| INTANGIBLE ASSETS |
NOTE 5 — INTANGIBLE ASSETS Intangible assets consisted of the following: | Intangible Assets | | June 30,
2026 | | | December 31,
2025 | | | Licenses | | | | | | | | Non-Exclusive License Agreement | | $ | 179,821 | | | $ | 179,821 | | | Various generic drugs | | | - | | | | 736,983 | | | Four generic drugs (Encore) | | | - | | | | 1,308,270 | | | Needleless Syringe License | | | 26,060 | | | | 26,060 | | | Patents | | | 48,420 | | | | 48,420 | | | Mineral exploration rights and exploration licenses | | | 48,416,474 | | | | - | | | Total intangible assets, net | | $ | 48,670,775 | | | $ | 2,299,554 | | Intangible assets are as follows: | | ● | Non-Exclusive License Agreement ($179,821) – On March 5, 2023, the Company signed a Non-Exclusive License Agreement with Heidelberg University to grant non-exclusive rights to various licenses owned and under development by the university. The licenses include the use of modified AAV capsid polypeptides for treatment of muscular diseases. The terms include a €50,000 ($56,325) fee for signing the agreement and €100,000 ($112,650) payment within 60 days of the anniversary of signing the agreement. The Company will pay €1,000,000 ($1,126,500) for each assignment of a right to a license owned by the university. For new licenses, the Company will make standard commercial development-based milestone payments for the various stages of license development and regulatory approval. The Company will make 2% royalty payments by January 31st each year during the term of the agreement for each licensed product for the preceding calendar year. The University of Heidelberg license is in good standing. The Company plans to use this license alongside other AAV vectors as part of upcoming clinical trials for KLTO-202. The value of the licenses was $179,821 at both June 30, 2026 and December 31, 2025. | | | ● | Various Generic Drugs ($736,983) - During 2015, the Company acquired two licenses for biosimilar biologic therapies to treat cancer and autoimmune diseases. The value of the licenses was $736,983 at December 31, 2025. During the three months ended March 31, 2026, the Company performed an analysis and determined that the various generic drug licenses were fully impaired, reducing their carrying value to zero. No additional impairment was recognized during the three months ended June 30, 2026, and the carrying value of these licenses was $0 at June 30, 2026. | | | ● | Four Generic Drugs (Encore) ($1,308,270) – On September 12, 2022, the Company acquired four market-approved anti-cancer drugs approved for sale in Germany for $1,308,270. The purchase price represents the fair value of the intangible asset based on the net present value of the projected gross profit to be generated by the licenses. The value of the licenses was $1,308,270 at December 31, 2025. During the three months ended March 31, 2026, the Company performed an analysis and determined that the four generic drugs (Encore) licenses were fully impaired, reducing their carrying value to zero. No additional impairment was recognized during the three months ended June 30, 2026, and the carrying value of these licenses was $0 at June 30, 2026 | | | ● | Needleless Syringe License ($26,060) – On December 1, 2023, the Company signed a license agreement with TransferTech Sherbrooke for the rights to develop and commercialize the technology of a “Needleless Syringe.” Under the terms of the agreement, the Company paid a $26,060 upfront fee and royalty fees on the license income. The Company has not commenced developing the technology. The license is in good standing. The Company has worked with Sherbrooke to begin advanced prototyping of the device and has plans to fund continued tech development and selection of drug candidates to pair with the device. The value of the license was $26,060 at both June 30, 2026 and December 31, 2025. | | | ● | Patents ($48,420) – Through its licensing arrangements, the Company acquires the right to patents for Alzheimer, ALS, and other items. Once the patents are declared effective, patents are amortized using the straight-line method over their estimated useful lives or statutory lives, whichever is shorter, and will be reviewed for impairment upon any triggering event that may impact the assets’ ultimate recoverability as prescribed under the guidance related to impairment of long-lived assets. Costs incurred to acquire patents, including legal costs, are also capitalized as long-lived assets and amortized on a straight-line basis with the associated patent. The patent value, which is included in licenses in the accompanying condensed consolidated balance sheet, was $48,420 at both June 30, 2026 and December 31, 2025. | | | ● | Exclusive World-wide License Agreement – On January 24, 2022, the Company signed an exclusive, world-wide License Agreement with the University of Barcelona for a cell and/or gene therapy that has shown compelling activity in animal models of human Alzheimer’s disease and amyotrophic lateral sclerosis (“ALS” or “Lou Gehrig’s disease”). The gene therapy will also be applied to age-related diseases and rare (“Orphan”) diseases. Beginning on December 15, 2022, the annual license fee is 10,000 Euros. In addition, the Company will pay a Royalty equal to 3% of net sales of finished products once the license is in use. The UAB license remains in good standing, and the Company plans to use the license for clinical development of its Klotho pipeline, including KLTO-101 and KLTO-202. As of June 30, 2026 and December 31, 2025, the Company owed $0 under the agreement. No amount has been capitalized with respect to this agreement, and accordingly it is not included in the table above. | | | ● | Mineral exploration rights and early-stage exploration licenses ($48,416,474) – The Company holds mineral exploration rights and early-stage exploration licenses related to the Skaergaard Project in Greenland. The mineral exploration rights and exploration licenses represent the Company’s rights to explore, develop, and drill and sample mineral resources within the licensed area. As of June 30, 2026, the Company’s intangible assets primarily comprise early-stage exploration assets that are not yet ready for their intended use. | The Company’s medical licenses and patents are not currently in use, as the Company is in the pre-revenue stage, and accordingly are not being amortized. Once these licenses and patents are placed in service, they will be amortized on a straight-line basis over their estimated useful lives. The Company’s mineral exploration rights and exploration licenses relate to exploration-stage properties that are not yet ready for their intended use and are not amortized. Such assets will be amortized on a units-of-production basis if and when the related properties enter production. No amortization expense was recognized for the three and six months ended June 30, 2026 or 2025.
|