SAN JOSE, Calif.--(BUSINESS WIRE)--VSee Health, Inc. (Nasdaq: VSEE), a provider of comprehensive telehealth services that customize workflow streams and enhance patient care, today provided a business update and reported financial results for the three and nine months ended September 30, 2024.
Financial & Business Highlights
- Revenue was $3.4 million for the third quarter of 2024, up 131% over the third quarter of 2023.
- Revenue was $6.6 million for the nine months ended September 30, 2024, up 51% over the nine months ended September 30, 2023.
- Contracted with Seven Corners Correctional Health, the operator of 24 federal prisons, to offer accessible, quality specialty care to the inmate population they serve.
- Expanded our telehealth and billing services to major healthcare clients through a partnership with SkywardRx, including nonprofit, hospital and Fortune 20 corporate clients.
- Partnered with Ava Robotics for the development of a VSee Health-powered Ava robot that allows providers to extend their reach and provide personalized care remotely to hospital intensive care units.
- Launched Aimee, an innovative virtual healthcare, labs and prescription drug service that patients can access whether or not they have health insurance, providing low-cost access to quality healthcare.
- Launched a sea ambulance telehealth initiative utilizing Starlink satellite technology, providing US veterans and residents in remote areas with access to virtual doctor consultations and emergency care.
- Introduced a GLP-1 telehealth program to address obesity and chronic diseases, integrating prescription medication, personalized care plans, and behavioral interventions to provide affordable, impactful healthcare solutions for underserved communities.
- Partnered with BabyLiveAdvice to address maternal care disparities by launching an innovative virtual maternal care model to provide comprehensive care for underserved communities.
Management Commentary
"This quarter marks a transformative moment for VSee Health, the completion of our first full quarter post-merger. The integration of VSee Lab and iDoc Virtual Telehealth Solutions has solidified our position in delivering scalable, tailored telehealth solutions," said Imo Aisiku, M.D., co-CEO and Chairman of VSee Health. "We believe our combined company is uniquely positioned to address critical challenges in healthcare, from expanding access in underserved communities to optimizing workflows for enterprise-level clients. This period has demonstrated the resilience of our platform and our capacity to drive meaningful impact."
"We believe that our ability to combine fast customization, enterprise scalability, and robust security is what sets us apart in the crowded telehealth space. This quarter’s strategic initiatives and partnerships, including the launch of programs addressing obesity, maternal health disparities, and veteran care, exemplify our commitment to delivering scalable solutions that improve lives while creating long-term value for our stakeholders,” added Milton Chen, Ph.D., co-CEO of VSee Health.
Third Quarter Financial Results
Third quarter consolidated financial statements include the accounts of VSee Health, Inc. and its subsidiaries, VSee Lab, Inc. and iDoc Virtual Telehealth Solutions, Inc., which are both 100% wholly owned subsidiaries of VSee Health following the business combination on June 24, 2024.
Revenue was $3.4 million for the third quarter of 2024, compared to $1.5 million for the third quarter of 2023, an increase of 131%. The increase was primarily driven by $1.1 million or 100% of revenue from the acquisition of iDoc in the second quarter, as well as higher technical and engineering fees, and professional and other fees and. Technical and engineering fees increased by 267% due to a higher volume of engineering, customizations and integration services provided to the U.S. Department of Health and Human Services and existing customers. Professional and other fees increased by 40% due to higher project management services primarily to a recently signed significant client. Subscription revenue also increased 9% due to higher usage volumes.
Operating expenses for the third quarter of 2024 increased by $58.2 million. The increase was driven by one-time goodwill impairment charges of $55.0 million. The increase was also driven by higher general and administrative expense, primarily from amortization expense and an increase in expenses related to the acquisition of iDoc, as well as transaction related expenses from the recapitalization and acquisitions of DHAC and iDoc, primarily for professional and advisory service fees.
Net loss for the third quarter of 2024 was $51.8 million, compared to a net loss of $0.1 million for the third quarter of 2023. The increase was primarily driven by one-time goodwill impairment charges of $55.0 million, and a $0.7 million loss on extinguishment related to note conversions and shares issued to vendors. These were partially offset by a $5.7 million gain on the change in fair value of debt and derivative financial instruments.
