v3.26.1
Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2025
Significant Accounting Policies [Abstract]  
Basis of Presentation and Principles of Consolidation

Basis of Presentation and Principles of Consolidation

 

The accompanying consolidated financial statements have been derived from the accounting records of AGAE and its consolidated subsidiaries. All significant intercompany balances have been eliminated in the consolidated financial statements. The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) and pursuant to the accounting rules and regulations of the United States Securities and Exchange Commission (“SEC”) and includes the operations of AGAE and its wholly owned subsidiaries, and Skyline and Z-Tech. Skyline is a majority owned subsidiary of AEE. The accounts of Z-Tech were consolidated in these financial statements based on the analysis performed under the voting interest model (“VOE”). The Company has a controlling financial interest in Z-Tech and Skyline. As a result, the Company consolidates Z-Tech and Skyline.

Business Combinations

Business Combinations

 

In applying the acquisition method of accounting for business combinations, amounts assigned to identifiable assets and liabilities acquired were based on estimated fair values as of the date of acquisition, with the remainder recorded as goodwill. Intangible assets are initially valued at fair value using generally accepted valuation methods appropriate for the type of intangible asset. Transaction costs associated with these acquisitions are expensed as incurred and are included in the accompanying consolidated statements of operations.

Use of Estimates

Use of Estimates

 

Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the financial statements. The Company’s significant estimates used in these financial statements include, but are not limited to, the valuation and carrying amount of deferred tax assets and liabilities, stock-based compensation, the fair value of marketable securities, accounts receivable and loans receivable reserves, the valuation of acquired assets and liabilities, loss contingencies, the impairment of goodwill, as well as the recoverability and useful lives of long-lived assets, including right-of-use assets, intangible assets and property and equipment. Certain of the Company’s estimates could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates.

Cash and Cash Equivalents

Cash and Cash Equivalents

 

All highly liquid short-term investments of the Company that have a maturity of three months or less when purchased are considered to be cash equivalents. As of December 31, 2025 and 2024, the Company’s cash equivalents consist of money market funds of $4.8 million and $40 million, respectively. Money market funds are reported at their current carrying value, which approximates fair value due to the short-term nature of these instruments and are categorized as Level 1 within the fair value table.

Short-term Investments

Short-term Investments

 

Short-term investments include certificates of deposit, fixed rate deposits, equity linked notes, bond linked notes, FX linked notes and a US Treasury Note with original maturities of greater than three months but less than or equal to twelve months when purchased. The carrying amounts of the certificates of deposit and fixed rate deposits are stated at amortized cost, which approximates fair value due to the short-term nature of these instruments.

 

The Company has elected the fair value option for recording its equity, bond and FX linked notes and its US Treasury Note, pursuant to ASC 825-10, Financial Instruments (“ASC 825”), whereby the hybrid instrument is initially recorded in its entirety at fair value and changes in fair value are recorded in other income (expense) on the consolidated statements of operations. The Company determines the appropriate classification of these investments at the time of purchase and reevaluates such designation at each balance sheet date

 

Accrued interest receivable on short-term investments totaled $169,404 and $284,355 on December 31, 2025 and 2024, respectively, and is included in current assets in the accompanying consolidated balance sheets.

Marketable Securities

Marketable Securities

 

Marketable securities are carried at fair value with changes in fair value recorded in the consolidated statements of operations, according to ASC 321 “Investments - Equity Securities”. During the years ended December 31, 2025 and 2024, the Company purchased certain publicly listed marketable securities through an open market transaction and accounted for such investments as “investment in marketable securities” and subsequently measures the investments at fair value at the balance sheet date. These securities are categorized as Level 1 assets within the fair value hierarchy table. The Company recognized a gain of $462,396 and $5,952 from the sale of investments in marketable securities for the years ended December 31, 2025 and 2024, respectively.

Derivative Instruments

Derivative Instruments

 

The Company has entered into an equity-linked decumulator contract with a financial institution to manage exposure to certain market positions and investment strategies. The contract is accounted for as derivative instruments under ASC 815 and are recorded at fair value within other assets or accrued liabilities on the consolidated balance sheets. Changes in fair value are recognized currently in earnings within other income (expense). The fair value of the decumulator contracts is estimated using valuation models that incorporate significant assumptions, including expected volatility, market price movements, contractual settlement features, and discount rates. Due to the use of significant unobservable inputs, the fair value measurements are classified within Level 3 of the fair value hierarchy under ASC 820. As of December 31, 2025, the Company recorded a derivative liability of $657,136 associated with this contract.

