STOCKHOLDERS’ DEFICIT

3 Months Ended

Jul. 31, 2025

Equity [Abstract]

STOCKHOLDERS’ DEFICIT

NOTE 7 – STOCKHOLDERS’ DEFICIT

Common Stock

On February 20, 2025, the Company filed with the State of Nevada to increase the authorized shares of the Corporation from 300,000,000 common shares to 500,000,000 common shares. Such filing was processed to be effective with the State of Nevada on February 20, 2025. At July 31, 2025 the Company had 500,000,000 authorized shares of common stock.

During the three month period ended July 31, 2025 NAPC Defense, Inc. issued 33,128,755 shares of the Company’s restricted common stock, including:

- 1,250,000 common shares with warrants under subscription agreements for total proceeds of $12,500;

- 6,218,041 common shares for $62,180 of principal, interest and fees converted at the contractual conversion rate.

- 20,625,000 common shares valued at $82,229 based on the relative fair value on the date of issuance for loan origination;

- 4,535,714 common shares for the exercise of warrants for aggregate proceeds of $45,357.

Series A Preferred Stock

On May 1, 2020, the Company’s Board authorized the creation of 100 Series A preferred shares. The Series A preferred shares was planned to pay a quarterly payment based upon treasure operations under the former business operations for revenue sharing, which all 100 Series A preferred shares were to receive twenty percent of the operations from recoveries at sea at the time. Each Series A preferred share was priced at $4,000 with a minimum purchase of three Series A preferred shares and are only eligible to be purchased by accredited investors. The Series A preferred shares are not convertible into common shares and are subject to all other restrictions on securities as set forth.

At July 31, 2025 and April 30, 205 the Company had 51 shares of Series A preferred shares outstanding.

Warrants

				Weighted -		Weighted -		Aggregate -
Number of Warrants	Number of Warrants			Average Exercise Price		Remaining Term		Intrinsic Value
Outstanding at April 30, 2025		52,615,668		$	0.0250		2.460	$	-
Granted		20,910,714		$	0.0102		3.845
Warrants issued under full ratchet price protection		11,785,715		$	0.0100		3.040
Exercised		(4,535,714	)
Cancelled		-
Outstanding at July 31, 2025		80,776,383		$	0.0198		2.608	$	138,304

The 32,696,429 warrants issued during the three month period ended July 31, 2025 consisted of the following:

● 1,250,000 warrants were issued in connection with subscription agreements;

● 1,785,714 warrants were issued for services;

● 17,875,000 warrants were issued in connection with convertible debt financings; and

● 11,785,715 warrants issued for full ratchet price protection.

During the three month period ended July 31, 2025, the Company recorded a deemed dividend in the amount of $117,629 as a result of 11,785,715 additional warrants issuable due to full ratchet price protection.

Significant range of inputs for the three month period ended July 31, 2025 arising from the Black-Scholes options pricing model are as follows for the warrants:

Quoted market price on valuation date	$	0.01 - .0165
Exercise price	$	0.01 – 0.02
Expected life (in years)		2 - 5 Years
Equivalent volatility		326.94 – 425.12	%
Interest rates		3.78 - 3.98	%