Nine Month Financial Results
Revenue was $6.6 million for the nine months ended September 30, 2024, compared to $4.3 million for the nine months ended September 30, 2023, an increase of $2.2 million or 51%. The increase was primarily driven by 100% of revenue from the acquisition of iDoc in the second quarter, as well as higher technical and engineering fees, and professional and other fees. Technical and engineering fees increased by 161% due to a higher volume of customizations, engineering, and integration services for a recently signed significant client and existing customers. Professional and other fees increased by 50% due to increased project management services, higher patient visits, and higher hardware purchases from new customers during the second quarter. These increases were offset by a 2% decline in subscription revenue due to the churned enterprise customers in 2024, as some clients gradually shifted back to face-to-face consultations.
Operating expenses for the nine months ended September 30, 2024 increased by $58.6 million to $63.0 million. The increase was driven by one-time goodwill impairment charges of $55.0 million, as well as higher general and administrative expenses, primarily from amortization expense and an increase of expenses related to the acquisition of iDoc. Additionally, transaction expenses from the recapitalization and acquisitions of DHAC and iDoc contributed to the increase, primarily for professional and advisory service fees.
Net loss for the nine months ended September 30, 2024, was $52.1 million, compared to a net loss of $1.0 million for the same period in 2023. The increase was primarily driven by one-time goodwill impairment charges of $55.0 million, $1.6 million initial fair value loss on the Quantum Note, and $0.7 million loss on extinguishment related to note conversions and shares issued to vendors. These were partially offset by a $6.3 million gain on the change in fair value of debt and derivative financial instruments.
As of September 30, 2024, VSee Health had cash of $2.3 million.
Pro Forma Financial Results
The unaudited pro forma financial information in the tables below summarizes the combined results of VSee Health’s operations and iDoc’s operations, as though the acquisition of iDoc had been completed as of the beginning of 2023.
Proforma total revenues for the third quarter of 2024 were $3.4 million compared with $3.1 million for the third quarter of 2023. Proforma total revenues for the nine months ended September 30, 2024, were $9.2 million compared with $9.4 million for the same period of 2023.
The proforma net loss for the third quarter of 2024 was $0.4 million, or $(0.02) per share, compared with a net loss of $1.3 million, or $(0.09) per share, for the third quarter of 2023. The proforma net loss for the nine months ended September 30, 2024, was $2.4 million, or $(0.16) per share, compared with a net loss of $3.4 million, or $(0.24) per share, for the same period of 2023.
The following table summarizes the pro forma financial information:
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|
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
||||||||
|
|
2024 |
|
2023 |
|
2024 |
|
2023 |
||||
Total revenues |
|
$ |
3,354,437 |
|
$ |
3,076,235 |
|
$ |
9,191,682 |
|
$ |
9,390,435 |
Net loss |
|
$ |
(368,063) |
|
$ |
(1,322,199) |
|
$ |
(2,436,877) |
|
$ |
(3,435,940) |
Weighted average shares: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
15,077,548 |
|
|
14,806,820 |
|
|
14,821,999 |
|
|
14,602,506 |
Net loss per share: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
$ |
(0.02) |
|
$ |
(0.09) |
|
$ |
(0.16) |
|
$ |
(0.24) |
About VSee Health
VSee Health’s AI telehealth platform is the fastest way for enterprises to go from ideation to market go-live. Field-hardened on over 1.5M HIPAA-compliant video encounters every month, its customizable telehealth building blocks each meet stringent security standards, and are ready to scale. VSee Health has deployed services in over 50 countries, including Iraq, Syria, Marshall Islands and El Salvador. Its clients include NASA Space Station, US Department of Health and Human Services, McKesson, Magellan, DaVita, GE, countless startups, and the entire country of Qatar.
VSee Health also provides tailored solutions for critical shortage areas such as critical care and teleradiology. It is committed to empowering high quality healthcare access and reducing physician burnout and workforce shortages through its telehealth technology. For more information, please visit www.vseehealth.com.