Accounts Receivable and Loan Receivable

Accounts Receivable and Loan Receivable

 

Accounts receivable and loans receivable are carried at their contractual amounts, less an estimate for credit losses. The Company estimates an allowance for credit losses based on the current expected credit losses (“CECL”) methodology. The CECL methodology requires an estimate of the credit losses expected over the life of an exposure (or pool of exposures) and replaces the incurred loss methodology’s threshold that delayed the recognition of a credit loss until it was probable a loss event was incurred. The amount of the allowance for credit losses is based on ongoing, quarterly assessments by management. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for bad debts only after all collection attempts have been exhausted. As of December 31, 2025, the Company recognized a CECL allowance of $2.6 million on the loans receivable discussed in Note 12. As of December 31, 2024, no allowance for credit losses was determined to be necessary.

Property and Equipment

Property and Equipment 

 

Property and equipment are stated at cost, net of accumulated depreciation and impairment using the straight-line method over their estimated useful lives once the asset is placed in service. Leasehold improvements are amortized over the lesser of (a) the useful life of the asset; or (b) the remaining lease term (including renewal periods that are reasonably assured). Expenditures for maintenance and repairs which do not extend the economic useful life of the related assets are charged to operations as incurred, and expenditures which extend the economic life are capitalized. When assets are retired or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized in the statement of operations for the respective period. 

 

The estimated useful lives of property and equipment are as follows: 

 

Office equipment   3 - 5 years
Computer equipment   3 - 5 years
Production equipment   3 - 5 years
Furniture and fixtures   3 - 5 years
Esports gaming truck   5 years
Leasehold improvements  

Lesser of 10 years or remaining lease term

Internal Use Software Development Costs

Internal Use Software Development Costs

 

The costs incurred in the preliminary stages of software development are expensed as incurred. Once an application has reached the development stage, internal and external costs, if direct and incremental, are capitalized and included within intangible assets on the accompanying balance sheet. Once they are ready for intended use they are amortized on a straight-line basis over their estimated useful lives. On November 1, 2024 the internal use software was placed into service (see Note 11 – Intangible Assets – System Development Agreement for additional details).

Long-Lived Assets and Goodwill

Long-Lived Assets and Goodwill

 

The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10-35, Property, Plant and Equipment, Impairment or Disposal of Long-lived Assets. This accounting standard requires that long-lived assets, including intangible assets with finite lives, be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. See Note 3, Impairment of Long-Lived Assets. 

 

The Company accounts for goodwill and intangible assets in accordance with ASC 350, Intangibles – Goodwill and Other. Goodwill represents the excess of the purchase price of an entity over the estimated fair value of the assets acquired and liabilities assumed. ASC 350 requires that goodwill and other intangibles with indefinite lives be tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of an asset has more likely than not decreased below its carrying value. The Company intends to perform its annual impairment testing at year end of each year.

 

In determining whether a quantitative assessment is required on an interim basis, the Company will evaluate relevant events or circumstances to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after performing the qualitative assessment, an entity concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the entity would perform the quantitative impairment test described in ASC 350. However, if, after applying the qualitative assessment, the entity concludes that it is not more than likely that the fair value is less than the carrying amount, the quantitative impairment test is not required. The Company bases these assumptions on its historical data and experience, industry projections, micro and macro general economic condition projections, and its expectations.

 

In connection with the Company’s annual goodwill impairment tests as of December 31, 2025 and 2024, the fair value of one of its reporting units was determined to be less than its carrying amount, resulting in the recognition of goodwill impairment charges of $0.67 million and $9.57 million, respectively. The reduction in fair value was primarily attributable to a decline in revenues from the prior year. The fair value of the reporting unit was estimated using a combination of the income approach (discounted cash flow method) and the market approach (guideline public company method). Key assumptions included projected revenue, gross profit and EBITDA margins, discount rates, and terminal growth rates, which were based on historical performance, industry trends, and market conditions. After the impairments, the remaining balance of goodwill associated with the reporting unit is approximately $2.25 million.

