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INVESTMENTS – RELATED PARTIES
 9 Months Ended
Sep. 30, 2025
SEC Schedule, 12-15, Insurance Companies, Summary of Investments, Other than Investments in Related Parties [Abstract]  
INVESTMENTS – RELATED PARTIES

10. INVESTMENTS – RELATED PARTIES

 

Investments in Alzamend Neuro, Inc. (“Alzamend”), Ault & Company, Inc. (“Ault & Company”) and GIGA at September 30, 2025 and December 31, 2024, were comprised of the following:

 

Investment in Promissory Notes, Related Parties – Ault & Company and GIGA

 

                
   Interest     September 30,   December 31, 
   Rate  Due Date  2025   2024 
Promissory note and accrued interest receivable, Ault & Company  8%  December 31, 2024  $-   $2,468,000 
Promissory notes and accrued interest receivable, GIGA  6% - 15%  In bankruptcy   27,761,000    18,499,000 
Other         335,000    335,000 
Allowance for credit losses         (500,000)   (500,000)
Total investment in promissory notes and other, related parties        $27,596,000   $20,802,000 

 

GIGA Exit Financing Convertible Note

 

On September 26, 2025, the Company, through Ault Lending, entered into a loan and security agreement (the “Loan Agreement”) with GIGA, pursuant to which Ault Lending agreed to loan GIGA up to $10.0 million (the “Loan”), subject to the terms and conditions of the Loan Agreement. The Loan, which is evidenced by the issuance by GIGA of a15% Senior Secured Original Issue Discount Convertible Promissory Note (the “GIGA Note”) in the original principal amount of $11.0 million, was to be funded in three tranches. The first tranche, in an amount of $6.5 million, was funded on September 30, 2025, and the remaining tranches, totaling $3.5 million, are expected to be funded pursuant to the terms of the Loan Agreement. The GIGA Note, which matures on November 15, 2028, was issued as part of GIGA’s confirmed Chapter 11 plan of reorganization and is secured by substantially all of GIGA’s assets. The GIGA Note is convertible into shares of GIGA common stock at a conversion price equal to the greater of (i) $0.10 per share (the “GIGA Floor Price”), which GIGA Floor Price shall not be adjusted for stock dividends, stock splits, stock combinations and other similar transactions and (ii) the lesser of a 5% premium to the volume weighted average price during the five trading days immediately prior to the trading day immediately preceding the date of conversion into shares of common stock or $1.00. 

 

Summary of interest income, related party, recorded within interest and other income on the condensed consolidated statement of operations:

 

                
   For the Three Months Ended   For the Nine Months Ended 
   September 30,   September 30, 
   2025   2024   2025   2024 
Interest income, related party  $566,000   $337,000   $1,714,000   $815,000 

 

At each reporting date, the Company applies its judgment to evaluate the collectability of the note receivable and makes a provision based on the assessed amount of expected credit loss. This judgment is based on parameters such as interest rates, market conditions and creditworthiness of the creditor.

 

The Company determined that the collectability of certain notes receivables is doubtful based on information available.

 

Investment in Alzamend Series B Convertible Preferred Stock, Warrants and Common Stock, Related Parties – Alzamend

 

            
   Investments in Common Stock, Related Parties at September 30, 2025 
   Cost   Gross Unrealized Losses   Fair value 
Common shares  $24,394,000   $(24,310,000)  $84,000 
Alzamend series B convertible preferred stock, warrants   839,000    -    839,000 
   $25,233,000   $(24,310,000)  $923,000 

 

   Investments in Common Stock, Related Parties at December 31, 2024 
   Cost   Gross Unrealized Losses   Fair value 
Common shares  $24,697,000   $(24,607,000)  $90,000 
Alzamend series B convertible preferred stock, warrants   2,100,000    -    2,100,000 
   $26,797,000   $(24,607,000)  $2,190,000 

 

The following tables summarize the changes in the Company’s investments in Alzamend common stock during the three months ended September 30, 2025 and 2024:

 

          
   For the Three Months Ended September 30, 
   2025   2024 
Balance at July 1  $24,000   $304,000 
Conversion of Alzamend series B convertible preferred stock to common stock   1,261,000    - 
Sale of Alzamend common stock   (1,268,000)   - 
Realized gain in common stock of Alzamend   70,000    - 
Unrealized loss in common stock of Alzamend   (3,000)   (173,000)
Balance at September 30  $84,000   $131,000 

 

The following tables summarize the changes in the Company’s investments in Alzamend common stock during the nine months ended September 30, 2025 and 2024:

 

   For the Nine Months Ended September 30, 
   2025   2024 
Balance at January 1  $90,000   $679,000 
Investment in common stock of Alzamend   8,000    9,000 
Conversion of Alzamend series B convertible preferred stock to common stock   1,261,000    - 
Sale of Alzamend common stock   (1,274,000)   - 
Realized loss in common stock of Alzamend   (298,000)   - 
Unrealized gain (loss) in common stock of Alzamend   297,000    (557,000)
Balance at September 30  $84,000   $131,000 

 

Ault Lending, LLC (“Ault Lending”) Investment in Alzamend Series B Convertible Preferred Stock and Warrants

 

          
   September 30,   December 31, 
   2025   2024 
Investment in Alzamend preferred stock  $839,000   $2,100,000 
Total investment in other investments securities, related party  $839,000   $2,100,000 

 

In connection with a securities purchase agreement entered into with Alzamend in January 2024, Ault Lending purchased 2,100 shares of Alzamend Series B convertible preferred stock and warrants to purchase 0.2 million shares of Alzamend common stock with a five-year term and an exercise price of $12.00 per share for a total purchase price of $2.1 million.

 

During the nine months ended September 30, 2025, Ault Lending converted a portion of its Alzamend Series B convertible preferred stock into Alzamend common stock, which resulted in the reduction of the carrying amount of the investment from $2.1 million at December 31, 2024 to $0.8 million at September 30, 2025.

 

The Company has elected to account for investment in other investments securities, related party, using a measurement alternative under which they are measured at cost and adjusted for observable price changes and impairments.

 

Messrs. Horne and Nisser are each paid $50,000 annually by Alzamend. Mr. Ault is paid $25,000 annually by Alzamend.