Genius Group Limited Annual and transition report of foreign private issuers pursuant to Section 13 or 15(d)

BUSINESS COMBINATIONS (Tables)

12 Months Ended

Dec. 31, 2023

The useful life of intangible assets has been assessed as follows:

Category		Useful Life
Customer relationships		5 years
Customer list		5 years
Film Library		8.5 years
Trade names, trademarks, domain names, and licenses		Indefinite

	Amount
Purchase Price
Value of shares	$	1,918,700
Less: acquired cash		(26,940	)
Purchase price, net of acquired cash		1,891,760
Prepaid expenses and other current assets		(113,413	)
Property and equipment		(69,637	)
Intangible assets		(1,640,000	)
Accounts payable, accrued expenses and other liabilities		804,842
Deferred tax liability		549,718
Goodwill	$	1,423,270

The acquired intangible assets are as follows

		Amount
Trade names, trademarks, domain names and licenses		$	1,640,000

	Amount
Purchase price
Value of shares	$	17,017,000
Cash		1,837,000
Top-up share options		701,000
Call / Put option		10,100,000
Total purchase price		29,655,000
Less: acquired cash		(347,952	)
Purchase price, net of acquired cash		29,307,048
Accounts receivable		(461,249	)
Prepaid expenses and other current assets		(6,111,957	)
Property and equipment		(24,994	)
Intangible assets		(4,980,000	)
Accounts payable, accrued expenses and other liabilities		2,833,718
Deferred tax liability		1,171,555
Goodwill	$	21,734,121

The acquired intangible assets are as follows

	Amount
Trade names, trademarks, domain names and licenses	$	4,900,000
Customer relationship		80,000
Total	$	4,980,000

	Amount
Purchase price
Value of shares	$	2,692,000
Cash		403,000
Deferred payment		299,000
Call / Put option		451,000
Total purchase price		3,845,000
Less: acquired cash		(262,518	)
Purchase price, net of acquired cash		3,582,482
Accounts receivable		(178,081	)
Prepaid expenses and other current assets		(31,242	)
Property and equipment		(272,348	)
Intangible assets		(100,000	)
Accounts payable, accrued expenses and other liabilities		722,275
Deferred tax liability		37,838
Goodwill	$	3,760,924

The acquired intangible assets are as follows

	Amount
Trade names, trademarks, domain names and licenses	$	100,000
Total	$	100,000

	Amount
Purchase price
Value of shares	$	6,470,000
Cash		7,000,000
Top-up share options		1,017,000
Total purchase price		14,487,000
Less: acquired cash		(1,620,734	)
Purchase price, net of acquired cash		12,866,266
Accounts receivable		(3,082,589	)
Prepaid expenses and other current assets		(492,404	)
Property and equipment		(1,051,934	)
Accounts payable, accrued expenses and other liabilities		1,935,533
Goodwill	$	10,174,872

	As of December 31, 2022			Change			As of December 31, 2023
Purchase price
Value of shares	$	7,000,000			(4,043,920	)		2,956,080
Cash		1,000,000			-			1,000,000
Deferred payment		2,000,000			(100,000	)		1,900,000
Top-up share options		10,380,397			(3,680,397	)		6,700,000
Claw back clause		-			(1,300,000	)		(1,300,000	)
Total purchase price		20,380,397			(9,124,317	)		11,256,080
Less: acquired cash		(145,532	)		(468	)		(146,000	)
Purchase price, net of acquired cash		20,234,865			(9,124,785	)		11,110,080
Accounts receivable		(152,920	)		(80	)		(153,000	)
Prepaid expenses and other current assets		(745,521	)		521			(745,000	)
Goodwill		(1,008,694	)		1,008,694			-
Intangible assets		(8,884,000	)		(876,000	)		(9,760,000	)
Accounts payable, accrued expenses and other liabilities		1,660,727			(958,727	)		702,000
Deferred tax liability		2,202,088			(2,202,088	)		-

Goodwill	$	13,306,545			(12,152,465	)		1,154,080

The acquired intangible assets are as follows