FAIR VALUE MEASUREMENTS (Tables)
|
9 Months Ended |
Sep. 30, 2025 |
|---|
| Fair Value Disclosures [Abstract] |
|
| SCHEDULE OF ASSETS AND LIABILITIES THAT ARE MEASURED AT FAIR VALUE ON A RECURRING BASIS |
The
following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring
basis at September 30, 2025 and December 31, 2024 and indicates the fair value hierarchy of the valuation inputs the Company utilized
to determine such fair value.
SCHEDULE
OF ASSETS AND LIABILITIES THAT ARE MEASURED AT FAIR VALUE ON A RECURRING BASIS
| | |
| | |
Quoted
Prices in Active Markets | | |
Significant
Other Observable Inputs | | |
Significant
Other Unobservable Inputs | |
| September
30, 2025 | |
Level | | |
(Level
1) | | |
(Level
2) | | |
(Level
3) | |
| Liabilities: | |
| | | |
| | | |
| | | |
| | |
| Convertible
Notes | |
| 3 | | |
$ | - | | |
$ | - | | |
$ | 995,891 | |
| Forward
Purchase Agreement liabilities | |
| 3 | | |
| - | | |
| - | | |
| 9,901 | |
| Derivative
liability | |
| 3 | | |
$ | - | | |
$ | - | | |
$ | 3,554,265 | |
| | |
| | | |
| | | |
| | | |
| | |
| December
31, 2024 | |
| | | |
| | | |
| | | |
| | |
| Liabilities: | |
| | | |
| | | |
| | | |
| | |
| Convertible
Notes | |
| 3 | | |
$ | - | | |
$ | - | | |
$ | 3,617,508 | |
| Loan
and Transfer note payable | |
| 3 | | |
| - | | |
| - | | |
| 499,214 | |
| Forward
Purchase Agreement liabilities | |
| 3 | | |
$ | - | | |
$ | - | | |
$ | 49,285 | |
|
| SCHEDULE OF CONVERTIBLE NOTES |
The
key inputs of the models used to value the Company’s convertible notes as of September 30, 2025 were:
SCHEDULE
OF CONVERTIBLE NOTES
| Inputs | |
September
30, 2025 | |
| Term
Remaining - Years | |
| 0.68 | |
| Share Price | |
$ | 0.21 | |
| Debt
Rate | |
| 11.78 | % |
|
| SCHEDULE OF FAIR VALUE OF THE CONVERTIBLE NOTES |
The
change in the fair value of the convertible notes measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF THE CONVERTIBLE NOTES
| | |
For
the Nine Months ended
September 30, 2025 | |
| Balance, December
31, 2024 | |
$ | - | |
| Convertible notes | |
| - | |
| Fair
value at issuance | |
| 3,000,000 | |
| Paid
in kind Interest | |
| 193,950 | |
| OID
amortized | |
| 637,606 | |
| Repayment of Note | |
| (3,032,645 | ) |
| Change
in fair value | |
| 196,980 | |
| Balance,
September 30, 2025 | |
$ | 995,891 | |
| Convertible notes | |
| 995,891 | |
|
| SCHEDULE OF FAIR VALUE OF THE FORWARD PURCHASE AGREEMENT |
The
change in the fair value of the forward purchase agreement measured using Level 3 inputs is summarized as follows:
SCHEDULE
OF FAIR VALUE OF THE FORWARD PURCHASE AGREEMENT
| | |
| | |
| Balance, December
31, 2024 | |
$ | - | |
| Assumed
in Reverse Acquisition | |
| 49,034 | |
| Change
in fair value | |
| 269 | |
| Forward
purchase agreement at March 31, 2025 | |
| 49,303 | |
| Change
in fair value | |
| (18 | ) |
| Forward
purchase agreement at June 30, 2025 | |
| 49,285 | |
| Change
in fair value | |
| (39,384 | ) |
| Forward
purchase agreement at September 30, 2025 | |
$ | 9,901 | |
|
| SCHEDULE OF SUBSCRIPTION FINANCIAL LIABILITIES |
The
key inputs of the models used to value the Company’s derivative liabilities as of September 30, 2025 were:
SCHEDULE
OF SUBSCRIPTION FINANCIAL LIABILITIES
| Inputs | |
September
30, 2025 | |
| Term
Remaining - Years | |
| 0.39
- 0.50 | |
| Share Price | |
$ | 0.21-
$0.47 | |
| Risk
Free Rate | |
| 3.88%
- 4.11 | % |
|
| Summary of Change in Fair Value of Derivative Liability |
The
change in the fair value of the derivative liability measured using Level 3 inputs is summarized as follows:
Summary
of Change in Fair Value of Derivative Liability
| | |
For
the nine months ended
September 30, 2025 | |
| Balance, December
31, 2024 | |
$ | - | |
| Derivative
liability | |
| - | |
| Initial
recognition | |
| 4,101,583 | |
| Change
in fair value | |
| (547,318 | ) |
| Derivative
liability at September 30, 2025 | |
$ | 3,554,265 | |
| Derivative
liability | |
| 3,554,265 | |
|