Consolidated Balance Sheet of VSee Lab, Inc. as of March 31, 2023

As Reported

Adjustment

As Restated

Accounts payable and accrued liabilities

$ 1,129,638

$ 581,993

$ 1,711,631

Deferred revenue

827,143

62,500

889,643

Total current liabilities

3,278,609

644,493

3,923,102

Total liabilities

3,278,609

644,493

3,923,102

Accumulated deficit

(6,118,147)

(644,493)

(6,762,640)

Total stockholders' deficit

($458,052)

($644,493)

($1,102,545)

Consolidated Statement of Operations of VSee Lab, Inc. for the three months ended March 31, 2023

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 175,687

($ 18,750)

$ 156,937

Total revenue

1,596,268

(18,750)

1,577,518

Gross margin

1,020,946

(18,750)

1,002,196

General and administrative expenses

281,253

59,960

341,213

Total operating expenses

1,658,091

59,960

1,718,051

Net operating loss

(637,145)

(78,710)

(715,855)

Loss before income taxes

(638,862)

(78,710)

(717,572)

Net loss

(456,019)

(78,710)

(534,729)

Net loss attributable to shareholders

(451,252)

(78,710)

(529,962)

Basic and diluted net loss per share

($ 0.05)

$ -

($ 0.05)

Consolidated Statement of Cash Flows for VSee Lab, Inc. for the three months ended March 31, 2023

As Reported

Adjustment

As Restated

Net loss

($ 456,019)

($ 78,710)

($ 534,729)

Accounts payable and accrued expenses

(4,896)

59,960

55,064

Deferred revenue

$ 569,003

$ 18,750

$ 587,753

Consolidated Statement of Operations of VSee Lab, Inc. for the three months ended June 30, 2023

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 48,650

($ 18,750)

$ 29,900

Total revenue

1,290,223

(18,750)

1,271,473

Gross margin

815,936

(18,750)

797,186

General and administrative expenses

326,386

59,960

386,346

Total operating expenses

1,427,063

59,960

1,487,023

Net operating loss

(611,127)

(78,710)

(689,837)

Loss before income taxes

(602,976)

(78,710)

(681,686)

Net loss

(428,581)

(78,710)

(507,291)

Net loss attributable to shareholders

(424,610)

(78,710)

(503,320)

Basic and diluted net loss per share

($ 0.09)

($ 0.02)

($ 0.11)

Consolidated Statement of Operations of VSee Lab, Inc. for the six months ended June 30, 2023

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 224,337

($ 37,500)

$ 186,837

Total revenue

2,886,491

(37,500)

2,848,991

Gross margin

1,836,882

(37,500)

1,799,382

General and administrative expenses

607,639

119,920

727,559

Total operating expenses

3,085,154

119,920

3,205,074

Net operating loss

(1,248,272)

(157,420)

(1,405,692)

Loss before income taxes

(1,241,838)

(157,420)

(1,399,258)

Net loss

(884,600)

(157,420)

(1,042,020)

Net loss attributable to shareholders

(875,862)

(157,420)

(1,033,282)

Basic and diluted net loss per share

($ 0.19)

($ 0.03)

($ 0.22)

Consolidated Statement of Cash Flows for VSee Lab, Inc. for the six months ended June 30, 2023

As Reported

Adjustment

As Restated

Net loss

($ 884,600)

($ 157,420)

($ 1,042,020)

Accounts payable and accrued expenses

931,711

119,920

1,051,631

Deferred revenue

($ 223,631)

$ 37,500

($ 186,131)

Consolidated Balance Sheet of VSee Lab, Inc. as of September 30, 2023

As Reported

Adjustment

As Restated

Accounts payable and accrued liabilities

$ 1,709,887

$ 701,913

$2,411,800

Deferred revenue

970,122

87,500

$1,057,622

Total current liabilities

4,253,557

789,413

$5,042,970

Total liabilities

4,253,557

789,413

$5,042,970

Accumulated deficit

(6,653,885)

(789,413)

($7,443,298)

Total stockholders' deficit

($985,296)

(789,413)

($1,774,709)

Consolidated Statement of Operations of VSee Lab, Inc. for the three months ended September 30, 2023

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 219,978

($ 18,750)

$ 201,228

Total revenue

1,451,471

(18,750)

1,432,721

Gross margin

973,072

(18,750)

954,322

General and administrative expenses

224,874

59,960

284,834

Total operating expenses

1,247,428

59,960

1,307,388

Net operating loss

(274,356)

(78,710)

(353,066)

Loss before income taxes

(332,297)

(78,710)

