AI Unlimited (AIUG) 10-K5 Jul 232022 FY Annual reportFinancial data

Company Profile

Cover

Cover - USD ($)	9 Months Ended
Cover - USD ($)	Dec. 31, 2022	Jun. 27, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	333-266157
Entity Registrant Name	LEVER GLOBAL CORPORATION
Entity Central Index Key	0001932244
Entity Tax Identification Number	88-1455444
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	Level 11
Entity Address, Address Line Two	9255 W Sunset Blvd
Entity Address, City or Town	West Hollywood
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90069
City Area Code	(800)
Local Phone Number	309-5983
Title of 12(b) Security	Common Stock, par value $0.0001
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Public Float			$ 47,745,695
Entity Common Stock, Shares Outstanding		63,660,926
Auditor Firm ID	5041
Auditor Name	BF Borgers CPA PC
Auditor Location	Lakewood, CO

Consolidated Balance Sheet

Consolidated Balance Sheet	Dec. 31, 2022 USD ($)
Current assets:
Cash	$ 315,788
Account receivable	11,815
Prepaid expenses	148,436
Current assets	476,039
Contributed tangible software	758,316
Capitalized software	924,007
Total assets	2,158,362
Current liabilities:
Accounts Payable	50,000
Stock issuable liability	50,000
Related party loans	300,000
Accrued interests	740
Current liabilities	400,740
Total liabilities	400,740
Commitments and Contingencies (Note 7)
Stockholders’ Equity (Deficit):
Preferred stock, par value $0.0001, 50,000,000 shares authorized, 5,000,000 issued and outstanding, as of December 31, 2022	500
Common stock, par value $0.0001, 500,000,000 shares authorized; 63,660,926 shares issued and outstanding, as of December 31, 2022	6,366
Additional paid-in capital	3,682,950
Accumulated deficit	(1,932,194)
Total stockholders’ equity	1,757,622
Total liabilities and stockholders’ equity	$ 2,158,362

Consolidated Balance Sheet (Par

Consolidated Balance Sheet (Parenthetical)	Dec. 31, 2022 $ / shares shares
Statement of Financial Position [Abstract]
Preferred stock, par value \| $ / shares	$ 0.0001
Preferred stock, shares authorized	50,000,000
Preferred stock, shares issued	5,000,000
Preferred stock, shares outstanding	5,000,000
Common stock, par value \| $ / shares	$ 0.0001
Common stock, shares authorized	500,000,000
Common stock, shares issued	63,660,926
Common stock, shares outstanding	63,660,926

Consolidated Statements of Oper

Consolidated Statements of Operation	9 Months Ended
Consolidated Statements of Operation	Dec. 31, 2022 USD ($) $ / shares shares
Revenues
Subscription fees	$ 16,878
Total revenue	16,878
Cost of sales
Subscription & software	61,266
Total cost of sales	61,266
Gross profit	(44,388)
Operating expenses:
General and administrative	1,189,111
Sales and marketing	690,212
Total operating expenses	1,879,323
Operating loss	(1,923,711)
Other income (expense):
Interest expense	(8,145)
Other income (expense)	(338)
Total other expense	(8,483)
Loss before provision for income taxes	(1,932,194)
Provision for income taxes
Net loss	$ (1,932,194)
Net loss per common share, basic and diluted \| $ / shares	$ (0.03)
Weighted average number of common shares outstanding basic & diluted \| shares	62,515,087

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Equity - 9 months ended Dec. 31, 2022 - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Mar. 23, 2022
Beginning balance, value at Mar. 23, 2022
Preferred shares issued for founder services valued at par value	$ 500				$ 500
Preferred shares issued for founder services valued at par value, shares	5,000,000
Common shares issued for founders services valued at par value		1,000			$ 1,000
Common shares issued for founders services valued at par value, shares					10,000,000
Paid-in-capital for contributed tangible software			758,316		$ 758,316
Common shares issued for cash valued at $0.01 per share		3,050	301,950		$ 305,000
Common shares issued for cash valued at $0.01 per share, shares					30,500,000
Common shares issued for 500K note conversion at $0.0248 per share		2,016	497,984		$ 500,000
Common shares issued for 500K note conversion at $0.0248 per share, shares					20,160,926
Common shares issued for cash valued at $0.50 per share		50	249,950		$ 250,000
Common shares issued for cash valued at $0.50 per share, shares					500,000
Common shares issued for cash valued at $0.75 per share		247	1,849,753		$ 1,850,000
Common shares issued for cash valued at $0.75 per share, shares					2,466,667
Common shares issued for services valued at $0.75 per share		33	24,997		$ 25,000
Common shares issued for services valued at $0.75 per share, shares					33,333
Net Loss				(1,932,194)	$ (1,932,194)
Ending balance, value at Dec. 31, 2022	$ 500	$ 6,366	$ 3,682,950	$ (1,932,194)	$ 1,757,622
Ending balance, shares at Dec. 31, 2022	5,000,000				63,660,926

Consolidated Statement of Sto_2

Consolidated Statement of Stockholders' Equity (Parenthetical)	Dec. 31, 2022 $ / shares
Service [Member]
Price per share	$ 0.75
Conversion Note [Member]
Price per share	0.0248
Common stock two [Member]
Price per share	0.01
Common Stock [Member]
Price per share	0.50
Common Stock One [Member]
Price per share	$ 0.75

Consolidated Statement of Cash

Consolidated Statement of Cash Flows	9 Months Ended
Consolidated Statement of Cash Flows	Dec. 31, 2022 USD ($)
Operating Activities:
Net Loss	$ (1,932,194)
Adjustments to reconcile net loss to net cash used in operating activities:
Preferred stock issued for services	500
Common stock issued for services	26,000
Contributed tangible software	(758,316)
Software amortization	57,516
Change in assets and liabilities:
Stock payable for services	50,000
Accounts receivable	(11,815)
Prepaid expenses	(148,436)
Accounts payable	50,000
Accrued interests	740
Net cash used in operating activities	(2,666,005)
Investing Activities:
Capitalized software	(981,523)
Net cash used in investing activities	(981,523)
Financing Activities:
Paid-in-capital for related party contribution	758,316
Proceeds from related party loans	300,000
Common stock issued for cash	2,905,000
Net cash provided by financing activities	3,963,316
Net increase (decrease) in cash	315,788
Cash at beginning of the period
Cash at end of the period	315,788
Cash paid for income taxes
Cash paid for interest
Non – Cash Investing and Financing Activities:
Common Stock Issued for 500K Note conversion	$ 500,000

