UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
☒ QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2024
Or
☐ TRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________to ________________
Commission File Number 000-54332
LITHIUM
CORPORATION |
(Exact
name of registrant as specified in its charter) |
Nevada |
|
98-0530295 |
(State
or other jurisdiction of incorporation or organization) |
|
(IRS
Employer Identification No.) |
|
|
|
1031
Railroad St. Ste. 102B, Elko, Nevada |
|
89801 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(775) 410-5287
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since
last report)
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name of
exchange on which registered |
|
|
|
|
|
Common
Stock |
|
LTUM |
|
N/A |
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted pursuant to
Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to submit
such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large
accelerated filer,” “accelerated filer,” “smaller reporting company,” and
"emerging growth company" in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐ |
|
Accelerated
filer ☐ |
Non-Accelerated
filer☒ |
Smaller
reporting company ☒ |
Emerging
growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section
13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes ☐ No ☐
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s
classes of common stock, as of the latest practicable
date. 117,892,441 common shares issued and outstanding as of May 15,
2024
|
|
LITHIUM CORPORATION
FORM 10-Q
TABLE OF CONTENTS
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3 |
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Management’s
Discussion and Analysis of Financial Condition and Results of Operations |
14 |
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27 |
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28 |
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29 |
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29 |
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29 |
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29 |
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29 |
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29 |
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30 |
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31 |
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2 |
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Our unaudited interim financial statements for the three month period
ended March 31, 2024 form part of this quarterly report. They are stated in
United States Dollars (US$) and are prepared in accordance with United States
Generally Accepted Accounting Principles.
LITHIUM Corporation
Balance Sheets
ASSETS |
||||||||
|
|
March
31, 2024 |
|
|
December
31, 2023 |
|
||
CURRENT ASSETS |
|
|
|
|
|
|
||
Cash |
|
$ |
3,539,674 |
|
|
$ |
3,667,617 |
|
Marketable securities |
|
|
227,756 |
|
|
|
332,082 |
|
Deposits |
|
|
700 |
|
|
|
700 |
|
Prepaid expenses |
|
|
12,650 |
|
|
|
22,850 |
|
Total Current Assets |
|
|
3,780,780 |
|
|
|
4,023,249 |
|
|
|
|
|
|
|
|
|
|
OTHER ASSETS |
|
|
|
|
|
|
|
|
Equipment, net of accumulated depreciation |
|
|
19,153 |
|
|
|
20,986 |
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
$ |
3,799,933 |
|
|
$ |
4,044,235 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
||||||||
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
$ |
29,374 |
|
|
$ |
8,386 |
|
Accounts payable and accrued liabilities -
related party |
|
|
29,491 |
|
|
|
26,489 |
|
Allowance for optioned properties |
|
|
2,191,102 |
|
|
|
2,191,102 |
|
|
|
|
|
|
|
|
|
|
TOTAL CURRENT LIABILITIES |
|
|
2,249,967 |
|
|
|
2,225,977 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES |
|
|
2,249,967 |
|
|
|
2,225,977 |
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
Common stock, 3,000,000,000 shares
authorized, par value $0.001; 117,892,441 and 117,892,441 common
shares outstanding, respectively |
|
|
117,893 |
|
|
|
117,893 |
|
Additional paid in capital |
|
|
8,948,385 |
|
|
|
8,948,385 |
|
Additional paid in capital - options |
|
|
1,011,639 |
|
|
|
957,247 |
|
Additional paid in capital - warrants |
|
|
369,115 |
|
|
|
369,115 |
|
Accumulated deficit |
|
|
(8,897,066 |
) |
|
|
(8,574,382 |
) |
|
|
|
|
|
|
|
|
|
TOTAL STOCKHOLDERS' EQUITY |
|
|
1,549,966 |
|
|
|
1,818,258 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
|
$ |
3,799,933 |
|
|
$ |
4,044,235 |
|
The accompanying
notes are an integral part of these financial statements.
