TruGolf Holdings Inc
For the period ended Sep 30, 2024. Filed Nov 14, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 14, 2024
Contents
Item 1. Condensed Consolidated Balance Sheets as of September 30, 2024 (Unaudited) and December 31, 2023
TRUGOLF HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 30, 2024 AND DECEMBER 31, 2023
| 2024 | 2023 | |
|---|---|---|
| (unaudited) | ||
| ASSETS | ||
| Current assets: | ||
| Cash and cash equivalents | $7,452,185 | $3,297,564 |
| Restricted cash | - | 2,100,000 |
| Marketable investment securities | - | 2,478,953 |
| Accounts receivable, net | 4,542,097 | 2,398,872 |
| Inventory, net | 2,324,230 | 2,119,084 |
| Prepaid expenses | 99,032 | 262,133 |
| Total current assets | 14,417,544 | 12,656,606 |
| Property and equipment, net | 131,581 | 234,308 |
| Capitalized software development costs, net | 1,738,417 | - |
| Right-of-use assets | 721,051 | 972,663 |
| Other long-term assets | 31,097 | 1,905,983 |
| Total assets | $17,039,690 | $15,769,560 |
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||
| Current liabilities: | ||
| Accounts payable | $2,288,208 | $2,059,771 |
| Customer deposits | 4,600,105 | 1,704,224 |
| Deferred revenue | 575,000 | - |
| Notes payable, current portion | 9,854 | 9,425 |
| Notes payable to related parties, current portion | 1,937,000 | 1,237,000 |
| Line of credit, bank | 802,738 | 802,738 |
| Margin line of credit account | - | 1,980,937 |
| Convertible notes payable | 954,622 | 954,622 |
| Notes payable assumed in Merger | 1,465,000 | - |
| Accrued interest | 1,649,341 | 459,872 |
| Accrued and other current liabilities | 1,201,071 | 1,125,495 |
| Accrued and other current liabilities - assumed in Merger | 295,008 | - |
| Lease liability, current portion | 375,660 | 334,255 |
| Total current liabilities | 16,153,607 | 10,668,339 |
| Non-current liabilities: | ||
| Notes payable, net of current portion | 12,290 | 2,402,783 |
| Note payables to related parties, net of current portion | 874,000 | 861,000 |
| PIPE loan payable, net | 4,232,448 | - |
| Dividend notes payable | 4,023,923 | 4,023,923 |
| Gross sales royalty payable | 1,000,000 | 1,000,000 |
| Lease liability, net of current portion | 380,386 | 668,228 |
| Other liabilities | 589,619 | 63,015 |
| Total liabilities | 27,266,273 | 19,687,288 |
| Commitments and Contingencies | - | - |
| Stockholders’ deficit: | ||
| Preferred stock, $0.0001 par value, 10 million share authorized; zero shares issued and outstanding, respectively | - | - |
| Common stock - Series A, $0.0001 par value, 90 million shares authorized; 11,887,985 and 13,098 shares issued and outstanding, respectively. | 1,189 | 120 |
| Common stock - Series B, $0.0001 par value, 10 million shares authorized; 1,716,860 and 0 shares issued and outstanding, respectively. | 172 | - |
| Treasury stock at cost, 4,692 shares of common stock held, respectively | (2,037,000) | (2,037,000) |
| Additional paid-in capital | 7,100,503 | 10,479,738 |
| Accumulated other comprehensive loss | - | (1,662) |
| Accumulated deficit / losses | (15,291,447) | (12,358,924) |
| Total stockholders’ deficit | (10,226,583) | (3,917,728) |
| Total liabilities and stockholders’ deficit | $17,039,690 | $15,769,560 |
The accompanying notes are an integral part of these unaudited condensed financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30,
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Revenues, net | $6,236,795 | $3,431,735 | $15,121,980 | $13,788,700 |
| Cost of revenues | 1,924,093 | 1,533,691 | 5,183,328 | 4,531,429 |
| Gross profit | 4,312,702 | 1,898,044 | 9,938,652 | 9,257,271 |
| Operating expenses: | ||||
| Royalties | 166,631 | 130,610 | 719,668 | 447,366 |
| Salaries, wages and benefits | 1,695,678 | 2,252,848 | 4,654,560 | 6,171,878 |
| Selling, general and administrative | 1,578,112 | 1,838,297 | 5,420,872 | 9,455,683 |
| Total operating expenses | 3,440,421 | 4,221,755 | 10,795,100 | 16,074,927 |
| (Loss) income from operations | 872,281 | (2,323,711) | (856,448) | (6,817,656) |
| Other (expenses) income: | ||||
| Interest income | 38,592 | 21,197 | 105,800 | 71,542 |
| Interest expense | (971,048) | (358,354) | (2,176,810) | (1,265,775) |
| Loss on investment | - | - | (3,912) | - |