BUSINESS DESCRIPTION AND NATURE

BUSINESS DESCRIPTION AND NATURE OF OPERATIONS	9 Months Ended
BUSINESS DESCRIPTION AND NATURE OF OPERATIONS	Dec. 31, 2022
Accounting Policies [Abstract]
BUSINESS DESCRIPTION AND NATURE OF OPERATIONS	BUSINESS DESCRIPTION AND NATURE OF OPERATIONS Lever Global Corporation (the “Company,” “we,” “our,” or “us”) was incorporated under the laws of the State of Delaware on March 24, 2022. We are a fintech-driven consumer liabilities and debt management company. Our mission is to empower subscribers to use our App to become financially independent by managing all of their liabilities and debt obligations in one place. Mr. McKendrick is the Company’s Founder, CEO, and Director and has started several fintech companies focusing on credit and debt management for consumers and businesses since 2015. The Company has a wholly-owned subsidiary, Lever Technology, Inc. (“Lever Technology”), a California corporation. There are no operating activities for Lever Technology. The Company had a soft launch of the App in the third quarter of fiscal 2022 on the iOS App Store. Currently, the App allows the subscribers to analyze their existing student loans and recommend programs the US Department of Education offers after the In the fourth quarter of fiscal 2022, the Company added a round-up option, allowing subscribers to link their bank account and student loan to the App and select to pay a few cents per transaction towards the principal of their student loan. The App will have a feature that will show the subscriber how the extra payments towards the loan will result in interest savings and reduce the loan term. In fiscal 2023, the Company intends to offer its subscribers the tools in the App to directly negotiate and refinance their outstanding credit card and auto loans with their lenders. The Company plans to connect several credit card companies and auto loan providers to the App through API. As well as provide more ways to save, spend and invest through the development, acquisition, and key hires across these technologies. The Company also plans to launch the App officially in the App Store and Play Store in the fiscal 2023. There is no assurance that the Company will be successful in future plans. We are a development stage entity devoting all of its efforts to substantially establishing our flagship product, the Lever App (“App”). The App’s official launch is expected in the third quarter of fiscal 2023. The Company had a soft launch of the App in the third quarter of fiscal 2022; as a result, we have generated $ 16,878 The App allows everyday people to directly negotiate, enroll, repay, and settle student loans for the US market without the complexity and confusion of the fine print. The App helps subscribers with debt management - negotiation, repayment, and settlement. We are committed to providing our subscribers with impartial guidance in their journey toward financial independence. The App will be available on the Play Store (Android) and App Store (iOS) under Lever App (the “App”) as its brand name for a subscription-based fee billed monthly or annually. NOTE 1. BUSINESS DESCRIPTION AND NATURE OF OPERATIONS (continued) The App will help the subscriber manage and resolve liabilities such as credit cards, student loans, and other types of consumer debts through continued education and recommendations on how and when to refinance the student loan with the department of education, federal student loan prequalification and enrollment, access credit scores, and other features that enable subscribers to manage their debt obligations smartly, intuitively, and cost-effectively. The Company initially intends to target student debt holders in the United States as its primary customer base. The Company believes that manually managing liabilities is complex and time-consuming, which involves actively monitoring personal finances, estimating payments, negotiating with lenders, and finding the proper federal and state grants and loan arrangements. It is difficult to maintain and monitor these loan terms with annual renewals that can last up to twenty-one (21) years on average. The Company believes the student loan borrower will benefit from the App. Our Application Program Interface (APIs) and artificial intelligence (AI) driven programming connect them to the right and relevant federal loan programs with the most favorable terms – qualifying amount and rate, enrolling and saving with a few clicks. The Lever App further informs the subscribers when and how to refinance their student loans. Based on the inputs the subscriber provides, the Lever App provides visual guidelines on how the subscriber’s budget and spending suit their current and future liabilities, including their student loan repayments, and provides a smarter way to repay their debts through features like payment round-ups and extra repayment recommendations, to help a subscriber pay off the liabilities smarter, without affecting their existing spending habits. The Lever App provides subscribers instant matches through Student Aid, the largest provider of financial aid for college in the United States, and other Federal student aid programs. The subscriber can access the complex world of student debt management in an easy four-step process through the Lever App, which includes: ● Basic subscriber information per KYC requirements, ● The subscriber links one or multiple loans in real-time, also known as Enrollment, ● The software matches with up to three (3) options to manage loans (deferment or forbearance or reduced payments, etc.), and ● The subscriber picks the best option to connect to the best United States Government aid program to complete the application. Once subscribers sync their respective liabilities and loans with the Lever App, the software automates with a data-driven algorithm to match users with better ways to repay debts, such as providing automation for snowball or avalanche plans and extra repayment recommendations for managing liabilities. The App also includes credit score insights and payment round-up technology using open banking protocols that help and recommend that loan borrowers contribute micro amounts towards their loan principal, saving on years of interest and reaching financial independence faster and better with the App. Business Strategy Our experienced Management and in-house software development team have carefully designed various B2C debt management solutions to meet the needs of borrowers in the United States and globally. We intend to grow our core business, increase market share, and improve profitability principally by deploying the following growth strategies: ● Complete version 1 of the App in the third quarter of fiscal 2022 with the soft launch, and launch the App officially to the public in the third quarter of fiscal 2023; ● Ramp up subscriber acquisition through our digital and traditional marketing strategies; ● Continue to enhance and promote our core proprietary liabilities and debt management app and introduce other innovative repayments, finance, and spending features for United States consumers; ● Future growth will depend on the timely development and successful distribution of the Lever App by signing enterprise and employer deals in the United States; ● Increase our software development capabilities to develop disruptive and next-generation machine learning and artificial intelligence-driven technologies to grow and retain subscriber base; ● Grow subscriber base through accretive acquisitions, opportunistic investments, and beneficial partnerships; and; ● Recognize and enter high-growth markets to expand our services to meet the demand for other financial solutions, including but not limited to auto-save and auto loan repayment from day-to-day debit card usage and investments such as IRAs and 401Ks. NOTE 1. BUSINESS DESCRIPTION AND NATURE OF OPERATIONS (continued) Marketing and Sales The Company aims to be flexible and responsive to its sales and marketing strategies to provide an omnichannel customer experience. Therefore, our primary focus is on different subscriber acquisition channels to expand our paid customer base. The Company is actively integrating digital and traditional marketing channels effectively, as we believe these are scalable channels and that one-size-fits-most customers no longer work. Our marketing strategy identifies and targets student borrowers who are high-value/high-potential subscribers. We have found that these customers are often more receptive to a digital marketing strategy that includes SEO marketing, an intuitive website experience, targeted emails/ content, educational blogs, and active social media engagement involving celebrities and influencers. For traditional marketing, such as conferences, trade shows, expos, media events, and direct meetings, the senior Management in person provides presentations, gives media interviews, and engages potential subscribers at events. We have designed our marketing and sales strategies to drive prospective subscribers to the Play Store and App Store, where they can download our App. To spread the word, the Company has engaged celebrities and influencers, such as Austin Reaves (Age 23), to promote and endorse the Company’s products and services to target audiences. The Company carefully executes its media strategy by using billboard signage, street posters, bus ads, social media posting, digital TV ads, creating video-on-demand advertising, and attending events at schools, colleges, and university campuses. The App’s official launch is expected to be in the third quarter of fiscal 2023. The Company intends to use traditional marketing strategies such as billboard signage, digital TV ads, creating video-on-demand advertising, and attending events at schools, colleges, and university campuses after the App’s official launch. Currently, the Company uses only online marketing, mainly social media campaigns, including engagement of celebrities and influencers and educational and other incentives-based posts on social media, to drive online traffic to its websites or directly to the App Store. The Company implements an effective marketing funnel where we map out our subscribers’ journey from when they are a lead and then tailored strategies to encourage them to move through this funnel. We also utilize many indirect channels where a network of industry professionals, introducing and referring affiliates as third parties, promote our services in exchange for performance-based compensation. In most cases, affiliates carry out the lead generation function, while the Company’s staff provides subscribers and technical support to subscribers. Most of the marketing and branding initiatives are taken in-house by our team. The Company may hire outside marketing and branding consultants and advertising firms from time to time. NOTE 1. BUSINESS DESCRIPTION AND NATURE OF OPERATIONS (continued) Industry and Competitive Analysis A student loan is money that the federal government and private institutions lend to students or parents to finance post-secondary education. Most students who get a bachelor’s degree finance their education with one or more student loans. Student loans are the largest source of debt in the United States after mortgages. Student loans do not require the borrower to provide collateral, such as a house or a car, to guarantee the loan. The interest payment on the student loan is tax-deductible up to a maximum of $ 2,500 Public and Private Student Debt 43.4 1.75 (1) (2) 92 7.89 131.10 (1) Student Loans Owned and Securitized Average Student Loans The average student debt is estimated to be $ 28,950 71,000 57,520 Parent PLUS loans (3) 28,778 104.8 3.7 (2) (3) Status of Student Loan Repayment (4) The government offered student loan relief in 2020, which caused forbearance spikes and data suspension from federal agencies. There are 6.42 million federal loan borrowers in school, 1.17 million federal borrowers in the grace period, 460,000 federal loan borrowers in repayment, 3.05 million federal loan borrowers in deferment, and 26.78 million federal loan borrowers with loans in forbearance Borrowers can also postpone private student loan payments via deferment or forbearance, but interest always accrues regardless of whether the borrower makes payments. If public student loan borrowers can’t make payments, they can postpone them through deferment or forbearance. Interest typically accrues during these periods, but borrowers with subsidized loans don’t owe the interest that accrues during deferment. The US Government paused federal student loan repayments and interest during the pandemic throughout 2021 and extended it into the fall of 2022. Despite the freeze, student loan balances still increased as newer loans entered repayment, despite no current payment due on most loans. (4) Status of Student Loan Default (5) Student loan default happens after a missed payment period after approximately 270 days (or nine months) past due. Private student loans typically default after three missed payments (typically three months). Still, according to the lender’s terms and conditions, it can happen after one missed payment. Around 9.7% of student loan borrowers default after entering repayment within a couple of years. (5) Student Loan Forgiveness Options The US Government provides several student loan forgiveness options and plans, including but not limited to: ● Public Service Loan Forgiveness (PSLF) or PSLF Waiver– forgives the remaining balance on your Direct Loans after making 120 qualifying monthly payments under a qualifying repayment plan while working full-time for a qualifying employer. ● Income-driven repayment forgiveness – sets your monthly student loan payment at an amount intended to be affordable based on your income and family size. ● Borrower defense to repayment – if the school misled or engaged in other misconduct in violation of certain state laws, the student borrower may be eligible for “borrower defense to loan repayment,” to the discharge of some or all of federal student loan debt, and ● Free Application for Federal Student Aid, known as the FAFSA – is the application for financial aid completed by current and prospective college students in the United States to determine their eligibility for student financial aid. We believe the personal debt management industry is highly fragmented and diversified, with several large and small companies offering a wide variety of debt management solutions. We believe that our direct and indirect competition includes but is not limited to HR benefits platforms, round-up saving and investing apps, personal finance and credit bureau platforms, personal finance educational tools, and other personal debt management companies. General financial content providers may also be considered indirect competition. Our target market is student loan borrowers looking to better their financial future by paying their loans and saving money. We offer a unique solution catered to student loan management in the most comprehensive and user-friendly way for the borrower and the servicer. Our industry is active in mergers and acquisitions of digital debt management software companies by large and well-capitalized companies looking for complementary services. For example, in July 2018, LendingTree, Inc. (NASDAQ: TREE) announced today that it had entered into a definitive agreement to acquire Student Loan Hero, Inc. (6) (7) NOTE 1. BUSINESS DESCRIPTION AND NATURE OF OPERATIONS (continued) According to the Harvard Kennedy School report (8) The student loan forgiveness debate has entered into the national conversation. White House officials are planning to cancel $ 10,000 10,000 230 The Company firmly believes that the student loan industry will continue to be the fastest-growing source of debt for United States households. Student loans are now the largest source of unsecured debt in the United States. They have become a financial industry in its own right, especially with its secondary market and student loan asset-backed securities. (6) (7) (8) Board of Directors As of December 31, 2022, the Company appointed Trent McKendrick as the Executive Chairman and Director. The Company currently has one executive director. Covid-19 In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic throughout the United States. While the initial outbreak concentrated in China, it spread to several other countries and reported infections globally. Many countries worldwide, including the United States, implemented significant governmental measures to control the spread of the virus, including temporary closure of businesses, severe restrictions on travel and the movement of people, and other material limitations on the business. Even though the pandemic appears to slow down and is in control, these measures have resulted in work stoppages, absenteeism in the Company’s labor workforce, and other disruptions. The extent to which the coronavirus impacts our operations will depend on future developments. These developments are highly uncertain. We cannot predict them with confidence, including the duration and severity of the outbreak and the actions required to contain the coronavirus or treat its impact. In particular, the continued spread of the coronavirus globally could adversely impact our operations and workforce, including our marketing and sales activities and ability to raise additional capital, which could harm our business, financial condition, and operation results. Russia-Ukraine Conflict The geopolitical situation in Eastern Europe intensified on February 24, 2022, with the Russian invasion of Ukraine. The war between the two countries continues to evolve as military activity continues. The United States and certain European countries have imposed additional sanctions on Russia and specific individuals. As of the date of this filing, there has been no disruption in our operations. Rounding Error Due to rounding, numbers presented in the financial statements for the period ending from inception to December 31, 2022, and throughout the report may not add up precisely to the totals provided, and percentages may not exactly reflect the absolute figures.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Dec. 31, 2022
