| SEGMENT REPORTING |
The
Company determines its reportable operating segments using the “management approach” in accordance with ASC 280, Segment
Reporting. Under this approach, operating segments are based on the internal reporting structure used by the Company’s chief
operating decision maker (“CODM”) to allocate resources and assess operating performance. The Company’s Chief Executive
Officer serves as the CODM and evaluates segment performance primarily based on segment revenue and segment net income (loss).
The
Company operates online stores on e-commerce platforms with separate platform accounts serving North America and Europe.
Accordingly, the Company has identified two2
reportable operating segments: (1) North America (including assets and operating results of AMCV) and (2) Europe. Revenue generated
through these e-commerce platforms is the primary performance indicator, as the Company’s business model is focused on selling
products through online marketplace stores.
Following
the termination of the Company’s variable interest entity (“VIE”) arrangements in December 2025, the Company no longer
has operations in China, and therefore does not present a China segment for the three months ended March 31, 2026.
Segment
revenues are directly attributed to the geographic region in which the sales are generated. Cost of revenues and operating expenses are
allocated based on the relative proportion of revenue generated by each segment. Interest income and interest expense are allocated based
on the use of underlying assets or liabilities within each segment. Other segment expenses are not material individually and are not
presented separately.
SCHEDULE OF SEGMENT REPORTING
| | |
North America | | |
Europe | | |
Total | | |
North America | | |
Europe | | |
China | | |
Total | |
| | |
Three months ended | | |
Three months ended | |
| | |
March 31, | | |
March 31, | |
| | |
2026 | | |
2025 | |
| | |
North America | | |
Europe | | |
Total | | |
North America | | |
Europe | | |
China | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| REVENUES | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Product revenue | |
$ | 104,528 | | |
$ | - | | |
$ | 104,528 | | |
$ | 823,942 | | |
$ | 397,861 | | |
$ | - | | |
$ | 1,221,803 | |
| Product revenue - related party | |
| 132,854 | | |
| 1,184 | | |
| 134,038 | | |
| 134 | | |
| - | | |
| - | | |
| 134 | |
| Revenue share – related party | |
| 752,256 | | |
| 3,752 | | |
| 756,008 | | |
| 384,805 | | |
| 185,783 | | |
| - | | |
| 570,588 | |
| Intelligent Information Service - related party | |
| 156,601 | | |
| 781 | | |
| 157,382 | | |
| - | | |
| - | | |
| - | | |
| - | |
| AI Service Sharing - related party | |
| 32,498 | | |
| 162 | | |
| 32,660 | | |
| - | | |
| - | | |
| - | | |
| - | |
| Total Revenues | |
| 1,178,737 | | |
| 5,879 | | |
| 1,184,616 | | |
| 1,208,881 | | |
| 583,644 | | |
| - | | |
| 1,792,525 | |
| Less: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Cost of Revenue: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| E-commerce platform expenses | |
| 16,494 | | |
| 82 | | |
| 16,576 | | |
| 240,065 | | |
| 115,903 | | |
| - | | |
| 355,968 | |
| Product cost | |
| 139,618 | | |
| 1,184 | | |
| 140,802 | | |
| 613,452 | | |
| 296,172 | | |
| - | | |
| 909,624 | |
| Delivery and freight cost | |
| 6,242 | | |
| 31 | | |
| 6,273 | | |
| 8,888 | | |
| 4,290 | | |
| - | | |
| 13,178 | |
| Inventory impairment losses | |
| 307 | | |
| 2 | | |
| 309 | | |
| 17,147 | | |
| 8,278 | | |
| - | | |
| 25,425 | |
| Total Cost of Revenue | |
| 162,661 | | |
| 1,299 | | |
| 163,960 | | |
| 879,552 | | |
| 424,643 | | |
| - | | |
| 1,304,195 | |
| Gross Profit | |
| 1,016,076 | | |
| 4,580 | | |
| 1,020,656 | | |
| 329,329 | | |
| 159,001 | | |
| - | | |
| 488,330 | |
