Fair Value Measurements (Tables)
|
6 Months Ended |
12 Months Ended |
Jun. 30, 2026 |
Dec. 31, 2025 |
| Class of Warrant or Right [Line Items] |
|
|
| Schedule of Fair Value on Recurring Basis |
Schedule of Fair Value on Recurring Basis
| Description | |
Level | |
June
30, 2026 | | |
December
31, 2025 | |
| Assets: | |
| |
| | | |
| | |
| Bifurcated
embedded derivative asset – related party | |
3 | |
$ | — | | |
$ | 9 | |
| Definite-lived
intangibles (1) | |
3 | |
| 7,434 | | |
| 8,027 | |
| Goodwill (1) | |
3 | |
| 21,992 | | |
| 21,992 | |
| Liabilities: | |
| |
| | | |
| | |
| Warrant liabilities –
public | |
1 | |
| — | | |
| — | |
| GEM warrant liabilities | |
3 | |
| — | | |
| — | |
| Earnout
liability (Note 4) | |
3 | |
| 500 | | |
| 991 | |
| Yorkville convertible note | |
3 | |
| — | | |
| 1,200 | |
| Agile term notes | |
3 | |
| 70 | | |
| 1,728 | |
| 1800 Diagonal convertible
notes | |
3 | |
| 754 | | |
| 747 | |
| Private Placement Convertible
Notes | |
3 | |
| 484 | | |
| 1,856 | |
| Private Placement Warrants | |
3 | |
| 1,699 | | |
| 296 | |
| Bifurcated embedded derivative
liability – related party | |
3 | |
| 34 | | |
| — | |
| Boot Capital note | |
3 | |
| 64 | | |
| 116 | |
| TVT Capital note | |
3 | |
| 601 | | |
| — | |
| (1) | | For assets and
liabilities that are measured at fair value on the acquisition date, see Note 4 – Acquisitions. |
|
Schedule
of Fair Value on Recurring Basis
| Description | |
Level | | |
2025 | | |
2024 | |
| | |
| | |
As
of December 31, | |
| Description | |
Level | | |
2025 | | |
2024 | |
| Assets: | |
| | |
| | | |
| | |
| Bifurcated
embedded derivative asset – related party | |
3 | | |
$ | 9,000 | | |
$ | 63,000 | |
| Definite-lived intangibles | |
3 | | |
| 8,027,391 | | |
| 3,883,853 | |
| Goodwill | |
3 | | |
| 21,991,721 | | |
| 18,972,475 | |
| Liabilities: | |
| | |
| | | |
| | |
| Warrant liabilities –
public | |
1 | | |
| — | | |
| 2,300 | |
| GEM warrant liabilities | |
3 | | |
| 378 | | |
| 15,000 | |
| Earnout
liability (Note 4) | |
3 | | |
| 990,673 | | |
| — | |
| Yorkville convertible note | |
3 | | |
| 1,200,501 | | |
| — | |
| Agile term notes | |
3 | | |
| 1,728,487 | | |
| 3,143,000 | |
| 1800 Diagonal convertible
notes | |
3 | | |
| 746,987 | | |
| 432,000 | |
| Private Placement Convertible
Notes | |
3 | | |
| 1,856,000 | | |
| — | |
| Private Placement Warrants | |
3 | | |
| 295,603 | | |
| — | |
| Boot Capital note | |
3 | | |
| 115,836 | | |
| — | |
|
| Summary of Changes in Fair Value of Yorkville Convertible Note |
Summary of Changes in Fair Value of Yorkville Convertible Note
| | |
Yorkville
Convertible
Note | |
| Balance at December 31, 2025 | |
$ | 1,200 | |
| Repayment in cash of Yorkville convertible
notes | |
| (1,218 | ) |
| Change in fair value | |
| 18 | |
| Issuance of Yorkville convertible note | |
| | |
| Loss on debt issuance | |
| | |
| Payment in shares to settle Yorkville convertible notes | |
| | |
| Conversions | |
| | |
| Balance at June 30, 2026 | |
$ | — | |
|
Summary
of Changes in Fair Value of Yorkville Convertible Note
| | |
Yorkville
Convertible Note | |
| Balance at December 31, 2024 | |
$ | — | |
| Issuance of Yorkville convertible
note | |
| 4,950,000 | |
| Loss on debt issuance | |
| 444,000 | |
| Payment in shares to settle Yorkville convertible
notes | |
| — | |
| Repayment in cash of Yorkville convertible
notes | |
| (4,514,664 | ) |
| Conversions | |
| — | |
| Change in fair value | |
| 321,165 | |
| Balance at December 31, 2025 | |
$ | 1,200,501 | |
|
| Summary of Ranges of Inputs in Fair Value of the Private Placement Warrant Liability |
The
