Financial Performance - Total revenues for Q2 2025 reached $3,390,119, a significant increase from $1,711,566 in Q2 2024, representing a growth of 98.1%[17] - Subscription fees decreased to $880,327 in Q2 2025 from $1,037,426 in Q2 2024, a decline of 15.1%[17] - Net loss for Q2 2025 was $2,613,283, compared to a net loss of $666,102 in Q2 2024, indicating a worsening of 292.5%[17] - Gross margin for Q2 2025 was $1,588,492, up from $776,996 in Q2 2024, reflecting an increase of 104.5%[17] - Operating expenses for Q2 2025 totaled $3,843,232, compared to $1,709,519 in Q2 2024, an increase of 125.5%[17] - The company reported a basic and diluted loss per common share of $0.16 for Q2 2025, compared to $0.12 for Q2 2024[17] - For the six months ended June 30, 2025, the net loss was $6,572,723 compared to a net loss of $571,352 for the same period in 2024[23] Assets and Liabilities - Total current assets decreased to $2,559,505 as of June 30, 2025, down from $3,020,967 as of December 31, 2024, a decline of 15.3%[15] - Total liabilities increased to $23,946,345 as of June 30, 2025, compared to $20,010,976 as of December 31, 2024, an increase of 19.7%[15] - Cash and cash equivalents decreased to $291,595 as of June 30, 2025, from $326,115 as of December 31, 2024, a decrease of 10.6%[15] - The accumulated deficit increased to $(74,276,596) as of June 30, 2025, compared to $(67,703,873) as of December 31, 2024, an increase of 9.3%[15] Business Combinations and Acquisitions - The company completed a business combination with VSee Lab and iDoc on June 24, 2024, resulting in a reverse recapitalization and a name change to VSee Health, Inc.[26] - The Company acquired iDoc on June 24, 2024, and won new contracts with larger hospitals, indicating positive revenue growth from its robust pipeline[31] - The fair value of shares issued in the iDoc acquisition was $68,907,052, indicating significant investment in growth[24] - The acquisition of iDoc Telehealth Solutions, Inc. on June 24, 2024, involved a total consideration of $68.9 million, with goodwill of approximately $61.6 million reflecting anticipated synergies[107][110] Liquidity and Financing - The company has entered into an equity line of credit agreement for up to $50 million over a 36-month period to improve liquidity[26] - Management has raised substantial doubt about the company's ability to continue as a going concern due to persistent operating losses and a deteriorating liquidity position[28] - The company has undertaken measures to address liquidity concerns, but there is no assurance of success within the next year[30] - The Company is negotiating additional financing to support working capital needs and growth initiatives[31] Revenue Recognition - Revenue from subscription services is recognized over time as customers receive and consume services, with each module being a distinct performance obligation[56] - The Company recognizes revenue from telemedicine services when performance obligations are met, with payments primarily received from Medicare, Medicaid, and commercial insurance providers[65][67] - Revenue from professional services is recognized either over time or at a point in time, depending on the nature of the service provided[60] Stock-Based Compensation and Expenses - The company reported stock-based compensation of $764,036 for the six months ended June 30, 2025[23] - The company recognized stock-based compensation of $474,251 for the six months ended June 30, 2024, after an adjustment of $442,262[36] - The company recorded amortization expenses of $552,500 for the three months ended June 30, 2025, compared to $0 for the same period in 2024[99] Notes and Debt - The Company issued a March 2025 Convertible Note with a principal amount of $108,696, receiving initial proceeds of $100,000 after an 8% original issue discount[132] - The March 2025 Convertible Note matures on December 20, 2025, with an interest rate of 18% per annum, increasing to 28% upon an event of default[134] - The fair value of the March 2025 Convertible Note was recognized at $238,020, resulting in a loss of $138,020 upon initial recognition[137] - The Company issued a senior unsecured note for $500,000 as a commitment fee under the ELOC Agreement, which was converted into 50,000 shares of common stock in December 2024, with a fair value of $79,500 prior to conversion[198] Impairment and Adjustments - The company recorded non-cash goodwill impairment charges of $56,675,210 for the year ended December 31, 2024, due to the fair value of the Telehealth Services reporting unit being less than its carrying value[95] - The Company recorded a $1,590,596 adjustment to accounts receivable acquired from iDoc, reflecting amounts not expected to be collected[34] - The Company identified $654,316 in transaction expenses that were understated in net liabilities assumed from DHAC as of the Business Combination date[32] Lease Obligations - The company has future minimum lease payments totaling $404,460, with the remaining six months of 2025 accounting for $64,740[114] - The weighted average remaining lease term as of June 30, 2025, was 3.1 years, with a weighted average discount rate of 19.3%[117] - Total finance lease cash payments made during the six months ended June 30, 2025, were $25,000, compared to $0 for the three months ended June 30, 2025[120]
Digital Health Acquisition (DHAC) - 2025 Q2 - Quarterly Report