Item 1. Financial Statements
Item
1. Financial Statements (Unaudited)
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Balance Sheets
September 30,
March 31,
2025
2025
(UNAUDITED)
ASSETS
Current Assets
Cash and cash equivalents
$ 484
$ 168,648
Prepaid expenses and other assets
17,565
9,555
Total Current Assets
18,049
178,203
Total Assets
$ 18,049
$ 178,203
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable
$ 458,352
$ 446,885
Accrued expenses
1,103,653
880,073
Current portion of notes payable
325,000
300,000
Current portion of notes payable, related parties
826,000
826,000
Current portion of notes payable, related parties
826,000
826,000
Stock repurchase payable
400,000
400,000
Total Current Liabilities
3,113,005
2,852,958
Long-Term Liabilities
Accrued expenses
1,154,197
1,164,295
Notes payable, related parties, net of current portion
2,464,058
2,464,058
Total Long-Term Liabilities
3,618,255
3,628,353
Total Liabilities
6,731,260
6,481,311
Stockholders’ Deficit
Preferred stock, authorized 10,000,000 shares, par value $ 0.001 ; - 0 - shares issued and outstanding
-
-
Common stock, authorized 500,000,000 shares, par value $ 0.001 ; 43,063,441 shares issued and outstanding as of September, 30 2025; and March, 31 2025
43,064
43,064
Additional paid-in capital
32,542,587
32,154,076
Accumulated deficit
( 39,298,862 )
( 38,500,248 )
Total Stockholders’ Deficit
( 6,713,211 )
( 6,303,108 )
Total Liabilities and Stockholders’ Deficit
$ 18,049
$ 178,203
The
accompanying notes are an integral part of these condensed consolidated financial statements.
3
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Statements of Operations
(UNAUDITED)
2025
2024
2025
2024
Three Months Ended
September 30,
Six Months Ended
September 30,
2025
2024
2025
2024
Income from Investments
$ -
$ -
$ -
$ -
General and Administrative Expenses
99,789
166,837
230,553
359,944
Loss from Operations
( 99,789 )
( 166,837 )
( 230,553 )
( 359,944 )
Other Income (Expense)
Loss on extinguishment of debt
-
-
( 388,511 )
-
Interest expense
( 90,831 )
( 86,566 )
( 179,550 )
( 174,888 )
Financing expense
-
( 15,000 )
-
( 170,000 )
Total Other Income (Expense)
( 90,831 )
( 101,566 )
( 568,061 )
( 344,888 )
Loss Before Income Taxes
( 190,620 )
( 268,403 )
( 798,614 )
( 704,832 )
Income Tax Provision (Benefit)
-
-
-
-
Net Loss
$ ( 190,620 )
$ ( 268,403 )
$ ( 798,614 )
$ ( 704,832 )
Loss per share:
Loss per share - basic and diluted
$ ( 0.00 )
$ ( 0.01 )
$ ( 0.02 )
$ ( 0.02 )
Weighted average shares outstanding - basic and diluted
43,063,441
43,043,604
43,063,441
42,665,135
The
accompanying notes are an integral part of these condensed consolidated financial statements.
4
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Statements of Stockholders’ Deficit
(UNAUDITED)
Shares
Amount
Capital
Deficit
Deficit
Additional
Total
Common
Stock
Paid-In
Accumulated
Stockholders’
Shares
Amount
Capital
Deficit
Deficit
Balance, March
31, 2024
42,258,441
$
42,259
$
30,914,682
$
( 36,896,866
)
$
( 5,939,925
)
Common stock and warrants issued for cash
180,000
180
179,820
-
180,000
Net loss
-
-
-
( 436,429
)
( 436,429
)
Balance, June 30, 2024
42,438,441
$
42,439
$
31,094,502
$
( 37,333,295
)
$
( 6,196,354
)
Common stock and warrants issued for cash
625,000
625
624,375
-
625,000
Net loss
-
-
-
( 268,403
)
( 268,403
)
Balance,
September 30, 2024
43,063,441
$
43,064
$
31,718,877
$
( 37,601,698
)
$
( 5,839,757
)
Additional
Total
Common
Stock
Paid-In
Accumulated
Stockholders’
Shares
Amount
Capital
Deficit
Deficit
Balance, March
31, 2025
43,063,441
$
43,064
$
32,154,076
$
( 38,500,248
)
$
( 6,303,108
)
Warrants issued in connection to extinguishment of
debt
-
-
388,511
-
388,511
Net loss
-
-
-
( 607,994
)
( 607,994
)
Balance, June 30, 2025
43,063,441
$
43,064
$
32,542,587
$
( 39,108,242
)
$
( 6,522,591
)
Balance
43,063,441
$
43,064
$
32,542,587
$
( 39,108,242
)
$
( 6,522,591
)
Net loss
-
-
-
( 190,620
)
( 190,620
)
Balance, September 30,
2025
43,063,441
$
43,064
$
32,542,587
$
( 39,298,862
)
$
( 6,713,211
)
Balance
43,063,441
$
43,064
$
32,542,587
$
( 39,298,862
)
$
( 6,713,211
)
The
accompanying notes are an integral part of these condensed consolidated financial statements.
