research and development tax credits | |
| 8,285 | | |
| -0.05 | % |
| Change in FV of warrant liability | |
| | | |
| | |
| Tax impact of convertible debenture | |
| | | |
| | |
| Tax impact of divestiture | |
| | | |
| | |
| Changes in Valuation Allowances | |
| 589,175 | | |
| -3.47 | % |
| Nontaxable or Nondeductible Items | |
| | | |
| | |
| Non-deductible expenses | |
| 120,826 | | |
| -0.71 | % |
| Stock compensation | |
| 108,017 | | |
| -0.64 | % |
| Changes in Unrecognized Tax Benefits | |
| (254,408 | ) | |
| 1.50 | % |
| Other Adjustments | |
| | | |
| | |
| Tax impact of section 382 attribute forfeiture | |
| 3,820,144 | | |
| -22.52 | % |
| True-up | |
| (521 | ) | |
| 0.00 | % |
| Income taxes provision (benefit) | |
$ | 0 | | |
| 0.00 | % |
The
following table presents required disclosures prior to the adoption of ASU 2023-09 and displays the reconciliation between statutory
federal income taxes and the total income tax provision (benefit):
| | |
December 31, 2024 | |
| Statutory federal income tax rate | |
| 21.00 | % |
| State taxes, net of federal tax benefit | |
| 5.90 | % |
| Non-deductible expenses | |
| 0.02 | % |
| NOL expiration | |
| 0.00 | % |
| Tax credit | |
| -3.87 | % |
| Change in FV of warrant liability | |
| 1.42 | % |
| Tax impact of convertible debenture | |
| -4.18 | % |
| Tax impact of divestiture | |
| 0.00 | % |
| Tax impact of section 382 attribute forfeiture | |
| -202.84 | % |
| Stock compensation | |
| -53.37 | % |
| True-up | |
| -2.87 | % |
| Change in valuation allowance | |
| 238.69 | % |
| Income taxes provision (benefit) | |
| -0.10 | % |
|
| SCHEDULE OF RECONCILIATIONS OF STATUTORY INCOME TAX RATE |
Beginning
in 2025 annual reporting, we adopted ASU 2023-09 prospectively. A reconciliation of the statutory income tax rates and the Company’s
effective tax rate is as follows:
SCHEDULE OF RECONCILIATIONS OF STATUTORY INCOME TAX RATE
| | |
Amount | | |
Percent | |
| | |
December 31, 2025 | |
| | |
Amount | | |
Percent | |
| U.S. Federal Statutory Tax Rate | |
| (3,562,676 | ) | |
| 21.00 | % |
| State taxes, net of federal income tax effect* | |
| (828,843 | ) | |
| 4.89 | % |
| Foreign Tax Effects | |
| - | | |
| - | |
| NOL expiration | |
| | | |
| | |
| Effect of Changes in Tax Laws or Rates Enacted in the Current Period | |
| - | | |
| - | |
| Effect of Cross-Border Tax Laws | |
| - | | |
| - | |
| Tax Credits | |
| | | |
| | |
| Research and development tax credits | |
| 8,285 | | |
| -0.05 | % |
| Change in FV of warrant liability | |
| | | |
| | |
| Tax impact of convertible debenture | |
| | | |
| | |
| Tax impact of divestiture | |
| | | |
| | |
| Changes in Valuation Allowances | |
| 589,175 | | |
| -3.47 | % |
| Nontaxable or Nondeductible Items | |
| | | |
| | |
| Non-deductible expenses | |
| 120,826 | | |
| -0.71 | % |
| Stock compensation | |
| 108,017 | | |
| -0.64 | % |
| Changes in Unrecognized Tax Benefits | |
| (254,408 | ) | |
| 1.50 | % |
| Other Adjustments | |
| | | |
| | |
| Tax impact of section 382 attribute forfeiture | |
| 3,820,144 | | |
| -22.52 | % |
| True-up | |
| (521 | ) | |
| 0.00 | % |
| Income taxes provision (benefit) | |
$ | 0 | | |
| 0.00 | % |
The
following table presents required disclosures prior to the adoption of ASU 2023-09 and displays the reconciliation between statutory
federal income taxes and the total income tax provision (benefit):
| | |
December 31, 2024 | |
| Statutory federal income tax rate | |
| 21.00 | % |
| State taxes, net of federal tax benefit | |
| 5.90 | % |
| Non-deductible expenses | |
| 0.02 | % |
| NOL expiration | |
| 0.00 | % |
| Tax credit | |
| -3.87 | % |
| Change in FV of warrant liability | |
| 1.42 | % |
| Tax impact of convertible debenture | |
| -4.18 | % |
| Tax impact of divestiture | |
| 0.00 | % |
| Tax impact of section 382 attribute forfeiture | |
| -202.84 | % |
| Stock compensation | |
| -53.37 | % |
| True-up | |
| -2.87 | % |
| Change in valuation allowance | |
| 238.69 | % |
| Income taxes provision (benefit) | |
| -0.10 | % |
|
| SCHEDULE OF UNRECOGNIZED TAX BENEFITS |
SCHEDULE
OF PROVISION FOR INCOME TAXES
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Current | |
| | | |
| | |
| US Federal | |
$ | - | | |
$ | - | |
| US State | |