|
3 |
LITHIUM Corporation
Statements of Operations
(unaudited)
|
|
Three Months
Ended March
31, 2024 |
|
|
Three
Months Ended March
31, 2023 |
|
||
|
|
|
|
|
|
|
||
REVENUE |
|
$ |
- |
|
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES |
|
|
|
|
|
|
|
|
Professional fees |
|
|
23,838 |
|
|
|
11,503 |
|
Depreciation |
|
|
1,833 |
|
|
|
1,833 |
|
Exploration expenses |
|
|
49,557 |
|
|
|
3,779 |
|
Consulting fees - related party |
|
|
72,000 |
|
|
|
101,984 |
|
Consulting fees |
|
|
69,392 |
|
|
|
53,153 |
|
Transfer agent and filing fees |
|
|
5,025 |
|
|
|
8,386 |
|
Travel |
|
|
9,873 |
|
|
|
1,085 |
|
General and administrative expenses |
|
|
5,970 |
|
|
|
13,166 |
|
TOTAL OPERATING EXPENSES |
|
|
237,488 |
|
|
|
194,889 |
|
|
|
|
|
|
|
|
|
|
LOSS FROM OPERATIONS |
|
|
(237,488 |
) |
|
|
(194,889 |
) |
|
|
|
|
|
|
|
|
|
OTHER INCOME (EXPENSES) |
|
|
|
|
|
|
|
|
Gain (Loss) on sale of marketable securities |
|
|
- |
|
|
|
- |
|
Change in fair value of marketable securities |
|
|
(104,326 |
) |
|
|
(101,675 |
) |
Other income |
|
|
19,130 |
|
|
|
18,388 |
|
Other income - related party |
|
|
- |
|
|
|
10,000 |
|
TOTAL OTHER INCOME (EXPENSE) |
|
|
(85,196 |
) |
|
|
(73,287 |
) |
|
|
|
|
|
|
|
|
|
LOSS BEFORE INCOME TAXES |
|
|
(322,684 |
) |
|
|
(268,176 |
) |
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME TAXES |
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
NET INCOME (LOSS) |
|
$ |
(322,684 |
) |
|
$ |
(268,176 |
) |
|
|
|
|
|
|
|
|
|
Gain on change in fair value of marketable securities |
|
$ |
- |
|
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
OTHER COMPREHENSIVE INCOME (LOSS) |
|
$ |
(322,684 |
) |
|
$ |
(268,176 |
) |
|
|
|
|
|
|
|
|
|
NET LOSS PER SHARE: BASIC AND DILUTED |
|
$ |
(0.00 |
) |
|
$ |
(0.00 |
) |
|
|
|
|
|
|
|
|
|
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED |
|
|
117,892,441 |
|
|
|
105,836,885 |
|
The accompanying
notes are an integral part of these financial statements.
|
4 |
LITHIUM Corparation
Statements of Stockholders' Equity
|
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|
|
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|
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Additional |
|
|
Additional |
|
|
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Additional |
|
|
Paid-in |
|
|
Paid-in |
|
|
|
|
Total |
|
||||||||||
|
|
Common
Stock |
|
|
Paid-in |
|
|
Capital
- |
|
|
Capital
- |
|
|
Accumulated |
|
|
Stockholders' |
|
||||||||||
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Warrants |
|
|
Options |
|
|
Deficit |
|
|
Equity |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|||||||
Balance, December 31, 2022 |
|
|
113,692,441 |
|
|
|
113,693 |
|
|
|
8,571,524 |
|
|
|
369,115 |
|
|
|
887,910 |
|
|
|
(7,956,189 |
) |
|
|
1,986,053 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Shares issued for cash |
|
|
2,200,000 |
|
|
|
2,200 |
|
|
|
233,200 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
235,400 |
|
Stock based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
69,337 |
|
|
|
- |
|
|
|
69,337 |
|
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2023 |
|
|
115,892,441 |
|
|
$ |
115,893 |
|
|
$ |
8,804,724 |
|
|
$ |
369,115 |
|
|
$ |
957,247 |
|
|
$ |
(7,956,189 |
) |
|
$ |
2,290,790 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2023 |
|
|
117,892,441 |
|
|
$ |
117,893 |
|
|
$ |
8,948,385 |
|
|
$ |
369,115 |
|
|
$ |
957,247 |
|
|
$ |
(8,574,382 |
) |
|
$ |
1,818,258 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
54,392 |
|
|
|
- |
|
|
|
54,392 |
|
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(322,684 |
) |
|
|
(322,684 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2024 |
|
|
117,892,441 |
|
|
$ |
117,893 |
|
|
$ |
8,948,385 |
|
|
$ |
369,115 |
|
|
$ |
1,011,639 |
|
|
$ |
(8,897,066 |
) |
|
$ |
1,549,966 |
|
The accompanying
notes are an integral part of these financial statements.
