10. CONVERTIBLE NOTES RECEIVABLE

During 2021 through 2023, we purchased an aggregate of $378,250 of convertible notes receivable with original issuance discounts totaling $31,626 from StemSation International (“StemSation”). The notes were convertible into common shares ranging from $0.01 to $0.005 per common share and matured in one year from each of the funding dates of the notes. The original issuance discounts were amortized over the lives of the notes. Stemsation made total repayments of $114,250 during 2022 and 2023, and the remaining balance of $264,000 was in default prior to settlement.

On June 5, 2023, the Company entered into a settlement agreement with StemSation to convert the notes receivable balances of $264,000 into shares of StemSation’s common stock at $0.00176 per share. The settlement agreement was approved on June 15, 2023 by the Circuit Court.

Pursuant to the agreement, the Company is entitled to receive 150,000,000 shares of StemSation’s common stock in exchange for the full settlement of the outstanding notes receivable. As of June 30, 2023, the Company recognized the settlement receivable at $264,000, equal to the carrying amount of the notes receivable exchanged. Accordingly, the convertible notes receivable were derecognized.

Between July and November 2023, $103,916 of the $264,000 settlement was converted into 59,043,425 shares, as summarized in the table below. The remaining $160,084 of the settlement was recorded as a settlement receivable in the accompanying condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025 and is expected to be converted in subsequent periods.

  SCHEDULE OF CONVERTIBLE SETTLEMENT OF DEBT 

Of the 59,043,425 shares issued, 39,043,425 shares were sold in the third quarter of 2023 for total proceeds of $68,716, of which $33,516 was collected and $35,200 remains receivable. The remaining 20,000,000 shares, converted in November 2023 and valued at $35,200, were recorded as an investment in StemSation stock at cost.

In March 2024, the Company sold an additional 10,000,000 shares for $17,600, the proceeds of which remained outstanding as of December 31, 2025. As a result, the gross receivable balance related to these transactions was $52,800 at March 31, 2026 and December 31, 2025. As of March 31, 2026 and December 31, 2025, the Company recorded a full allowance for credit losses against the outstanding receivable balance based on management’s evaluation of collectability and current expected credit loss factors. The remaining 10,000,000 shares converted in November 2023, valued at $17,600, were recorded as an investment in StemSation stock as of March 31, 2026 and December 31, 2025 at cost. Management believes the carrying values approximate fair value based on the expected recovery pursuant to the Stock Purchase Agreement covering a total of 150,000,000 shares.

During May 2025, we purchased a convertible note for $28,750, with original issuance discount of $3,750. The note is convertible into common shares for $0.005 per common share and matures in one year from the funding of the note.

Convertible notes receivable were $30,500 and $1,750 as of March 31, 2026 and December 31, 2025, respectively. The $30,500 balance matured in May 2025 and was in default as of the filing date of this report.