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company. We have eliminated all intercompany balances and transactions. The Company has prepared consolidated financial statements consistent with the Company’s accounting policies in its financial statements. The Company has measured and presented the Company’s consolidated financial statements in US Dollars, which is the currency of the primary economic environment in which the Company operates (also known as its functional currency). The Company has a wholly-owned subsidiary, Lever Technology, Inc. (“Lever Technology”), a California corporation. There are no operating activities for Lever Technology. Consolidated Financial Statement Preparation and Use of Estimates The Company prepared the consolidated financial statements according to accounting principles generally accepted in the United States of America (“GAAP”). The preparation of consolidated financial statements in conformity with GAAP requires Management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Estimates include revenue recognition, the allowance for doubtful accounts, website and software development costs, and the recoverability of tangible assets with finite lives and other long-lived assets. Actual results could materially differ from these estimates. Cash and Cash Equivalents Total cash and cash equivalents include cash on hand, deposits held with banks, and other short-term, highly liquid investments with three months or less of original maturities. The Company maintains its cash balances at a single financial institution. The balances exceed Federal Deposit Insurance Corporation (FDIC) limits as of December 31, 2022. On December 31, 2022, the Company had $ 315,788 Sales, Marketing, and Advertising The Company recognizes sales, marketing, and advertising expenses when incurred. The Company incurred $ 690,212 36.73 NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Concentrations of Credit Risk Cash Total cash and cash equivalents include cash on hand, deposits held with banks, and other short-term, highly liquid investments with three months or less of original maturities. The Company maintains its cash balances at a single financial institution. The balances exceed Federal Deposit Insurance Corporation (FDIC) limits as of December 31, 2022. On December 31, 2022, the Company had $ 315,788 Research and Development (R and D) Cost The Company acknowledges that future benefits from research and development (R and D) are uncertain. It cannot capitalize all the R and D. The GAAP accounting standards require us to expense all research and development expenditures as incurred. From the fiscal year ended December 31, 2022, the Company incurred $ 46,960 Legal Proceedings The Company discloses a loss contingency if at least a reasonable possibility that a material loss has been incurred. The Company records its best estimate of loss related to pending legal proceedings when the loss is probable and the amount can be reasonably estimated. The Company can reasonably estimate a range of loss with no best estimate; the Company records the minimum estimated liability. As additional information becomes available, the Company assesses the potential liability of pending legal proceedings, revises its estimates, and updates its disclosures accordingly. The Company’s legal costs associated with defending itself are recorded as expenses when incurred. The Company is currently not involved in any litigation. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment following FASB ASC 360, Property, Plant, and Equipment. We test long-lived assets for recoverability whenever events or circumstances change to indicate that the carrying amounts may not be recoverable. An impairment charge is recognized for the amount if and when the asset’s carrying value exceeds the fair value. There are no impairment charges for the period ending December 31, 2022. Provision for Income Taxes The provision for income taxes is determined using the asset and liability method. Under this method, deferred tax assets and liabilities are based on the temporary differences between the consolidated financial statement and income tax bases of assets and liabilities using the enacted tax rates applicable each year. The Company utilizes a two-step approach to recognizing and measuring uncertain tax positions (“tax contingencies”). The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely to be realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and benefits, requiring periodic adjustments, which may not accurately forecast actual outcomes. The Company includes interest and penalties related to tax contingencies in the provision of income taxes in the operations’ consolidated statements. The Company’s Management does not expect the total amount of unrecognized tax benefits to change significantly in the next twelve (12) months. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Contributed Software Code Lever Holdings provided the working base source code for the launch of the Company, valued at $ 758,316 Software Development Costs By ASC 985-20, Software development costs, including costs to develop software sold, leased, or otherwise marketed, are capitalized after establishing technical feasibility, if significant. We amortize the capitalized software development costs using the straight-line amortization method over the application software’s estimated useful life. The Company established the technical feasibility of the Lever App’s design specifications for the US market in 2022. By the end of March 31, 2022, the Company completed the activities (planning, designing, coding, and testing) necessary to establish that it can launch and market the App. The Company is revising the user interface and building additional features to better the App for official public launch in the fourth quarter of fiscal 2022. The Company estimates the useful life of the software to be three ( 3 57,516 Capitalized Software Costs At December 31, 2022 the gross capitalized software asset was $ 981,522 57,516 924,007 The Company launched version 1 of the App in August 2022. As a result, we are amortizing the gross capitalized cost as an amortization expense, and the Company classifies such cost as the Cost of Sales. The Company has estimated aggregate amortization expense for each of the five (5) succeeding fiscal years based on the estimated software asset’s lifespan of three (3) years. Estimated Amortization Expense: SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE Fiscal year ended December 31, 2023 $ 172,547 Fiscal year ended December 31, 2024 $ 172,547 Fiscal year ended December 31, 2025 $ 115,031 Fiscal year ended December 31, 2026 $ - Fiscal year ended December 31, 2027 $ - Foreign Currency Translation and Re-measurement The Company translates its foreign operations to US dollars following ASC 830, “ Foreign Currency Matters We have translated the local currency of ADS, the Australian Dollar (“AUD”), into US$1.00 at the following exchange rates for the respective dates: The exchange rate at the reporting end date: SCHEDULE OF FOREIGN EXCHANGE RATES December 31, 2022 USD: AUD $ 1.4695 Average exchange rate for the period: March 24, 2022, to USD: AUD $ 1.4490 The Company related party transactions were in AUD, and its reporting currency is the US dollar. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) The Company translates its records into USD as follows: ● Assets and liabilities at the rate of exchange in effect at the balance sheet date ● Equities at the historical rate ● Revenue and expense items at the average rate of exchange prevailing during the period Fair Value The Company uses current market values to recognize certain assets and liabilities at a fair value. The fair value is the estimated price at which the Company can sell the asset or settle a liability in an orderly transaction to a third party under current market conditions. The Company uses the following methods and valuation techniques for deriving fair values: Market Approach – The market approach uses the prices associated with actual market transactions for similar or identical assets and liabilities to derive a fair value. Income Approach – The income approach uses estimated future cash flows or earnings, adjusted by a discount rate representing the time value of money and the risk of cash flows not being achieved to derive a discounted present value. Cost Approach – The cost approach uses the estimated cost to replace an asset adjusted for the obsolescence of the existing asset. The Company ranks the fair value hierarchy of information sources from Level 1 (best) to Level 3 (worst). The Company uses these three levels to select inputs for valuation techniques: Level I Level 2 Level 3 Level 1 is a quoted price for an identical item in an active market on the measurement date. Level 1 is the most reliable evidence of fair value and is used whenever this information is available. Level 2 is directly or indirectly observable inputs other than quoted prices. An example of a Level 2 input is a valuation multiple for a business unit based on comparable companies’ sales, EBITDA, or net income. Level 3 is an unobservable input. It may include the Company’s data, adjusted for other reasonably available information. Examples of a Level 3 input are an internally-generated financial forecast. Lever Holdings provided the working base source code for the launch of the Company, valued at $ 758,316 Basic and Diluted Loss per Share The Company follows ASC 260, Earnings Per Share, to account for earnings per share. Basic earnings per share (“EPS”) calculations are determined by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share calculations are determined by dividing net loss by the weighted average number of common shares and dilutive common share equivalents outstanding. As of December 31, 2022, the Company had 63,660,926 During the nine months ending December 31, 2022, common stock equivalents were anti-dilutive due to a net loss. Hence, they are not considered in the computation. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific requirements. ASU 2014-09 establishes a five-step revenue recognition process; an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from customers’ contracts. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which defers the effective date of ASU 2014-09 by one (1) year. The Company adopted ASC 606 using the modified retrospective method applied to all contracts not completed as of January 1, 2019. The Company presents results for reporting periods beginning after January 1, 2019, under ASC 606, while prior period amounts are reported following legacy GAAP. Refer to Note 2, Revenue from Major Contracts with Customers, for further discussion on the Company’s accounting policies for revenue sources within the scope of ASC 606. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 840), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The amendments to this standard are effective for fiscal years beginning after December 15, 2019. Early adoption of the amendments in this standard is permitted for all entities. The Company must recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted this policy as of January 1, 2020, and there is no material affect on its financial reporting. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement.” The amendments modify the disclosure requirements in Topic 820 to add disclosures regarding changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty. The amendments removed and modified certain disclosure requirements in Topic 820. The amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Certain amendments are to be applied prospectively, while others are to be applied retrospectively. Early adoption is permitted. The Company adopted the ASU 2018-13 as of March 24, 2022. The Company used the Level 1I and II Fair Market Measurement to record, at cost, source code as tangible assets valued at $ 758,316 . We evaluate contributed tangible software for impairment at least annually to confirm if the carrying amount of contributed tangible software exceeds their fair value. The contributed tangible software primarily consists of the source code of the Lever App, fundamental testing of the App in a similar market, and a relationship with the software development and marketing team. We use various qualitative or quantitative methods for these impairment tests to estimate the fair value of our contributed tangible software. If the fair value is less than its carrying value, we would recognize an impairment charge for the difference. The Company did not record impairment for December 31, 2022. ASU 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, issued in August 2020 simplifies the accounting for convertible debt and convertible preferred stock by removing the requirements to present certain conversion features in equity separately. In addition, the amendments also simplify the guidance in ASC Subtopic 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity, by removing certain criteria that must be satisfied to classify a contract as equity, which is expected to decrease the number of freestanding instruments and embedded derivatives accounted for as assets or liabilities. Finally, the amendments revise the guidance on calculating earnings per share, requiring the use of the if-converted method for all convertible instruments and rescinding an entity’s ability to rebut the presumption of share settlement for instruments that may be settled in cash or other assets. The amendments are effective for public companies for fiscal years beginning after December 15, 2021. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The guidance must be adopted as of the beginning of the fiscal year of adoption. The Company does not expect this ASU 2020-06 to impact its condensed consolidated financial statements. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by Management to have a material impact on the Company’s present or future consolidated financial statements.

