Related Party Transactions |
6 Months Ended | ||
|---|---|---|---|
Jun. 30, 2026 | |||
| Related Party Transactions [Abstract] | |||
| RELATED PARTY TRANSACTIONS |
On October 7, 2024, the Company entered into a Business Funding Agreement (the “Funding Agreement”) with ASPIS Cyber Technologies, Inc. (“ASPIS”), pursuant to which ASPIS agreed to make a $2,500,000 investment in the Company. ASPIS, the Company’s largest shareholder, is a cloud-based mobile endpoint cyber security technology company for anti-tapping and anti-hacking within the government, finance, gaming and social media sectors.
ASPIS is an affiliate of Cronus Equity Capital Group, LLC (“CECG”). ASPIS holds approximately 55.79% and CECG holds approximately 15.94%, respectively, of the outstanding common shares of the Company based on the amount of Company common shares issued and outstanding as of June 30, 2026. See Note 7.
On April 15, 2026, the Company and ASPIS entered into a Stock Purchase Agreement (the “SPA”). Pursuant to the SPA, the Company sold to ASPIS, and ASPIS purchased for cash, a number of shares of Company common stock, at a price, equal to $1,700,000 divided by 105% of the closing price of a share of Company common stock on the day preceding consummation. The purchase price was 105% of such closing price. On June 26, 2026, the Company consummated the transaction contemplated by its Stock Purchase Agreement with ASPIS dated April 15, 2026. Specifically, the Company issued 1,310,969 shares of Company common stock for total consideration of $1,700,000.
In addition, on May 15, 2026, ASPIS renewed and extended its Technology License and Software Development Agreement with the Company. Pursuant to this amendment, the Company delivered a functional license for its gamification, engagement, and QR code technology, and ASPIS will pay the Company a license fee of $165,000 per month through at least January 31, 2027. Since the license is a functional license and the performance obligation was satisfied upon delivery, the Company recognized the entire transaction price of $1,485,000 as revenue in the quarter ended June 30, 2026.
In addition, for the three months ended June 30, 2026 and 2025, ASPIS represented approximately 99.5% and 100% of revenue and 98.4% and 98.9% of revenue for the six months ended June 30, 2026 and 2025. respectively. ASPIS represented 100% of the accounts receivable as of June 30, 2026 and December 31, 2025, respectively.
As of June 30, 2026 and December 31, 2025 the Company had a receivable balance owed from ASPIS of $1,596,000 and $836,000, respectively. |