Note 7 – Goodwill

Goodwill is as follows:

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The goodwill recognized in connection with the Grid AI acquisition is primarily attributable to expected synergies from integrating Grid AI’s operations with the Company’s existing platform, including anticipated growth in AI-driven energy optimization solutions, expansion into new markets, and assembled workforce.

The Company’s goodwill is associated with its acquisition of Grid AI Corp. During the six months ended June 30, 2026, the Company identified a triggering event as actual operating performance and updated near-term financial projections were significantly below the projections established at the acquisition date, primarily due to delays in commercialization and customer contract execution. As a result, the Company performed a quantitative goodwill impairment assessment and recognized a goodwill impairment charge of approximately $10.1 million as of June 30, 2026.

The impairment primarily reflects a delay in the timing of projected revenue and cash flows, rather than a fundamental change in the expected long-term performance of the Grid AI business. Although the anticipated revenue and profitability ramp-up has been deferred, management continues to believe that the long-term revenue levels and commercial potential contemplated in the original projections remain achievable.