Loss on Settlement and Repricing of Convertible Notes

3 Months Ended

Mar. 31, 2026

Loss on Settlement and Repricing of Convertible Notes [Abstract]

LOSS ON SETTLEMENT AND REPRICING OF CONVERTIBLE NOTES

11 LOSS ON SETTLEMENT AND REPRICING OF CONVERTIBLE NOTES

The loss on settlement and repricing of convertible notes consists of the following:

	Three months ended March 31,
	2026			2025
Penalty on convertible debt		-			(39,229	)
Loss on conversion of convertible debt		(94,000	)		(106,504	)
Loss on repriced convertible debt		-			(2,341,480	)
Loss on debt extinguishment		(44,008	)		-
	$	(138,008	)	$	(2,487,213	)

Penalty on convertible debt

Between January 7, 2025 and March 28, 2025, $39,229 of additional conversion penalties on convertible debt conversions were charged to the Company.

Loss on conversion of convertible debt

Between January 7, 2025 and March 28, 2025, in terms of conversion notices received from 5 convertible note holders, the Company issued 54,807,989 shares of common stock for the conversion of $230,798 of convertible debt at a weighted average conversion price of $0.004211 (conversion prices ranging from $0.0325 to $0.001105), realizing an aggregate loss on conversion of $106,504.

On February 9, 2026, in terms of conversion notices received from a convertible note holder, the Company issued 13,000,000 shares of common stock for the conversion of $62,000, plus fees of $3,000 at a conversion price of $0.005 per share, realizing a loss on conversion of $94,000.

Loss on repriced convertible debt

In the prior year, as a result of the conversion of the convertible debt, in 2025, referred to in the paragraph above, all other outstanding convertible debt of the Company that contain price-based anti-dilution protection had the conversion prices of such notes adjusted to $0.001105 per share (the “Triggering Event”).

In the prior year, the value of the derivative liability related to the anti-dilution price protected convertible debt was evaluated immediately prior to the Triggering Event and immediately after the Triggering Event, resulting in an additional derivative liability and loss on convertible debt of $2,341,480.

Loss on debt extinguishment

Between February 27, 2026 and March 4, 2026, the Company and certain convertible note holders entered into forbearance agreements, extending the maturity date of the convertible debt to December 31, 2026 in exchange for a reduction in the conversion price of the convertible debt to between $0.02 and $0.04 per share. This was evaluated in terms of ASC 470, debt modifications and extinguishments, and determined to be a debt extinguishment. The loss realized on the convertible debt repricing was an aggregate of $44,008.