Quarterly report pursuant to Section 13 or 15(d)

Discontinued Operations

v3.10.0.1
Discontinued Operations
6 Months Ended
Jun. 30, 2018
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

Note 18 – Discontinued Operations

 

On July 12, 2017, the Company announced plans to spin off its Advanced Molecular Services Group (“AMSG”) and in the third quarter of 2017 the Company’s Board of Directors voted unanimously to spin off the Company’s wholly-owned subsidiary, Health Technology Solutions, Inc. (“HTS”), as independent publicly traded companies by way of tax-free distributions to the Company’s stockholders. Completion of these spinoffs is now expected to occur in the second half of 2018. The Board of Directors is currently considering if AMSG and HTS would be better as one combined spinoff instead off two. The spinoffs are subject to numerous conditions, including effectiveness of Registration Statements on Form 10 to be filed with the Securities and Exchange Commission, and consents, including under various funding agreements previously entered into by the Company. A record date to determine those stockholders entitled to receive shares in the spinoffs should be approximately 30 to 60 days prior to the dates of the spinoffs. The strategic goal of the spinoffs is to create three (or two) public companies, each of which can focus on its own strengths and operational plans. In addition, after the spinoffs, each company will provide a distinct and targeted investment opportunity.

 

The Company has reflected the amounts relating to AMSG and HTS as disposal groups classified as held for sale and included in discontinued operations in the Company’s accompanying consolidated financial statements. Prior to being classified as held for sale, AMSG had been included in the Decision Support and Informatics division, except for the Company’s subsidiary, Alethea Laboratories, Inc., which had been included in the Clinical Laboratories division, and HTS had been included in the Company’s Supportive Software Solutions division. The segment disclosures included in our results of operations no longer include amounts relating to AMSG and HTS following the reclassification to discontinued operations except that the inter-company debt as of June 30, 2018 from HTS to the Company of $14,545,208 and from AMSG of $7,318,608 will remain with the separated entities. The Company hopes to complete the spin off(s) in a manner to permit it to recognize these amounts on its balance sheet as investments in the divisions.

 

Carrying amounts of major classes of assets and liabilities classified as held for sale and included as part of discontinued operations in the condensed consolidated balance sheets consisted of the following:

 

AMSG Assets and Liabilities:

 

    June 30, 2018     December 31, 2017  
    (unaudited)     (unaudited)  
Cash   $ 5,121     $ 9,273  
Accounts receivable, net     5,947       19,022  
Prepaid expenses and other current assets     25,477       25,477  
Current assets classified as held for sale   $ 36,545     $ 53,772  
                 
Accounts payable (includes related parties)   $ 480,013     $ 671,561  
Accrued expenses     396,440       375,165  
Current portion of notes payable     325,603       249,589  
Current liabilities classified as held for sale   $ 1,202,056     $ 1,296,315  

 

HTS Assets and Liabilities:

 

    June 30, 2018     December 31, 2017  
    (unaudited)     (unaudited)  
Cash   $ 6,568     $ 8,281  
Accounts receivable, net     214,962       160,715  
Prepaid expenses and other current assets     11,451       3,964  
Current assets classified as held for sale   $ 232,981     $ 172,960  
                 
Property and equipment, net   $ 11,449     $ 21,078  
Deposits     6,029       7,756  
Non-current assets classified as held for sale   $ 17,478     $ 28,834  
                 
Accounts payable (includes related parties)   $ 458,976     $ 407,404  
Accrued expenses     370,782       269,135  
Current liabilities classified as held for sale   $ 829,758     $ 676,539  

 

Consolidated Discontinued Operations Assets and Liabilities:
Total Discontinued Assets and Liabilities:

 

    June 30, 2018     December 31, 2017  
    (unaudited)     (unaudited)  
Cash   $ 11,689     $ 17,554  
Accounts receivable, net     220,909       179,737  
Prepaid expenses and other current assets     36,928       29,441  
Current assets classified as held for sale   $ 269,526     $ 226,732  
                 
Property and equipment, net   $ 11,449     $ 21,078  
Deposits     6,029       7,756  
Non-current assets classified as held for sale   $ 17,478     $ 28,834  
                 
Accounts payable (includes related parties)   $ 938,989     $ 1,078,965  
Accrued expenses     767,222       644,300  
Current portion of notes payable     325,603       249,589  
Current liabilities classified as held for sale   $ 2,031,814     $ 1,972,854  

 

Major line items constituting income (loss) from discontinued operations in the consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 consisted of the following:

 

AMSG Loss from Discontinued Operations:

 

    Three Months Ended  
    June 30, 2018     June 30, 2017  
    (unaudited)     (unaudited)  
Revenue from services   $ 45,156     $ 46,526  
Cost of services     6,075       -  
Gross profit     39,080       46,526  
Operating expenses     94,683       370,873  
Other (income) expenses     (13,313 )     11,225  
Loss from discontinued operations   $ (42,290 )   $ (335,572 )

 

HTS Loss from Discontinued Operations:

 

    Three Months Ended  
    June 30, 2018     June 30, 2017  
    (unaudited)     (unaudited)  
Revenue from services   $ 441,458     $ 459,512  
Cost of services     31,665       28,677  
Gross profit     409,793       430,835  
Operating expenses     510,589       773,184  
Other (income) expenses     3,491       -  
Loss from discontinued operations   $ (104,287 )   $ (342,349 )

 

AMSG Income (loss) from Discontinued Operations:

 

    Six Months Ended  
    June 30, 2018     June 30, 2017  
    (unaudited)     (unaudited)  
Revenue from services   $ 78,841     $ 223,104  
Cost of services     22,214       769  
Gross profit     56,627       222,335  
Operating expenses     270,885       897,406  
Other (income) expenses     (813,510 )     8,244  
Income (loss) from discontinued operations   $ 599,252     $ (683,315 )

 

HTS Loss from Discontinued Operations:

 

    Six Months Ended  
    June 30, 2018     June 30, 2017  
    (unaudited)     (unaudited)  
Revenue from services   $ 791,971     $ 774,782  
Cost of services     65,883       75,381  
Gross profit     726,088       699,401  
Operating expenses     1,044,155       1,760,295  
Other (income) expenses     5,969       -  
Loss from discontinued operations   $ (324,036 )   $ (1,060,894 )

 

Consolidated Loss from Discontinued Operations:

 

    Three Months Ended
    June 30, 2018   June 30, 2017
    (unaudited)   (unaudited)
Revenue from services   $ 486,614     $ 506,038  
Cost of services     37,740       28,677  
Gross profit     448,874       477,361  
Operating expenses     605,272       1,144,057  
Other (income) expenses     (9,821 )     11,225  
Loss from discontinued operations   $ (146,577 )   $ (677,921 )

 

Consolidated Income (loss) from Discontinued Operations:

 

    Six Months Ended  
    June 30, 2018     June 30, 2017  
    (unaudited)     (unaudited)  
Revenue from services   $ 870,812     $ 997,886  
Cost of services     88,097       76,150  
Gross profit     782,715       921,736  
Operating expenses     1,315,040       2,657,701  
Other (income) expenses     (807,541 )     8,244  
Income (loss) from discontinued operations   $ 275,216     $ (1,744,209 )