v3.26.1
Subsequent Events
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

Note 14 SUBSEQUENT EVENTS

 

The Company has evaluated subsequent events the date on which the consolidated financial statements were available to be issued.

 

Pursuant to the securities purchase agreement outlined in note 6, the company expects to continue funding operations through the execution of additional convertible notes in accordance with the maximum aggregate principal to fund operations of the parent, and its respective subsidiaries.

 

On March 30, 2026, the BioBusiness issued a $1,000,000 secured promissory note (“The 2026 Promissory Note”) to Keren Eliyahu Charitable Trust. The 2026 Promissory Note bears a non-compounding return (“The Repayment Amount”) equivalent to one hundred and ten percent (110%) of the principal amount. The 2026 Promissory Note maintains a maturity date of May 15, 2026, upon which, the Repayment Amount of $1,100,000 shall be due. As collateral within the agreement, the BioBusiness has pledged it’s Certificate of Deposit (“The CD”) having a value equal to or greater than $1,700,000 towards payment of the aggregate principle and interest on the 2026 Promissory Note.  
   
 On February 5, 2026, MindWave issued a $750,000 intercompany note (“The Interco Note”) to the BioBusiness. The Interco Note bears zero percent interest in the event that the principal amount of $750,000 is paid in full to the BioBusiness no longer than 10 days following the preferred share conversion (see note 4). Upon a failure to repay the Interco Note principal amount in full within the time window provided, the note will then bear an eight percent (8%) interest rate per annum.
   
 On April 24, 2026, the Company and its respective subsidiaries entered into a Settlement Agreement which resolves all outstanding disputes among related parties. Pursuant to the Settlement Agreement, the Company plans to issue 2,515,194 shares of common stock to investment banking advisory partners.