Item 3. Legal Proceedings
ITEM
3. LEGAL PROCEEDINGS
On
November 19, 2025, the Company received a written demand from FX Group Inc. and certain related parties (“FX”), asserting
that FX was entitled to consulting fees in connection with capital offerings completed by the Company during June and July 2025. The
Company denied the allegations, and negotiations continued after year-end. On January 22, 2026, the Company entered into a settlement
agreement, under which the Company agreed to pay a one-time settlement amount of $100,000 to FX in exchange for mutual releases of all
claims. As of December 31, 2025, management recorded an accrual of $100,000 for the settlement expense.
The
Company may be subject to legal claims and actions from time to time as part of its business activities. As of December 31, 2025 and
2024, the Company was not subject to any other threatened or pending lawsuits, legal claims or legal proceedings.
ITEM
4. MINE SAFETY DISCLOSURES
Not
applicable.
- 55 -
PART
II
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