| Less: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Marketing and advertising | |
| 9,418 | | |
| 47 | | |
| 9,465 | | |
| 266,176 | | |
| 128,510 | | |
| - | | |
| 394,686 | |
| Consulting fee | |
| 33,444 | | |
| 167 | | |
| 33,611 | | |
| 60,052 | | |
| 28,993 | | |
| - | | |
| 89,045 | |
| Warranty expense | |
| 1,493 | | |
| 7 | | |
| 1,500 | | |
| 6,357 | | |
| 3,069 | | |
| - | | |
| 9,426 | |
| Payroll expenses | |
| 218,814 | | |
| 1,091 | | |
| 219,905 | | |
| 81,408 | | |
| 39,304 | | |
| - | | |
| 120,712 | |
| Professional fees | |
| 320,628 | | |
| 1,599 | | |
| 322,227 | | |
| 286,401 | | |
| 138,273 | | |
| - | | |
| 424,674 | |
| Travel and entertainment | |
| 29,589 | | |
| 148 | | |
| 29,737 | | |
| 17,399 | | |
| 8,400 | | |
| - | | |
| 25,799 | |
| (Reversal)/provision for credit losses - related party | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
| Office expenses | |
| 19,352 | | |
| 97 | | |
| 19,449 | | |
| 4,068 | | |
| 1,965 | | |
| - | | |
| 6,033 | |
| Sales tax | |
| 14,510 | | |
| 72 | | |
| 14,582 | | |
| 11,359 | | |
| 5,484 | | |
| - | | |
| 16,843 | |
| State B&O tax | |
| - | | |
| - | | |
| - | | |
| 30 | | |
| - | | |
| - | | |
| 30 | |
| Other segment expenses | |
| 240,441 | | |
| 1,199 | | |
| 241,640 | | |
| 100,088 | | |
| 48,323 | | |
| 424 | | |
| 148,835 | |
| Plus: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Other Income/(Expenses): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Marketing campaign | |
| - | | |
| - | | |
| - | | |
| 461,222 | | |
| 222,676 | | |
| - | | |
| 683,898 | |
| Interest income | |
| 28,509 | | |
| 142 | | |
| 28,651 | | |
| 318 | | |
| - | | |
| - | | |
| 318 | |
| Loss on deconsolidation | |
| - | | |
| - | | |
| - | | |
| | | |
| | | |
| - | | |
| | |
| Interest expense | |
| - | | |
| - | | |
| - | | |
| (9 | ) | |
| - | | |
| (16,493 | ) | |
| (16,502 | ) |
| Other income | |
| - | | |
| - | | |
| - | | |
| 9,516 | | |
| 4,594 | | |
| - | | |
| 14,110 | |
| Other expense | |
| (9,443 | ) | |
| (47 | ) | |
| (9,490 | ) | |
| (4,670 | ) | |
| (2,255 | ) | |
| - | | |
| (6,925 | ) |
| Less: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Income tax | |
| (2,089 | ) | |
| (10 | ) | |
| (2,099 | ) | |
| 4,323 | | |
| - | | |
| - | | |
| 4,323 | |
| Segment Net Income (Loss) | |
$ | 145,363 | | |
$ | 238 | | |
$ | 145,601 | | |
$ | (41,955 | ) | |
$ | (18,305 | ) | |
$ | (16,917 | ) | |
$ | (77,177 | ) |
The
following table presents total assets by segment as of March 31, 2026 and December 31, 2025.
| | |
North America | | |
Europe | | |
Total | | |
North America | | |
Europe | | |
China | | |
Total | |
| | |
March 31, 2026 | | |
December 31, 2025 | |
| | |
North America | | |
Europe | | |
Total | | |
North America | | |
Europe | | |
China | | |
Total | |
| TOTAL SEGMENT ASSETS | |
$ | 11,243,622 | | |
$ | 56,080 | | |
$ | 11,299,702 | | |
$ | 7,595,063 | | |
$ | 3,577,523 | | |
| - | | |
$ | 11,172,586 | |
|
The
Company determines its reportable operating segments using the “management approach” in accordance with ASC 280, Segment
Reporting. Under this approach, operating segments are based on the internal reporting structure used by the Company’s chief operating
decision maker (“CODM”) to allocate resources and assess operating performance.
The
Company’s Chief Executive Officer serves as the CODM and evaluates segment performance primarily based on segment revenue and segment
net income (loss).
The
Company operates online stores on e-commerce platforms with separate platform accounts serving North America and Europe. Accordingly,
the Company has identified two2 primary operating segments: (1) North America and (2) Europe. Revenue generated through these e-commerce
platforms is the primary performance indicator because the Company’s business model is based on selling products through online
marketplace stores.