5
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Statements of Cash Flows
(UNAUDITED)
2025
2024
Six Months Ended September 30,
2025
2024
Operating Activities
Net Loss
$ ( 798,614 )
$ ( 704,832 )
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on extinguishment of debt
388,511
-
Prepaid expenses and other assets
( 8,010 )
( 8,489 )
Accounts payable
11,467
( 174 )
Accrued expenses
213,482
57,110
Net Cash used in Operating Activities
( 193,164 )
( 656,385 )
Financing Activities
Proceeds from issuance of common stock and warrants
-
805,000
Repayment of notes payable, related party
-
( 50,000 )
Proceeds from issuance of notes payable
25,000
-
Net Cash provided by Financing Activities
25,000
755,000
Net Change in Cash and Cash Equivalents
( 168,164 )
98,615
Cash and Cash Equivalents at Beginning of Period
168,648
329,860
Cash and Cash Equivalents at End of Period
$ 484
$ 428,475
Supplemental disclosure of cash flow information:
Cash paid for interest
$ -
$ 150,000
Cash paid for income taxes
$ -
$ -
Non Cash Financing & Investing Activities, and Other Disclosures
Warrants issued in connection to extinguishment of debt
$ 388,511
$ -
The
accompanying notes are an integral part of these condensed consolidated financial statements.
6
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
September
30, 2025
(1)
BASIS OF PRESENTATION, ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of Presentation
The
accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting
principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”)
regarding interim financial reporting and reflect the financial position, results of operations and cash flows of the Company. Certain
information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or
omitted pursuant to such rules and regulations. As such, these unaudited condensed consolidated financial statements should be read in
conjunction with the audited financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for
the fiscal year ended March 31, 2025, which was filed with the SEC on June 30, 2025. The results from operations for the three and six
month periods ended September 30, 2025, are not necessarily indicative of the results that may be expected for the fiscal year ended
March 31, 2026. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present
fairly the financial position, results of operations, stockholders’ equity, and cash flows at September 30, 2025, and for all periods
presented herein have been made.
The
preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported
amounts and the disclosure of contingent amounts in the Company’s financial statements and the accompanying notes. Actual results
could materially differ from those estimates.
Organization
and Nature of Operations
Sundance
Strategies, Inc. (formerly known as Java Express, Inc.) was organized under the laws of the State of Nevada on December 14, 2001, and
engaged in the retail selling of beverage products to the general public until these endeavors ceased in 2006; it had no material business
operations from 2006, until its acquisition of ANEW LIFE, INC. (“ANEW LIFE”), a subsidiary of Sundance Strategies, Inc. (“Sundance
Strategies”, “the Company”, “we” or “our”).
Our
historical business model has focused on purchasing or acquiring life insurance policies and residual interests in or financial products
tied to life insurance policies, including notes, drafts, acceptances, open accounts receivable and other obligations representing part
or all of the sales price of insurance, life settlements and related insurance contracts being traded in the secondary marketplace, often
referred to as the “life settlements market.”
During
the latter part of the fiscal year ended March 31, 2021, the Company began developing an additional business offering, providing professional
services to specialty structured finance groups, bond issuers and life settlement aggregators. The Company has now assembled an experienced
team from the life settlement marketplace, as well as from other areas such as financial services and public financial markets. As a
professional services provider, the Company applies industry best practices to advise on the selection of specific portfolios of life
insurance policies that are tailored to meet the needs of its clients. The Company’s clients may include bond issuers, bond investors,
or other structured finance product issuers. The Company develops strategies and methodologies which include the acquisition of life
insurance portfolios, then uses common structured finance techniques and proprietary analytics to structure bonds for issuances, including
principal protected bonds. The Company’s goal is to deliver long-term value and profitability to shareholders by growing the Company’s
professional services business and asset base, resulting in the ability to pay dividends to its shareholders.
