Item 1. Financial Statements
Item
1. Financial Statements (Unaudited)
SUNDANCE
STRATEGIES, INC. AND SUBSIDIARY
Consolidated
Balance Sheets
December 31,
March 31,
2025
2025
(UNAUDITED)
ASSETS
Current Assets
Cash and cash equivalents
$ 40,287
$ 168,648
Prepaid expenses and other assets
13,500
9,555
Total Current Assets
53,787
178,203
Total Assets
$ 53,787
$ 178,203
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable
$ 445,537
$ 446,885
Accrued expenses
559,510
880,073
Current portion of notes payable
485,000
300,000
Current portion of notes payable, related parties
-
826,000
Current portion of notes payable
-
826,000
Stock repurchase payable
400,000
400,000
Total Current Liabilities
1,890,047
2,852,958
Long-Term Liabilities
Accrued expenses
1,798,142
1,164,295
Notes payable, related parties, net of current portion
3,296,435
2,464,058
Total Long-Term Liabilities
5,094,577
3,628,353
Total Liabilities
6,984,624
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 December, 31 2025; and March, 31 2025
43,064
43,064
Additional paid-in capital
32,545,669
32,154,076
Accumulated deficit
( 39,519,570 )
( 38,500,248 )
Total Stockholders’ Deficit
( 6,930,837 )
( 6,303,108 )
Total Liabilities and Stockholders’ Deficit
$ 53,787
$ 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 December 31,
Nine Months Ended December 31,
2025
2024
2025
2024
Income from Investments
$ -
$ -
$ -
$ -
General and Administrative Expenses
110,504
143,513
341,057
503,457
Loss from Operations
( 110,504 )
( 143,513 )
( 341,057 )
( 503,457 )
Other Income (Expense)
Loss on extinguishment of debt
-
-
( 388,511 )
-
Interest expense
( 95,204 )
( 87,480 )
( 274,754 )
( 262,368 )
Financing expense
( 15,000 )
( 30,000 )
( 15,000 )
( 200,000 )
Total Other Income (Expense)
( 110,204 )
( 117,480 )
( 678,265 )
( 462,368 )
Loss Before Income Taxes
( 220,708 )
( 260,993 )
( 1,019,322 )
( 965,825 )
Income Tax Provision (Benefit)
-
-
-
-
Net Loss
$ ( 220,708 )
$ ( 260,993 )
$ ( 1,019,322 )
$ ( 965,825 )
Loss per share:
Loss per share - basic and diluted
$ ( 0.01 )
$ ( 0.01 )
$ ( 0.02 )
$ ( 0.02 )
Weighted average shares outstanding - basic and diluted
43,063,441
43,063,441
43,063,441
42,702,932
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 )
Net loss
-
-
-
( 260,993 )
( 260,993 )
Balance, December 31, 2024
43,063,441
$ 43,064
$ 31,718,877
$ ( 37,862,691 )
$ ( 6,100,750 )
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 )
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 )
Warrants issued in connection with debt issuances
-
-
3,082
-
3,082
Net loss
-
-
-
( 220,708 )
( 220,708 )
Balance, December 31, 2025
43,063,441
$ 43,064
$ 32,545,669
$ ( 39,519,570 )
$ ( 6,930,837 )
Balance
43,063,441
$ 43,064
$ 32,545,669
$ ( 39,519,570 )
$ ( 6,930,837 )
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
Nine Months Ended December 31,
2025
2024
Operating Activities
Net Loss
$ ( 1,019,322 )
$ ( 965,825 )
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on extinguishment of debt
388,511
-
Amortization of debt discount
771
-
Changes in operating assets and liabilities
Prepaid expenses and other assets
( 3,946 )
( 4,575 )
Accounts payable
( 1,348 )
( 10,502 )
Accrued expenses
313,284
155,662
Net Cash used in Operating Activities
( 322,050 )
( 825,240 )
Financing Activities
Proceeds from issuance of common stock and warrants
-
805,000
Proceeds from issuance of notes payable, related party
8,689
-
Repayment of notes payable, related party
-
( 50,000 )
Proceeds from issuance of notes payable
185,000
-
Net Cash provided by Financing Activities
193,689
755,000
Net Change in Cash and Cash Equivalents
( 128,361 )
( 70,240 )
Cash and Cash Equivalents at Beginning of Period
168,648
329,860
Cash and Cash Equivalents at End of Period
$ 40,287
$ 259,620
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 with debt issuances
$ 3,082
$ -
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)
December
31, 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 nine
month periods ended December 31, 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 December 31, 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
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 nine months ended December 31, 2025, or 2024, because to do so would be anti-dilutive.
Potentially dilutive securities outstanding as of December 31, 2025, and 2024, are comprised of warrants convertible into 14,126,255
and 14,203,573 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 December 31, 2025, the Company had $ 40,287
of cash assets, compared to $ 168,648 as of March 31, 2025. As of December 31, 2025, the Company had access to draw an additional $ 115,000
on notes payable (see Note 4); $ 4,257,253 on the notes payable, related party (see Note 5); and $ 3,000,000 on the Convertible Debenture
Agreement (see Note 6). For the nine months ended December 31, 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, $ 15,000 and $ 200,000 were incurred during the nine months ended December 31, 2025, and 2024, respectively.
As management continues to explore additional financing alternatives, beginning January 1, 2026, the Company is expected to spend up
to an additional $ 300,000 on these efforts. Outstanding Accounts Payable as of December 31, 2025, totaled $ 445,537 . 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
February 2027. 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.
(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.
8
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 December 31, 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 expired 3
years from the date of the promissory note. 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 December 31, 2025, and
March 31, 2025, accrued interest on the note totaled $ 113,753 , and $ 95,671 , respectively .