| - | | |
| 6,334 | |
| US Foreign | |
| - | | |
| | |
| Total current provision | |
| - | | |
| 6,334 | |
| Deferred | |
| | | |
| | |
| US Federal | |
| (589,000 | ) | |
| 6,069,000 | |
| US State | |
| (315,000 | ) | |
| 8,617,000 | |
| US Foreign | |
| - | | |
| - | |
| Total deferred benefit | |
| (904,000 | ) | |
| 14,686,000 | |
| Change in valuation allowance | |
| 904,000 | | |
| (14,686,000 | ) |
| Total provision for income taxes | |
$ | - | | |
$ | 6,334 | |
The
components of deferred tax assets and liabilities are as follows:
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Deferred tax assets | |
| | | |
| | |
| Net operating loss | |
$ | 1,234,000 | | |
$ | 1,626,000 | |
| Research and development credits | |
| - | | |
| 254,000 | |
| Accrued expenses | |
| - | | |
| 13,000 | |
| Stock compensation | |
| 37,000 | | |
| 145,000 | |
| Unrealized loss on digital assets | |
| 757,000 | | |
| - | |
| Provision for losses on notes receivable | |
| 1,275,000 | | |
| 101,000 | |
| Research and development expenses | |
| 703,000 | | |
| 963,000 | |
| Total deferred income tax assets | |
| 4,006,000 | | |
| 3,102,000 | |
| | |
| | | |
| | |
| Net deferred income tax assets | |
| 4,006,000 | | |
| 3,102,000 | |
| Valuation allowance | |
| (4,006,000 | ) | |
| (3,102,000 | ) |
| Deferred tax asset, net of allowance | |
$ | - | | |
$ | - | |
During
2025 and 2024, the aggregate changes in our total gross amount of unrecognized tax benefits are summarized as follows:
SCHEDULE
OF UNRECOGNIZED TAX BENEFITS
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Gross unrecognized tax benefits at the beginning of the year | |
| 279,105 | | |
| - | |
| Increases (decreases) related to current year positions | |
| - | | |
| 8,285 | |
| Increases (decreases) related to prior year positions | |
| (279,105 | ) | |
| 270,820 | |
| Expiration of unrecognized tax benefits | |
| - | | |
| | |
| Gross unrecognized tax benefits at the end of the year | |
$ | - | | |
$ | 279,105 | |
|
| SCHEDULE OF UNRECOGNIZED TAX BENEFITS |
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Deferred tax assets | |
| | | |
| | |
| Net operating loss | |
$ | 1,234,000 | | |
$ | 1,626,000 | |
| Research and development credits | |
| - | | |
| 254,000 | |
| Accrued expenses | |
| - | | |
| 13,000 | |
| Stock compensation | |
| 37,000 | | |
| 145,000 | |
| Unrealized loss on digital assets | |
| 757,000 | | |
| - | |
| Provision for losses on notes receivable | |
| 1,275,000 | | |
| 101,000 | |
| Research and development expenses | |
| 703,000 | | |
| 963,000 | |
| Total deferred income tax assets | |
| 4,006,000 | | |
| 3,102,000 | |
| | |
| | | |
| | |
| Net deferred income tax assets | |
| 4,006,000 | | |
| 3,102,000 | |
| Valuation allowance | |
| (4,006,000 | ) | |
| (3,102,000 | ) |
| Deferred tax asset, net of allowance | |
$ | - | | |
$ | - | |
During
2025 and 2024, the aggregate changes in our total gross amount of unrecognized tax benefits are summarized as follows:
SCHEDULE
OF UNRECOGNIZED TAX BENEFITS
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Gross unrecognized tax benefits at the beginning of the year | |
| 279,105 | | |
| - | |
| Increases (decreases) related to current year positions | |
| - | | |
| 8,285 | |
| Increases (decreases) related to prior year positions | |
| (279,105 | ) | |
| 270,820 | |
| Expiration of unrecognized tax benefits | |
| - | | |
| | |
| Gross unrecognized tax benefits at the end of the year | |
$ | - | | |
$ | 279,105 | |
|
| SCHEDULE OF UNRECOGNIZED TAX BENEFITS |
SCHEDULE
OF UNRECOGNIZED TAX BENEFITS
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Gross unrecognized tax benefits at the beginning of the year | |
| 279,105 | | |
| - | |
| Increases (decreases) related to current year positions | |
| - | | |
| 8,285 | |
| Increases (decreases) related to prior year positions | |
| (279,105 | ) | |
| 270,820 | |
| Expiration of unrecognized tax benefits | |
| - | | |
| | |
| Gross unrecognized tax benefits at the end of the year | |
$ | - | | |
$ | 279,105 | |
|
| SCHEDULE OF INCOME TAX NET OF REFUNDS |
SCHEDULE
OF INCOME TAX NET OF REFUNDS
| | |
December 31, 2025 | | |
December 31, 2024 | |
| Cash paid for income taxes, net of refunds | |
| | | |