Forward-Looking Statements
Matters discussed in this news release that are not statements of historical or current facts, including but not limited to those relating to VSee Health’s ability to improve healthcare access and provider efficiencies, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause performance or achievements to be materially different from historical results or from any future performance or achievements expressed or implied by such forward-looking statements. Accordingly, readers should not place undue reliance on any forward-looking statements. More information on risk factors relating to VSee Health and its technology and billing services is included from time to time in the “Cautionary Note Regarding Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of VSee Health’s periodic and current filings with the SEC, which are also made available on VSee Health’s website at www.vseehealth.com. Forward-looking statements speak only as of the date they are made, and VSee Health undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date, or otherwise
CONDENSED CONSOLIDATED BALANCE SHEETS
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September 30, |
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December 31, |
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2024 |
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2023 |
||
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(Unaudited) |
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|
|
ASSETS |
|
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|
|
|
Current assets |
|
|
|
|
|
|
Cash |
|
$ |
2,327,337 |
|
$ |
118,734 |
Accounts receivable, net of allowance for credit losses of $2,062,444 and $32,457 as of September 30, 2024, and December 31, 2023, respectively |
|
|
2,613,327 |
|
|
628,480 |
Due from related party |
|
|
560,380 |
|
|
— |
Prepaids and other current assets |
|
|
1,606,469 |
|
|
79,920 |
Total current assets |
|
|
7,107,513 |
|
|
827,134 |
|
|
|
|
|
|
|
Note receivable, related party |
|
|
245,500 |
|
|
— |
Right-of-use assets, net |
|
|
417,835 |
|
|
— |
Intangible assets, net |
|
|
11,547,500 |
|
|
— |
Goodwill |
|
|
4,916,694 |
|
|
— |
Fixed assets, net |
|
|
794,688 |
|
|
3,657 |
Total assets |
|
$ |
25,029,730 |
|
$ |
830,791 |
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) |
|
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|
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|
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Current liabilities |
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
$ |
8,270,393 |
|
$ |
1,824,408 |
Deferred revenue |
|
|
683,111 |
|
|
802,524 |
Due to related party |
|
|
456,858 |
|
|
338,506 |
Operating lease liability |
|
|
68,958 |
|
|
— |
Financing lease liability |
|
|
191,330 |
|
|
— |
Factoring payable |
|
|
208,788 |
|
|
— |
Encompass Purchase liability |
|
|
265,978 |
|
|
— |
Income tax payable |
|
|
63,855 |
|
|
— |
SAFE Note |
|
|
— |
|
|
135,000 |
Contingent liability |
|
|
— |
|
|
600,000 |
ELOC |
|
|
177,000 |
|
|
— |
ELOC Commitment Fee Note |
|
|
495,000 |
|
|
— |
Additional Bridge Notes |
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|
122,000 |
|
|
— |
Exchange Note |
|
|
1,851,000 |
|
|
— |
Quantum Convertible Note, related party |
|
|
2,985,000 |
|
|
— |
September 2024 Convertible Note |
|
|
2,000,000 |
|
|
— |
Loan payable, related party, net of discount |
|
|
471,651 |
|
|
323,000 |
Line of credit |
|
|
456,097 |
|
|
— |
Notes payable, net of discount |
|
|
439,183 |
|
|
220,000 |
Total current liabilities |
|
|
19,206,202 |
|
|
4,243,438 |
|
|
|
|
|
|
|
Notes payable, less current portion, net of discount |
|
|
593,941 |
|
|
— |
Operating lease liability, less current portion |
|
|
289,263 |
|
|
— |
Financing lease liability, less current portion |
|
|
181,312 |
|
|
— |
Total liabilities |
|
|
20,270,718 |
|
|
4,243,438 |
|
|
|
|
|
|
|
Commitments, Contingencies, and Concentration Risk (Note 9) |
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Stockholders’ equity (deficit) |
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Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 6,158 and 0 shares issued and outstanding as of September 30, 2024, and December 31, 2023, respectively |
