Subsequent Events |
3 Months Ended |
|---|---|
Mar. 31, 2026 | |
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS | 12. SUBSEQUENT EVENTS
The company’s management has evaluated subsequent events occurring after March 31, 2026, the date of our most recent balance sheet, through the date our financial statements were issued.
After the merger was entered into by all parties, the Apimeds’ Korean Affiliate, owner of a majority of Apimeds’ pre-conversion voting stock purported to remove Apimeds’ directors and CEO and made document requests suggesting it takes issue with the terms of the merger transaction. The former CEO has filed litigation (Erik Emerson v. Inscobee Inc. and Apimeds, Inc.) in the Southern District of New York disputing the validity of the Korean affiliate's actions and seeking to compel the completion of the merger transaction's remaining steps.
On April 29, 2026, the Company and its respective subsidiaries entered into a Settlement Agreement which resolves all outstanding disputes among related parties arising from the merger. On May 5, 2026, the action against the Korean Affiliate was voluntarily dismissed without prejudice.
The holder of the Senior Secured Note delivered notice to the Company of its default under the financing documented because of the Korean affiliate’s actions. On April 30, 2026, The Company the holder entered into a forbearance agreement regarding the defaults under the financing documents. The forbearance will extend until June 30, 2026 or such earlier date as the defaults are cured.
On May 6, 2026, the Company repaid the original note to Keren Eliyahu Charitable Trust and the BioBusiness issued a $1,000,000 promissory note (“Note One”) to Keren Eliyahu Charitable Trust. The note bears a non-compounding return equivalent to one hundred and twenty percent (120%) of the principal amount. The 2026 Promissory Note maintains a maturity date of July 5, 2026, upon which the Repayment Amount of $1,200,000 shall be due. The note was later amended in connection with the following debt agreement to extend the maturity date to June 11, 2026.
On May 11, 2026 the Company issued 2,515,194 shares of Common Stock as a portion, of the shares owed to the Advisor.
On May 12, 2026, the BioBusiness issued a $2,000,000 promissory note (“Note Two”) to Keren Eliyahu Charitable Trust. The note bears a non-compounding return (“The Repayment Amount”) equivalent to one hundred and twenty-five percent (125%) of the principal amount. The 2026 Promissory Note maintains a maturity date of June 11, 2026, upon which, the Repayment Amount of $2,500,000 shall be due. |