| Total other expense | (932,456) | (337,157) | (2,074,922) | (1,194,233) |
| Loss from operations before income taxes | (60,175) | (2,660,868) | (2,931,370) | (8,011,889) |
| Provision for income taxes | - | - | - | - |
| Net loss | $(60,175) | $(2,660,868) | $(2,931,370) | $(8,011,889) |
| Basic and diluted net loss per share attributable to common stockholders | $(0.00) | $(219.38) | $(0.28) | $(660.56) |
| Basic and diluted weighted average common shares | 13,380,737 | 12,129 | 10,550,277 | 12,129 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Net loss | $(60,175) | $(2,660,868) | (2,931,370) | $(8,011,889) |
| Other comprehensive income: | ||||
| Unrealized gain in fair value of short-term investments | - | (30,862) | 1,662 | (64,121) |
| Comprehensive loss | $(60,175) | $(2,691,730) | (2,929,708) | $(8,076,010) |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
FOR THE THREE and NINE MONTHS ENDED September 30, 2024 and 2023
| Preferred Stock · Common Stock- Series A · Common Stock- Series B · Treasury Stock · Additional Paid-in · Accumulated Other Comprehensive · Accumulated · Total Stockholders’ | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares · Amount · Shares · Amount · Shares · Amount · Shares · Amount · Capital · Loss · Losses · Deficit | |||||||||||||||
| Balance, December 31, 2023 | - | $ | - | 13,098 | $120 | - | $ | - | (4,692) | $(2,037,000) | $10,479,738 | $(1,662) | $(12,358,924) | $(3,917,728) | |
| Realized gain in fair value of short term investments | - | - | - | - | - | - | - | - | - | 1,662 | - | 1,662 | |||
| Common stock exchanged in Merger | - | - | (13,098) | (120) | - | - | - | - | (3,854,573) | - | - | (3,854,693) | |||
| Common stock Series A exchanged and issued in Merger | - | - | 11,538,252 | 1,154 | - | - | - | - | (1,154) | - | - | - | |||
| Common stock Series B issued in Merger | - | - | - | - | 1,716,860 | 172 | - | - | (172) | - | - | - | |||
| Net loss | - | - | - | - | - | - | - | (1,301,864) | (1,301,864) | ||||||
| Balance, March 31, 2024 | - | $ | - | 11,538,252 | $1,154 | 1,716,860 | $172 | (4,692) | $(2,037,000) | $6,623,839 | $(0) | $(13,660,788) | $(9,072,623) | ||
| Revaluation of costs of Merger | - | - | - | - | - | - | - | - | 135,000 | - | (1,152) | 133,848 | |||
| Net loss | - | - | - | - | - | - | - | - | - | - | (1,569,329) | (1,569,329) | |||
| Balance, June 30, 2024 | - | $ | - | 11,538,252 | $1,154 | 1,716,860 | $172 | (4,692) | $(2,037,000) | $6,758,839 | $(0) | $(15,231,269) | $(10,508,104) | ||
| Common stock issued for interest | - | - | 349,733 | 35 | - | - | - | - | 341,664 | - | (3) | 341,696 | |||
| Net loss | - | - | - | - | - | - | - | - | - | - | (60,175) | (60,175) | |||
| Balance, September 30, 2024 | - | $ | - | 11,887,985 | $1,189 | 1,716,860 | $172 | (4,692) | $(2,037,000) | $7,100,503 | $(0) | $(15,291,447) | $(10,226,583) | ||
| Balance, December 31, 2022 | - | $ | - | 11,308 | $100 | - | $ | - | (4,692) | $(2,037,000) | $681,956 | $ | - | $(2,075,815) | $(3,430,759) |
| Issuance of common stock for services | - | - | 821 | 9 | - | - | - | - | 4,493,324 | - | - | 4,493,333 | |||
| Unrealized gain in fair value of short term investments | - | - | - | - | - | - | - | - | - | 11,914 | 11,914 | ||||
| Net loss | - | - | - | - | - | - | - | - | - | - | (5,351,178) | (5,351,178) | |||
| Balance, March 31, 2023 | - | $ | - | 12,129 | $109 | - | $ | - | (4,692) | (2,037,000) | 5,175,280 | 11,914 | (7,426,993) | (4,276,690) | |
| Unrealized gain in fair value of short term investments | - | - | - | - | - | - | - | - | - | (45,173) | - | (45,173) | |||
| Net income | - | - | - | - | - | - | - | - | - | - | 157 | 157 | |||
| Balance, June 30, 2023 | - | $ | - | 12,129 | $109 | - | $ | - | (4,692) | $(2,037,000) | $5,175,280 | $(33,259) | $(7,426,836) | $(4,321,706) | |
| Unrealized gain in fair value of short term investments | - | - | - | - | - | - | - | - | - | (30,862) | - | (30,862) | |||
| Net loss | - | - | - | - | - | - | - | - | - | - | (2,660,868) | (2,660,868) | |||
| Balance, September 30, 2023 | - | $ | - | 12,129 | $109 | - | $ | - | (4,692) | $(2,037,000) | $5,175,280 | $(64,121) | $(10,087,704) | $(7,013,436) | |
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