Promissory Note – KM QUAD |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Debt Disclosure [Abstract] | |
| Promissory Note – KM QUAD | Note 9 — Promissory Note – KM QUAD
In November 2024, February 2025 and May 2025, the Company issued unsecured promissory notes in the aggregate principal amount of $500,000, $250,000 and $290,000, respectively (collectively the “KM QUAD Notes”) to KM QUAD in connection with the Business Combination. The KM QUAD Notes are unsecured, interest-free and due on the earlier date of (i) consummation of the Business Combination, (ii) a breach by the Company of any its obligations under the KM QUAD Notes, (iii) the termination of the proposed Business Combination, or (iv) expiration of the Combination Period (as defined in the KM QUAD Notes). KM QUAD will have the right to convert all or any part of the outstanding and unpaid amount of the KM QUAD Notes into shares of common stock, or other securities, at $ per share upon the consummation of the Business Combination. As of June 30, 2026 and December 31, 2025, no amount and $1,040,000 were outstanding under the KM QUAD Notes, respectively. On January 15, 2026, the Business Combination Agreement with KM QUAD was terminated. As a result, the KM QUAD Notes became due and payable in accordance with their terms.
On April 30, 2026, KM QUAD released and discharged the Company from all obligations under the KM QUAD Notes, including the outstanding principal balance of $1,040,000. This was recorded as gain on forgiveness of promissory notes in the consolidated statement of operations.
|