SUBSEQUENT EVENTS |
9 Months Ended |
|---|---|
Sep. 30, 2025 | |
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS |
NOTE 12 – SUBSEQUENT EVENTS
The Company evaluated all events or transactions that occurred after September 30, 2025 up through the date the financial statements were available to be issued. During this period, the Company did not have any material recognizable subsequent events required to be disclosed as of and for the period ended September 30, 2025, except for the following:
Convertible Redeemable Note
On November 5, 2025, the Company entered into a Securities Purchase Agreement (“Redeemable Note”) with respect to the sale and issuance to institutional investor CFI Capital LLC (“CFI Capital”) of $150,000 aggregate principal amount of Redeemable Note (total of $130,000 cash was received) due November 6, 2026, based on $1.00 for each $0.90909 paid by CFI. The Note provides for a variable conversion rate per share equal to 70% of the lowest trading price for the proceeding 20 trading days prior to a conversion (including the day upon which a notice of conversion is received by the Company), are due in one year, and provide for interest of 6% per annum. The issuances of the foregoing securities are exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the Sellers are sophisticated investors and familiar with the Company’s operations. No stock purchase warrants were issued as part of the agreement. Upon an event of default, the conversion price discount shall increase by 15%. |