| Proforma information |
| |
|
For
the Year Ended December 31, 2015 |
|
| |
|
|
Rennova
Health, Inc. Historical |
|
|
|
CollabRx,
Inc. (a) |
|
|
|
Pro-Forma
Adjustments |
|
|
|
Combined |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net Revenues |
|
$ |
18,393,038 |
|
|
$ |
425,000 |
|
|
$ |
– |
|
|
$ |
18,818,038 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating Expenses |
|
|
63,858,012 |
|
|
|
4,881,000 |
|
|
|
– |
|
|
|
67,507,045 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (Loss) from operations |
|
|
(45,464,974 |
) |
|
|
(4,456,000 |
) |
|
|
– |
|
|
|
(48,689,007 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other income (expense) |
|
|
474,215 |
|
|
|
(43,000 |
) |
|
|
– |
|
|
|
431,215 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (Loss) before income taxes |
|
|
(44,990,759 |
) |
|
|
(4,499,000 |
) |
|
|
– |
|
|
|
(48,257,792 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Provision for income taxes |
|
|
(9,028,253 |
) |
|
|
(269,000 |
) |
|
|
– |
(b) |
|
|
(9,297,253 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net income (loss) attributable to Rennova
Health |
|
|
(35,962,506 |
) |
|
|
(4,230,000 |
) |
|
|
– |
|
|
|
(38,960,539 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Preferred stock dividends |
|
|
1,627,188 |
|
|
|
– |
|
|
|
(1,627,188 |
)(c) |
|
|
– |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net income (loss) attributable to Rennova
Health common shareholders |
|
$ |
(37,589,694 |
) |
|
$ |
(4,230,000 |
) |
|
$ |
1,627,188 |
|
|
$ |
(38,960,539 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net income (loss) per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
(90.46 |
) |
|
|
|
|
|
|
|
|
|
$ |
(87.88 |
) |
| Diluted |
|
$ |
(90.46 |
) |
|
|
|
|
|
|
|
|
|
$ |
(87.88 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Weighted average number of common shares outstanding
during the period: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
415,517 |
|
|
|
|
|
|
|
|
|
|
|
443,322 |
|
| Diluted |
|
|
415,517 |
|
|
|
|
|
|
|
|
|
|
|
443,322 |
|
_______________
| |
(a) |
Reflects 2015 and
2014 results of operations prior to the acquisition dates. Clinlab was acquired on March 18, 2014, Epinex was acquired on
August 26, 2014 and CollabRx was acquired on November 2, 2015. For the year ended December 31, 2014, CollabRx is included
using its fiscal year ended March 31, 2015 financial statements. |
| |
(b) |
Reflects changes
in taxes, if any, resulting from including the aggregate net losses of acquired operations in the corporate tax return. |
| |
(c) |
Reflects elimination
of preferred stock dividend accruals resulting from the reverse merger with CollabRx. |
|
|
| Consideration allocation for acquisitions |
|
| Cash |
|
$ |
4,737,773 |
|
| Accounts receivable |
|
|
54,675 |
|
| Other current assets |
|
|
105,700 |
|
| Property and equipment |
|
|
92,636 |
|
| Accounts payable and accrued expenses |
|
|
(1,620,000 |
) |
| Deferred revenue |
|
|
(123,000 |
) |
| Other liabilities |
|
|
(520,070 |
) |
| Derivative liabilities |
|
|
(1,578,976 |
) |
| Identifiable intangible assets |
|
|
170,000 |
|
| Total identifiable net assets |
|
|
1,318,738 |
|
| Goodwill |
|
|
12,192,039 |
|
| Total consideration |
|
$ |
13,510,777 |
|
|