Subsequent Events

12 Months Ended

Dec. 31, 2025

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

16 SUBSEQUENT EVENTS

Amendment to the articles of incorporation and increase in authorized shares

On January 14, 2026, the Board of directors authorized the amendment to the articles of incorporation of the Company to increase the authorized shares of common stock from 1,500,000,000 to 5,000,000,000 shares of common stock. The amendment was registered on January 21, 2026.

Conversion of convertible notes

On February 9, 2026, the Company received a conversion notice from a convertible note holder converting an aggregate of $65,000 into 13,000,000 shares of common stock at a conversion price of $0.005 per share, realizing a loss on conversion of $91,000.

As a result of the conversion notices received, warrants exercisable for 2,550,000 shares of common stock that contain price-based anti-dilution protection had the exercise price of such warrants adjusted from $0.01 per share to $0.005 per share effective February 9, 2026.

Convertible note funding

Between February 26, 2026 and March 17, 2026, the Company entered into convertible promissory note agreements with five accredited investors for total gross proceeds of $260,000. The notes are unsecured, mature 12 months from issuance date and bear interest at a rate of 8% per annum based on a 360-day trading-year and are convertible into shares of common stock of the Company at conversion prices ranging from $0.01 to of $0.02 per share (as adjusted for stock splits, stock combinations, and similar events). The Notes may be prepaid at any time without penalty. In addition, the Company issued, to two accredited investors, five-year warrants exercisable for 16,000,000 shares of common stock at an initial exercise price of $0.01 per share, with price protection which will reduce the exercise price of the warrant for any equity issuances below the current exercise price. The Note and warrants contain customary events of default. The Company is under no obligation to register the shares of Common Stock underlying the Notes or warrants for public resale. In terms of the Securities Purchase Agreement.

Issuance of common stock

On February 3, 2026, the board of directors of the Company authorized the issuance of 80,000,000 shares of common stock to directors and officers of the Company and to a consultant providing investor relations services. The shares were valued at $1,080,000 on the grant date.

Amendment to convertible debt agreements

Between February 27, 2026 and March 30, 2026, the Company received agreements signed by investors authorizing the forbearance of convertible debt until December 31, 2026 with a principal amount outstanding of $275,000. In exchange for the forbearance, the conversion price was reduced to $0,04 per share. In addition, the Company has obtained verbal confirmation to the forbearance agreements from several convertible note holders. The Company is in the process of formalizing the forbearance agreements with these noteholders who agreed to the forbearance terms.

Other than disclosed above, the Company has evaluated subsequent events through the date of the consolidated financial statements were available to be issued and has concluded that no such events or transactions took place that would require disclosure herein.