v3.26.1
Equity
3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
EQUITY

12. EQUITY

 

Lind Offerings and Repayments

 

On March 3, 2025 and April 1, 2025, Lind has converted the remaining $400,000 principal balance on 2nd Lind Note into 400,000 shares of the Company’s common stocks. All principal balance of 2nd Lind Note was fully converted as of April 1, 2025.

 

On March 3, 2025, April 1, 2025, May 14, 2025, June 5, 2025 and July 9, 2025, Lind converted $1,000,000 ($200,000 in each conversion) principal balance on 3rd Lind Note into 936,239 shares of the Company’s common stock. As of July 9, 2025, all principal balance of 3rd Lind note was fully converted.

 

Stock-Based Compensation and Payments

 

Three months ended March 31, 2025 

 

For the three months ended March 31, 2025, the Company issued 80,654 shares of common stock, for the rent payments of January to March 2025, amounting to $48,773.

 

Three months ended March 31, 2026

 

For the three months ended March 31, 2026, the Company issued 60,005 shares of common stock, for the rent payments of January to March 2026, amounting to $106,287.

 

For the three months ended March 31, 2026, the Company issued 69,171 restricted shares to employees as compensations of $69,171.

 

For the three months ended March 31, 2026, the Company issued 102,015 restricted shares to advisors and consultants as compensations of $198,416.

 

For the three months ended March 31, 2026, the Company issued 250,000 common stocks to advisors and consultants as compensations of $413,500.

 

Private placement

 

Three months ended March 31, 2026

 

In January 12, 2026, the Company sold an aggregate amount of $256,000 on the same terms and conditions as the Reg S Offering; Pursuant to the share subscriptions, the Company has issued an aggregate of 131,280 shares of the Company’s common stock. The price at which the Shares were sold at $1.95 per share.

 

Stock subscription received

 

Three months ended March 31, 2026

 

In March 2026, the Company received $63,492 from an investor to subscribe 45,351 shares of the company’s common stock. The shares were issued in April 2026 due to administrative process.

 

Noncontrolling Interests

 

On March 14, 2024, AiBtl issued 1,610,700 AiBtl’s common stocks to a land acquisition transaction in Taiwan, including the 1-year business consulting fee of $383,500 incurred beginning in November 2023, and the cost of land $7,670,000. The land will be used for developing health related businesses. However, upon the closing of the transaction, both parties are aware of such Taiwan’s legal restrictions prohibiting foreign entities directly owning farmland. In August 2024, the Company incorporated a controlling subsidiary, Yunzhiyi, to hold the title of the land upon government’s approval. On March 31, 2025, AiBtl and the landowners executed the Nominee Holding Agreement, Land Lease Agreement, and Consulting Agreement, under the witness of and confirmed by a legal counsel in Taiwan, in which the landowners unconditionally grant the full legal rights to the land to AiBtl before the completion of the title transfer. These agreements are effective until the title transfer is completed. Based on the execution of the agreement, AiBtl recognized $7,670,000 ($5 per share of AiBtl’s common stock) of land on its balance sheet.

The Company applied a valuation agent to value the land, applying the observable market quote.

 

To further secure the ownership of land, the board of AiBtl authorized Ms. Jiang in June 2025 to temporarily hold the land title until the administrative procedures are finalized. The title was transferred to Ms. Jiang later that month, and AiBtl recorded $5,794 in acquisition costs associated with the transaction. As of the reporting date, government review of the transfer of land title to Yun Zhi Yi is pending completion.