v3.26.1
SUBSEQUENT EVENTS (Tables)
6 Months Ended
Jun. 30, 2026
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
SCHEDULE OF ALLOCATION OF FAIR VALUE IN PRIVATE PLACEMENT

The allocation was calculated as follows:

 

Component 

Standalone

Fair Value

  

% of Total

Fair Value

  

Allocation of

Proceeds

  

Allocation per

Share/Warrant

 
Common Stock (6,156,001 shares)  $340,245    60.66%  $190,867   $0.0310 
Common Stock (6,156,001 shares)  $340,245    60.66%  $190,867   $0.0310 
Warrants (5,700,001 warrants)   220,643    39.34%   123,773    0.0217 
Total  $560,888    100%  $314,640      
SCHEDULE OF SHARES AWARDED

Shares earned/paid, but not yet issued, subsequent to June 30, 2026:

 

Date     # Shares     Amount     Price/Share     Type   Notice  
7/01/2026 b †   31,081,875     $ 1,360,606     $ 0.044     plan 2021   affiliate  
7/01/2026 b     705,058       30,619       0.043     plan 2021      
7/01/2026 a     736,770       27,476       0.037     consulting fee      
7/01/2026 a     106,667       —       —     commission      
7/08/2026 a *   450,000       14,753       0.033     private placement      
7/08/2026 a *   —       8,247       —     private placement   warrants  
7/05/2026 a     150,000       3,750       0.025     consulting fee      
8/10/2026 a     150,000       3,300       0.022     consulting fee      
8/14/2026       33,380,370     $ 1,448,751     $ 0.043            

 

Warrants paid, but not yet issued, subsequent to June 30, 2026

 

Date     # Warrants     wavg Term     wavg Exerc     Type   Notice  
7/08/2026 a *   416,667       5.0     $ 0.12            

 

* During the period from April 20, 2026, to May 8, 2026, the Company proposed a private placement offering investors to purchase shares and warrants issued together as a unit; however, each warrant is detachable and separately exercisable to purchase one share of Common Stock. The average price was $0.06 per unit, less a broker (Member FINRA / SIPC) fee consisting of 8% cash commission and 8% bonus shares. The Company raised a total of $23,000 (after $2,000 cash commission) and issued 450,000 shares of Common Stock (after 33,333 bonus shares), as well as 416,667 5-year warrants exercisable to buy Common Stock at $0.12 per share. The net received by the Company was $0.053 per unit. As at August 14, 2026, shares and warrants have not yet been issued.
   
† The shares will be issued as shares of Preferred Stock, but are for comparison purposes expressed as Common share equivalents.
   
a The Company claims an exemption from the registration requirements of the Securities Act for the private placement of these securities pursuant to Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated under the Securities Act.
b The Company claims an exemption from the registration requirements of the Securities Act for the compensatory benefit plan pursuant to Rule 701 of the Securities Act.
Unit Offering [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
SCHEDULE OF ALLOCATION OF FAIR VALUE IN PRIVATE PLACEMENT

The allocation was calculated as follows:

 

Component 

Standalone

Fair Value

  

% of Total

Fair Value

  

Allocation of

Proceeds

  

Allocation per

Share/Warrant

 
Common Stock (450,000 shares)  $12,199    64.14%  $14,753   $0.0328 
Common Stock (450,000 shares)  $12,199    64.14%  $14,753   $0.0328 
Warrants (416,667 warrants)   6,819    35.86%   8,247    0.0198 
Total  $19,017    100%  $23,000