RELATED PARTY TRANSACTIONS |
3 Months Ended |
|---|---|
Mar. 31, 2026 | |
| Related Party Transactions [Abstract] | |
| RELATED PARTY TRANSACTIONS | 9. RELATED PARTY TRANSACTIONS
Tiziana is a related party as it is under common control. The Company and Tiziana share directors, officers and significant shareholders. The Company has also been formed due to an acquisition of a subsidiary company from Tiziana. As of March 31, 2026, Tiziana owns approximately 10.91% of the Company.
Effective with the demerger agreement, the Company entered into a shared services agreement, where the Company outsources certain limited management and administrative services. The Company notes that the fees consist of payroll costs associated with time spent providing services for the Company and are based on actual time spent and the allocated payroll costs. In addition, the Company is charged, at cost, for utilization of certain office space. There was no mark-up associated with fees charged for these services. For the three months ended March 31, 2026 and 2025, the Company has incurred approximately $4,734 and $3,378, respectively. The balance due to Tiziana in respect of the shared services agreement at March 31, 2026 was $103,563.
As of March 31, 2026 and December 31, 2025, $211,057 and $198,424 respectively, was also due to Tiziana, as Tiziana had paid for expenses on behalf of the Company. In addition to this, of March 31, 2026 and December 31, 2025, $3,746,500 and $3,351,500 respectively, was also due to Tiziana as Tiziana had provided funding support.
In January 2022, the Company and Gabriele Cerrone, who is the Chairman of the Board of Directors and the largest shareholder, entered into an agreement in which he will provide consulting services to the Company for a monthly fee of $5,500. As of March 31, 2026 and December 31, 2025, $66,000 and $49,500, respectively was due to Gabriele Cerrone.
As of March 31, 2026 and December 31, 2025, $175,000 and $162,500, respectively, was due to John Brancaccio in respect of unpaid directors’ fees.
As of March 31, 2026 and December 31, 2025, $170,833 and $ 158,333 respectively, was due to Sean Macdonald in respect of unpaid directors’ fees.
As of March 31, 2026 and December 31, 2025, $164,874 and $159,194, respectively, was due to Willy Simon in respect of unpaid directors’ fees.
As of March 31, 2026 and December 31, 2025, $44,628 and $41,282, respectively, was due to Keeren Shah in respect of unpaid consultancy fees.
As of March 31, 2026 and December 31, 2025, $0 and $7,485, respectively, was due to Jeff Fensterer in respect of unpaid expenses.
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