| SCHEDULE OF ACQUIRED IDENTIFIABLE ASSETS ACQUIRED, AND LIABILITIES |
The following table shows the allocations of the purchase
prices of Myrtle and RCHI to the identifiable assets acquired and liabilities assumed on their respective acquisition dates:
SCHEDULE
OF ACQUIRED IDENTIFIABLE ASSETS ACQUIRED, AND LIABILITIES
| | |
Myrtle | | |
RCHI | |
| Initial purchase price | |
$ | 500,000 | | |
$ | 22,000,100 | |
| Additional purchase price consideration | |
| - | | |
| 5,132,928 | |
| Total purchase price | |
$ | 500,000 | | |
$ | 27,133,028 | |
| | |
| | | |
| | |
| Tangible and intangible assets acquired, and liabilities assumed at fair value: | |
| | | |
| | |
| Cash | |
$ | 5,757 | | |
$ | 7,572 | |
| Accounts receivable, net | |
| 284,445 | | |
| 2,540,440 | |
| Supplies | |
| - | | |
| 201,734 | |
| Prepaid expenses | |
| - | | |
| 127,936 | |
| Property and equipment, net | |
| 221,045 | | |
| 176,109 | |
| Intangible assets | |
| 495,400 | | |
| 8,528,082 | |
| Right-of-use lease assets | |
| - | | |
| 2,693,046 | |
| Accounts payable | |
| (708,381 | ) | |
| (3,081,467 | ) |
| Accrued expenses | |
| (98,731 | ) | |
| (8,941,433 | ) |
| Right-of-use lease liabilities | |
| - | | |
| (2,692,946 | ) |
| Note payable | |
| (1,610,671 | ) | |
| (623,832 | ) |
| Other loan | |
| - | | |
| (525,319 | ) |
| Noncontrolling interest | |
| 37,366 | | |
| - | |
| | |
| | | |
| | |
| Assets acquired, net of liabilities assumed | |
$ | (1,373,770 | ) | |
$ | (1,590,078 | ) |
| Goodwill | |
$ | 1,873,770 | | |
$ | 28,723,106 | |
|
| SCHEDULE OF UNAUDITED PRO-FORMA COMBINED RESULTS OF OPERATIONS |
The following presents the unaudited pro-forma combined
results of operations of the Company, Myrtle and RCHI as if the acquisitions of Myrtle and RCHI occurred on January 1, 2024.
SCHEDULE
OF UNAUDITED PRO-FORMA COMBINED RESULTS OF OPERATIONS
| | |
Three Months Ended |
| | |
March 31, |
| | |
2024 | |
| Net revenues | |
$ | 3,383,457 | |
| | |
| | |
| Net loss, attributable to FOXO | |
$ | (2,148,791 | ) |
| Deemed dividends | |
| (656,164 | ) |
| Net loss to common stockholders | |
| (2,804,955 | ) |
| Preferred stock dividends - undeclared | |
| (262,500 | ) |
| Net loss to common stockholders, net of preferred stock dividends - undeclared | |
$ | (3,067,455 | ) |
| | |
| | |
| Net loss per share: | |
| | |
| Basic and diluted net loss per share available to Class A Common Stock | |
$ | (6.15 | ) |
| Basic and diluted weighted average number of shares of Class A Common Stock | |
| 499,556 |
|