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Subsequent Events
9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
19 SUBSEQUENT EVENTS

 

October 2024 Senior Promissory Notes

 

On October 10, 2024, the Company entered into two Securities Purchase Agreements with accredited investors, pursuant to which the Company issued two senior promissory notes each with a principal amount totaling $66,667 (totaling $133,334), for gross proceeds of $50,000 each (totaling $100,000), including an aggregate original issuance discount of $16,667 (totaling $33,334), for each note. The notes mature on October 10, 2025 and bear interest at 8.5% per annum.

 

October 2024 Convertible Promissory Notes

 

On October 22, 2024, the Company entered into a Securities Purchase Agreement with an accredited investor, pursuant to which the Company received an aggregate of $100,000 through the issuance of a convertible promissory note and a five-year warrant to purchase an aggregate of 289,855 shares of common stock, at an exercise price of $0.345 per share (as adjusted for stock splits, stock combinations, dilutive issuances and similar events). The note matures on October 22, 2025 and bears interest at 8% per annum and are convertible into shares of Common Stock at a conversion price of $0.084 per share (as adjusted for stock splits, stock combinations, dilutive issuances and similar events). The note may be prepaid at any time without penalty. The Company is under no obligation to register the shares of Common Stock underlying the notes or the warrants for public resale.

 

The note and warrant contain conversion limitations providing that a holder thereof may not convert the notes or exercise the warrants, to the extent that, if after giving effect to such conversion, the holder or any of its affiliates would beneficially own in excess of 4.99% (the “Maximum Percentage”) of the outstanding shares of the Common Stock immediately after giving effect to such conversion or exercise. The holder may increase or decrease its beneficial ownership limitation upon notice to the Company provided that in no event such limitation exceeds 9.99%, and that any increase shall not be effective until the 61st day after such notice.

 

Note Conversions

 

On October 11, 2024, the Company received two conversion notices from two convertible note holders, each converting an aggregate of $33,922 (totaling $67,844) of the interest outstanding on the notes, into an aggregate of 403,829 (totaling 807,658) shares of common stock, at a conversion price of $0.084 per share.

 

On October 25, 2024, the Company received two conversion notices from two convertible note holders, each converting an aggregate of $35,614 (totaling $71,229) of the interest outstanding on the notes into an aggregate of 423,981 (totaling 847,962) shares of common stock, at a conversion price of $0.084 per share.

 

On November 11, 2024, the Company received two conversion notices from two convertible note holders, each converting an aggregate of $37,392 (totaling $74,783) of interest and principal outstanding on the notes into an aggregate of 445,137 (totaling 890,274) shares of common stock, at a conversion price of $0.084 per share.

 

Other than the above, the Company has evaluated subsequent events through the date the financial statements were issued and did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.