In
addition, the Company previously consolidated two variable interest entities (“VIEs”), Xiaoyun and Yishijue, which operated
in China. As a result, for purposes of geographic presentation, the Company presents financial information for three geographic areas:
North America, Europe, and China. No revenue was generated from China during the year ended December 31, 2025.
Segment
revenues are directly attributed to the geographic region in which the sales are generated. Cost of revenues and operating expenses are
allocated based on the relative proportion of revenue generated by each segment. Interest income and interest expense are allocated based
on the use of underlying assets or liabilities within each segment.
Other
segment expenses primarily include Amazon storage fees, employee medical insurance expenses, software subscription fees, and business
license and permit expenses. These costs are not material individually and are therefore not presented separately.
SCHEDULE
OF SEGMENT REPORTING
| | |
North
America | | |
Europe | | |
China | | |
Total | | |
North
America | | |
Europe | | |
China | | |
Total | |
| | |
Years ended | | |
Years ended | |
| | |
December
31, | | |
December
31, | |
| | |
2025
(Restated) | | |
2024 | |
| | |
North
America | | |
Europe | | |
China | | |
Total | | |
North
America | | |
Europe | | |
China | | |
Total | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| REVENUES | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Product revenue | |
$ | 1,558,592 | | |
| 787,882 | | |
| - | | |
| 2,346,474 | | |
$ | 5,454,400 | | |
$ | 1,985,499 | | |
$ | - | | |
$ | 7,439,899 | |
| Product revenue - related
party | |
| 387,136 | | |
| 128,620 | | |
| - | | |
| 515,756 | | |
| 6,270 | | |
| - | | |
| - | | |
| 6,270 | |
| Revenue share – related
party | |
| 1,968,655 | | |
| 927,301 | | |
| - | | |
| 2,895,956 | | |
| 2,020,232 | | |
| 734,556 | | |
| - | | |
| 2,754,788 | |
Intelligent Information service
| |
| 151,364 | | |
| 71,297 | | |
| - | | |
| 222,661 | | |
| - | | |
| - | | |
| - | | |
| - | |
| Total Revenues | |
| 4,065,747 | | |
| 1,915,100 | | |
| | | |
| 5,980,847 | | |
| 7,480,902 | | |
| 2,720,055 | | |
| - | | |
| 10,200,957 | |
| Less: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Cost of Revenue: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| E-commerce platform expenses | |
| 455,738 | | |
| 214,667 | | |
| - | | |
| 670,405 | | |
| 1,495,826 | | |
| 543,882 | | |
| - | | |
| 2,039,708 | |
| Product cost | |
| 1,511,260 | | |
| 711,853 | | |
| - | | |
| 2,223,113 | | |
| 4,401,924 | | |
| 1,600,539 | | |
| - | | |
| 6,002,463 | |
| Delivery and freight cost | |
| 48,364 | | |
| 22,781 | | |
| - | | |
| 71,145 | | |
| 129,401 | | |
| 47,050 | | |
| - | | |
| 176,451 | |
| Inventory
impairment losses | |
| 110,832 | | |
| 52,205 | | |
| - | | |
| 163,037 | | |
| 972,686 | | |
| 353,669 | | |
| - | | |
| 1,326,355 | |
| Total Cost of Revenue | |
| 2,126,193 | | |
| 1,001,506 | | |
| - | | |
| 3,127,699 | | |
| 6,999,837 | | |
| 2,545,140 | | |
| - | | |
| 9,544,977 | |
| Gross Profit | |
| 1,939,554 | | |
| 913,594 | | |
| - | | |
| 2,853,148 | | |
| 481,065 | | |
| 174,915 | | |
| - | | |
| 655,980 | |
| Less: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Marketing and advertising | |
| 416,708 | | |
| 196,284 | | |
| - | | |
| 612,992 | | |
| 1,455,946 | | |
