v3.26.1
DERIVATIVE LIABILITIES
3 Months Ended
Mar. 31, 2026
DERIVATIVE LIABILITIES  
DERIVATIVE LIABILITIES

NOTE 11 – DERIVATIVE LIABILITIES

 

The fair values of the conversion option of outstanding convertible notes payable and common stock warrants were determined to be derivative liabilities under ASC 815 due to the default on convertible notes payable disclosed above, which resulted in a variable conversion price on the outstanding convertible note payable. The fair value of the derivative liabilities was estimated using a Monte-Carlo model with the following assumptions:

 

 

 

March 31,

2026

 

 

December 31,

2025

 

Volatility

 

 

80%

 

 

90%

Dividend Yield

 

 

0%

 

 

0%

Risk-free rate

 

 

3.68%

 

 

3.41%

Expected term

 

1.65 years

 

 

1.29 years

 

Stock price

 

$0.70

 

 

$0.68

 

Conversion price

 

$0.984

 

 

$0.984

 

Derivative liability fair value

 

$3,777,864

 

 

$3,463,727

 

Number of shares issued upon conversion, exercise, or satisfaction of required conditions

 

 

14,871,912

 

 

 

11,053,795

 

 

All fair value measurements related to the derivative liabilities are considered significant unobservable inputs (Level 3) under the fair value hierarchy of ASC 820.

 

The table below presents the change in the fair value of the derivative liability during the three months ended March 31, 2026:

 

Fair value as of December 31, 2025

 

$3,463,727

 

Derivative value for liquidated damages added to principal balance of notes

 

 

242,745

 

Change in fair value of derivatives

 

 

71,392

 

Fair value as of March 31, 2026

 

$3,777,864

 

The total impact of derivative liabilities recognized in the Company’s consolidated statements of operations includes the change in fair value of derivatives, with the Company recognizing a total loss of $71,392 during the three months ended March 31, 2026.