GOING CONCERN

GOING CONCERN	9 Months Ended
GOING CONCERN	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GOING CONCERN	NOTE 3. GOING CONCERN The Company has prepared consolidated financial statements on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the ordinary business course. On December 31, 2022, the accumulated deficit was $ 1,932,194 75,299 From March 24, 2022 (“Inception”) and December 31, 2022, the Company incurred a net loss of $ 1,932,194 16,878 Since its inception, the Company has sustained losses and negative cash flows from operations. As of December 31, 2022, the Company had $ 315,788 1,923,711 Management has considered various factors in evaluating the Company’s sustainability and the ability to manage obligations due within a year. Management has considered general economic conditions, key industry metrics, operating results, capital expenditures, commitments, and future obligations and liquidity. If there is a delay in generating significant revenues by the end of December 31, 2022, the Company will require capital infusion from new and existing investors, streamlining operating costs, and evaluating new business strategies to enhance cash flow from operations. The Management expects that it will need to raise significant additional capital to accomplish its growth plan over the next twelve (12) months. The Management expects to seek to obtain additional funding through private equity or public markets. However, there can be no assurance about the availability or terms such as financing and capital might be available. The Company’s ability to continue as a going concern may depend on the Management’s plans discussed below. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. To the extent the Company’s operations are insufficient to fund the Company’s capital requirements, the Management may attempt to enter into a revolving loan agreement with financial institutions or raise capital through the sale of additional capital stock or issuance of debt. The Management intends to continue enhancing its revenue from its Lever App subscription model, which it expects to launch in the fourth quarter of fiscal 2022. In the meantime, the Company expects to raise funds through private placement offerings and debt financing. See Note 8 for Notes Payable. As the Company increases its subscription base in the United States, it intends to acquire long-lived assets to provide a future economic benefit beyond fiscal 2022.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
RELATED PARTY TRANSACTIONS	Dec. 31, 2022
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 4. RELATED PARTY TRANSACTIONS Mr. McKendrick, CEO, and founder has also founded Lever Holdings Pty Ltd. (‘Lever Holdings’), a debt management software company catering to the Australian market. Lever Holdings provided the working base source code for the launch of the Company, valued at $ 758,316 At March 24, 2022 (inception), the Company issued 7,250,000 5,000,000 1,225 500,000 20,160,926 0.0248 7,500,000 220,000 Mr. Stephen Copulos has funded the Company since its inception for $ 2,392,547 33,344,105 52.38%

