Unusual Machines Inc
For the period ended Dec 31, 2023. Filed Mar 22, 2024.
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FY2023 · Filed Mar 22, 2024
UMAC$12.59-6.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Balance Sheet at December 31, 2023
UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET
| Unusual Historical · Fat Shark Historical · Rotor Riot Historical · Pro Forma Combining Adjustments · Pro Forma Combined | ||||||
|---|---|---|---|---|---|---|
| December 31, 2023 · December 31, 2023 · December 31, 2023 · December 31, 2023 · December 31, 2023 | ||||||
| Assets | ||||||
| Current Assets | ||||||
| Cash | $894,773 | $90,277 | $130,354 | $2,725,000 | A | $3,840,404 |
| Accounts receivable, net | – | 395,941 | – | (391,020) | B | 4,921 |
| Inventories, net | – | 1,384,430 | 1,039,960 | (133,343) | C | 2,291,047 |
| Deferred offering costs | 512,758 | – | – | (512,758) | D | – |
| Other current assets | 120,631 | 1,355,000 | 231,448 | – | 1,707,079 | |
| Total Current Assets | 1,528,162 | 3,225,648 | 1,401,762 | 1,687,879 | 7,843,451 | |
| Right-of-use asset | – | – | 381,801 | – | 381,801 | |
| Other non-current asset | 1,254 | – | 59,425 | – | 60,679 | |
| Goodwill | – | 6,168,260 | – | 8,624,820 | E | 14,793,080 |
| Intangible assets, net | – | 1,232,888 | 20,000 | – | 1,252,888 | |
| Total Assets | $1,529,416 | $10,626,796 | $1,862,988 | $10,312,699 | $24,331,899 | |
| Liabilities and Stockholders’ Equity (Deficit) | ||||||
| Accounts payable and accrued expenses | $114,497 | $137,827 | $384,372 | $(391,020) | F | $245,676 |
| Customer deposits | – | 27,505 | 48,428 | – | 75,933 | |
| Debt obligations | – | – | 120,413 | (120,413) | G | – |
| Due to related party | – | 6,051,295 | 4,272,352 | (10,323,647) | G | – |
| Operating lease liability – current | – | – | 45,891 | – | 45,891 | |
| Total Current Liabilities | 114,497 | 6,216,627 | 4,871,456 | (10,323,647) | 367,500 | |
| Convertible note | – | – | – | 2,000,000 | H | 2,000,000 |
| Operating lease liability - non-current | – | – | 337,238 | – | 337,238 | |
| Total Liabilities | 114,497 | 6,216,627 | 5,208,694 | (8,835,080) | 2,704,738 | |
| Stockholders’ Equity (Deficit) | ||||||
| Preferred stock | 2 | – | – | – | 2 | |
| Common stock | 32,173 | 1 | – | 54,999 | I | 87,173 |
| Additional paid-in capital | 4,715,790 | 6,351,076 | – | 14,281,166 | J | 25,348,032 |
| Accumulated deficit | (3,333,046) | (1,940,908) | (3,345,706) | 4,811,614 | K | (3,808,046) |
| Total Stockholders’ Equity (Deficit) | 1,414,919 | 4,410,169 | (3,345,706) | 19,147,779 | 21,627,161 | |
| Total Liabilities and Stockholders’ Equity | $1,529,416 | $10,626,796 | $1,862,988 | $10,312,699 | $24,331,899 | |
Notes:
| A | Gross cash proceeds of $5,000,000 from our Offering, completed in February 2024, less estimated underwriter fees of $375,000, $50,000 in underwriter non-accountable expense allowance, $125,000 in additional underwriting expenses, $600,000 in other acquisition and offering related costs, $125,000 in a bonus payment to the CFO in accordance with his employment agreement and $1.0 million cash payment related to the purchase of Fat Shark and Rotor Riot. |
| B | Eliminated intercompany accounts receivable between Fat Shark and Rotor Riot |
| C | Inventory cost adjustment related to intercompany sales between Fat Shark and Rotor Riot |
| D | Eliminate current deferred offering costs against additional paid in capital related to the closing of the Offering. |
| E | Goodwill recognized according to Accounting Standards Codification (“ASC”) 805, Business Combinations. Adjustment eliminates non-acquired Fat Shark goodwill of $6,168,260 and recognizes goodwill on the share purchase agreement of $14,793,080. Goodwill is based on management’s estimate and will be finalized upon closing of the share purchase agreement based on final assets acquired and liabilities assumed. Reference Note 3 — Purchase Price Allocation and Goodwill for management’s estimation of goodwill. |
| F | Eliminated intercompany accounts payable between Fat Shark and Rotor Riot. |
| G | Per the terms of the share purchase agreement, Red Cat eliminated any and all indebtedness, relating to Fat Shark and Rotor Riot |
| H | Per the terms of the amended share purchase agreement, Unusual Machines issued a $2.0 million Note to Red Cat in February 2024 in conjunction with closing the Business Combination and Offering. The principal and any accrued and unpaid interest is due in full at 18 months from the date of issuance. In the event of default and in lieu of Unusual Machines repaying the Note, Red Cat may convert the Note into shares of common stock at the option of Red Cat. The Note is subject to other terms and conditions as agreed upon by both parties. |
| I | Per the terms of the share purchase agreement, Unusual Machines issued $17.0 million in Unusual Machines common stock in February 2024 at a price of $4.00 per share, or 4,250,000 common shares which are subject to certain lock up requirements. In addition and as a part of the Offering, Unusual Machines issued common stock for gross proceeds of $5.0 million in February 2024 at $4.00 per share price, or 1,250,000 common shares. |
| J | Unusual Common Stock issued above par value as a part of the share purchase agreement and Common Stock issued above par value as a part of our Offering, offset by elimination of Fat Shark and Rotor Riot equity acquired and expenses related to the Offering. |
| K | Fat Shark and Rotor Riot accumulated deficit and adjustments related to the Unaudited Pro Forma Condensed Combined Statement of Operations. |
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