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ACQUISITION OF LICENSED TECHNOLOGY
6 Months Ended
Jan. 31, 2026
ACQUISITION OF LICENSED TECHNOLOGY  
ACQUISITION OF LICENSED TECHNOLOGY

NOTE 4 – ACQUISITION OF LICENSED TECHNOLOGY

 

On August 1, 2025, the Company entered into a Head License Agreement “Agreement” with an entity” Target” for acquisition a license to certain technologies of Target’s innovation systems for use along pursuing strategic partnership and merger of the Company and Target. The Company will have a license to Target’s system technology for carbon conversion to fullerenes and nanotubes. The consideration license fees agreed (i) one - time up-front payment of $4,900,000, (ii) ongoing license fee of 25% of the net income generated from license’s activities (iii) grant of 27,000,000 shares of restricted common stock of the Company. The Company and Target entered into a promissory note agreement for payment of up-front license fee of $4,900,000, with initial payment of $500,000 and quarterly payment balance starting October 1,2025, for period of 18 months and interest bearing of 4.9% per annum.

 

During the year ended July 31,2025, the Company made deposits of $639,645 in contraction of license acquisition agreement.

 

On August 1,2025, the Company issued 27,000,000 shares of restricted common stock in connection with the executed license acquisition.

 

The Company recognized the fair value of license agreement with consideration of value of 27,000,000 shares of restricted common stock for amount of $148,500,000 issued on August 1,2025 and face value of $4,900,000 note payable for an aggregate amount of $153,400,000.

 

The transaction was accounted for as an asset acquisition of in process research & development (IPR&D) with no alternative future use. The Company recognized the entire amount of the consideration of $153,400,000 as research and development expenses upon closing the transaction.