NOTES PAYABLE _ RELATED PARTY

NOTES PAYABLE – RELATED PARTY	9 Months Ended
NOTES PAYABLE – RELATED PARTY	Dec. 31, 2022
Debt Disclosure [Abstract]
NOTES PAYABLE – RELATED PARTY	NOTE 5. NOTES PAYABLE – RELATED PARTY Lever Holdings 500K Notes Payable ($500,000) Lever Holdings provided seed capital to Mr. McKendrick for $ 500,000 20,160,926 0.0248 Citywest 150K Notes Payable ($150,000) On December 21, 2022, the Company borrowed $ 150,000 10% 350,000 350,000 150,000 25% Eyeon 150K Notes Payable ($150,000) On December 21, 2022, the Company borrowed $ 150,000 10% 350,000 350,000 150,000 25%

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
COMMITMENTS AND CONTINGENCIES	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6. COMMITMENTS AND CONTINGENCIES Office Facility and Other Operating Leases The rental expense was $ 78,636 From May 2022 to the present, the Company leases office space in West Hollywood from an unrelated party for a year. The office’s rent payment is $ 6,000 The agreement continues month-to-month until the Company or the lessor chooses to terminate the agreement’s terms by giving thirty (30) days’ notice. The Company uses the office for software development and technical support. The Company has no long-term obligations to continue as a tenant in the Hollywood Office. Employment Agreement The Company gave all salary compensation to Mr. McKendrick as an employee, who committed a hundred percent (100%) of their time to the Company. The Company has not formalized performance bonuses and other incentive plans. Mr. McKendrick’s annual salary compensation is $ 208,000 Accrued Interest As of December 31, 2022, the Company had $ 740 Pending Litigation Management is not aware of any actions, suits, investigations, or proceedings (public or private) pending or threatened against or affecting any of the assets or any affiliate of the Company. Tax Compliance Matters As the Company began operation on March 24, 2022, the Company has not assessed federal and state payroll tax payments. The Company will aggregate all such payments in the General and administrative expenses in the future.

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	9 Months Ended
STOCKHOLDERS’ EQUITY	Dec. 31, 2022
Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 7. STOCKHOLDERS’ EQUITY Authorized Shares As of December 31, 2022, the Company’s authorized capital stock consists of 50,000,000 0.0001 500,000,000 0.0001 63,660,926 5,000,000 Preferred Stock On March 24, 2022, the Board agreed to issue 5,000,000 5,000,000 Common Stock On March 24, 2022, the Company collectively issued 7,250,000 2,750,000 On March 24, 2022, the Company issued 27,500,000 275,000 On March 31, 2022, the Company issued 3,000,000 30,000 On March 31, 2022, the Company issued 20,160,926 500,000 On April 28, 2022, the Company issued 500,000 250,000 On April 28, 2022, the Company issued 466,667 350,000 On April 28, 2022, the Company issued 33,333 25,000 On May 26, 2022, the Company issued 2,000,000 1,500,000 Warrants There are no outstanding warrants.

INCOME TAXES

INCOME TAXES	9 Months Ended
INCOME TAXES	Dec. 31, 2022
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 8. INCOME TAXES The Company calculates income taxes using the asset and liability method of accounting. We compute Deferred income taxes by multiplying statutory rates applicable to estimated future-year differences between the consolidated financial statement and tax basis carrying amounts of assets and liabilities. The income tax provision is summarized as follows: SCHEDULE OF INCOME TAXES USING THE ASSETS AND LIABILITY METHOD OF ACCOUNTING Income Tax Deferred Tax Assets/Liability December 31, 2022 Book value Tax value Income (Loss) per Books M-1 Differences: (1,932,194 ) (405,761 ) Stock/options issued for services 26,500 5,565 Depreciation and amortization 57,516 12,078 Tax income (loss) (1,848,178 ) (388,117 ) Prior Year NOL (exclude effect of state tax) - - Cumulative NOL (1,848,178 ) (388,117 ) SCHEDULE OF INCOME TAX PROVISION December 31, 2022 Net operating loss carry forwards 388,117 Stock/options issued for services 5,565 Depreciation and amortization 12,078 Tax rate change - Valuation allowance (405,761 ) Total - Tax at statutory rate ( 21% (405,761 ) State tax benefit, net of federal tax effect - Change in valuation allowance 405,761 Total - In 2022, the Company had pre-tax income and losses of $ 1,932,194 On December 22, 2017, the United States President signed the Tax Cuts and Jobs Act (the “Act”). The Act amends the Internal Revenue Code to reduce tax rates and modify individual and business policies, credits, and deductions. The Act reduces the corporate federal tax rate from a maximum of 35% 21% 21%

OFF-BALANCE SHEET ARRANGEMENTS

OFF-BALANCE SHEET ARRANGEMENTS	9 Months Ended
OFF-BALANCE SHEET ARRANGEMENTS	Dec. 31, 2022
Off-balance Sheet Arrangements
OFF-BALANCE SHEET ARRANGEMENTS	NOTE 9. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements that would affect our liquidity, capital resources, market risk support, credit risk support, or other benefits.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
SUBSEQUENT EVENTS	Dec. 31, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 10. SUBSEQUENT EVENTS The Company had evaluated subsequent events through July 5, 2023, when these financial statements were available to be issued. Citywest 100K Notes Payable ($100,000) On March 29, 2023, the Company borrowed $ 100,000 15% According to the conversion rights of the note, upon consummation of merger & acquisition or change of ownership, the entire Note shall automatically convert, though no further action on the part of the Company or the Holder, where the Company must repay the Loan from June 1, 2023, the borrower, following a repayment schedule or at Citywest’s discretion convert the outstanding balance into equity at a 35% discount to sale or acquisition should the company undertake a liquidity event. Eyeon I 100K Notes Payable ($100,000) On March 29, 2023, the Company borrowed $ 100,000 15 According to the conversion rights of the note, upon consummation of merger & acquisition or change of ownership, the entire Note shall automatically convert, though no further action on the part of the Company or the Holder, where the Company must repay the Loan from June 1, 2023, the borrower, following a repayment schedule or at Eyeon’s discretion convert the outstanding balance into equity at a 35% discount to sale or acquisition should the company undertake a liquidity event. Northrock 100K Notes Payable ($100,000) On March 29, 2023, the Company borrowed $ 100,000 15% According to the conversion rights of the note, upon consummation of merger & acquisition or change of ownership, the entire Note shall automatically convert, though no further action on the part of the Company or the Holder, where the Company must repay the Loan from June 1, 2023, the borrower, following a repayment schedule or at Northrock’s discretion convert the outstanding balance into equity at a 35% discount to sale or acquisition should the company undertake a liquidity event. Eyeon II 100K Notes Payable ($100,000) On May 29, 2023, the Company borrowed $ 100,000 15 150,000 150,000 100,000