| | |
| Federal | |
$ | - | | |
$ | - | |
| State | |
| - | | |
| 6,334 | |
| Foreign | |
| - | | |
| - | |
| Total cash paid for income taxes, net of refunds | |
$ | - | | |
$ | 6,334 | |
Based
on the available objective evidence, including the Company’s history of cumulative losses, management believes it is likely that
the Company’s U.S. federal and state net deferred tax assets will not be realizable. Accordingly, the Company provided for a full
valuation allowance against its U.S. federal and state net deferred tax assets at December 31, 2025, and December 31, 2024.
Due
to the full valuation allowance already in place on the Company’s U.S. federal and state net deferred tax assets, the Company does
not anticipate significant changes in the Company’s effective tax rate.
Changes
to US tax law enacted on July 4, 2025, allow for immediate expensing of domestic research and experimentation costs, accelerated depreciation
on eligible capital expenditures, and other tax law changes impacting 2025 with certain changes effective in 2026. These changes are
reflected in our results for the year ended December 31, 2025, and did not have a material impact on the Company’s effective tax
rate in 2025.
At
December 31, 2025, the Company has U.S. federal and state net operating loss carryforwards of approximately $4,602,000 and $3,831,000,
respectively, which are available to offset future taxable income. U.S. federal net operating loss carryforwards can be carried forward
indefinitely. State net operating loss carryovers begin to expire in 2044.
The
Company’s net operating loss and tax credit carryforwards may be subject to an annual limitation under sections 382 and 383 of
the Internal Revenue Code of 1986 (the “Code”), and similar state provisions if the Company experienced one or more ownership
changes, which would limit the amount of net operating loss and tax credit carryforwards that may be utilized to offset future taxable
income and tax, respectively. In general, an ownership change, as defined by section 382, results from equity shifts that increase ownership
of certain stockholders or public groups in the stock of the corporation of more than 50% over a three-year period. As a result of the
September 2025 subscription agreement, a section 382 ownership change has occurred. After the consummation of the agreement, the Qualigen
business has been substantially reduced resulting in any pre-ownership change net operating loss and tax credit carryforwards becoming
fully limited under section 382. The pre-ownership change net operating losses and tax credit carryforward DTAs are considered worthless
and have been written-off the deferred tax table presented above. The Company has not completed an Internal Revenue Code Section 382
analysis.
The
Company files income tax returns in the U.S. federal jurisdiction and in California. The Company’s U.S. federal income tax returns
remain subject to examination by the Internal Revenue Service. The Company’s California income tax returns remain subject to examination
by the California Franchise Tax Board. The companies tax returns for calendar year 2022 and forward are subject to examination by the
U.S. federal and state tax authorities.
Generally
accepted accounting principles clarify the accounting for uncertainty in income taxes recognized in the Company’s financial statements
and prescribe thresholds for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax
return, and also provide guidance on de-recognition and measurement of a tax position taken or expected to be taken in a tax return.
The Company adopted these provisions effective April 1, 2009.
The
Company had unrecognized tax benefits of $0 as of December 31, 2025. Due to the existence of the valuation allowance, future changes
in unrecognized tax benefits would have no effect on the Company’s effective tax rate. The Company does not foresee any material
changes over the next 12 months. In accordance with generally accepted accounting principles, the Company will recognize interest and
penalties accrued on any unrecognized tax benefits as a component of income tax expense. As of December 31, 2025, the Company has not
accrued any interest or penalties related to uncertain tax positions.
|