 

The Company’s intangible assets consist of the ESALV trademarks, which are being amortized over a useful life of 10 years, and software licenses, software development costs, mobile games licenses, and customer relationships, which are being amortized over a useful life of 5-10 years. During the year ended December 31, 2025, the Company recorded an impairment loss of $2.82 million on its intangible assets, see Note 3.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820 “Fair Value Measurements and Disclosures” (“ASC 820”). 

 

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: 

 

  Level 1 - quoted prices in active markets for identical assets or liabilities.
   
  Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable.
   
  Level 3 - inputs that are unobservable (for example, cash flow modeling inputs based on assumptions).

 

The following table provides information about the Company’s financial assets measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values:

 

As of December 31, 2025   Level 1   Level 2   Level 3   Total
Digital assets   $ 260,652     $ -     $ -     $ 260,652  
Cash equivalent - Money market funds     4,797,697       -       -       4,797,697  
Marketable securities     1,334,719       -       -       1,334,719  
Derivative instruments     -       -       (657,136 )     (657,136 )
Short-term investment - Bond linked notes     -       14,766,470       -       14,766,470  
Short-term investment - Equity linked notes     -       11,310,650       -       11,310,650  
Short-term investment - US Treasury Bond     -       11,587,134       -       11,587,134  
Total   $ 6,393,068     $ 37,664,254     $ (657,136 )   $ 43,400,186  

 

As of December 31, 2024   Level 1   Level 2   Level 3   Total
Digital assets   $ 49,300       -       -     $ 49,300  
Cash equivalent - Money market funds     40,007,612       -       -       40,007,612  
Marketable securities     3,483,211       -       -       3,483,211  
    $ 43,540,123     $ -     $ -     $ 43,540,123  

 

The carrying amounts of the Company’s financial instruments, such as cash and cash equivalents (excluding money market funds), accounts receivable, short-term investments (excluding US Treasury Note and bond, equity, and FX linked notes), interest receivable, loans receivable, accounts payable, operating lease liabilities, accrued liabilities, and loans payable approximate fair value due to the short-term nature of these instruments.

 

See Marketable Securities above for further details on marketable securities.

Income Taxes

Income Taxes

 

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. 

 

The Company recognizes the tax benefit from an uncertain income tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement by examining taxing authorities.

 

The Company’s policy is to recognize interest and penalties accrued on uncertain income tax positions in interest expense in the Company’s statements of operations. As of December 31, 2025 and 2024, the Company had no liability for unrecognized tax benefits. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. 

Commitments and Contingencies

Commitments and Contingencies 

 

Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.

Net Loss per Common Share

Net Loss per Common Share 

 

Basic loss per common share is computed by dividing net loss attributable to the Company’s common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of common shares, if dilutive, resulting from the potential exercise of outstanding stock options and warrants and the vesting of restricted stock awards. 

 

The following table presents the computation of basic and diluted net loss per common share: 

 

    For the Years Ended
    December 31,
    2025   2024
Numerator:        
Net loss attributable to common stockholders   $ (32,786,790 )   $ (16,757,285 )
                 
Denominator (weighted average quantities):                
Common shares outstanding     39,844,308       41,172,974  
Less: Unvested restricted shares     (279,137 )     (798,634 )
Denominator for basic and diluted net loss per share     39,565,171       40,374,340  
                 
Basic and Diluted Net Loss per Common Share   $ (0.83 )     $(0. 42

)

 

The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive:

 

    As of December 31,
    2025   2024
Unvested restricted common shares     -       710,000  
Options     1,270,000       1,270,000  
Warrants     -       7,454,546  
      1,270,000       9,434,546  
Revenue Recognition

Revenue Recognition 

 

To determine the proper revenue recognition method, the Company evaluates each of its contractual arrangements to identify its performance obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. The majority of the Company’s contracts have a single performance obligation because the promise to transfer the individual good or service is not separately identifiable from other promises within the contract and is therefore not distinct. Some of the Company’s contracts have multiple performance obligations, primarily related to the provision of multiple goods or services. For contracts with more than one performance obligation, the Company allocates the total transaction price in an amount based on the estimated relative standalone selling prices underlying each performance obligation. There were no contracts with more than one performance obligation for the year ended December 31, 2025 and 2024.

