Fair value of consideration transferred |
Description | | February 18, 2025 | | Cash consideration | | $ | 20,250,000 | | Net working capital adjustment | | | (423,871 | ) | Equity portion of consideration | | | 4,872,066 | | Earnout portion of consideration | | | 3,536,471 | | Revenue clawback | | | (1,104,471 | ) | Fair value of consideration transferred | | $ | 27,130,195 | |
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Fair value of consideration transferred to assets acquired and liabilities |
Description | | Preliminary as of March 31, 2025 | | | Measurement Period Adjustments, Net | | | Final as of June 30, 2025 | | Assets: | | | | | | | | | | Accounts receivable | | $ | 1,897,098 | | | $ | - | | | $ | 1,897,098 | | Inventory | | | 5,065,451 | | | | - | | | | 5,065,451 | | Prepaid expenses and other current assets | | | 363,413 | | | | - | | | | 363,413 | | Property and equipment | | | 1,542,707 | | | | - | | | | 1,542,707 | | Operating lease right-of-use asset | | | 463,985 | | | | - | | | | 463,985 | | Goodwill | | | 2,977,344 | | | | 4,012,450 | | | | 6,989,794 | | Other intangible assets | | | 19,295,000 | | | | (5,543,000 | ) | | | 13,752,000 | | Other assets | | | 21,748 | | | | - | | | | 21,748 | | Total assets acquired | | $ | 31,626,746 | | | $ | (1,530,550 | ) | | $ | 30,096,196 | | Liabilities: | | | | | | | | | | | | | Accounts payable | | | 1,981,164 | | | | - | | | | 1,981,164 | | Accrued liabilities | | | 336,263 | | | | - | | | | 336,263 | | Operating lease liabilities, current | | | 268,972 | | | | - | | | | 268,972 | | Deferred tax liabilities, noncurrent | | | 1,174,650 | | | | (1,037,668 | ) | | | 136,982 | | Operating lease liabilities, noncurrent | | | 242,620 | | | | - | | | | 242,620 | | Total liabilities assumed | | $ | 4,003,669 | | | $ | (1,037,668 | ) | | $ | 2,966,001 | | Net assets acquired | | $ | 27,623,077 | | | $ | (492,882 | ) | | $ | 27,130,195 | |
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