ACQUISITIONS (Tables)
|
6 Months Ended |
Mar. 31, 2026 |
| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] |
|
| SCHEDULE OF FAIR VALUE CONSIDERATION TRANSFERRED |
The
fair value of the total consideration transferred as of Acquisition Date is calculated as follows:
SCHEDULE OF FAIR VALUE CONSIDERATION TRANSFERRED
| Consideration | |
| |
| Cash paid near closing (September 25 & November 11, 2025) | |
$ | 422,654 | |
| Present value of deferred consideration - Phase 1 (RMB 1,118,340, undiscounted, due December 31, 2026, 14 months from the acquisition date) | |
| 151,703 | |
| Present value of deferred consideration - Phase 2 (RMB 1,118,340, undiscounted, due December 31, 2027, 26 months from the acquisition date) | |
| 146,858 | |
| Fair value of total consideration | |
$ | 721,215 | |
|
| SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES |
The
allocation of consideration of the assets acquired and liabilities assumed based on their fair value was as follows:
SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES
| | |
Celnet | |
| Fair value of consideration transferred (51% interest) | |
$ | 721,215 | |
| Fair value of non-controlling interests (49% interest) | |
| 692,932 | |
| Total fair value | |
| 1,414,147 | |
| | |
| | |
| Fair value of the assets acquired and the liabilities assumed (100%) | |
| | |
| Identifiable assets acquired: | |
| | |
| Cash | |
| 58,651 | |
| Accounts receivable, net | |
| 663,635 | |
| Contract assets | |
| 325,726 | |
| Prepaid expenses and other current assets | |
| 51,700 | |
| Property and equipment, net | |
| 5,299 | |
| Operating lease right-of-use assets | |
| 106,239 | |
| Intangible assets, net | |
| 471,600 | |
| Deferred tax assets, net | |
| 149,463 | |
| Total assets acquired | |
| 1,832,313 | |
| Liabilities assumed: | |
| | |
| Short-term loans | |
| 309,946 | |
| Long-term loans - current | |
| 65,957 | |
| Accounts payable | |
| 30,889 | |
| Contract liabilities | |
| 109,000 | |
| Accrued expenses and other current liabilities | |
| 125,558 | |
| Payroll payable | |
| 471,370 | |
| Amounts due to related parties | |
| 426,713 | |
| Operating lease liabilities - current | |
| 51,844 | |
| Operating lease liabilities - non-current | |
| 49,907 | |
| Total liabilities assumed | |
| 1,641,184 | |
| Fair value of net identifiable net assets acquired | |
| 191,129 | |
| | |
| | |
| Goodwill | |
$ | 1,223,018 | |
|
| SCHEDULE OF INTANGIBLE ASSETS ACQUIRED AND ESTIMATED USEFUL LIVES |
As
of the date of acquisition, the intangible assets acquired and estimated useful lives were as follows:
SCHEDULE OF INTANGIBLE ASSETS ACQUIRED AND ESTIMATED USEFUL LIVES
| | |
Estimated useful life | | |
Fair values at Closing | |
| Customer relationship | |
| 5 years | | |
| 471,600 | |
|
| SCHEDULE OF PRO FORMA CONSOLIDATED FINANCIAL INFORMATION |
The following unaudited pro forma consolidated financial information for the six months ended March 31, 2026 and
2025 are presented as if the acquisition had occurred at October 1, 2024.
SCHEDULE OF PRO FORMA CONSOLIDATED
FINANCIAL INFORMATION
| | |
For the six months | | |
For the six months | |
| | |
Celnet | |
| | |
For the six months | | |
For the six months | |
| | |
ended March 31, 2026 | | |
ended March 31, 2025 | |
| | |
Unaudited | | |
Unaudited | |
| Revenue | |
| 1,500,252 | | |
| 1,148,208 | |
| Net income | |
| 40,439 | | |
| 133,303 | |
| Net income attributable to Youxin Technology Ltd’s shareholders | |
| 20,624 | | |
| 67,985 | |
|