| Schedule of Purchase Price |
The
following table summarizes the allocation of the purchase price:
| | |
Purchase
Price
Allocation | |
| Purchase consideration at fair value: | |
| |
| Cash | |
$ | 17,775,000 | |
| Notes payable | |
| 1,050,000 | |
| Amount of consideration | |
$ | 18,825,000 | |
| | |
| | |
| Assets acquired and liabilities assumed at fair value: | |
| | |
| Cash | |
$ | 1,494,184 | |
| Accounts receivable | |
| 4,552,693 | |
| Contract assets | |
| 1,863,307 | |
| Property and equipment | |
| 457,142 | |
| Operating lease right-of-use assets | |
| 1,547,285 | |
| Customer-related intangible | |
| 9,965,000 | |
| Marketing-related intangible | |
| 605,000 | |
| Goodwill | |
| 5,309,876 | |
| Accounts payable and accrued expenses | |
| (976,836 | ) |
| Contract liabilities | |
| (1,100,749 | ) |
| Operating lease liabilities | |
| (1,547,285 | ) |
| Notes payable | |
| (30,617 | ) |
| Deferred tax liability | |
| (3,314,000 | ) |
| Net assets acquired | |
$ | 18,825,000 | |
|
| Schedule of Pro Forma Results Effects of ICU Eyewear Acquisition |
The
following unaudited pro forma financial information presents the combined results of the Company and CMD as if the acquisition had been
completed on January 1, 2024, with adjustments to give effect to pro forma events directly attributable to the acquisition:
| | |
For the Years Ended
December 31, | |
| | |
2025 | | |
2024 | |
| Revenues | |
$ | 48,272,312 | | |
$ | 45,563,551 | |
| Net income (loss) | |
| 65,559,185 | | |
| (93,111,448 | ) |
| Net income (loss) attributable to common shareholders | |
$ | 65,795,303 | | |
$ | (92,844,801 | ) |
| | |
| | | |
| | |
| Basic earnings (loss) per share attributable to common shareholders | |
$ | 1.78 | | |
$ | (34.90 | ) |
| Diluted loss per share attributable to common shareholders | |
$ | (0.01 | ) | |
$ | (34.90 | ) |
|