| Schedule of Purchase Consideration to Estimated Fair Value of Assets Acquired and Liabilities |
The following table summarizes
the consideration paid for Airobotics and the preliminary allocation of the purchase consideration to the estimated fair value of the
assets acquired and liabilities assumed at the acquisition date.
| Purchase price consideration: |
|
|
|
| Common Stock – 2,844,291 Shares |
|
$ |
5,261,938 |
|
| Vested Stock Options – 605,349 Shares |
|
|
700,690 |
|
| Warrants – 586,440 Warrants to purchase shares |
|
|
- |
|
| Total purchase price consideration |
|
$ |
5,962,628 |
|
| |
|
|
|
|
| Estimated fair
value of assets acquired: |
|
|
|
|
| Cash and cash equivalents and restricted cash |
|
$ |
1,049,454 |
|
| Accounts receivable |
|
|
112,245 |
|
| Inventory |
|
|
1,494,707 |
|
| Other current assets |
|
|
835,664 |
|
| Property and equipment |
|
|
3,015,602 |
|
| Right of use asset |
|
|
339,104 |
|
| Intangible assets |
|
|
5,977,926 |
|
| Other long-term assets |
|
|
62,851 |
|
| Total estimated fair value of assets acquired |
|
|
12,887,553 |
|
| |
|
|
|
|
| Estimated fair
value of liabilities assumed: |
|
|
|
|
| Accounts payable |
|
|
969,242 |
|
| Customer Prepayments |
|
|
1,602,535 |
|
| Government grant liability |
|
|
1,783,403 |
|
| Other loans |
|
|
1,140,301 |
|
| Other payables |
|
|
1,156,057 |
|
| Lease liabilities |
|
|
385,450 |
|
| Loan from related party |
|
|
2,032,875 |
|
| Total estimated fair value of liabilities assumed |
|
|
9,069,863 |
|
| |
|
|
|
|
| Net Assets Acquired |
|
$ |
3,817,690 |
|
| |
|
|
|
|
| Goodwill |
|
$ |
2,144,938 |
|
|
| Schedule of Unaudited Pro Forma Information Presents Company’s Results of Operations |
The following unaudited pro forma information presents the Company’s
results of operations as if the acquisition of Airobotics had occurred on January 1, 2023. The pro forma results do not purport to represent
what the Company’s results of operations actually would have been if the transactions had occurred on January 1, 2023 or what the
Company’s operating results will be in future periods.
| |
|
(Unaudited)
Nine months ended
September 30, |
|
| |
|
2024 |
|
|
2023 |
|
| Revenue, net |
|
$ |
3,063,652 |
|
|
$ |
10,762,181 |
|
| Net loss |
|
$ |
(25,579,810 |
) |
|
$ |
(31,133,911 |
) |
| Basic Earnings Per Share |
|
$ |
(0.41 |
) |
|
$ |
(0.61 |
) |
| Diluted Earnings Per Share |
|
$ |
(0.41 |
) |
|
$ |
(0.61 |
) |
|
| Schedule of Goodwill Impairment |
The changes in the carrying amount
of goodwill for the nine months ended September 30, 2024 and year ended December 31, 2023, are as follows:
| |
|
OAS |
|
| Balance as of January 1, 2023 |
|
$ |
25,606,983 |
|
| Goodwill acquired |
|
|
2,144,938 |
|
| Balance as of December 31, 2023 and September 30, 2024 |
|
$ |
27,751,921 |
|
|