| Schedule of Assets Acquired and Liabilites Assumed |
The following table shows the preliminary allocation
of the purchase price of Jamestown Regional Medical Center to the acquired identifiable assets acquired, and liabilities assumed:
| Total purchase price |
|
$ |
668,983 |
|
| Tangible and intangible assets acquired, and liabilities assumed at estimated fair value: |
|
|
|
|
| Cash |
|
$ |
- |
|
| Inventories |
|
|
450,682 |
|
| Prepaids and deposits |
|
|
310,385 |
|
| Property and equipment |
|
|
7,347,468 |
|
| Intangible assets |
|
|
486,716 |
|
| Accrued expenses |
|
|
(193,966 |
) |
| Net tangible and intangible assets acquired |
|
$ |
8,401,285 |
|
| Gain on bargain purchase |
|
$ |
7,732,302 |
|
|
| Schedule of Unaudited Pro-forma of Results of Operations |
The following presents the unaudited pro-forma
combined results of operations of the Company and Jamestown Regional Medical Center as if the acquisition had occurred on January
1, 2017.
| |
|
Three Months Ended |
|
|
Nine Months Ended |
|
| |
|
September 30, |
|
|
September 30, |
|
| |
|
2017 |
|
|
2018 |
|
|
2017 |
|
| |
|
(unaudited) |
|
|
(unaudited) |
|
| Net revenue |
|
$ |
4,606,295 |
|
|
$ |
15,367,565 |
|
|
$ |
13,042,346 |
|
| Net income (loss) from continuing operations |
|
|
(10,581,164 |
) |
|
|
(6,098,958 |
) |
|
|
(30,956,920 |
) |
| Net income (loss) |
|
|
(11,589,123 |
) |
|
|
(5,983,171 |
) |
|
|
(33,709,088 |
) |
| Deemed dividend from trigger of down round provision feature |
|
|
(2,280,280 |
) |
|
|
(17,942,578 |
) |
|
|
(53,341,619 |
) |
| Net income (loss) to common shareholders |
|
$ |
(13,869,403 |
) |
|
$ |
(23,925,749 |
) |
|
$ |
(87,050,707 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Net income (loss) per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
| Basic continuing operations |
|
$ |
(4,400.39 |
) |
|
$ |
(2.39 |
) |
|
$ |
(22,648.83 |
) |
| Diluted continuing operations |
|
$ |
(4,400.39 |
) |
|
$ |
(2.39 |
) |
|
$ |
(22,648.83 |
) |
| Basic net income (loss) |
|
$ |
(5,767.87 |
) |
|
$ |
(9.38 |
) |
|
$ |
(63,688.40 |
) |
| Diluted net loss |
|
$ |
(5,767.87 |
) |
|
$ |
(9.38 |
) |
|
$ |
(63,688.40 |
) |
| Weighted average number of common shares outstanding during the period: |
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
2,405 |
|
|
|
2,550,632 |
|
|
|
1,367 |
|
| Diluted |
|
|
2,405 |
|
|
|
2,550,632 |
|
|
|
1,367 |
|
|