 

The Company recognizes revenue primarily from the following sources: 

 

In-person revenue

 

In-person revenue was comprised of the following for the years ended December 31, 2025 and 2024:

 

    For the Years Ended
    December 31,
    2025   2024
Event revenue   $ 2,507,611     $ 2,082,269  
Sponsorship revenue     1,865,087       1,838,447  
Food and beverage revenue     222,274       271,184  
Ticket and gaming revenue     305,690       414,881  
Merchandising revenue     41,072       62,863  
Total in-person revenue   $ 4,941,734     $ 4,669,644  

 

Event revenues from the rental of the ESALV arena and gaming trucks are recognized over the term of the event based on the number of days completed relative to the total days of the event, as this method best depicts the transfer of control to the customer. In-person revenue also includes revenue from ticket sales, admission fees and food and beverage sales for events held at the Company’s esports properties. Ticket revenue is recognized at the completion of the applicable event. Point of sale revenues, such as food and beverage, gaming and merchandising revenues, are recognized when control of the related goods are transferred to the customer.

 

The Company generates sponsorship revenue from the naming rights of its esports arena which is recognized on a straight-line basis over the contractual term of the agreement. The Company records deferred revenue to the extent that payment has been received for services that have yet to be performed.

 

Multiplatform revenue

 

Multiplatform revenue was comprised of the following for the years ended December 31, 2025 and 2024:

 

    For the Years Ended
    December 31,
    2025   2024
Sponsorship revenue   $ -     $ -  
Distribution revenue     204       336  
Total multiplatform revenue   $ 204     $ 336  

 

The Company generates sponsorship revenue from the production and distribution of original content programming over live-streaming services. The Company recognizes sponsorship revenue pursuant to the terms of each individual contract when the Company satisfies the respective performance obligations, which could be recognized at a point in time or over the term of the contract.

 

The Company’s distribution revenue is generated primarily through the distribution of content to online channels. Any advertising revenue earned by online channels is shared with the Company. The Company recognizes online advertising revenue at the point in time when the advertisements are placed in the video content.

 

The Company records deferred revenue to the extent that payment has been received for services that have yet to be performed.

 

Casual mobile gaming revenue

 

The Company’s casual mobile gaming revenue is generated through Z-Tech which was acquired on October 31, 2023. Casual mobile gaming revenue is generated through contractual relationships with various advertising service providers for advertisements within the Company’s casual mobile games. Advertisements can be in the form of an impression, click-throughs, videos, or banners. The Company has determined the advertising service provider to be its customer and displaying the advertisements within its games is identified as the single performance obligation. Revenue from advertisements is recognized when the ad is displayed or clicked and the advertising service provider receives the benefits provided from this service. The price can be determined by the applicable evidence of the arrangement, which may include a master contract or a third-party statement of activity.

 

The transaction price is generally the product of the advertising units delivered (e.g. impressions, click-throughs) and the contractually agreed upon price per advertising unit. The price per advertising unit can also be based on revenue share percentages stated in the contract. The number of advertising units delivered is determined at the end of each month so there is no uncertainty about the transaction price.

 

The Company’s casual games are played on various mobile third-party platforms for which such third parties collect monies from advertisers and remit the net proceeds after deducting payment processing fees and player incentive payments. The Company is primarily responsible for providing access to the games, has control over the content and functionality of games before they are accessed by players, and has the discretion to establish the pricing for the advertisements. Therefore, the Company concluded that it is the principal in the transaction, and as a result, revenues are reported gross of payment processing fees and player incentive fees. Payment processing fees and player incentive fees are recorded as components of cost of revenue in the accompanying consolidated statements of operations.