|
5 |
LITHIUM Corporation
Statements of Cash Flows
(unaudited)
|
|
Three Months
Ended March
31, 2024 |
|
|
Three
Months Ended March
31, 2023 |
|
||
CASH FLOWS FROM OPERATING
ACTIVITIES: |
|
|
|
|
|
|
||
Net income (loss) for the period |
|
$ |
(322,684 |
) |
|
$ |
(268,176 |
) |
Adjustment to reconcile net income (loss) to net cash used in operating
activities |
|
|
|
|
|
|
|
|
Change in fair value of marketable securities |
|
|
104,326 |
|
|
|
101,675 |
|
Depreciation |
|
|
1,833 |
|
|
|
1,833 |
|
Stock based compensation |
|
|
54,392 |
|
|
|
69,337 |
|
Changes in assets and liabilities: |
|
|
|
|
|
|
|
|
(Increase) Decrease in prepaid expenses |
|
|
10,200 |
|
|
|
10,562 |
|
Increase (decrease) in accounts payable and
accrued liabilities |
|
|
23,990 |
|
|
|
2,839 |
|
Net Cash (Used in) Operating Activities |
|
|
(127,943 |
) |
|
|
(81,930 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITY: |
|
|
|
|
|
|
|
|
Cash from property agreements |
|
|
- |
|
|
|
- |
|
Cash from sale of marketable securities |
|
|
- |
|
|
|
- |
|
Purchase of equipment |
|
|
- |
|
|
|
- |
|
Net Cash Provided by Investing Activities |
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITY: |
|
|
|
|
|
|
|
|
Shares issued for cash |
|
|
- |
|
|
|
235,400 |
|
Net Cash Provided by Finanicng Activity |
|
|
- |
|
|
|
235,400 |
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) in cash |
|
|
(127,943 |
) |
|
|
153,470 |
|
Cash, beginning of period |
|
|
3,667,617 |
|
|
|
3,576,911 |
|
Cash, end of period |
|
$ |
3,539,674 |
|
|
$ |
3,730,381 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL CASH FLOW INFORMATION: |
|
|
|
|
|
|
|
|
Cash paid for interest |
|
$ |
- |
|
|
$ |
- |
|
Cash paid for income taxes |
|
$ |
- |
|
|
$ |
- |
|
The accompanying notes are an integral part of these financial
statements.
|
6 |
Lithium Corporation
Notes to the Financial Statements
March 31, 2024
Note 1 - Summary of Significant Accounting Policies
Lithium Corporation (formerly Utalk
Communications Inc.) (the “Company”) was incorporated on January 30, 2007 under
the laws of Nevada. On September 30, 2009, Utalk
Communications Inc. changed its name to Lithium Corporation.
