M&A - Nexscient, Inc.

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Form Type: 10-Q

Filing Date: 2025-02-12

Corporate Action: Acquisition

Type: New

Accession Number: 000147793225000919

Filing Summary: Nexscient, Inc. submitted Form 10-Q for the quarter ended December 31, 2024. The company continues to develop a subscription-based condition monitoring solution leveraging Industrial Internet-of-Things (IIoT) technology. As of February 12, 2025, the company had 20,421,312 shares issued and outstanding. Financially, the company reported no revenues and a net loss of $159,758 for the three months ended December 31, 2024. Comparative research and development expenses showed a decline from the previous year. As of January 2025, the company issued additional convertible debentures and entered a non-binding letter of intent to acquire a software application for $47,500 in cash and 350,000 shares of common stock. This potential acquisition is subject to due diligence and could indicate future growth and strategic direction for the company. There is a substantial doubt regarding the company’s ability to continue as a going concern due to accumulated losses totaling $1,318,746 as of December 31, 2024, emphasizing the need for future financing and profitable operations.

Additional details:

Share Count: 20421312


Net Loss: 159758


Accumulated Deficit: 1318746


Revenue: 0


Research And Development Expenses: 10000


General And Administrative Expenses: 149758


Operating Expenses: 159758


Cash: 79025


Debt Issued: 265000


Form Type: 8-K

Filing Date: 2025-02-05

Corporate Action: Acquisition

Type: New

Accession Number: 000147793225000732

Filing Summary: On February 5, 2025, Nexscient, Inc. announced through a press release that it has entered into a non-binding letter of intent with i2 Analytics, Inc. for the acquisition of the AI Media Toolkit software application. The total purchase price is set at $47,500 in cash, along with the issuance of 350,000 shares of Nexscient’s common stock, valued at $0.001 per share. Completion of the transaction hinges on due diligence, the signing of definitive documentation, necessary board approvals, and any required third-party consents. The agreement will also cover a Software Support Agreement for the seller to provide support at a minimum retainer of $3,500 per month for at least six months. The LOI includes standard representations, warranties, covenants, and confidentiality provisions, and will expire if a definitive agreement is not executed by February 28, 2025, except for certain provisions that will remain in effect.

Additional details:

Purchase Price: 47500


Shares Issued: 350000


Share Value: 0.001


Monthly Retainer: 3500


Support Duration Months: 6


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