v3.26.1
WARRANTS
12 Months Ended
Dec. 31, 2025
Warrants  
WARRANTS

NOTE 20 — WARRANTS

 

In connection with the debt-to-equity conversion transactions completed during fiscal year 2025, the Company issued detached warrants to certain debt holders.

 

- On May 7, 2025, the Company issued 90,123 shares of Common Stock at a conversion price of $1.19 per share, together with warrants to purchase 81,739 shares of Common Stock at an exercise price of $1.29 per share and expiring on the fifth anniversary of the issuance date, in connection with the conversion of $105,444 of indebtedness payable to Hangmuk Shin.

 

- On May 7, 2025, the Company issued 135,817 shares of Common Stock at a conversion price of $1.27 per share, together with warrants to purchase 125,383 shares of Common Stock at an exercise price of $1.42 per share and expiring on the fifth anniversary of the issuance date, in connection with the conversion of $175,205 of indebtedness payable to Jeyoun Baeg.

 

- On May 7, 2025, the Company issued 135,817 shares of Common Stock at a conversion price of $1.27 per share, together with warrants to purchase 125,383 shares of Common Stock at an exercise price of $1.42 per share and expiring on the fifth anniversary of the issuance date, in connection with the conversion of $175,205 of indebtedness payable to Jungok You.

  

All warrants issued above have a contractual term of five years and expire on the fifth anniversary of the issuance date (May 7, 2030). Subsequently, on August 19, 2025, warrants held by Jungok You were exercised in full at an exercise price of $1.42 per share, resulting in the issuance of 125,383 shares of Common Stock for aggregate cash proceeds of approximately $ 178,044.

 

 

The following table summarizes the Company’s warrant activity for the fiscal year ended December 31, 2025:

 

Warrant Activity  Number of Warrants   Weighted-Average Exercise Price ($)   Weighted-Average Remaining Contractual Term (Yrs) 
Outstanding at December 31, 2024   -    -    - 
Granted (May 7, 2025)   332,505    1.39    5.00 
Exercised (August 19, 2025)   (125,383)   1.42    - 
Expired / Forfeited   -    -    - 
Outstanding at December 31, 2025   207,122    1.37    4.35 
Exercisable at December 31, 2025   207,122    1.37    4.35 

 

In accordance with ASC 470-50, the Company measured the fair value of the warrants issued as part of the debt extinguishment consideration using the Black-Scholes Option Pricing Model (BSM) pursuant to the fair value guidance under ASC 820.

 

 

GLOBAL INTERACTIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements

 

NOTE 20 — WARRANTS (cont.)

 

The valuation was performed using the following assumptions as of the grant date (May 7, 2025):

Assumption   Input 
Stock price at grant date  $1.38 
Risk-free interest rate   4.04%
Expected volatility   186.39%
Expected term   5.00 Years 
Expected dividend yield   0.00%

 

Based on the assumptions above, the specific valuation components by each warrant holder tranche are summarized as follows:

 

Holder  Warrants Issued   Exercise Price   FV/Warrant ($)   Total Warrant FV ($) 
Hangmuk Shin   81,739   $1.29    1.97    160,720.51 
Jeyoun Baeg   125,383   $1.42    1.96    246,186.97 
Jeongok You   125,383   $1.42    1.96    246,186.97 
Total   332,505              653,094.44 

 

The aggregate fair value of the 332,505 warrants issued was $653,094.44, which was included as part of the consideration transferred in determining the total loss on debt extinguishment of approximately $1,168,228. The corresponding amount was recorded within additional paid-in capital (APIC) – warrants.