| Schedule of Change in Deferred Consideration |
The
change in the amount of deferred consideration from January 1, 2024, to June 30, 2025, is as follows:
Schedule
of Change in Deferred Consideration
| | |
Cash Considerations | | |
Third
Anniversary
Consideration Payment | | |
Total | |
| Balance, January 1, 2024 | |
$ | 2,889,792 | | |
$ | 810,000 | | |
$ | 3,699,792 | |
| Fair value adjustment | |
| 126,551 | | |
| (488,000 | ) | |
| (361,449 | ) |
| Balance, December 31, 2024 | |
| 3,016,343 | | |
| 322,000 | | |
| 3,338,343 | |
| Fair value adjustment | |
| 114,960 | | |
| (235,000 | ) | |
| (120,040 | ) |
| Balance, June 30, 2025 | |
$ | 3,131,303 | | |
$ | 87,000 | | |
$ | 3,218,303 | |
|
The change in the amount of deferred consideration
from January 1, 2023, to December 31, 2024, is as follows:
Schedule
of Change in Deferred Consideration
| |
|
Stock
Consideration |
|
|
Cash
Consideration |
|
|
Third Anniversary
Consideration Payment |
|
| January 1, 2023 |
|
$ |
11,456,639 |
|
|
$ |
5,650,775 |
|
|
$ |
- |
|
| Less: Working capital adjustment |
|
|
(108,691 |
) |
|
|
- |
|
|
|
- |
|
| Less: Issuance of shares and payment to shareholders |
|
|
(4,085,075 |
) |
|
|
(3,000,000 |
) |
|
|
- |
|
| Less: Issuance of Abaca warrants |
|
|
(1,643,699 |
) |
|
|
- |
|
|
|
- |
|
| Less: Issuance of third anniversary payment consideration |
|
|
(430,000 |
) |
|
|
- |
|
|
|
430,000 |
|
| Less: Gain recognized in the consolidated statements of operations |
|
|
(5,645,107 |
) |
|
|
- |
|
|
|
- |
|
| Add: Fair value adjustment |
|
|
455,933 |
|
|
|
239,017 |
|
|
|
380,000 |
|
| December 31, 2023 |
|
|
- |
|
|
|
2,889,792 |
|
|
|
810,000 |
|
| Add: Fair value adjustment |
|
|
- |
|
|
|
126,551 |
|
|
|
(488,000 |
) |
| December 31, 2024 |
|
$ |
- |
|
|
$ |
3,016,343 |
|
|
$ |
322,000 |
|
|
| Schedule of Fair value measurements |
The
following table provides quantitative information regarding Level 3 fair value measurements inputs as it relates to the private placement
warrants, public warrants, third anniversary payment consideration and Abaca warrants as of their measurement dates:
Schedule
of Fair value measurements
| | |
June 30, 2025 | | |
December 31, 2024 | |
| | |
| | |
| |
| Stock price | |
$ | 2.17 | | |
$ | 4.29 | |
| Payment date | |
| 10/15/2025 | | |
| 10/15/2025 | |
| Third anniversary consideration | |
$ | 1,500,000 | | |
$ | 1,500,000 | |
| Risk free interest rate | |
| 4.4 | % | |
| 4.2 | % |
| Market discount rate | |
| 5.8 | % | |
| 5.8 | % |
| Remaining term in years | |
| 0.25 | | |
| 0.75 | |
| Expected volatility | |
| 82.8 | % | |
| 86.2 | % |
|
|