Quarterly report [Sections 13 or 15(d)]

Note 16 - Subsequent Events

v3.25.3
Note 16 - Subsequent Events
9 Months Ended
Sep. 30, 2025
Notes to Financial Statements  
Subsequent Events [Text Block]

16. Subsequent Events

 

On October 13, 2025, the Company announced the establishment of its wholly-owned subsidiary in Tokyo, Japan (the “Japanese Subsidiary”). The Japanese Subsidiary serves as the Company’s regional headquarters for Web 3.0 and entertainment-related initiatives in Asia, focusing on real-world asset tokenization, decentralized finance, non-fungible tokens, and distributed storage technology. 

 

On October 7, 2025, Streeterville Capital, LLC, a Utah limited liability company ( “Streeterville”)  funded an additional amount of $4,602,275 to the deposit account (the “Deposit Account”) as set out in that certain deposit account control agreement (the “Deposit Account Control Agreement”) entered into by IPDN Holdings, a Utah corporation and our wholly-owned subsidiary, and Streeterville on October 3, 2025. On October 30, 2025, the Company and Streeterville entered into a side letter agreement (the “Side Letter”), with respect to the Securities Purchase Agreement, pursuant to which, Streeterville agreed to release $1,000,000 within one (1) business day from the filing of the Prospectus Supplement (as defined below), from the Deposit Account, subject to certain conditions, including (i) the Company’s withdrawal of its previously filed registration statement on Form S-1 for the registration of certain securities issuable in connection with the Securities Purchase Agreement, (ii) the filing of a new prospectus supplement (the “Prospectus Supplement”) to its effective shelf registration statement on Form S-3 (File No. 333-282831) to register up to $3,250,000 shares of Common Stock issuable under the Initial Pre-Paid Purchase in the principal amount of up to $8,655,000 under the Securities Purchase Agreement, and (iii) the filing of a new registration statement on Form S-1 for the registration of at least 8,250,000 shares of Common Stock issuable to Streeterville in connection with the Securities Purchase Agreement within twenty (20) days of the date of the Side Letter.

 

The Company will complete the acquisition from High Wave Corp of full worldwide ownership of forty (40) original musical compositions, including all copyrights and related rights, by November 30, 2025. In consideration, the company shall pay a total of USD 10,000,000 pursuant to the agreed delivery schedule, upon which ownership of each corresponding batch of works shall automatically transfer to the company.