v3.26.1
Asset Acquisition (Tables)
 12 Months Ended
Dec. 31, 2025
Asset Acquisition [Abstract]  
Summary of Consideration Transferred

The consideration in the Elevai Acquisition (the “Elevai Consideration”) as of the Elevai Closing consisted of the following:

 

Common Stock - 38,308 shares issued

$

660,805

 

Common Stock - 3,927 shares withheld

 

67,742

 

Earnout liabilities

 

301,633

 

Estimated costs related to acquisition

 

150,000

 

Total estimated value of consideration transferred

$

1,180,180

 
Summary of Allocation of the Purchase Consideration Price The allocation of the purchase consideration as of the Elevai Closing was as follows:

 

Accounts receivable

$

76,555

 

Inventory

 

1,286,139

 

Prepaid expenses and deposits

 

94,567

 

Right of use asset

 

51,721

 

Property and equipment

 

47,618

 

Total assets

 

1,556,600

 

Accounts payable

 

309,974

 

Customer deposits

 

13,806

 

Operating lease liability

 

52,640

 

Net assets to be acquired

$

1,180,180

 
Summary of Business Combinations Unaudited Pro Froma Consolidated Statements of Operations The pro forma consolidated statements of operations do not fully reflect: (i) any anticipated synergies (or costs to achieve synergies) or (ii) the impact of non-recurring items directly related to the Elevai Acquisition.

 

 

 

Year Ended December 31,

 

 

 

2025

 

 

2024

 

Net sales from the consolidated statements of operations

 

$

1,912,811

 

 

$

50,318

 

Add: Elevai Skincare net sales not reflected in the consolidated statements of operations

 

 

152,381

 

 

 

2,467,298

 

Unaudited pro forma net sales

 

$

2,065,192

 

 

$

2,517,616

 

 

 

 

 

 

 

 

Net loss from the consolidated statements of operations

 

$

(6,905,282

)

 

$

(10,368,261

)

Add: Inventory step-up adjustment recognized in cost of sales

 

 

410,145

 

 

 

—

 

Add: Elevai Skincare net loss not reflected in the consolidated statements of operations

 

 

(27,644

)

 

 

(2,229,023

)

Unaudited pro forma net loss

 

$

(6,522,781

)

 

$

(12,597,284

)