7
The
Company has developed an additional business offering working closely with bond placement agents and aggregators to establish various
aspects of a proprietary, investment grade bond offering. In this arrangement, the Company participates as the sole originator in the
role of structuring and advising on the structure of the proprietary bond instrument. Included in the role of structuring financial assets,
the Company uses proprietary analytics to establish the makeup of the rated instrument, including but not limited to, life settlement
assets (life insurance policies) and managed cash, and implements a process of selective assembly of the underlying assets and cash management
that will meet the policy requirements and analytics. The Company provides current and ongoing resources for all analytics, as well as
advisement support for the investment and non-investment grade ratings for the managed asset pool and the managed cash accounts. In its
advisory role, the Company is reimbursed for all expenses associated with the structuring and preparation of any bond offering, will
receive an advisory payment upon the closing of any bond offering, and then will hold residual rights on the balance of assets once the
bond is retired.
Significant
Accounting Policies
There
have been no changes to the significant accounting policies of the Company from the information provided in Note 2 of the Notes to Consolidated
Financial Statements in the Company’s most recent Form 10-K, except as discussed below.
Basic
and Diluted Net Income (Loss) Per Common Share
Basic
net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the periods
presented using the treasury stock method. Diluted net loss per common share is computed by including common shares that may be issued
subject to existing rights with dilutive potential, when applicable. Potential dilutive common stock equivalents are primarily comprised
of potential dilutive shares resulting from convertible debt agreements and common stock warrants. Potentially dilutive shares resulting
from convertible debt agreements are evaluated using the if-converted method. Potentially dilutive securities are not included in the
calculation of diluted net loss per share for the three and six months ended September 30, 2025, or 2024, because to do so would be anti-dilutive.
Potentially dilutive securities outstanding as of September 30, 2025, and 2024, are comprised of warrants convertible into 15,464,631
and 14,653,573 shares of common stock, respectively.
New
Accounting Pronouncements
The
Company has reviewed all recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on
its results of operations, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements
will have a significant effect on its financial statements.
(2)
LIQUIDITY REQUIREMENTS
Since
the Company’s inception on January 31, 2013, its operations have been primarily financed through sales of equity, debt financing
from related parties, and the issuance of notes payable and convertible debentures. As of September 30, 2025, the Company had $ 484 of
cash assets, compared to $ 168,648 as of March 31, 2025. As of September 30, 2025, the Company had access to draw an additional $ 275,000
on notes payable (see Note 4); $ 4,265,942 on the notes payable, related party (see Note 5); and $ 3,000,000 on the Convertible Debenture
Agreement (see Note 6). For the six months ended September 30, 2025, the Company’s average monthly operating expenses were approximately
$ 40,000 , which includes salaries of the Company’s employee, consulting agreements and contract labor, general and administrative
expenses, and legal and accounting expenses. In addition to the monthly operating expenses, in the Company’s pursuit of other debt
and equity financing opportunities, $ 0 and $ 170,000 were incurred during the three months ended September 30, 2025, and 2024, respectively.
As management continues to explore additional financing alternatives, beginning October 1, 2025, the Company is expected to spend up
to an additional $ 300,000 on these efforts. Outstanding Accounts Payable as of September 30, 2025, totaled $ 458,352 . Management has concluded
that its existing capital resources and availability under its existing debt agreements with related parties will be sufficient to fund
its operating working capital requirements for at least the next 12 months from the issuance of these financial statements, or through
November 2026. Related parties have given assurance that their continued support, by way of either extensions of due dates, or increases
in lines-of-credit, can be relied on. As mentioned above, the Company also continues to evaluate other debt and equity financing opportunities.
The
accompanying financial statements have been prepared on a going concern basis under which the Company is expected to be able to realize
its assets and satisfy its liabilities in the normal course of business.