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1 |
|
|
— |
Common stock, $0.0001 par value; 100,000,000 shares authorized 15,362,278 and 4,639,643 shares issued and outstanding as of September 30, 2024, and December 31, 2023, respectively |
|
|
1,536 |
|
|
464 |
Additional paid-in capital |
|
|
66,282,056 |
|
|
6,027,153 |
Accumulated deficit |
|
|
(61,524,581) |
|
|
(9,114,985) |
Non-controlling interest |
|
|
— |
|
|
(325,279) |
Total stockholders’ equity (deficit) |
|
|
4,759,012 |
|
|
(3,412,647) |
Total liabilities and stockholders’ equity (deficit) |
|
$ |
25,029,730 |
|
$ |
830,791 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
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FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024, AND 2023 (UNAUDITED) |
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2024 |
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2023 |
|
2024 |
|
2023 |
||||
Revenues |
|
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|
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|
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|
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Subscription fees |
|
$ |
1,037,457 |
|
$ |
947,525 |
|
$ |
3,080,085 |
|
$ |
3,131,347 |
Professional services and other fees |
|
|
396,455 |
|
|
283,968 |
|
|
1,145,930 |
|
|
762,300 |
Technical engineering fees |
|
|
806,456 |
|
|
219,978 |
|
|
1,159,345 |
|
|
444,315 |
Patient fees |
|
|
623,198 |
|
|
— |
|
|
654,718 |
|
|
— |
Telehealth fees |
|
|
485,971 |
|
|
— |
|
|
516,540 |
|
|
— |
Institutional fees |
|
|
4,900 |
|
|
— |
|
|
5,380 |
|
|
— |
Total revenues |
|
|
3,354,437 |
|
|
1,451,471 |
|
|
6,561,998 |
|
|
4,337,962 |
Cost of goods sold |
|
|
941,388 |
|
|
478,399 |
|
|
1,814,281 |
|
|
1,528,008 |
Gross margin |
|
|
2,413,049 |
|
|
973,072 |
|
|
4,747,717 |
|
|
2,809,954 |
|
|
|
|
|
|
|
|
|
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|
|
Operating expenses |
|
|
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|
|
|
|
|
|
|
|
|
Compensation and related benefits |
|
|
1,678,627 |
|
|
1,013,488 |
|
|
3,490,615 |
|
|
3,433,658 |
General and administrative |
|
|
2,170,217 |
|
|
224,874 |
|
|
2,830,615 |
|
|
832,513 |
Goodwill impairment charges |
|
|
54,984,000 |
|
|
— |
|
|
54,984,000 |
|
|
— |
Transaction expenses |
|
|
646,303 |
|
|
9,066 |
|
|
1,653,448 |
|
|
66,411 |
Total operating expenses |
|
|
59,479,147 |
|
|
1,247,428 |
|
|
62,958,678 |
|
|
4,332,582 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net operating loss |
|
|
(57,066,098) |
|
|
(274,356) |
|
|
(58,210,961) |
|
|
(1,522,628) |
|
|
|
|
|
|
|
|
|
|
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|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(232,082) |
|
|
(36,312) |
|
|
(591,087) |
|
|
(163,574) |
Other income (expense) |
|
|
(2) |
|
|
— |
|
|
— |
|
|
19,619 |
Change in fair value of financial instruments |
|
|
5,737,606 |
|
|
(21,629) |
|
|
6,285,706 |
|
|
92,448 |
Loss on issuance of financial instruments |
|
|
— |
|
|
— |
|
|
(1,618,234) |
|
|
— |
Loss on extinguishment |
|
|
(740,979) |
|
|
— |
|
|
(740,979) |
|
|
— |
Total other income (expense) |
|
|
4,764,543 |
|
|
(57,941) |
|
|
3,335,406 |
|
|
(51,507) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before benefit from income taxes |
|
|
(52,301,555) |
|
|
(332,297) |
|
|
(54,875,555) |
|
|
(1,574,135) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit from income taxes |
|
|
550,030 |
|
|
233,716 |
|
|
2,791,238 |
|
|
590,954 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
(51,751,525) |
|
|
(98,581) |
|
|
(52,084,317) |
|
|
(983,181) |
Net profit attributable to non-controlling interest |
|
|
— |
|
|
12,465 |
|
|
— |
|
|
3,727 |
Net loss attributable to stockholders |
|
|
(51,751,525) |
|
|
(111,046) |
|
|
(52,084,317) |
|
|
(986,908) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per common share |
|
$ |
(3.43) |
|
$ |
(0.01) |
|
$ |
(6.24) |
|
$ |
(0.10) |
Weighted average number of common shares outstanding, basic and diluted |
|
|
15,077,548 |
|
|
9,998,446 |
|
|
8,351,249 |
|
|
