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SUBSEQUENT EVENTS
3 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 17. SUBSEQUENT EVENTS

 

The Company evaluated subsequent events and transactions that occurred after the balance sheet date through the date that the condensed consolidated financial statements are issued. Other than the material subsequent events disclosed above in the notes to financial statements and below, the Company identified no other material subsequent events requiring recognition or disclosure.

 

Under the Company’s agreement with Atsion Opportunity Fund LLC, an installment payment of $350,000 became due following the effectiveness of the related registration statement on June 24, 2026 and remained unpaid as of June 30, 2026. Subsequent to June 30, 2026, Atsion elected to receive Class A Ordinary Shares in settlement of the overdue installment rather than accelerate the remaining unpaid commitment fee. On August 3, 2026, Atsion requested the issuance of 129,000 Default Shares as the first installment. On August 6, 2026, Atsion requested the issuance of an additional 120,000 Default Shares as the second installment. On August 10, 2026, Atsion requested the issuance of the remaining 51,000 Default Shares. Accordingly, Atsion had requested an aggregate of 300,000 Default Shares in connection with the overdue installment as of the date these unaudited condensed consolidated financial statements were issued.

 

On July 31,2026, the 356 Series A Convertible Preferred Shares associated with TriCore’s additional closing completed in June 2026, as described in Notes 8 and 11, were converted into 406,645 (4,066,458 shares before giving effect to the share consolidation) Class A Ordinary Shares.

 

On August 13, 2026, pursuant to the Atsion Purchase Agreement, the Company consummated the transaction with Atsion, issuing an aggregate of 450,000 Class A Ordinary Shares to Atsion.

 

The Company’s initial deadline to regain compliance with Nasdaq’s minimum bid price requirement was June 9, 2026. The Company did not regain compliance during the initial compliance period. On July 27, 2026, the Company announced that it would implement a one-for-ten share consolidation, effective July 31, 2026, in support of its efforts to maintain the listing of its Class A Ordinary Shares on the Nasdaq Capital Market. As of the date of issuance of these unaudited condensed consolidated financial statements, the Company had not received written confirmation from Nasdaq that it had regained compliance with the minimum bid price requirement.