8
(3)
FAIR VALUE MEASUREMENTS
As
defined by ASC Topic 820, “Fair Value Measurements and Disclosures” (“ASC 820”), fair value is the price that
would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement
date. ASC 820 also requires the consideration of differing levels of inputs in the determination of fair values.
Those
levels of input are summarized as follows:
●
Level 1: Quoted prices
in active markets for identical assets and liabilities.
●
Level 2: Observable inputs
other than Level 1 quoted prices, such as quoted prices for similar instruments in active markets, quoted prices for identical or
similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are
observable in the market.
●
Level 3: Unobservable inputs
that are supported by little or no market activity. Level 3 assets and liabilities include financial instruments whose value is determined
using pricing models, discounted cash flow methodologies, or similar techniques as well as instruments for which the determination
of fair value requires significant management judgment or estimation.
The
level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest level input that
is significant to the fair value measurement in its entirety.
The
Company did not have any transfers of assets and liabilities between Levels 1, 2 and 3 of the fair value measurement hierarchy during
the three months ended September 30, 2025, and 2024.
The
Company issues warrants from time to time (see Note 7), which fair value is calculated using Level 3 inputs.
Other
Financial Instruments
The
Company’s recorded values of cash and cash equivalents, prepaid expenses and other assets, accounts payable and accrued liabilities
approximate their fair values based on their short-term nature. The recorded values of the notes payable and convertible debenture approximate
the fair values as the interest rate approximates market interest rates.
(4)
NOTES PAYABLE
On
April 6, 2021, the Company borrowed $ 300,000 under an unsecured promissory note with Satco International, Ltd. This promissory
note bears interest at a rate of 8 % annually and was due April 6, 2023 . In conjunction with this note, the Company issued warrants
for 1,000,000 shares of common stock, exercisable at $ 1.00 per share and expiring in 3 years from the date of
the promissory note, which are now expired. Since the original note date, the unsecured promissory note with Satco International,
Ltd. has been amended through a series of amendments to extend the due date from April 6, 2023 , to August 31, 2026, or at the
immediate time when alternative financing or other proceeds are received. These extensions have no bearing on the warrants that were
issued in conjunction with the original promissory note. This note is separate from the 8 % convertible debenture agreement that
the Company has in place with Satco International, Ltd. (see Note 6). As of September 30, 2025, accrued interest on the note totaled
$ 107,704 .
9
On
September 30, 2025, the Company executed an unsecured promissory note with a shareholder and borrowed $ 25,000 on the unsecured promissory
note. This promissory note bears interest at a rate of 7.5 % annually, is due September 30, 2026 , and has a credit limit of $ 300,000 .
As of September 30, 2025, accrued interest on the note totaled $ 0 . Additional funds were borrowed subsequent to quarter end (see Note
8).
(5)
NOTES PAYABLE, RELATED PARTY
As
of September 30, 2025, and March 31, 2025, the Company had borrowed $ 3,290,058 , excluding accrued interest, from related parties. Short-term
accrued interest associated with the Notes Payable, Related Parties and Promissory Notes, Related Parties, of $ 557,998 and $ 504,608 is
recorded on the balance sheet as an Accrued Expense obligation at September 30, 2025, and March 31, 2025, respectively. Long-term accrued
interest associated with the Notes Payable, Related Parties, and Promissory Notes, Related Parties, of $ 1,712,195 and $ 1,040,070 is recorded
on the balance sheet as an Accrued Expense obligation at September 30, 2025, and March 31, 2025, respectively.
Related
Party Promissory Notes
As
of both September 30, 2025, and March 31, 2025 ,
the Company owed $ 826,000 , exclusive of accrued interest, under the unsecured promissory
notes from Mr. Dickman. The promissory notes bear interest at a rate of 8 % annually. On January 26, 2024, as per the provision outlined
in Note 7, Mr. Dickman agreed to extend the unsecured promissory note to November 30, 2025; the Company agreed to provide Mr. Dickman
with warrants to purchase 563,000 shares of common stock relating to this extension (see Note 7). During the six months ended September
30, 2025 , the Company neither borrowed any additional funds under this agreement nor made any principal
repayments. As of September 30, 2025 , accrued interest on the notes totaled $ 557,998 .
In the event the Company completes a successful equity raise all principal and interest on the notes are due in full at that time. The
total number of warrants issued to the related party lender was 1,994,332 as of September 30, 2025 (See Note 7 for further details on
these warrants).