9,998,446 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |
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For the Nine Months Ended September 30, 2024 and 2023 |
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For the Nine Months Ended September 30, |
||||
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|
2024 |
|
2023 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
Net loss |
|
$ |
(52,084,317) |
|
$ |
(983,181) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
Goodwill impairment charges |
|
|
54,984,000 |
|
|
— |
Loss on extinguishment |
|
|
740,979 |
|
|
— |
Shares issued as part of stock grants to vendors |
|
|
98,000 |
|
|
— |
Loss on issuance of financial instrument |
|
|
1,618,234 |
|
|
— |
Original issue discount and interest accrued on Quantum Convertible Note |
|
|
395,671 |
|
|
— |
Change in fair value of financial instruments |
|
|
(6,285,706) |
|
|
(92,448) |
Amortization of discount on note payable |
|
|
7,000 |
|
|
93,000 |
Amortization of right-of-use assets |
|
|
17,209 |
|
|
— |
Stock-based compensation |
|
|
381,084 |
|
|
— |
Depreciation and amortization |
|
|
651,761 |
|
|
395 |
Allowance for expected credit losses |
|
|
342,634 |
|
|
95,815 |
Deferred tax asset and liabilities |
|
|
(2,336,506) |
|
|
(590,952) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
Accounts receivable |
|
|
(203,904) |
|
|
(286,602) |
Due from related party |
|
|
225,654 |
|
|
— |
Prepaids and other current assets |
|
|
(861,888) |
|
|
57,168 |
Accounts payable and accrued expenses |
|
|
(161,975) |
|
|
988,798 |
Operating lease liability |
|
|
(76,823) |
|
|
— |
Deferred revenue |
|
|
(119,413) |
|
|
13,561 |
Income tax payable |
|
|
63,855 |
|
|
— |
Due to related party |
|
|
(210,797) |
|
|
181,010 |
Net cash used in operating activities |
|
|
(2,815,248) |
|
|
(523,436) |
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
Cash acquired in Business Combination – iDoc |
|
|
29,123 |
|
|
— |
Purchase of fixed assets |
|
|
(50,507) |
|
|
(2,690) |
Net cash used in investing activities |
|
|
(21,384) |
|
|
(2,690) |
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
Proceeds from Quantum Convertible Note, related party |
|
|
2,700,000 |
|
|
— |
Proceeds from September 2024 Convertible Note |
|
|
2,000,000 |
|
|
— |
Proceeds from reverse recapitalization with DHAC |
|
|
1,323,362 |
|
|
— |
Repayment on Extension Note |
|
|
(365,750) |
|
|
— |
Repayment on factoring payable |
|
|
(150,616) |
|
|
— |
Repayment on Additional Bridge Financing |
|
|
(13,889) |
|
|
— |
Repayment on Encompass Purchase liability |
|
|
(3,090) |
|
|
— |
Repayment on advances from related party |
|
|
(47,800) |
|
|
— |
Repayment on note payable |
|
|
(33,000) |
|
|
— |
Payment on financing lease liability |
|
|
(363,982) |
|
|
— |
Proceeds from loan payable, related party |
|
|
— |
|
|
120,000 |
Proceeds from note payable |
|
|
— |
|
|
200,000 |
Proceeds from share repurchase liability |
|
|
— |
|
|
135,000 |
Net cash provided by financing activities |
|
|
5,045,235 |
|
|
455,000 |
|
|
|
|
|
|
|
NET CHANGE IN CASH AND CASH EQUIVALENTS |
|
|
2,208,603 |
|
|
(71,126) |
Cash and Cash Equivalents, Beginning of Period |
|
|
118,734 |
|
|
230,664 |
CASH AND CASH EQUIVALENTS, END OF PERIOD |
|
$ |
2,327,337 |
|
$ |
159,538 |
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information |
|
|
|
|
|
|
Cash paid for interest expense |
|
$ |
6,738 |
|
$ |
— |
Cash paid for taxes |
|
$ |
3,092 |
|
$ |
— |
Non-cash investing and financing activities: |
|
|
|
|
|
|
Net liabilities acquired in reverse merger |
|
$ |
(18,704,806) |
|
$ |
— |
Shares issued to DHAC Sponsor group for debt conversion |
|
$ |
1,268,000 |
|
$ |
— |
Shares issued to A.G.P. Underwriter for debt conversion |
|
$ |
4,370,000 |
|
$ |
— |
Shares issued to VSee debt holders for debt conversion |
|
$ |
1,310,710 |
|
$ |
— |
Fair value of shares issued in iDoc acquisition |
|
$ |
68,907,052 |
|
$ |
— |
Shares issued as principal payment of Additional Bridge Notes |
|
$ |
60,346 |
|
$ |
— |
Shares issued as principal payment of Exchange Note |
|
$ |
664,790 |
|
$ |
— |
Shares issued to acquire non-controlling interest in TAD |
|
$ |
325,279 |
|
$ |
— |