 

Revenue recognition

 

The following table summarizes our revenue recognized under ASC 606 in our consolidated statements of operations:

 

    For the Years Ended
    December 31,
    2025   2024
Revenues Recognized at a Point in Time:                
Ticket and gaming revenue     305,690       414,881  
Food and beverage revenue     222,274       271,184  
Merchandising revenue     41,072       62,863  
Casual mobile games     3,033,281       4,409,192  
Distribution revenue     204       336  
Total Revenues Recognized at a Point in Time     3,602,521       5,158,456  
                 
Revenues Recognized Over a Period of Time:                
Event revenue     2,507,611       2,082,269  
Sponsorship revenue     1,865,087       1,838,447  
Total Revenues Recognized Over a Period of Time     4,372,698       3,920,716  
Total Revenues   $ 7,975,219     $ 9,079,172  

 

The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of December 31, 2025 and 2024, the Company had contract liabilities of $218,275 and $656,382, respectively, which are included in deferred revenue on the accompanying consolidated balance sheet.

 

Through December 31, 2025, $641,602 of performance obligations in connection with contract liabilities included within deferred revenue on the prior year consolidated balance sheet have been satisfied. The Company expects to satisfy its deferred revenue balance of $218,275 within the next twelve months. During the years ended December 31, 2025 and 2024, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods.

  

Effective February 22, 2023, the Company entered into a sponsorship agreement which expires on April 2, 2026. The total contract price for this sponsorship agreement is $5.8 million. As of December 31, 2025, the aggregate transaction price allocated to the unsatisfied performance obligations under this agreement is approximately $0.46 million. The Company expects to recognize this revenue as the performance obligations are satisfied over the remaining term of the contract.

Digital Assets

Digital Assets

 

The Company has ownership of and control over the digital assets and the Company may use third-party custodial services to secure them. The Company accounted for digital assets held as the result of the receipt of Ethereum and Bitcoin, as indefinite-lived intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other through December 31, 2024. Following the adoption of ASU 2023-08 effective January 1, 2025, the Company measures digital assets at fair value with changes recognized in other (expense) income in the condensed consolidated statement of operations. Refer to Note 9 – Digital Assets for further information regarding the impact of the Company’s adoption of ASU 2023-08.

Stock-Based Compensation

Stock-Based Compensation 

 

The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award on the date of grant. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period that the estimates are revised. The Company accounts for forfeitures as they occur.

Segment Information

Segment Information

 

Reportable segments are components of an enterprise about which separate financial information is available for evaluation by the chief operating decision maker in making decisions about how to allocate resources and assess performance. The chief operating decision maker of Allied Esports is Allied Esports’s chief executive officer and the chief operating decision makers of Z-Tech and Skyline are senior executives of these subsidiaries. Separate discrete financial information for each of Allied Esports, Z-Tech, ACD, BLT and Skyline are reviewed separately by chief operating decision makers and the operations of Allied Esports, Z-Tech, and Skyline are managed separately. As such, the operations of Allied Esports (video game events and tournaments), Z-Tech and BLT (casual mobile games) and Skyline (live concert promotion) are reported as separate operating segments. See Note 19 – Segment Data.

Advertising Costs

Advertising Costs

 

Advertising costs are charged to operations in the year incurred and totaled $34,778 and $60,237 for the years ended December 31, 2025 and 2024, respectively, and are included in selling and marketing expenses on the accompanying statements of operations.

Concentration Risks

Concentration Risks

 

Financial instruments that potentially subject the Company to concentration of credit risk consist of cash and cash equivalents, restricted cash, short-term investments, loans receivable, interest receivable, accounts receivable and other receivables. The Company maintains cash deposits and short-term investments with major U.S. financial institutions that at various times may exceed Federal Deposit Insurance Corporation (“FDIC”) insurance limits. Cash equivalents of approximately $4.8 million held in money market funds are maintained in a foreign bank account and not covered by FDIC insurance limits. The Company’s US Treasury Note, bond linked note and equity linked note with an aggregate value of approximately $37.6 million are also maintained in a foreign bank and not covered by FDIC insurance limits.

 

As of December 31, 2025, the Company’s loans receivable consisted of three loans which were 44%, 36%, and 20%, respectively, of the Company’s total loan receivable balance.

 

As of December 31, 2024, the Company’s loans receivable consisted of three loans which were 46%, 29%, and 25%, respectively, of the Company’s total loan receivable balance.

