CONVERTIBLE DEBT OBLIGATIONS	12 Months Ended
Mar. 31, 2025
Convertible Debt Obligations
CONVERTIBLE DEBT OBLIGATIONS	9. CONVERTIBLE DEBT OBLIGATIONS *2021 and 2022 Debt Financings* In March 2021, the Company entered into an arrangement whereby the Company completed convertible debt financing (“2021 Debt Financing”), from 47 investors, for gross proceeds of $6,000, less $841 of debt issuance costs, at an 8.0% interest rate to provide working capital for its operations. Between April and July 2022, the Company received further convertible debt financing (“2022 Debt Financing”) from 47 investors for gross proceeds of $4,000, less $531 of debt issuance costs, that rank pari passu to the 2021 Debt Financing, at an 8.0% interest rate. The debt issuance costs were amortized over the life of the convertible debt. The Company’s convertible debt obligations are secured by a security interest over the assets of the Company. The 2021 Debt Financing had a maturity date of December 15, 2023. In December 2023 and January 2024, the maturity date of all convertible promissory notes was extended to February 14, 2024. Upon the closing of an IPO, prior to the redemption date, the convertible debt was convertible into the Company’s common stock at a conversion price equal to 80% of the public offering price of the Company’s common stock in the IPO. On February 12, 2024, $10,002 in principal amount plus accrued interest in the amount of $1,985 automatically converted into the Company’s common stock, at 80% of the initial public offering price into an aggregate of 2,497,267 shares of common stock (see note 10). Upon conversion of the convertible debt, the unamortized balance of debt discount of $492 was charged to interest expense. *2024 Debt Financing* In December 2024, the Company entered into a convertible secured promissory note (“2024 Debt Financing”) whereby the Company completed convertible debt financing (“2024 Debt Financing”), from one investor, for gross proceeds of $2,000, to provide working capital for its operations. The Company’s convertible debt obligations are secured by a security interest over the assets of the Company. The 2024 Debt Financing matures on December 6, 2025. The 2024 Debt Financing has the following features: Conversion rights - The investor has the right, but not the obligation, to convert any portion of the outstanding and unpaid principal and accrued interest into shares of common stock at the conversion price of $1.00. Interest – The 2024 Debt Financing bears interest of 15.0% per annum. Exchange Cap – The lender shall not have the right to convert any portion of the 2024 Debt Financing to the extent that after giving effect to such conversion the lender, together with any affiliate, would beneficially own in excess of 4.99% (which may be increased to 9.99% at the investor’s sole discretion) of the number of common shares outstanding immediately after giving effect to such conversion or receipt of shares as payment of interest. Additionally, the Company shall not issue any common shares upon conversion of the 2024 Debt Financing, or otherwise, if the issuance of such common shares would exceed the aggregate number of common shares that the Company may issue in a transaction in compliance with the Company’s obligations under the rules or regulations of the NYSE, unless approved by the Company’s stockholders. Event of default – the unpaid principal amount of the 2024 Debt Financing and any accrued but unpaid interest becomes immediately due in payable if an Event of Default, as defined in the 2024 Debt Financing occurs. The investor has the right, but not the obligation, to convert at any time after an Event of Default at the conversion price of $1.00. Prepayment feature - A prepayment prior to maturity to repay amounts outstanding under the 2024 Debt Financing is required equal to 33% of net proceeds of an offering up to $10,000 of preferred stock after the first $2,000 in net proceeds. In March 2025, $2,000 in principal converted into an aggregate 2,000,000 shares of the Company’s common stock, at a conversion price of $1.00 (see Note 10). At the time of conversion, accrued but unpaid interest was of $93 included in the balance of accrued expenses in the accompanying consolidated balance sheet as of March 31, 2025, which was subsequently paid in cash to the lender.

CONVERTIBLE DEBT OBLIGATIONS

12 Months Ended

Mar. 31, 2025

9. CONVERTIBLE DEBT OBLIGATIONS

2021 and 2022 Debt Financings

In March 2021, the Company entered into an arrangement whereby the Company completed convertible debt financing (“2021 Debt Financing”), from 47 investors, for gross proceeds of $6,000, less $841 of debt issuance costs, at an 8.0% interest rate to provide working capital for its operations. Between April and July 2022, the Company received further convertible debt financing (“2022 Debt Financing”) from 47 investors for gross proceeds of $4,000, less $531 of debt issuance costs, that rank pari passu to the 2021 Debt Financing, at an 8.0% interest rate. The debt issuance costs were amortized over the life of the convertible debt. The Company’s convertible debt obligations are secured by a security interest over the assets of the Company.

The 2021 Debt Financing had a maturity date of December 15, 2023. In December 2023 and January 2024, the maturity date of all convertible promissory notes was extended to February 14, 2024. Upon the closing of an IPO, prior to the redemption date, the convertible debt was convertible into the Company’s common stock at a conversion price equal to 80% of the public offering price of the Company’s common stock in the IPO.

On February 12, 2024, $10,002 in principal amount plus accrued interest in the amount of $1,985 automatically converted into the Company’s common stock, at 80% of the initial public offering price into an aggregate of 2,497,267 shares of common stock (see note 10). Upon conversion of the convertible debt, the unamortized balance of debt discount of $492 was charged to interest expense.

2024 Debt Financing

In December 2024, the Company entered into a convertible secured promissory note (“2024 Debt Financing”) whereby the Company completed convertible debt financing (“2024 Debt Financing”), from one investor, for gross proceeds of $2,000, to provide working capital for its operations. The Company’s convertible debt obligations are secured by a security interest over the assets of the Company. The 2024 Debt Financing matures on December 6, 2025. The 2024 Debt Financing has the following features:

Conversion rights - The investor has the right, but not the obligation, to convert any portion of the outstanding and unpaid principal and accrued interest into shares of common stock at the conversion price of $1.00.

Interest – The 2024 Debt Financing bears interest of 15.0% per annum.

Exchange Cap – The lender shall not have the right to convert any portion of the 2024 Debt Financing to the extent that after giving effect to such conversion the lender, together with any affiliate, would beneficially own in excess of 4.99% (which may be increased to 9.99% at the investor’s sole discretion) of the number of common shares outstanding immediately after giving effect to such conversion or receipt of shares as payment of interest. Additionally, the Company shall not issue any common shares upon conversion of the 2024 Debt Financing, or otherwise, if the issuance of such common shares would exceed the aggregate number of common shares that the Company may issue in a transaction in compliance with the Company’s obligations under the rules or regulations of the NYSE, unless approved by the Company’s stockholders.

Event of default – the unpaid principal amount of the 2024 Debt Financing and any accrued but unpaid interest becomes immediately due in payable if an Event of Default, as defined in the 2024 Debt Financing occurs. The investor has the right, but not the obligation, to convert at any time after an Event of Default at the conversion price of $1.00.

Prepayment feature - A prepayment prior to maturity to repay amounts outstanding under the 2024 Debt Financing is required equal to 33% of net proceeds of an offering up to $10,000 of preferred stock after the first $2,000 in net proceeds.

In March 2025, $2,000 in principal converted into an aggregate 2,000,000 shares of the Company’s common stock, at a conversion price of $1.00 (see Note 10). At the time of conversion, accrued but unpaid interest was of $93 included in the balance of accrued expenses in the accompanying consolidated balance sheet as of March 31, 2025, which was subsequently paid in cash to the lender.