v3.26.1
Subsequent Events
6 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]  
Subsequent Events

17) Subsequent Events

 

  i. Subsequent to June 30, 2026, the Company completed two draws under its Equity Purchase Agreement with Hudson Global Ventures, LLC. Pursuant to the draws, the Company issued an aggregate of 350,000 shares of common stock and received aggregate net proceeds of approximately $314, after deducting contractual clearing and transaction costs of approximately $23. The shares were issued subsequent to June 30, 2026, and, accordingly, no amounts related to these draws were recognized in the Company’s unaudited condensed consolidated financial statements as of June 30, 2026.

 

  ii. As explained in note 12(D)[iii], the Company issued Hudson Global Ventures LLC, a warrant to purchase 50,000 shares of the Company’s common stock at an exercise price of $0.00001 per share as a commitment fee for entering into the Equity Purchase Agreement. On July 22, 2026, Hudson exercised the warrant in full on a cashless basis. Pursuant to the cashless exercise provisions of the warrant, the Company issued 50,000 shares of common stock to Hudson. Following the exercise, no shares remained issuable under the warrant. The cashless exercise did not result in any additional cash proceeds to the Company.

 

  iii. During July 2026, the Company issued an aggregate of 9,718,373 shares of common stock in connection with the Teyame Share Purchase Agreement. The shares issued consisted of 1,974,686 shares of common stock issued as acquisition consideration and 7,743,687 shares of common stock issued upon conversion of preferred stock related to the consideration for acquisition of Teyame and Datono. The shares were issued subsequent to June 30, 2026, and, accordingly, were not included in the Company’s common shares outstanding as of June 30, 2026 or in weighted-average shares outstanding for the three and six months then ended. The shares will be included in weighted-average shares outstanding from their respective issuance dates.

 

  iv. On July 17, 2026, the Company’s shareholders approved the issuance of 2,828,167 shares of common stock pursuant to the Securities Exchange Agreement dated June 24, 2026, with SecureKloud Technologies Ltd. Under the agreement, SecureKloud surrendered 1,600,000 shares of the Company’s Series B Convertible Preferred Stock in exchange for 2,828,167 shares of the Company’s common stock. As part of the consideration contemplated by the agreement, $626 of advance to SecureKloud was included in the transaction. The Company had fully provided for such advance as of June 30, 2026.

 

  v.

On July 29, 2026, the Company announced that it had entered into a non-binding letter of intent to acquire a 51% equity interest in CosmoAesthetics Pty Ltd, an Australian company operating under the name CosmoInnovations. CosmoInnovations is a Melbourne-based company engaged in the development of proprietary medical technology, consumer-health and related products. The proposed aggregate consideration is approximately $23,500 and is expected to consist of a combination of cash, equity securities of the Company and performance-linked milestone payments over a three-year period.

 

The proposed transaction remains subject to the completion of financial, legal and intellectual-property due diligence, the negotiation and execution of definitive agreements, receipt of applicable regulatory and other approvals and the satisfaction of customary closing conditions. Accordingly, there can be no assurance that the proposed transaction will be completed on the terms currently contemplated, or at all.