 

During the years ended December 31, 2025 and 2024, 38% and 49%, respectively, of the Company’s revenues were from customers in foreign countries.

 

During the year ended December 31, 2025, the Company’s two largest customers accounted for 38% and 23% of the Company’s consolidated revenues. During the year ended December 31, 2024, the Company’s two largest customers accounted for 48% and 20% of the Company’s consolidated revenues.

 

As of December 31, 2025, the Company’s two largest customers represented 80% and 19%, respectively, of the Company’s accounts receivable balance. As of December 31, 2024, the Company’s two largest customers represented 88% and 9%, respectively, of the Company’s accounts receivable balance. Historically, the Company has not experienced any losses due to such concentration of credit risk.

Foreign Currency Translation

Foreign Currency Translation

 

The Company’s reporting currency is the United States Dollar. The functional currencies of the Company’s operating subsidiaries are their local currencies (United States Dollar (“USD”), and Chinese Yuan (“RMB”)).

 

Yuan-denominated assets and liabilities are translated into the United States Dollar using the exchange rate at the balance sheet date (0.1429 and 0.1370 at December 31, 2025 and 2024, respectively) and revenue and expense accounts are translated using the weighted average exchange rate in effect for the period (0.1389 and 0.1391 for the years ended December 31, 2025 and 2024, respectively).

 

The Company engages in foreign currency denominated transactions with customers and suppliers, as well as between subsidiaries with different functional currencies. Realized gains (losses) of $388,677 and ($28,725) arising from exchange rate fluctuations on transactions denominated in a currency other than the functional currency for the years ended December 31, 2025 and 2024, respectively, are recognized in other income, net in the consolidated statements of operations.

Subsequent Events

Subsequent Events

 

The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the consolidated financial statements, except as disclosed. 

Recently Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

 

In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segments Disclosures (Topic 280), which updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on both an annual and interim basis. The guidance becomes effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. Since this new ASU addresses only disclosures, this ASU did not have any material effects on the Company’s financial condition, results of operations or cash flows.

 

In December 2023, the FASB issued ASU 2023-08, Intangibles – Goodwill and Other – Crypto Assets (Subtopic 350 – 60). This update requires an entity to subsequently measure certain assets at fair value with changes recognized in net income each reporting period. This update also requires that an entity present crypto assets measured at fair value separately from other intangible assets in the condensed consolidated balance sheet and changes from the remeasurement of crypto assets separately from changes in the carrying amounts of other intangible assets in the condensed consolidated statement of operations. The Company adopted ASU 2023-08 on January 1, 2025 and recorded a cumulative-effect adjustment to the opening balance of retained earnings in the amount of $ 89,428.

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures, which enhances annual income tax disclosure requirements intended to improve the transparency and usefulness of income tax information provided to investors and other financial statement users.

 

The amendments require:

 

·

Enhanced disclosure of the effective tax rate reconciliation, including disaggregation of certain reconciling items by nature and jurisdiction; and

·

Annual disclosure of income taxes paid, net of refunds received, disaggregated by federal, state, and foreign taxes, as well as by individual jurisdictions that are significant relative to total income taxes paid.

 

The Company adopted ASU 2023-09 on January 1, 2025 on a prospective basis. The adoption did not impact the Company’s financial position, results of operations, or cash flows, as the guidance relates only to disclosure requirements. The Company has included the additional required disclosures in Note 15 — Income Taxes.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements 

 

In November 2024, The FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220 – 04). This update requires an entity to disclose more detailed information regarding expenses for the entity. The amendments require that at each interim and the annual reporting period, the entity must disclose amounts related to purchases of inventory, employee compensation, depreciation, intangible asset amortization and depreciation, depletion, and amortization recognized as part of oil and gas- producing activities. Including the amounts, the entity is required to disclose and qualitative description of the amounts remaining in relevant expense captions, and to disclose the total amount of selling expenses and the definition of selling expenses. The amendments in this update should be applied prospectively to financial statements issued for reporting periods, and retrospectively to any prior periods presented in the financials. Although early adoption is permitted, the new guidance becomes effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Since this new ASU addresses only disclosures, the Company does not expect the adoption of this ASU to have any material effects on its financial condition, results of operations or cash flows.