Related
Party Note Payable and Line of Credit Agreements
As
of September 30, 2025, and March 31, 2025 , the Company owed $ 1,304,550 , exclusive of accrued
interest, under the note payable and line of credit agreement with Kraig T. Higginson, Chairman of the Board of Directors and a stockholder.
As of September 30, 2025 , the agreement allowed for borrowings of up to $ 4,600,000 . The
note payable has a due date of the principal and interest on the note of November 30, 2026, or at the immediate time when alternative
financing or other proceeds are received. The note payable and line of credit agreement incurs interest at 7.5 % per annum. During the
six months ended September 30, 2025, the Company did not borrow and made no repayments of
principal on this agreement. As of September 30, 2025 , accrued interest on this note totaled
$ 550,257 . The total number of warrants issued to the related party lender was 5,031,775 as of September 30, 2025 (see Note 7 for further
details on these warrants).
As
of September 30, 2025, and March 31, 2025, the Company owed $ 1,159,508 , exclusive of accrued interest, under the note payable and lines
of credit agreement with Radiant Life, LLC, an entity partially owned by the Chairman of the Board of Directors. The agreement allows
for borrowings of up to $ 2,130,000 . The note payable has a due date of the principal and interest on the note of November 30, 2026, or
at the immediate time when alternative financing or other proceeds are received. The note payable and line of credit agreement incurs
interest at 7.5 % per annum and is collateralized by the Company’s NIBS, if any. During the six months ended September 30, 2025, the Company
did not borrow and made no repayments of principal on this agreement. As of September 30, 2025, accrued interest on this agreement totaled
$ 603,941 . The total number of warrants issued to the related party lender was 4,628,524
as of September 30, 2025 (see Note 7 for further details on these warrants).
As
of September 30, 2025, there was no unamortized debt discount on related party notes payable.
10
(6)
CONVERTIBLE DEBENTURE AGREEMENT
The
Company has entered into an 8 % convertible debenture agreement with Satco International, Ltd., that allows for borrowings of up to $ 3,000,000 .
The holder originally had the option to convert the outstanding principal and accrued interest to unregistered, restricted common stock
of the Company on June 2, 2016. Per the agreement, the number of shares issuable at conversion shall be determined by the quotient obtained
by dividing the outstanding principal and accrued and unpaid interest by 90% of the 90-day average closing price of the Company’s
common stock from the date the notice of conversion is received; and the price at which the Debenture may be converted will be no lower
than $ 1.00 per share . The original maturity date was June 2, 2016, but was later extended, through a series of extensions, to August
31, 2026 . During the three and six months ending September 30, 2025, and 2024, the Company did not borrow and made no repayments of principal
on this agreement. As of September 30, 2025, and March 31, 2025, the Company owed $ 0 under the agreement, excluding accrued interest.
The associated interest of $ 124,225 is recorded on the balance sheet as an Accrued Expense obligation at September 30, 2025, and March
31, 2025.
(7)
STOCKHOLDERS’ EQUITY
Common
Stock
Effective
December 6, 2018, three existing stockholders have contributed to the Company a portion of their common shares held at a repurchase price
to the Company of $ 0.05 per share. The Company has cancelled the acquired shares, which decreased the common shares outstanding. The
total number of common shares canceled/retired was 8,000,000 , of which 6,000,000 shares were owned by a related party to the Company.
The total liability related to the repurchase of these shares is $ 400,000 , with repayment to the related party stockholders contingent
on a major financing event. $ 300,000 of the $ 400,000 liability is due to a related party.
On
August 15, 2023, the Company issued a private placement memorandum offering to raise up to $ 1,500,000 through the issuance of restricted
shares of the Company’s common stock (par value $ 0.001 ) to qualified investors. Between September 20, 2023 and July 10, 2024, the
Company received subscription agreements from ten separate investors, for 1,655,000 shares of common stock in conjunction with a purchase
of 3,310,000 warrants to purchase shares of common stock. The proceeds from these transactions were $ 1,655,000 .