following tables summarize the ranges of inputs to and the changes in the fair value of the Private Placement Warrant liability for the
six months ended June 30, 2026:
Summary of Ranges of Inputs in Fair Value of the Private Placement Warrant Liability
| Key Inputs | |
June
30, 2026 | |
| | |
| |
| Stock price | |
$ | 30.20 | |
| Contractual term (years) | |
| 2.00
- 4.62 | |
| Risk-free rate | |
| 4.10%
- 4.14 | % |
| Volatility(1) | |
| 127.1%
- 134.4 | % |
| Exercise Price | |
$ | 33.00 | |
| Dividend yield | |
| 0.00 | % |
|
Summary
of Ranges of Inputs in Fair Value of the Private Placement Warrant Liability
| Key Inputs | |
December
31, 2025 | |
| | |
| |
| Stock price | |
$ | 194.00 | |
| Contractual term (years) | |
| 2.5
- 4.77 | |
| Risk-free rate | |
| 3.5%
- 3.7 | % |
| Volatility(1) | |
| 125 | % |
| Exercise Price | |
| $500.00
- $872.00 | |
| Dividend yield | |
| 0.00 | % |
|
| Summary of Changes in Fair Value of Private Placement Warrant Liability |
Summary of Changes in Fair Value of Private Placement Warrant Liability
| | |
Private
Placement
Warrants | |
| Balance at December 31, 2025 | |
$ | 296 | |
| Loss on issuance – February Warrant | |
| 559 | |
| Change in fair value | |
| 844 | |
| Balance at June 30, 2026 | |
$ | 1,699 | |
|
Summary
of Changes in Fair Value of Private Placement Warrant Liability
| | |
Private
Placement Warrants | |
| Balance at December 31, 2024 | |
$ | — | |
| Loss on issuance – June Warrant | |
| 361,000 | |
| Loss on issuance – August Warrant | |
| 356,000 | |
| Loss on issuance – October Warrant | |
| 807,509 | |
| Loss on issuance | |
| 807,509 | |
| Change in fair value | |
| (1,228,906 | ) |
| Balance at December 31, 2025 | |
$ | 295,603 | |
|
| Cp BF Convertible Notes [Member] |
|
|
| Class of Warrant or Right [Line Items] |
|
|
| Schedule of Derivate Assets |
The
following table summarizes the changes in the fair value of the Derivative asset (liability) for the six months ended June 30, 2026,
relating to the Convertible Note to CP BF issued on September 23, 2024:
Schedule of Derivate Assets
| | |
Derivative
Asset (Liability) | |
| Balance at December 31, 2025 -
Bifurcated embedded derivative asset – related party | |
$ | 9 | |
| Change in fair value | |
| (43 | ) |
| Balance at June 30,
2026 - Bifurcated embedded derivative liability – related party | |
$ | (34 | ) |
|
Schedule
of Derivate Assets
| | |
Fair
Value | |
| Balance at December 31, 2024 | |
$ | 63,000 | |
| Change in fair value | |
| (54,000 | ) |
| Balance at December 31, 2025 | |
$ | 9,000 | |
|
| Public Warrants [Member] |
|
|
| Class of Warrant or Right [Line Items] |
|
|
| Summary of Changes in the Fair Value of the Warrants Liability |
Summary of Changes in the Fair Value of the Warrants Liability
| |
|
Public
Warrants |
|
| Balance
at December 31, 2025 |
|
$ |
— |
|
| Change
in fair value |
|
|
— |
|
| Balance
at June 30, 2026 |
|
$ |
— |
|
|
Summary
of Changes in the Fair Value of the Warrants Liability
| | |
Public
Warrants | |
| Balance at December 31, 2024 | |
$ | 2,300 | |
| Change in fair value | |
| (2,300 | ) |
| Balance at December 31, 2025 | |
$ | — | |
|
| Gem Warrants Liability [Member] |
|
|
| Class of Warrant or Right [Line Items] |
|
|
| Summary of Changes in the Fair Value of the Warrants Liability |
Summary of Changes in the Fair Value of the Warrants Liability
| |
|
GEM
Warrants |
|
| Balance
at December 31, 2025 |
|
$ |
— |
|
| Change
in fair value |
|
|
— |
|
| Balance
at June 30, 2026 |
|
$ |
— |
|
|
Summary
of Changes in the Fair Value of the Warrants Liability
| | |
GEM
Warrants | |
| Balance at December 31, 2024 | |
$ | 15,000 | |
| Change in fair value | |
| (14,622 | ) |
| Balance at December 31, 2025 | |
$ | 378 | |
|