| Schedule of Company Entered into a Definitive Acquisition Agreement |
The acquisition of Tokyo Bay closed on December 16, 2024.
| | |
Wealth
AI | | |
Tokyo
Bay | | |
InnoSphere
Tech | | |
Total | |
| Net liabilities acquired (including cash of $2,462, accrued liabilities of $43,068) | |
$ | (40,606 | ) | |
$ | — | | |
$ | — | | |
| (40,606 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Intangible
assets(1) | |
| 512,460 | | |
| — | | |
| — | | |
| 512,460 | |
| Goodwill | |
| 4,657,664 | | |
| 4,055,000 | | |
| 4,961,500 | | |
| 13,674,164 | |
| Deferred
tax liabilities(2) | |
| (87,118 | ) | |
| — | | |
| — | | |
| (87,118 | ) |
| Total | |
$ | 5,042,400 | | |
$ | 4,055,000 | | |
$ | 4,961,500 | | |
$ | 14,058,900 | |
| | |
| | | |
| | | |
| | | |
| | |
| Total
purchase price comprised of: | |
| | | |
| | | |
| | | |
| | |
| – cash
consideration | |
$ | 3,000,000 | | |
$ | — | | |
$ | — | | |
$ | 3,000,000 | |
| – share-based
consideration | |
| 2,042,400 | | |
| 2,085,000 | | |
| 2,943,500 | | |
| 7,070,900 | |
| – warrants
issued | |
| — | | |
| 1,970,000 | | |
| 2,018,000 | | |
| 3,988,000 | |
| Total | |
$ | 5,042,400 | | |
$ | 4,055,000 | | |
$ | 4,961,500 | | |
$ | 14,058,900 | |
| (1) | The intangible assets mainly arise from the recognition, on a fair value basis, website development of Wealth AI, with an expected useful life of 5 years. The fair values of the intangible assets are based on estimation of the Group with reference to the valuation carried out by an independent qualified professional valuer not connected with the Group. |
| (2) | The deferred tax liabilities relating to the fair value adjustments of intangible assets amounted to US$87,118, which is calculated at the Singapore Profits Tax rate of 17%. |
|