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DERIVATIVE LIABILITY
12 Months Ended
Dec. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVE LIABILITY

NOTE 9 - DERIVATIVE LIABILITY

 

The Convertible Promissory Notes with 1800 Diagonal Lending LLC and Vanquish Funding Group, Inc. with the issue dates of April 16, 2025, November 13, 2025 and December 2, 2025 is accounted for under ASC 815.  The variable conversion price is not considered predominantly based on a fixed monetary amount settleable with a variable number of shares due to the volatility and trading volume of the Company’s common stock. The Company’s derivative liabilities have been measured at fair value using the binomial model.

 

The inputs into the binomial models are as follows:

 

                    
  

December 31,

2025

 

December 2,

2025

 

November 13,

2025

 

April 16,

2025

Closing share price  $0.0016   $0.0011   $0.0024   $0.0029 
Conversion price  $0.0007   $0.0008   $0.0013   $0.0008 
Risk free rate   4.29%   3.90%   3.90%   3.90%
Expected volatility   227%   258%   256%   337%
Dividend yield   0%   0%   0%   0%
Expected life   0.62 - 0.71 years    

0.79

years

    

0.75

years

    

0.80

years

 

 

 

The fair value of the convertible promissory note derivative liability relating to the Notes issued to 1800 Diagonal Lending LLC and Vanquish Funding Group, Inc. on April 16, 2025, November 13, 2025 December 2, 2025 is $596,207 (2024 - $0), of which $243,000 was recorded as a debt discount and the remainder of $353,207 was recorded as initial derivative expense. During the year ended December 31, 2025, the convertible promissory note derivative liability was reduced by $66,075 for settlement of derivative liabilities due to conversion of the Notes into common stock by the Holders. The decrease in the fair value of the conversion option derivative liability of $134,669 is recorded as a gain in the consolidated statements of operations for the year ended December 31, 2025. The convertible promissory note derivative liability at December 31, 2025 and 2024 is $395,464 and $0, respectively.