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Discontinued Operations
12 Months Ended
Feb. 28, 2025
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

NOTE 3 – Discontinued Operations

 

During the fiscal year ended February 29, 2024, the Company completed the sale of certain legacy assets of Sigma, which has been classified as discontinued operations in accordance with ASC 205-20, “Presentation of Financial Statements – Discontinued Operations.”

 

On October 6, 2023, the Company entered into a definitive asset purchase agreement (the “Divergent Agreement”) with Divergent Technologies, Inc. (“Divergent”), pursuant to which the Company agreed to sell to Divergent, and Divergent agreed to purchase from us, certain assets consisting primarily of patents, software code and other intellectual property for a purchase price of $1,626,242, including a $37,000 earnest-money deposit previously paid to us by Divergent. The closing under the Divergent Agreement occurred subsequent to the closing of the reverse acquisition with NTH on January 12, 2024. The parties’ respective obligations to close were subject to the accuracy of the parties’ respective representations and warranties and performance of their respective covenants and satisfaction or waiver of other customary conditions specified in the Divergent Agreement. In the interim, between the signing date and closing date or termination of the Divergent Agreement, the Company granted Divergent a non-exclusive, nontransferable, non-sublicensable (except to Divergent customers and affiliates), limited, irrevocable (except in connection with the termination of the Divergent Agreement), worldwide, royalty-free license to the “Licensed IP” (as defined therein) for testing, evaluation, and commercialization purposes. A gain of $30,515 was recognized in the asset disposition transaction.

 

During the year ended February 28, 2025, the Company recorded a gain of $8,344 from discontinued operations as follows:

 

  

February 28,

2025

 
Revenue  $14,731 
Cost of revenue   - 
Gross profit   14,731 
      
Professional services   4,163 
Investor relations services   4,194 
Other income   (1,970)
Total Expenses   6,387 
Gain from Discontinued Operations  $8,344