Related Party Transactions |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions | Note 5. Related Party Transactions
Office Space
The Company utilizes the office space and equipment of its management at no cost.
Note Payable - Stockholder
On April 30, 2026, the Company issued a promissory note (the “Note”) to a stockholder of the Company pursuant to which the Company agreed to repay the sum of any and all amounts advanced to the Company, on or before the date that the Company consummates a business combination with a private company or reverse takeover transaction or other transaction after which the Company would cease to be a shell company. In the event of an Event of Default, the entire note shall automatically become due and payable (the “Default Date”) and starting from five (5) days after the Default Date, the interest rate on the note shall accrue at the rate of eighteen percent (18%) per annum. As of June 30, 2026, the amount due under the note payable was $75,000.
Common Stock Issuance
On April 30, 2026, the Company issued (i) 10,000,000 shares of its $0.0001 par value common stock and (ii) 1,000,000 shares of its $0.0001 par value Series A Super Voting Stock to the founder of the Company for an aggregate purchase price of $10,000. In connection with the issuance of the common stock, the Company also issued warrants to the founder to purchase up to 50,000,000 shares of common stock at an exercise price of $0.01 per share. The warrants are exercisable at any time and expire twenty years from the date of issuance. If the underlying shares are not registered under the Securities Act at the time of exercise, the warrants may be exercised on a cashless basis. The Company issued these shares of Common Stock and Series A Super Voting Stock under the exemption from registration provided by Section 4(a)(2) of the Securities Act. The Securities Purchase Agreement is filed herewith as Exhibit 10.1.
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