Nevada Lithium Corporation was incorporated on March 16, 2009 under the
laws of Nevada under the name Lithium Corporation. On September 10, 2009, the
Company amended its articles of incorporation to change its name to Nevada
Lithium Corporation. By agreement dated October 9, 2009 Nevada Lithium
Corporation and Lithium Corporation amalgamated as Lithium Corporation. Lithium
Corporation is engaged in the acquisition and development of certain lithium
interests in the state of Nevada, and battery or Tech metals prospects in
British Columbia and is currently in the exploration stage.
Accounting Basis
The Company uses the accrual basis of accounting and accounting
principles generally accepted in the United States of America ("GAAP"
accounting). The Company has adopted a December 31 fiscal year end.
Cash and Cash Equivalents
Cash includes cash on account, demand deposits, and short-term
instruments with maturities of three months or less.
Concentrations of Credit Risk
The Company maintains its cash in bank deposit accounts, the balances of
which at times may exceed federally insured limits. The Company continually
monitors its banking relationships and consequently has not experienced any
losses in such accounts. The Company believes it is not exposed to any
significant credit risk on cash and cash equivalents.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amount of revenues and expenses during the
reporting period. Such estimates include the useful life of equipment and
inputs related to the calculation of the fair value of stock options. Actual
results could differ from those estimates.
Revenue Recognition
Effective January 1, 2018, the Company adopted ASC 606 — Revenue from
Contracts with Customers. Under ASC 606, the Company recognizes revenue from
the commercial sales of products, licensing agreements and contracts to perform
pilot studies by applying the following steps: (1) identify the contract with a
customer; (2) identify the performance obligations in the contract; (3)
determine the transaction price; (4) allocate the transaction price to each
performance obligation in the contract; and (5) recognize revenue when each
performance obligation is satisfied. For the comparative periods, revenue has
not been adjusted and continues to be reported under ASC 605 — Revenue
Recognition. Under ASC 605, revenue is recognized when the following criteria
are met: (1) persuasive evidence of an arrangement exists; (2) the performance
of service has been rendered to a customer or delivery has occurred; (3) the
amount of fee to be paid by a customer is fixed and determinable; and (4) the
collectability of the fee is reasonably assured.
Research and Development
Research and development costs are expensed as incurred. During the
three months ended March 31, 2024 and 2023, the Company did not have any
research and development costs.
Advertising Costs
Advertising costs are expensed as incurred. During the three months
ended March 31, 2024 and 2023, the Company did not have any advertising costs.
|
7 |
Income per Share
Basic income per share is computed by dividing loss available to common
shareholders by the weighted average number of common shares outstanding during
the period. The computation of diluted earnings per share assumes the
conversion, exercise or contingent issuance of securities only when such
conversion, exercise or issuance would have a dilutive effect on earnings per
share. The dilutive effect of convertible securities, represented
by 3,700,000 stock options outstanding, is excluded in diluted
earnings per share by application of the "if converted" method. In
the periods in which a loss is incurred, the effect of potential issuances of
shares under options and warrants would be anti-dilutive, and therefore basic
and diluted losses per share are the same. The Company did not have any
dilutive securities for the period ended March 31, 2024.
Income Taxes
The asset and liability approach is used to account for income taxes by
recognizing deferred tax assets and liabilities for the expected future tax
consequences of temporary differences between the carrying amounts and the tax
basis of assets and liabilities.
Financial Instruments
The Company's financial instruments consist of cash, deposits, prepaid
expenses, and accounts payable and accrued liabilities. Unless otherwise noted,
it is management's opinion that the Company is not exposed to significant
interest, currency or credit risks arising from these financial instruments.
Because of the short maturity and capacity of prompt liquidation of such assets
and liabilities, the fair value of these financial instruments approximate
their carrying values, unless otherwise noted.
Investments in Marketable Securities
The Company’s Marketable Securities are considered Held-For-Trading
(“HFT”) or Trading Assets. HTF- Trading securities are valued at their fair
value when purchased/sold, and any unrealized gains or losses are recorded
periodically on financial reporting dates as other income or loss.