(411,007)

Net loss

(98,581)

(78,710)

(177,291)

Net loss attributable to shareholders

(111,046)

(78,710)

(189,756)

Basic and diluted net loss per share

($ 0.01)

($ 0.01)

($ 0.02)

Consolidated Statement of Operations of VSee Lab, Inc. for the nine months ended September 30, 2023

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 444,315

($ 56,250)

$ 388,065

Total revenue

4,337,962

(56,250)

4,281,712

Gross margin

2,809,954

(56,250)

2,753,704

General and administrative expenses

832,513

179,880

1,012,393

Total operating expenses

4,332,582

179,880

4,512,462

Net operating loss

(1,522,628)

(236,130)

(1,758,758)

Loss before income taxes

(1,574,135)

(236,130)

(1,810,265)

Net loss

(983,181)

(236,130)

(1,219,311)

Net loss attributable to shareholders

(986,908)

(236,130)

(1,223,038)

Basic and diluted net loss per share

($ 0.10)

($ 0.02)

($ 0.12)

Consolidated Statement of Cash Flows for VSee Lab, Inc. for the nine months ended September 30, 2023

As Reported

Adjustment

As Restated

Net loss

($ 983,181)

($ 236,130)

($ 1,219,311)

Accounts payable and accrued expenses

988,798

179,880

1,168,678

Deferred revenue

$ 13,561

$ 56,250

$ 69,811

Consolidated Balance Sheet of VSee Lab, Inc. as of December 31, 2023 

As Reported

Adjustment

As Restated

Accounts receivable, net

$ 628,480

($ 25,000)

$ 603,480

Total current assets

827,134

(25,000)

802,134

Total assets

830,791

(25,000)

805,791

Accounts payable and accrued liabilities

1,824,408

761,873

2,586,281

Deferred revenue

802,524

100,000

902,524

Total current liabilities and total liabilities

4,243,438

861,873

5,105,311

Accumulated deficit

(9,114,985)

(886,873)

(10,001,858)

Total stockholders’ deficit

(3,412,647)

(886,873)

(4,299,520)

Total liabilities and stockholders’ equity (deficit)

$ 830,791

($ 25,000)

$ 805,791

Consolidated Statement of Operations of VSee Lab, Inc. for the year ended December 31, 2023

As Reported

Adjustment

As Restated

Revenues

$ 5,840,889

($ 75,000)

$ 5,765,889

Gross margin

3,907,694

(75,000)

3,832,694

General and administrative expenses

962,616

239,840

1,202,456

Total operating expenses

5,466,443

239,840

5,706,283

Net operating loss

(1,558,749)

(314,840)

(1,873,589)

Loss before income taxes

(1,572,124)

(314,840)

(1,886,964)

Income tax (expense) benefit

(1,838,490)

-

(1,838,490)

Net loss

(3,410,614)

(314,840)

(3,725,454)

Net loss attributable to VSee Lab, Inc.

(3,448,090)

(314,840)

(3,762,930)

Basic and diluted net loss per share

($ 0.34)

($ 0.04)

($ 0.38)

Consolidated Statement of Cash Flows for VSee Lab, Inc. for the year ended December 31, 2023

As Reported

Adjustment

As Restated

Net loss

($ 3,410,614)

($ 314,840)

($ 3,725,454)

Accounts receivable

(271,484)

25,000

(246,484)

Accounts payable and accrued expenses

1,169,983

239,840

1,409,823

Deferred revenue

($ 154,037)

$ 50,000

($ 104,037)

Consolidated Balance Sheet of VSee Lab, Inc. as of March 31, 2024

As Reported

Adjustment

As Restated

Accounts payable and accrued liabilities

$ 1,819,512

$ 821,291

$ 2,640,803

Total liabilities

4,814,257

821,291

5,635,548

Accumulated deficit

(9,117,796)

(821,291)

(9,939,087)

Total stockholders' deficit

($3,383,478)

($821,291)

($4,204,769)

Consolidated Statement of Operations of VSee Lab, Inc. for the three months ended March 31, 2024

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 162,950

$ 125,000

$ 287,950

Total revenue

1,495,995

125,000

1,620,995

Gross margin

1,109,742

125,000

1,234,742

General and administrative expenses

151,348

59,419

210,767

Total operating expenses

1,071,263

59,419

1,130,682

Net operating profit

38,479

65,581

104,060

Income before income taxes

29,169

65,581

94,750

Net income

29,169

65,581

94,750

Net income (loss) attributable to shareholders

(2,811)