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company. We have eliminated all intercompany balances and transactions. The Company has prepared consolidated financial statements consistent with the Company’s accounting policies in its financial statements. The Company has measured and presented the Company’s consolidated financial statements in US Dollars, which is the currency of the primary economic environment in which the Company operates (also known as its functional currency). The Company has a wholly-owned subsidiary, Lever Technology, Inc. (“Lever Technology”), a California corporation. There are no operating activities for Lever Technology.
Consolidated Financial Statement Preparation and Use of Estimates	Consolidated Financial Statement Preparation and Use of Estimates The Company prepared the consolidated financial statements according to accounting principles generally accepted in the United States of America (“GAAP”). The preparation of consolidated financial statements in conformity with GAAP requires Management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Estimates include revenue recognition, the allowance for doubtful accounts, website and software development costs, and the recoverability of tangible assets with finite lives and other long-lived assets. Actual results could materially differ from these estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents Total cash and cash equivalents include cash on hand, deposits held with banks, and other short-term, highly liquid investments with three months or less of original maturities. The Company maintains its cash balances at a single financial institution. The balances exceed Federal Deposit Insurance Corporation (FDIC) limits as of December 31, 2022. On December 31, 2022, the Company had $ 315,788
Sales, Marketing, and Advertising	Sales, Marketing, and Advertising The Company recognizes sales, marketing, and advertising expenses when incurred. The Company incurred $ 690,212 36.73 NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Concentrations of Credit Risk	Concentrations of Credit Risk Cash Total cash and cash equivalents include cash on hand, deposits held with banks, and other short-term, highly liquid investments with three months or less of original maturities. The Company maintains its cash balances at a single financial institution. The balances exceed Federal Deposit Insurance Corporation (FDIC) limits as of December 31, 2022. On December 31, 2022, the Company had $ 315,788
Research and Development (R and D) Cost	Research and Development (R and D) Cost The Company acknowledges that future benefits from research and development (R and D) are uncertain. It cannot capitalize all the R and D. The GAAP accounting standards require us to expense all research and development expenditures as incurred. From the fiscal year ended December 31, 2022, the Company incurred $ 46,960
Legal Proceedings	Legal Proceedings The Company discloses a loss contingency if at least a reasonable possibility that a material loss has been incurred. The Company records its best estimate of loss related to pending legal proceedings when the loss is probable and the amount can be reasonably estimated. The Company can reasonably estimate a range of loss with no best estimate; the Company records the minimum estimated liability. As additional information becomes available, the Company assesses the potential liability of pending legal proceedings, revises its estimates, and updates its disclosures accordingly. The Company’s legal costs associated with defending itself are recorded as expenses when incurred. The Company is currently not involved in any litigation.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment following FASB ASC 360, Property, Plant, and Equipment. We test long-lived assets for recoverability whenever events or circumstances change to indicate that the carrying amounts may not be recoverable. An impairment charge is recognized for the amount if and when the asset’s carrying value exceeds the fair value. There are no impairment charges for the period ending December 31, 2022.
Provision for Income Taxes	Provision for Income Taxes The provision for income taxes is determined using the asset and liability method. Under this method, deferred tax assets and liabilities are based on the temporary differences between the consolidated financial statement and income tax bases of assets and liabilities using the enacted tax rates applicable each year. The Company utilizes a two-step approach to recognizing and measuring uncertain tax positions (“tax contingencies”). The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely to be realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and benefits, requiring periodic adjustments, which may not accurately forecast actual outcomes. The Company includes interest and penalties related to tax contingencies in the provision of income taxes in the operations’ consolidated statements. The Company’s Management does not expect the total amount of unrecognized tax benefits to change significantly in the next twelve (12) months. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Contributed Software Code	Contributed Software Code Lever Holdings provided the working base source code for the launch of the Company, valued at $ 758,316
Software Development Costs	Software Development Costs By ASC 985-20, Software development costs, including costs to develop software sold, leased, or otherwise marketed, are capitalized after establishing technical feasibility, if significant. We amortize the capitalized software development costs using the straight-line amortization method over the application software’s estimated useful life. The Company established the technical feasibility of the Lever App’s design specifications for the US market in 2022. By the end of March 31, 2022, the Company completed the activities (planning, designing, coding, and testing) necessary to establish that it can launch and market the App. The Company is revising the user interface and building additional features to better the App for official public launch in the fourth quarter of fiscal 2022. The Company estimates the useful life of the software to be three ( 3 57,516
Capitalized Software Costs	Capitalized Software Costs At December 31, 2022 the gross capitalized software asset was $ 981,522 57,516 924,007 The Company launched version 1 of the App in August 2022. As a result, we are amortizing the gross capitalized cost as an amortization expense, and the Company classifies such cost as the Cost of Sales. The Company has estimated aggregate amortization expense for each of the five (5) succeeding fiscal years based on the estimated software asset’s lifespan of three (3) years. Estimated Amortization Expense: SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE Fiscal year ended December 31, 2023 $ 172,547 Fiscal year ended December 31, 2024 $ 172,547 Fiscal year ended December 31, 2025 $ 115,031 Fiscal year ended December 31, 2026 $ - Fiscal year ended December 31, 2027 $ -
Foreign Currency Translation and Re-measurement	Foreign Currency Translation and Re-measurement The Company translates its foreign operations to US dollars following ASC 830, “ Foreign Currency Matters We have translated the local currency of ADS, the Australian Dollar (“AUD”), into US$1.00 at the following exchange rates for the respective dates: The exchange rate at the reporting end date: SCHEDULE OF FOREIGN EXCHANGE RATES December 31, 2022 USD: AUD $ 1.4695 Average exchange rate for the period: March 24, 2022, to USD: AUD $ 1.4490 The Company related party transactions were in AUD, and its reporting currency is the US dollar. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) The Company translates its records into USD as follows: ● Assets and liabilities at the rate of exchange in effect at the balance sheet date ● Equities at the historical rate ● Revenue and expense items at the average rate of exchange prevailing during the period
Fair Value	Fair Value The Company uses current market values to recognize certain assets and liabilities at a fair value. The fair value is the estimated price at which the Company can sell the asset or settle a liability in an orderly transaction to a third party under current market conditions. The Company uses the following methods and valuation techniques for deriving fair values: Market Approach – The market approach uses the prices associated with actual market transactions for similar or identical assets and liabilities to derive a fair value. Income Approach – The income approach uses estimated future cash flows or earnings, adjusted by a discount rate representing the time value of money and the risk of cash flows not being achieved to derive a discounted present value. Cost Approach – The cost approach uses the estimated cost to replace an asset adjusted for the obsolescence of the existing asset. The Company ranks the fair value hierarchy of information sources from Level 1 (best) to Level 3 (worst). The Company uses these three levels to select inputs for valuation techniques: Level I Level 2 Level 3 Level 1 is a quoted price for an identical item in an active market on the measurement date. Level 1 is the most reliable evidence of fair value and is used whenever this information is available. Level 2 is directly or indirectly observable inputs other than quoted prices. An example of a Level 2 input is a valuation multiple for a business unit based on comparable companies’ sales, EBITDA, or net income. Level 3 is an unobservable input. It may include the Company’s data, adjusted for other reasonably available information. Examples of a Level 3 input are an internally-generated financial forecast. Lever Holdings provided the working base source code for the launch of the Company, valued at $ 758,316
Basic and Diluted Loss per Share	Basic and Diluted Loss per Share The Company follows ASC 260, Earnings Per Share, to account for earnings per share. Basic earnings per share (“EPS”) calculations are determined by dividing net loss by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share calculations are determined by dividing net loss by the weighted average number of common shares and dilutive common share equivalents outstanding. As of December 31, 2022, the Company had 63,660,926 During the nine months ending December 31, 2022, common stock equivalents were anti-dilutive due to a net loss. Hence, they are not considered in the computation. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific requirements. ASU 2014-09 establishes a five-step revenue recognition process; an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from customers’ contracts. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which defers the effective date of ASU 2014-09 by one (1) year. The Company adopted ASC 606 using the modified retrospective method applied to all contracts not completed as of January 1, 2019. The Company presents results for reporting periods beginning after January 1, 2019, under ASC 606, while prior period amounts are reported following legacy GAAP. Refer to Note 2, Revenue from Major Contracts with Customers, for further discussion on the Company’s accounting policies for revenue sources within the scope of ASC 606. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 840), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The amendments to this standard are effective for fiscal years beginning after December 15, 2019. Early adoption of the amendments in this standard is permitted for all entities. The Company must recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted this policy as of January 1, 2020, and there is no material affect on its financial reporting. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement.” The amendments modify the disclosure requirements in Topic 820 to add disclosures regarding changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty. The amendments removed and modified certain disclosure requirements in Topic 820. The amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Certain amendments are to be applied prospectively, while others are to be applied retrospectively. Early adoption is permitted. The Company adopted the ASU 2018-13 as of March 24, 2022. The Company used the Level 1I and II Fair Market Measurement to record, at cost, source code as tangible assets valued at $ 758,316 . We evaluate contributed tangible software for impairment at least annually to confirm if the carrying amount of contributed tangible software exceeds their fair value. The contributed tangible software primarily consists of the source code of the Lever App, fundamental testing of the App in a similar market, and a relationship with the software development and marketing team. We use various qualitative or quantitative methods for these impairment tests to estimate the fair value of our contributed tangible software. If the fair value is less than its carrying value, we would recognize an impairment charge for the difference. The Company did not record impairment for December 31, 2022. ASU 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, issued in August 2020 simplifies the accounting for convertible debt and convertible preferred stock by removing the requirements to present certain conversion features in equity separately. In addition, the amendments also simplify the guidance in ASC Subtopic 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity, by removing certain criteria that must be satisfied to classify a contract as equity, which is expected to decrease the number of freestanding instruments and embedded derivatives accounted for as assets or liabilities. Finally, the amendments revise the guidance on calculating earnings per share, requiring the use of the if-converted method for all convertible instruments and rescinding an entity’s ability to rebut the presumption of share settlement for instruments that may be settled in cash or other assets. The amendments are effective for public companies for fiscal years beginning after December 15, 2021. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The guidance must be adopted as of the beginning of the fiscal year of adoption. The Company does not expect this ASU 2020-06 to impact its condensed consolidated financial statements. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by Management to have a material impact on the Company’s present or future consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	Dec. 31, 2022
Accounting Policies [Abstract]
SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE	Estimated Amortization Expense: SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE Fiscal year ended December 31, 2023 $ 172,547 Fiscal year ended December 31, 2024 $ 172,547 Fiscal year ended December 31, 2025 $ 115,031 Fiscal year ended December 31, 2026 $ - Fiscal year ended December 31, 2027 $ -
SCHEDULE OF FOREIGN EXCHANGE RATES	The exchange rate at the reporting end date: SCHEDULE OF FOREIGN EXCHANGE RATES December 31, 2022 USD: AUD $ 1.4695 Average exchange rate for the period: March 24, 2022, to USD: AUD $ 1.4490