Mineral Properties
Costs of exploration, carrying and retaining unproven mineral lease
properties are expensed as incurred. Mineral property acquisition costs are
capitalized including licenses and lease payments. Although the Company has
taken steps to verify title to mineral properties in which it has an interest,
these procedures do not guarantee the Company's title. Such properties may be
subject to prior agreements or transfers and title may be affected by
undetected defects. Impairment losses are recorded on mineral properties used
in operations when indicators of impairment are present and the undiscounted
cash flows estimated to be generated by those assets are less than the assets'
carrying amount.
Optioned Properties
Properties under the Company’s ownership which have been optioned to a
third party are deemed the Company’s property until all obligations under an
option agreement are met, at which point the ownership of the property
transfers to the third party. All non-refundable payments received prior
to all obligations under an option agreement being met are considered
liabilities until such time all obligations have been met, at which time
ownership of the property transfers to the third party and the Company includes
option payments into its statement of operations.
Recent Accounting Pronouncements
In January 2016, the Financial Accounting
Standards Board ("FASB"), issued Accounting
Standards Update ("ASU") 2016-01, "Financial
Instruments-Overall (Subtopic 825-10): Recognition and Measurement of
Financial Assets and Financial Liabilities," which amends the guidance in
U.S. generally accepted accounting principles on the classification and
measurement of financial instruments. Changes to the current
guidance primarily affect the accounting for equity investments, financial
liabilities under the fair value option, and the presentation and disclosure
requirements for financial instruments. In addition, the ASU clarifies
guidance related to the valuation allowance assessment when recognizing
deferred tax assets resulting from unrealized losses on available-for-sale debt
securities.
The Company does not expect that recent accounting pronouncements or
changes in accounting pronouncements during the three months ended March 31,
2024, are of significance or potential significance to the Company.
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Note 2 – Going Concern
As reflected in the accompanying financial statements, the Company has
used $127,943 (2023: $81,930) of cash in operations for the three months
ended March 31, 2024. This raises substantial doubt about its ability to
continue as a going concern. The ability of the Company to continue as a going
concern is dependent on the Company’s ability to raise additional capital and
implement its business plan. The financial statements do not include any
adjustments that might be necessary if the Company is unable to continue as a
going concern.
Management believes that actions presently being taken to obtain
additional funding and implement its strategic plans provide the opportunity
for the Company to continue as a going concern.
Note 3 – Fair Value of Financial Instruments
Under FASB ASC 820-10-5, fair value is defined as the price that would
be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date (an exit
price). The standard outlines a valuation framework and creates a fair value
hierarchy in order to increase the consistency and comparability of fair value
measurements and the related disclosures. Under GAAP, certain assets and
liabilities must be measured at fair value, and FASB ASC 820-10-50 details the
disclosures that are required for items measured at fair value.
The Company has certain financial instruments that must be measured
under the new fair value standard. The Company’s financial assets and
liabilities are measured using inputs from the three levels of the fair value
hierarchy. The three levels are as follows:
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Level 1
- Inputs are unadjusted quoted prices in active markets for identical assets
or liabilities that the Company has the ability to access at the measurement
date. |
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Level 2
- Inputs include quoted prices for similar assets and liabilities in active
markets, quoted prices for identical or similar assets or liabilities in
markets that are not active, inputs other than quoted prices that are
observable for the asset or liability (e.g., interest rates, yield curves,
etc.), and inputs that are derived principally from or corroborated by
observable market data by correlation or other means (market corroborated
inputs). |
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Level 3
- Unobservable inputs that reflect our assumptions about the assumptions that
market participants would use in pricing the asset or liability. |
The following schedule summarizes the valuation of financial instruments
at fair value on a recurring basis in the balance sheets as of December 31,
2023 and December 31, 2022, respectively:
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Fair
Value Measurements at December 31, 2023 |
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Level 1 |
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Level 2 |
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Level 3 |
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Assets |
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