ACQUISITION OF PRECISION ACOUSTICS LIMITED (Tables)
|
12 Months Ended |
Oct. 31, 2025 |
| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] |
|
| SCHEDULE OF POTENTIAL EARNOUT PROVISION AMOUNTS |
SCHEDULE OF POTENTIAL EARNOUT PROVISION AMOUNTS
| Earnout |
|
2025
FY |
|
|
2026
FY |
|
|
2027
FY |
|
| Revenue Target |
|
$ |
5,334,584 |
|
|
$ |
5,867,914 |
|
|
$ |
6,454,962 |
|
| Pre-Tax Profit Target |
|
$ |
1,046,476 |
|
|
$ |
1,295,597 |
|
|
$ |
1,573,133 |
|
| Earnout Amount Payable based on Targets |
|
$ |
208,472 |
|
|
$ |
418,223 |
|
|
$ |
652,275 |
|
|
| SCHEDULE OF PROFORMA INFORMATION |
SCHEDULE OF PROFORMA INFORMATION
| |
|
October 31, |
|
|
October 31, |
|
| |
|
2025 |
|
|
2024 |
|
| Net Revenue |
|
|
|
|
|
|
|
|
| Coda Octopus Group |
|
$ |
21,153,172 |
|
|
$ |
20,316,161 |
|
| Precision Acoustics |
|
|
5,409,954 |
|
|
|
4,942,389 |
|
| Combined Net Revenue |
|
|
26,563,126 |
|
|
|
25,258,550 |
|
| Net Revenue |
|
|
26,563,126 |
|
|
|
25,258,550 |
|
| |
|
|
|
|
|
|
|
|
| Net Income |
|
|
|
|
|
|
|
|
| Amortization of acquired intangible assets,
pro forma |
|
$ |
(480,325 |
) |
|
$ |
(477,181 |
) |
| Coda Octopus Group |
|
|
3,226,502 |
|
|
|
3,645,996 |
|
| Precision Acoustics |
|
|
1,383,753 |
|
|
|
483,776 |
|
| Combined Net Income |
|
$ |
4,129,930 |
|
|
$ |
3,652,591 |
|
| Net Income |
|
$ |
4,129,930 |
|
|
$ |
3,652,591 |
|
|
| SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED IN ACQUISITION |
The
table below shows the fair value of the assets acquired and liabilities assumed in connection with the PAL acquisition.
SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED IN ACQUISITION
| |
|
October 29,
2024 |
|
| Description |
|
Amount |
|
| Tangible assets and liabilities
acquired |
|
|
|
|
| Cash (including
excess cash amount purchased of $1,337,415) |
|
$ |
1,933,284 |
|
| Accounts receivable |
|
|
698,595 |
|
| Inventory |
|
|
980,594 |
|
| Property, plant and equipment |
|
|
509,337 |
|
| Right of Use Asset |
|
|
417,881 |
|
| Accounts payable |
|
|
(362,305 |
) |
| Lease liability |
|
|
(417,881 |
) |
| Deferred revenues |
|
|
(498,422 |
) |
| Accruals and other liabilities |
|
|
(151,532 |
) |
| Intangible assets and liabilities
at fair value |
|
|
|
|
| Fair value of noncompete agreement |
|
|
224,637 |
|
| Value of PA technology |
|
|
2,947,155 |
|
| Expected value of earnout provision |
|
|
- |
|
| Goodwill |
|
|
257,226 |
|
| Total purchase price |
|
$ |
6,538,569 |
|
| Acquisition,
net of acquired cash |
|
$ |
4,605,285 |
|
|