Warrants
to Purchase Common Stock
The
Company’s related party lenders consist of: Kraig Higginson, the Chairman of the Board of Directors and a stockholder, Radiant
Life, LLC, and Mr. Dickman, a board member and stockholder. These holders of the related party unsecured promissory notes hold agreements
that provide each related party with common stock warrants upon the lender’s extension of a maturity due date or upon the loaning
of additional monies. The number of warrants issued for an extension is based on the following formula: 10,000 warrants per month the
due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension
(rounded to the nearest whole warrant), for extensions occurring after March 31, 2024, 20,000 warrants per month the due date is extended
plus 1 warrant for every $1 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the
nearest whole warrant) . Upon the loaning of additional monies, the lender will also require 2 warrants for each dollar loaned. All warrants
issued under these terms vested immediately upon issuance, have an exercise price approximately equivalent to the fair value of the Company’s
common stock on the date of grant, and expire 5 years from the date of issuance.
During
the six months ended September 30, 2025, the Company issued Radiant Life, LLC 1,399,508 warrants in conjunction with an extension of
the maturity dates of notes payable. The exercise price of these warrants was $ 0.41 . The value of the warrants on the date of grant,
as calculated by the Black-Scholes-Merton valuation model was $ 388,511 . The inputs used in this calculation included a fair value of
the underlying common stock of $ 0.409 per share, a risk-free of 3.81 %, volatility of 82.79 %, and a dividend rate of 0 %.
Between
June 18, 2024, and July 10, 2024, the Company issued 1,610,000 warrants to equity investors, which
vested immediately and expire 5 years from the date of issuance, in conjunction with a purchase of 805,000 shares of the Company’s
common stock. The exercise price of these warrants was $ 0.35 .
11
During
the six months ended September 30, 2025, 431,000 warrants expired. These warrants were issued in 2020 in association with monies loaned
to the Company by the Chairman of the Board of Directors. These warrants had an exercise price of $ 0.05 . See Note 8 for information on
expiring warrants subsequent to quarter end.
During
the year ended March 31, 2025, 2,702,000 warrants that had been previously issued expired. Of these warrants, 1,000,000 had an exercise
price of $ 1.00 and were issued in 2021 in association with the unsecured promissory note agreement that the Company has in place with
Satco International, 450,000 had an exercise price of $ 0.05 and were issued in 2019 in association with the extension of notes payable
to Mr. Dickman, 702,000 had an exercise price of $ 0.05 and were issued in 2020 in association with monies loaned to the Company by Mr.
Dickman, and 500,000 had an exercise price of $ 0.05 and were issued in 2020 in association with the extension of notes payable to the
Chairman of the Board of Directors.
SCHEDULE OF WARRANT OUTSTANDING
Number
of Warrants
Weighted
Average Exercise Price ($)
Outstanding at March 31, 2024
14,043,573
0.75
Granted
3,154,550
0.38
Reductions
( 2,702,000
)
0.40
Outstanding at March 31, 2025
14,496,123
0.73
Granted
1,399,508
0.41
Reductions
( 431,000
)
0.05
Outstanding at September
30, 2025
15,464,631
0.72
The
following table summarizes the warrants issued and outstanding as of September 30, 2025:
SCHEDULE OF WARRANTS ISSUED AND OUTSTANDING
Exercise
Price ($)
Warrants
Outstanding
Warrants
Exercisable
Weighted
Average Remaining Contractual Life (Years)
Proceeds
to Company if Exercised
0.05
1,575,754
1,575,754
0.17
$
78,789
0.35
3,310,000
3,310,000
3.37
1,158,500
0.41
4,979,087
4,979,087
3.99
2,041,426
1.05
5,049,790
5,049,790
1.98
5,302,280
2.00
50,000
50,000
0.84
100,000
5.00
500,000
500,000
1.32
2,500,000
15,464,631
15,464,631
$
11,180,995
The
shares of common stock issuable upon exercise of the warrants are not registered with the Securities and Exchange Commission and the
holders of the warrants do not have registration rights with respect to the warrants or the underlying shares of common stock.
(8)
SUBSEQUENT EVENTS
Between
October 1 and October 27, 2025, subsequent to period end, a total of 1,355,754 previously issued warrants expired unexercised. Of this
amount, 579,754 were held by Radiant Life, LLC, and 776,000 were held by the Chairman of the Board, each with an exercise price
of $ 0.05 per share, and expired on their respective maturity dates.
Between
October 6 and October 28, 2025, subsequent to period end, an additional $ 120,000 was borrowed on the unsecured promissory note with a
shareholder which was originally executed September 30, 2025 (see Note 4).
12
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.