INCOME TAXES (Tables)

INCOME TAXES (Tables)	9 Months Ended
INCOME TAXES (Tables)	Dec. 31, 2022
Income Tax Disclosure [Abstract]
SCHEDULE OF INCOME TAXES USING THE ASSETS AND LIABILITY METHOD OF ACCOUNTING	The income tax provision is summarized as follows: SCHEDULE OF INCOME TAXES USING THE ASSETS AND LIABILITY METHOD OF ACCOUNTING Income Tax Deferred Tax Assets/Liability December 31, 2022 Book value Tax value Income (Loss) per Books M-1 Differences: (1,932,194 ) (405,761 ) Stock/options issued for services 26,500 5,565 Depreciation and amortization 57,516 12,078 Tax income (loss) (1,848,178 ) (388,117 ) Prior Year NOL (exclude effect of state tax) - - Cumulative NOL (1,848,178 ) (388,117 )
SCHEDULE OF INCOME TAX PROVISION	SCHEDULE OF INCOME TAX PROVISION December 31, 2022 Net operating loss carry forwards 388,117 Stock/options issued for services 5,565 Depreciation and amortization 12,078 Tax rate change - Valuation allowance (405,761 ) Total - Tax at statutory rate ( 21% (405,761 ) State tax benefit, net of federal tax effect - Change in valuation allowance 405,761 Total -

BUSINESS DESCRIPTION AND NATU_2

BUSINESS DESCRIPTION AND NATURE OF OPERATIONS (Details Narrative) - USD ($)		9 Months Ended
	Apr. 30, 2022	Dec. 31, 2022	Jul. 31, 2021
Short-Term Debt [Line Items]
Revenue		$ 16,878
Tax deductible interest payament		$ 2,500
Status of student loan repayment, description		The government offered student loan relief in 2020, which caused forbearance spikes and data suspension from federal agencies. There are 6.42 million federal loan borrowers in school, 1.17 million federal borrowers in the grace period, 460,000 federal loan borrowers in repayment, 3.05 million federal loan borrowers in deferment, and 26.78 million federal loan borrowers with loans in forbearance
Status of student loan default, description		Student loan default happens after a missed payment period after approximately 270 days (or nine months) past due. Private student loans typically default after three missed payments (typically three months). Still, according to the lender’s terms and conditions, it can happen after one missed payment. Around 9.7% of student loan borrowers default after entering repayment within a couple of years.
Student Loan [Member]
Short-Term Debt [Line Items]
Debt forgivess per borrowers		$ 10,000
Debt forgivess		230,000,000,000
Public And Private Student Debt [Member]
Short-Term Debt [Line Items]
Loan borrowings	$ 43,400,000
Loans payable current	$ 1,750,000,000,000
Public Student Debt [Member]
Short-Term Debt [Line Items]
Percentage of debt owed			92%
Private Student Debt [Member]
Short-Term Debt [Line Items]
Percentage of debt owed			7.89%
Outstanding loan			$ 131,100,000,000
Graduate [Member]
Short-Term Debt [Line Items]
Loans payable current		28,950
Post Graduate [Member]
Short-Term Debt [Line Items]
Loans payable current		71,000
US Household With Student Debt [Member]
Short-Term Debt [Line Items]
Loans payable current		57,520
Parent PLUS Loans [Member]
Short-Term Debt [Line Items]
Loans payable current		104,800,000,000
Outstanding loan		28,778
Parent PLUS Borrowers [Member]
Short-Term Debt [Line Items]
Loans payable current		$ 3,700,000

SCHEDULE OF ESTIMATED AMORTIZAT

SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE (Details)	Dec. 31, 2022 USD ($)
Accounting Policies [Abstract]
Fiscal year ended December 31, 2023	$ 172,547
Fiscal year ended December 31, 2024	172,547
Fiscal year ended December 31, 2025	115,031
Fiscal year ended December 31, 2026
Fiscal year ended December 31, 2027

SCHEDULE OF FOREIGN EXCHANGE RA

SCHEDULE OF FOREIGN EXCHANGE RATES (Details)	Dec. 31, 2022
Exchange Rate [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
USD AUD	1.4695
Average Exchange Rate [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
USD AUD	1.4490

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	9 Months Ended
	Dec. 31, 2022	Mar. 24, 2022
Accounting Policies [Abstract]
Cash	$ 315,788
Selling and marketing expense	$ 690,212
Percentage of selling and marketing expense	36.73%
Research and development expense	$ 46,960
Contributed tangible software	$ 758,316	$ 758,316
Estmiated useful life	3 years
Amortization of intangible assets	$ 57,516
Capitalized software	981,522
Unamortized balance of capitalized software	$ 924,007
Common stock, shares outstanding	63,660,926

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative)	9 Months Ended
GOING CONCERN (Details Narrative)	Dec. 31, 2022 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 1,932,194
Working captial surplus	75,299
Net loss	1,932,194
Revenue	16,878
Cash	315,788
Operating loss	$ 1,923,711

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)		9 Months Ended
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Mar. 31, 2022	Dec. 31, 2022	Dec. 21, 2022	Mar. 24, 2022
Related Party Transaction [Line Items]
Contributed tangible software		$ 758,316		$ 758,316
Common stock shares issued		63,660,926
Preferred stock shares issued		5,000,000
Common stock and preferred stock combined value				1,225
Number of shares issued		500,000
Conversion of convertible securities, value		$ 500,000
Mr Stephen Copulos [Member]
Related Party Transaction [Line Items]
Number of shares issued		33,344,105
Funded amount		$ 2,392,547
Issued and outstanding of common stock percentage		52.38%
500K Note [Member]
Related Party Transaction [Line Items]
Number of shares issued	20,160,926
Shares issued price per share	$ 0.0248
Mr Mc Kendrick [Member]
Related Party Transaction [Line Items]
Notes payable related parties			$ 150,000	$ 500,000
Conversion of convertible securities, value	$ 7,500,000
Software Developer [Member]
Related Party Transaction [Line Items]
Number of common and preferred stock transferred	220,000
Common Stock [Member]
Related Party Transaction [Line Items]
Common stock shares issued				7,250,000
Shares issued price per share		$ 0.50
Conversion of convertible securities, value		$ 2,016
Preferred Stock [Member]
Related Party Transaction [Line Items]
Preferred stock shares issued				5,000,000
Conversion of convertible securities, value

