Promissory Notes |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Promissory Notes | Note 6. Promissory Notes
On September 11, 2025, the Company entered into a Promissory Note for a principal amount of $353,050 with the Company receiving cash proceeds of $300,000. The Company recognized debt discount of $53,050 at the issuance of the notes. The note matures on August 30, 2026, and bears a one-time interest of 12% or $42,366. Any amount of principal or interest which is not paid when due shall bear interest at the rate of 22% per annum from the due date. Additionally, in the event of default, the holder may convert all or any part of the outstanding and unpaid amount of this note into shares of Company’s common stock with a discount rate of 35% on the lowest trading price of the common stock during the ten trading days prior to the conversion date.
During the period ended March 31, 2026, the Company repaid $172,995 of the principal balance The Company recognized amortization on the debt discount of $13,263 during the period ended March 31, 2026. As of March 31, 2026 and December 31, 2025, the principal balance of the note was $180,056 and $353,050.
On October 13, 2025, the Company entered into a Promissory Note for a principal amount of $76,550 with the Company receiving cash proceeds of $70,000. The Company recognized debt discount of $18,550 at the issuance of the notes. The note matures on August 15, 2026 and bears a one-time interest of 15% or $13,282. Any amount of principal or interest which is not paid when due shall bear interest at the rate of 22% per annum from the due date. Additionally, in the event of default, the holder may convert all or any part of the outstanding and unpaid amount of this note into shares of Company’s common stock with a discount rate of 35% on the lowest trading price of the common stock during the ten trading days prior to the conversion date.
During the period ended March 31, 2026, the Company repaid $14,087 of the principal balance The Company recognized amortization on the debt discount of $5,565 during the period ended March 31, 2026. As of March 31, 2026 and December 31, 2025, the principal balance of the note was $62,463 and $76,550.
On March 26, 2026, the Company entered Secured Promissory Note Agreements with two investors for their purchase of (i) 14% secured promissory notes of the Company in the aggregate original principal amount of $700,000 payable on April 17, 2026 and (ii) 5-year warrants to purchase 3,300,000 shares of the Company’s common stock at an exercise price of $0.08. The proceeds were paid directly to Rowland Day as part of the Stock Purchase Agreement. Should the Company default on repayment for the note in full by the maturity date, the Common shall issue to the holders a total of shares of the Company’s common stock. The Company’s obligations under the Notes are secured by a security interest in certain property granted by the Company for the benefit of Holders pursuant to the terms of a Security Agreement dated October 31, 2025, between the Company and the Holders and a Patent Security Agreement dated October 31, 2025, between the Company and Holders. The warrants had a relative fair value of $252,834, which was recorded as a discount on the note.
The Company recognized amortization on the debt discount of $57,462 during the period ended March 31, 2026 on the promissory notes. As of March 31, 2026, the principal balance of the note was $700,000.
As of March 31, 2026, the unamortized debt discount was $225,823. As of December 31, 2025, the Company had unamortized debt discount of $49,279.
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