On
September 30, 2025, the Company executed an unsecured promissory note with a shareholder. This promissory note bears interest at a
rate of 7.5 %
annually, is due September
30, 2026 , functions as a line of credit ,
and has a credit limit of $ 300,000 .
As of December 31, 2025, the company has borrowed $ 185,000 and accrued interest on the
note totaled $ 2,437 .
(5)
NOTES PAYABLE, RELATED PARTY
As
of December 31, 2025, and March 31, 2025, the Company had borrowed $ 3,298,747 , and 3,290,058 , respectively, excluding accrued interest,
from related parties. Short-term accrued interest associated with the Notes Payable, Related Parties and Promissory Notes, Related Parties,
of $ 0 and $ 504,608 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2025, and March 31, 2025, respectively.
Long-term accrued interest associated with the Notes Payable, Related Parties, and Promissory Notes, Related Parties, of $ 1,798,142 and
$ 1,040,070 is recorded on the balance sheet as an Accrued Expense obligation at December 31, 2025, and March 31, 2025, respectively.
9
Related
Party Promissory Notes
As
of both December 31, 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. Subsequent to quarter end, as per the provision outlined in Note 7, Mr. Dickman agreed to extend the unsecured promissory note
to April
30, 2027 (see Note 8). During the nine months
ended December 31, 2025, the Company neither borrowed any additional funds under this agreement nor made any principal repayments. As
of December 31, 2025, accrued interest on the notes totaled $ 585,634 .
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 December 31, 2025 (See Note 7 for further details on
these warrants).
Related
Party Note Payable and Line of Credit Agreements
As
of December 31, 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 December 31, 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 May 31, 2028,
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 nine months ended December 31, 2025, the Company did not borrow and made no repayments of principal
on this agreement. As of December 31, 2025, accrued interest on this note totaled $ 574,918 . The total number of warrants issued to the
related party lender was 4,255,775 as of December 31, 2025 (see Note 7 for further details on these warrants).
As
of December 31, 2025, and March 31, 2025, the Company owed $ 1,168,197 , 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 May 31, 2027, 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 nine months ended December 31, 2025, the Company
did borrowed $ 8,689 and made no repayments of principal on this agreement. As of December 31, 2025, accrued interest on this agreement totaled
$ 612,085 . The total number of warrants issued to the related party lender was 4,066,148 as of December 31, 2025 (see Note 7 for further
details on these warrants).
As
of December 31, 2025, there was $ 2,312 debt discount on related party notes payable.
(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 nine months ending December 31, 2025, and 2024, the Company did not borrow and made no repayments of principal
on this agreement. As of December 31, 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 December 31, 2025, and March
31, 2025.
10
(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 cancelled/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 nine months ended December 31, 2025, the Company issued Radiant Life, LLC 1,399,508 warrants
in conjunction with an extension of the maturity dates of notes payable, and 17,378 warrants related to a draw on the line of
credit. The exercise price of these warrants was $ 0.41 .
The value of the warrants on the date of grant related to the note extension, 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 %. The value of the warrants on the date of grant related to the draw on the line of credit, as calculated by the Black-Scholes-Merton
valuation model was $ 4,777 . The inputs used in this calculation included a fair value of the underlying common stock of $ 0.409 per share,
a risk-free of 3.78 %, volatility of 81.58 %, 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 .
During
the nine months ended December 31, 2025, 1,786,754 warrants expired. These warrants were issued in 2020 in association with monies loaned
to the Company by the Chairman of the Board of Directors, and when a related party investor extended a note payable. These warrants had
an exercise price of $ 0.05 .
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.
11
SCHEDULE OF WARRANT OUTSTANDING
Number of
Warrants
Weighted Average
Exercise Price ($)
Outstanding at March 31, 2024
14,043,573
0.75
Granted
3,154,550
0.38
Reductions
( 2,702,000 )
0.40
Outstanding at March 31, 2025
14,496,123
0.73
Granted
1,416,886
0.41
Reductions
( 1,786,754 )
0.05
Outstanding at December 31, 2025
14,126,255
0.79
The
following table summarizes the warrants issued and outstanding as of December 31, 2025:
SCHEDULE OF WARRANTS ISSUED AND OUTSTANDING
Exercise Price ($)
Warrants
Outstanding
Warrants
Exercisable
Weighted Average
Remaining Contractual
Life (Years)
Proceeds to Company
if Exercised
0.05
220,000
220,000
0.70
$ 11,000
0.35
3,310,000
3,310,000
3.11
1,158,500
0.41
4,996,465
4,996,465
3.74
2,048,551
1.05
5,049,790
5,049,790
1.73
5,302,280
2.00
50,000
50,000
0.59
100,000
5.00
500,000
500,000
1.07
2,500,000
14,126,255
14,126,255
$ 11,120,331
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
On
January 8, 2026, the Company negotiated with the Chairman of the Board of Directors to extend the due date of the notes payable and line
of credit to May 31, 2028 . In conjunction with this note extension the Company issued 1,664,550 warrants to the Chairman of the Board
of Directors (see Note 4). The exercise price of these warrants was $ 0.41 , these warrants have a cashless exercise option, and these warrants expire in 5 years from the issue date.
On
January 14, 2026, the Company negotiated with Mr. Dickman and Radiant Life, LLC to extend the due date of the notes payable and lines
of credit to April 30, 2027 , and May 31, 2027 , respectively. In conjunction with these note extensions, the Company issued 1,166,000
and 1,288,197 warrants, respectively (see Note 4). The exercise price of these warrants was $ 0.41 , these warrants have a cashless exercise
option, and these warrants expire in 5 years from the issue date.
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.