EQUITY |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Equity [Abstract] | |
| EQUITY | NOTE 6 – EQUITY
Common stock
The Company is authorized to issue shares of common stock, par value $ per share. The Company has shares of common stock issued and outstanding as of June 30, 2026 and December 31, 2025, respectively.
By written consent dated March 2, 2026, stockholders holding approximately 51.3% of the voting equity of the Company approved and ratified the following corporate actions (the “Actions”): (i) changing the name of the Company from “Allied Energy, Inc.” to “BILI Social International, Inc.” (the “Name Change”); and (ii) a reverse stock split of all of the issued and outstanding shares of Common Stock of the Company on a 1-for-500 basis, such that each issued and outstanding 500 shares of Common Stock shall become 1 share of Common Stock (the “Reverse Stock Split”). The Actions were approved by the Company’s board of directors by unanimous written consent on March 2, 2026.
The Name Change, a corresponding symbol change (the “Symbol Change”), and the Reverse Stock Split were processed and announced by FINRA on June 4, 2026, and was effective on June 5, 2026 (the “Effective Date”). The shares of Common Stock will begin trading on a post-split basis under the symbol “BSCL” on the Effective Date. In connection with the Reverse Stock Split, the CUSIP number for the Common Stock changed to 019153 204.
The Company shall pay cash (without interest) for a holder’s fractional share equal to the product of the closing sales price of our Common Stock as reported on the OTC Markets on the Effective Date multiplied by the fractional share that such holder would otherwise be entitled to receive.
All share and per-share information in these consolidated financial statements and related notes have been retroactively adjusted to reflect the Reverse Stock Split for all periods presented. Because the par value of the Common Stock was not changed in connection with the Reverse Stock Split, a reclassification has been made to reduce Common Stock and increase Additional Paid-in Capital to reflect the proportional reduction in the number of shares outstanding.
For the year ended December 31, 2024, prior to the reverse merger on October 16, 2024, BILI Inc. issued shares of common stock for total cash proceeds for the exercise of stock options and subscription receivables of $378,691. These shares were subsequently exchanged for shares of the Company in connection with the Equity Exchange Agreement.
For the year ended 2025, all shares of the Company’s Series B Preferred Stock were converted into common stock at a rate of 0.3 ( pre-split) shares of common stock for each share of Series B Preferred Stock, resulting in the issuance of ( pre-split) shares of common stock.
Preferred Stock
The Company is authorized to issue shares of Preferred Stock and designated shares as Series B Preferred Stock, par value $ per share.
Series B Preferred Stock
Each share of Series B Preferred Stock is convertible into shares of Common Stock, entitles the holder to vote together with Common Stockholders on an as-converted basis, and entitles the holder to receive dividends and other distributions, if declared, on a pari-passu basis with Common Stock.
On October 16, 2024, the Company issued an aggregate of shares of Series B Preferred Stock to the BILI Shareholders as consideration pursuant to an Equity Exchange Agreement in connection with the acquisition of BILI Inc. The issuance of Series B Preferred Stock is accounted for as a recapitalization of the Company, with BILI Inc. deemed the accounting acquirer and BSCL the legal acquirer. Accordingly, the historical consolidated financial statements of BILI Inc. are treated as the continuing reporting entity, and the equity structure has been restated to reflect the recapitalization.
During 2025, all outstanding shares of Series B Preferred Stock were converted into common stock.
As of June 30, 2026 and December 31, 2025, the Company had shares of Series B Preferred Stock issued and outstanding respectively.
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