65,581

62,770

Basic and diluted net income (loss) per share

$ -

$ 0.01

$ 0.01

Consolidated Statement of Cash Flows for VSee Lab, Inc. for the three months ended March 31, 2024

As Reported

Adjustment

As Restated

Net income

$ 29,169

$ 65,581

$ 94,750

Accounts receivable

(8,116)

(25,000)

(33,116)

Accounts payable and accrued expenses

(4,896)

59,419

54,523

Deferred revenue

$ 569,003

($ 100,000)

$ 469,003

Consolidated Balance Sheet as of June 30, 2024

As Reported

Adjustment

As Restated

Accounts receivable

$ 2,513,855

($ 1,590,596)

$ 923,259

Prepaids and other current assets

760,789

(500,000)

260,789

Total current assets

5,166,549

(2,090,596)

3,075,953

Goodwill

59,900,694

1,691,210

61,591,904

Total assets

78,987,750

(399,386)

78,588,364

Accounts payable and accrued liabilities

6,752,985

1,291,896

8,044,881

ELOC Note

500,000

(500,000)

-

Common stock issuance obligation

-

447,930

447,930

Total current liabilities

22,879,867

1,239,826

24,119,693

Deferred tax liability

-

67,378

67,378

Total liabilities

24,177,194

1,307,204

25,484,398

Additional paid-in capital

64,582,130

(906,436)

63,675,694

Accumulated deficit

(9,773,056)

(800,154)

(10,573,210)

Total stockholders’ equity (deficit)

54,810,556

(1,706,590)

53,103,966

Total liabilities and stockholders’ equity (deficit)

$ 78,987,750

($ 399,386)

$ 78,588,364

Consolidated Statement of Operations for the three months ended June 30, 2024

As Reported

Adjustment

As Restated

Cost of revenues

$486,640

$447,930

$934,570

Gross margin

1,224,926

(447,930)

776,996

Compensation and related benefits

918,411

(5,668)

912,743

General and administrative expenses

509,050

59,419

568,469

Transaction expenses

980,807

(752,500)

228,307

Total operating expenses

2,408,268

(698,749)

1,709,519

Net operating loss

(1,183,342)

250,819

(932,523)

Interest expense

(349,695)

7,860

(341,835)

Total other income (expense), net

(1,419,827)

7,860

(1,411,967)

Loss before income taxes

(2,603,169)

258,679

(2,344,490)

Benefit from income tax

2,241,208

(562,820)

1,678,388

Net loss

(361,961)

(304,141)

(666,102)

Net loss attributable to stockholders

(329,981)

(304,141)

(634,122)

Basic and diluted net loss per share

($ 0.06)

($ 0.06)

($ 0.12)

Consolidated Statement of Operations for the six months ended June 30, 2024

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 352,889

$ 125,000

$ 477,889

Total Revenue

3,207,561

125,000

3,332,561

Cost of revenues

872,893

447,930

1,320,823

Gross margin

2,334,668

(322,930)

2,011,738

Compensation and related benefits

1,811,988

(5,668)

1,806,320

General and administrative expenses

660,398

118,838

779,236

Transaction expenses

1,007,145

(752,500)

254,645

Total operating expenses

3,479,531

(639,330)

2,840,201

Net operating loss

(1,144,863)

316,400

(828,463)

Interest expense

(359,005)

7,860

(351,145)

Total other income (expense), net

(1,429,137)

7,860

(1,421,277)

Loss before income taxes

(2,574,000)

324,260

(2,249,740)

Benefit from income tax

2,241,208

(562,820)

1,678,388

Net loss

(332,792)

(238,560)

(571,352)

Net loss attributable to stockholders

(332,792)

(238,560)

(571,352)

Basic and diluted net loss per share

($ 0.07)

($ 0.04)

($ 0.11)

Consolidated Statement of Cash Flows for the six months ended June 30, 2024

As Reported

Adjustment

As Restated

Net loss

($ 332,792)

($ 238,560)

($ 571,352)

Stock-based compensation

31,989

442,262

474,251

Deferred tax asset and liabilities

(2,336,506)

657,102

(1,679,404)

Accounts receivable

216,774

(25,000)

191,774

Accounts payable and accrued expenses

(1,582,393)

(735,804)

(2,318,197)

Deferred revenue

$ 220,968

($ 100,000)

$ 120,968

Consolidated Balance Sheet as of September 30, 2024

As Reported

Adjustment

As Restated

Accounts receivable

$ 2,613,327

($ 1,590,596)

$ 1,022,731

Prepaids and other current assets

1,606,469

(1,139,732)

466,737

Total current assets

7,107,513

(2,730,328)