NOTES PAYABLE _ RELATED PARTY (

NOTES PAYABLE – RELATED PARTY (Details Narrative) - USD ($)			9 Months Ended
NOTES PAYABLE – RELATED PARTY (Details Narrative) - USD ($)	Dec. 21, 2022	Mar. 31, 2022	Dec. 31, 2022	Mar. 24, 2022
Short-Term Debt [Line Items]
Number of shares issued			500,000
Common Stock [Member]
Short-Term Debt [Line Items]
Shares issued price per share			$ 0.50
500K Note [Member]
Short-Term Debt [Line Items]
Number of shares issued		20,160,926
Shares issued price per share		$ 0.0248
Mr Mc Kendrick [Member]
Short-Term Debt [Line Items]
Notes payable related parties	$ 150,000			$ 500,000
Shares converted	350,000
Mr Mc Kendrick [Member] \| IPO [Member]
Short-Term Debt [Line Items]
Notes payable related parties	$ 150,000
Shares percent	25%
Mr Mc Kendrick [Member] \| Common Stock [Member]
Short-Term Debt [Line Items]
Number of shares	350,000
Mr Copulos [Member]
Short-Term Debt [Line Items]
Interest rate	10%
Eyeon Investments Pty Ltd [Member]
Short-Term Debt [Line Items]
Interest rate	10%
Shares converted	350,000
Eyeon Investments Pty Ltd [Member] \| IPO [Member]
Short-Term Debt [Line Items]
Notes payable related parties	$ 150,000
Shares percent	25%
Eyeon Investments Pty Ltd [Member] \| Common Stock [Member]
Short-Term Debt [Line Items]
Number of shares	350,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	9 Months Ended	14 Months Ended
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	Dec. 31, 2022	Jun. 20, 2023
Defined Benefit Plan Disclosure [Line Items]
Accrued interest	$ 740
Mr Mc Kendrick [Member]
Defined Benefit Plan Disclosure [Line Items]
Annual salary compensation	208,000
Unrelated Third Party [Member]
Defined Benefit Plan Disclosure [Line Items]
Payments for rent	$ 78,636
Unrelated Third Party [Member] \| Subsequent Event [Member]
Defined Benefit Plan Disclosure [Line Items]
Payments for rent		$ 6,000

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)					9 Months Ended
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	May 26, 2022	Apr. 28, 2022	Mar. 31, 2022	Mar. 24, 2022	Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Preferred stock shares authorized					50,000,000
Preferred stock, par value					$ 0.0001
Common stock shares authorized					500,000,000
Common stock, par value					$ 0.0001
Common stock, shares outstanding					63,660,926
Preferred stock, shares outstanding					5,000,000
Number of shares issued for service					33,333
Number of shares issued					500,000
Cash consideration					$ 250,000
Shares issued for service, value					25,000
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Cash consideration					50
Shares issued for service, value					$ 33
500K Note [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued			20,160,926
Cash consideration			$ 500,000
Individual Counterparty [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued for service		33,333
Number of shares issued			3,000,000
Cash consideration			$ 30,000
Shares issued for service, value		$ 25,000
TJM Capital LLC [Member] \| Mr Mc Kendrick [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued for service				5,000,000
Number of shares issued				7,250,000
TJM Capital LLC [Member] \| Trent Mr McKendrick [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued				2,750,000
Eyeon Investment Pty Ltd [Member] \| Mr Copulos [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued	2,000,000	500,000		27,500,000
Cash consideration	$ 1,500,000	$ 250,000		$ 275,000
Eyeon Investment Pty Ltd [Member] \| Mr Copulos [Member] \| Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued		466,667
Cash consideration		$ 350,000

SCHEDULE OF INCOME TAXES USING

SCHEDULE OF INCOME TAXES USING THE ASSETS AND LIABILITY METHOD OF ACCOUNTING (Details)	Dec. 31, 2022 USD ($)
Income Tax Disclosure [Abstract]
Income loss, book value	$ (1,932,194)
Income loss, Tax value	(405,761)
Stock/options issued for services, book value	26,500
Stock/options issued for services, Tax value	5,565
Depreciation and amortization, book value	57,516
Depreciation and amortization, tax value	12,078
Tax income loss, book value	(1,848,178)
Tax income loss, tax value	(388,117)
Prior year net operating loss, book value
Prior year net operating loss, tax value
Cumulative net operating loss, book value	(1,848,178)
Cumulative net operating loss, tax value	$ (388,117)

SCHEDULE OF INCOME TAX PROVISIO

SCHEDULE OF INCOME TAX PROVISION (Details)	9 Months Ended
SCHEDULE OF INCOME TAX PROVISION (Details)	Dec. 31, 2022 USD ($)
Income Tax Disclosure [Abstract]
Net operating loss carry forwards	$ 388,117
Stock/options issued for services	5,565
Depreciation and amortization, tax value	12,078
Tax rate change
Valuation allowance	(405,761)
Total
Tax at statutory rate (21%)	(405,761)
State tax benefit, net of federal tax effect
Change in valuation allowance	$ 405,761

SCHEDULE OF INCOME TAX PROVIS_2

SCHEDULE OF INCOME TAX PROVISION (Parenthetical) (Details)		9 Months Ended
SCHEDULE OF INCOME TAX PROVISION (Parenthetical) (Details)	Dec. 22, 2017	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Statutory rate	35%	21%

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)		9 Months Ended
INCOME TAXES (Details Narrative) - USD ($)	Dec. 22, 2017	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Pre-tax income and losses		$ 1,932,194
Corporate federal tax rate	35%	21%

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)		9 Months Ended
SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Mar. 29, 2023	Dec. 31, 2022
Subsequent Event [Line Items]
Conversion of convertible shares		20,160,926
Citywest Corp Pty Ltd ATF Copulas (Sunshine) Unit Trust [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Notes payable	$ 100,000
Interest rate	15%
Description of conversion rights of notes	According to the conversion rights of the note, upon consummation of merger & acquisition or change of ownership, the entire Note shall automatically convert, though no further action on the part of the Company or the Holder, where the Company must repay the Loan from June 1, 2023, the borrower, following a repayment schedule or at Citywest’s discretion convert the outstanding balance into equity at a 35% discount to sale or acquisition should the company undertake a liquidity event.
Eyeon Investments Pty Ltd ATF Eyeon Investments Family Trust [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Notes payable	$ 100,000
Interest rate	15%
Description of conversion rights of notes	According to the conversion rights of the note, upon consummation of merger & acquisition or change of ownership, the entire Note shall automatically convert, though no further action on the part of the Company or the Holder, where the Company must repay the Loan from June 1, 2023, the borrower, following a repayment schedule or at Eyeon’s discretion convert the outstanding balance into equity at a 35% discount to sale or acquisition should the company undertake a liquidity event.
Northrock Unit Capital [Member] \| Subsequent Event [Member]
Subsequent Event [Line Items]
Notes payable	$ 100,000
Interest rate	15%
Description of conversion rights of notes	According to the conversion rights of the note, upon consummation of merger & acquisition or change of ownership, the entire Note shall automatically convert, though no further action on the part of the Company or the Holder, where the Company must repay the Loan from June 1, 2023, the borrower, following a repayment schedule or at Northrock’s discretion convert the outstanding balance into equity at a 35% discount to sale or acquisition should the company undertake a liquidity event.
[custom:IncrementalCommonSharesAttributableToDilutedConversionOfCommonStock-0]	150,000
Conversion of convertible shares	150,000
Convertible debt	$ 100,000