| 529,382 | | |
| - | | |
| 1,985,328 | |
| Consulting fee | |
| 159,691 | | |
| 75,220 | | |
| - | | |
| 234,911 | | |
| 400,619 | | |
| 145,665 | | |
| - | | |
| 546,284 | |
| Warranty expense | |
| - | | |
| - | | |
| - | | |
| - | | |
| 29,865 | | |
| 10,859 | | |
| - | | |
| 40,724 | |
| Payroll expenses | |
| 197,470 | | |
| 93,014 | | |
| - | | |
| 290,484 | | |
| 246,716 | | |
| 89,706 | | |
| - | | |
| 336,422 | |
| Professional fees | |
| 1,106,593 | | |
| 521,242 | | |
| - | | |
| 1,627,835 | | |
| 674,159 | | |
| 245,124 | | |
| - | | |
| 919,283 | |
| Travel and entertainment | |
| 43,659 | | |
| 20,564 | | |
| - | | |
| 64,223 | | |
| 483 | | |
| 176 | | |
| - | | |
| 659 | |
| (Reversal)/provision for
credit losses - related party | |
| - | | |
| - | | |
| - | | |
| - | | |
| (925,599 | ) | |
| (336,547 | ) | |
| - | | |
| (1,262,146 | ) |
| Office expenses | |
| 14,857 | | |
| 6,998 | | |
| - | | |
| 21,855 | | |
| 6,472 | | |
| 2,353 | | |
| - | | |
| 8,825 | |
| Sales tax | |
| 20,029 | | |
| 9,435 | | |
| - | | |
| 29,464 | | |
| 47,217 | | |
| 17,168 | | |
| - | | |
| 64,385 | |
| State B&O tax | |
| 21 | | |
| 9 | | |
| - | | |
| 30 | | |
| 5,509 | | |
| - | | |
| - | | |
| 5,509 | |
| Other segment expenses | |
| 398,048 | | |
| 187,494 | | |
| | | |
| 585,542 | | |
| 204,954 | | |
| 75,786 | | |
| 217 | | |
| 280,957 | |
| Plus: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Other Income/(Expenses): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Marketing campaign | |
| 827,708 | | |
| 389,878 | | |
| - | | |
| 1,217,586 | | |
| 1,305,022 | | |
| 474,506 | | |
| - | | |
| 1,779,528 | |
| Interest income | |
| 9,798 | | |
| 4,615 | | |
| - | | |
| 14,413 | | |
| 674 | | |
| - | | |
| 2 | | |
| 676 | |
| Loss on deconsolidation | |
| (3,610 | ) | |
| (1,700 | ) | |
| - | | |
| (5,310 | ) | |
| - | | |
| - | | |
| - | | |
| - | |
| Interest expense | |
| (16,734 | ) | |
| (7,882 | ) | |
| - | | |
| (24,616 | ) | |
| (19,616 | ) | |
| - | | |
| (7,326 | ) | |
| (26,942 | ) |
| Loss from the change of the FV of Warrant Liability | |
| (17,368,256 | ) | |
| (8,181,016 | ) | |
| | | |
| (25,549,272 | ) | |
| - | | |
| - | | |
| - | | |
| - | |
| Other income | |
| - | | |
| - | | |
| - | | |
| - | | |
| 40,384 | | |
| 14,684 | | |
| 0 | | |
| 55,068 | |
| Other expense | |
| 26,971 | | |
| 12,704 | | |
| - | | |
| 39,675 | | |
| (17,227 | ) | |
| (6,264 | ) | |
| - | | |
| (23,491 | ) |
| Less: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Income
tax | |
| (4,651 | ) | |
| - | | |
| | | |
| (4,651 | ) | |
| 7,824 | | |
| - | | |
| - | | |
| 7,824 | |
| Segment
Net Income (Loss) | |
$ | (16,946,296 | ) | |
| (7,980,068 | ) | |
| - | | |
| (24,926,364 | ) | |
$ | (571,434 | ) | |
$ | (196,039 | ) | |
$ | (9,487 | ) | |
$ | (776,960 | ) |
The
following table presents total assets by segment as of December 31, 2025 and 2024.
| | |
North
America | | |
Europe | | |
China | | |
Total | | |
North
America | | |
Europe | | |
China | | |
Total | |
| | |
December
31, 2025 | | |
December
31, 2024 | |
| | |
North
America | | |
Europe | | |
China | | |
Total | | |
North
America | | |
Europe | | |
China | | |
Total | |
| TOTAL
SEGMENT ASSETS | |
$ | 7,595,063 | | |
$ | 3,577,523 | | |
$ | - | | |
$ | 11,172,586 | | |
$ | 5,388,357 | | |
$ | 1,959,205 | | |
$ | 2,089 | | |
$ | 7,349,651 | |
|