4,377,185

Total assets

25,029,730

(2,730,328)

22,299,402

Accounts payable and accrued liabilities

8,270,393

1,005,938

9,276,331

Common stock issuance obligation

-

76,276

76,276

Income taxes payable

63,855

(54,036)

9,819

Total current liabilities

19,206,202

1,028,178

20,234,380

Deferred tax liability

-

67,378

67,378

Total liabilities

20,270,718

1,095,556

21,366,274

Additional paid-in capital

66,282,056

(854,694)

65,427,362

Accumulated deficit

(61,524,581)

(2,971,190)

(64,495,771)

Total stockholders’ equity (deficit)

4,759,012

(3,825,884)

933,128

Total liabilities and stockholders’ equity (deficit)

$ 25,029,730

($ 2,730,328)

$ 22,299,402

Consolidated Statement of Operations for the three months ended September 30, 2024

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 806,456

$ -

$ 806,456

Total Revenue

3,354,437

-

3,354,437

Cost of revenues

941,388

(371,654)

569,734

Gross margin

2,413,049

371,654

2,784,703

Compensation and related benefits

1,678,627

51,742

1,730,369

General and administrative expenses

2,170,217

48,072

2,218,289

Goodwill impairment charges

54,984,000

1,691,210

56,675,210

Transaction expenses

646,303

(190,469)

455,834

Total operating expenses

59,479,147

1,600,555

61,079,702

Net operating loss

(57,066,098)

(1,228,901)

(58,294,999)

Interest expense

(232,082)

116,697

(115,385)

Loss on extinguishment

(740,979)

95,000

(645,979)

Loss on issuance of financial instruments

-

(595,000)

(595,000)

Total other income (expense)

4,764,543

(383,303)

4,381,240

Loss before income taxes

(52,301,555)

(1,612,204)

(53,913,759)

Benefit (provision) from income tax

550,030

(558,832)

(8,802)

Net loss

(51,751,525)

(2,171,036)

(53,922,561)

Net loss attributable to stockholders

(51,751,525)

(2,171,036)

(53,922,561)

Basic and diluted net loss per share

($ 3.43)

($ 0.15)

($ 3.58)

Consolidated Statement of Operations for the nine months ended September 30, 2024

As Reported

Adjustment

As Restated

Revenues, technical engineering fees

$ 1,159,345

$ 125,000

$ 1,284,345

Total Revenue

6,561,998

125,000

6,686,998

Cost of revenues

1,814,281

76,276

1,890,557

Gross margin

4,747,717

48,724

4,796,441

Compensation and related benefits

3,490,615

46,074

3,536,689

General and administrative expenses

2,830,615

166,910

2,997,525

Goodwill impairment charges

54,984,000

1,691,210

56,675,210

Transaction expenses

1,653,448

(942,969)

710,479

Total operating expenses

62,958,678

961,225

63,919,903

Net operating loss

(58,210,961)

(912,501)

(59,123,462)

Interest expense

(591,087)

124,557

(466,530)

Loss on extinguishment

(740,979)

95,000

(645,979)

Loss on issuance of financial instruments

(1,618,234)

(595,000)

(2,213,234)

Total other income (expense)

3,335,406

(375,443)

2,959,963

Loss before income taxes

(54,875,555)

(1,287,944)

(56,163,499)

Benefit from income tax

2,791,238

(1,121,652)

1,669,586

Net loss

(52,084,317)

(2,409,596)

(54,493,913)

Net loss attributable to stockholders

(52,084,317)

(2,409,596)

(54,493,913)

Basic and diluted net loss per share

($ 6.24)

($ 0.29)

($ 6.53)

Consolidated Statement of Cash Flows for the nine months ended September 30, 2024

As Reported

Adjustment

As Restated

Net income (loss)

($ 52,084,317)

($ 2,409,596)

($ 54,493,913)

Goodwill impairment charges

54,984,000

1,691,210

56,675,210

Loss on extinguishment

740,979

(95,000)

645,979

Loss on issuance of financial instruments

1,618,234

595,000

2,213,234

Stock-based compensation

381,084

122,350

503,434

Deferred tax asset and liabilities

(2,336,506)

657,102

(1,679,404)

Accounts receivable

(203,904)

(25,000)

(228,904)

Prepaids and other current assets

(861,888)

639,732

(222,156)

Accounts payable and accrued expenses

(161,975)

(1,021,762)

(1,183,737)

Deferred revenue

(119,413)

(100,000)

(219,413)

Income tax payable

$ 63,855

($ 54,036)

$ 9,819