Annual report pursuant to Section 13 and 15(d)

Acquisitions (Tables)

v3.19.3
Acquisitions (Tables)
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Schedule of Assets Acquired and Liabilites Assumed

The following table shows the allocation of the purchase price of Jamestown Regional Medical Center to the acquired identifiable assets acquired, and liabilities assumed:

 

 

Total purchase price   $ 635,096  
Tangible and intangible assets acquired, and liabilities assumed at estimated fair value:        
Cash   $ 375  
Inventories     450,682  
Prepaids and deposits     310,385  
Property and equipment     7,129,484  
Intangible assets     504,806  
Accrued expenses     (193,966 )
Net tangible and intangible assets acquired   $ 8,201,766  
Gain on bargain purchase   $ 7,566,670  
Schedule of Intangible Assets Acquisition

The intangible assets acquired in the Jamestown acquisition consisted of the following at December 31, 2018:

 

   

Acquired in

2018

    Life  

Impairment in

2018

   

Amortization for the
Year Ended

December 31, 2018

   

Carrying Value

December 31, 2018

 
Certificate of need   $ 259,443     Infinite   $ -     $ -     $ 259,443  
Non-compete     245,363     2 yrs.     (173,799 )     (71,564 )     -  
Total intangibles   $ 504,806         $ (173,799 )   $ (71,564 )   $ 259,443
Schedule of Impaired Asset of Operations Results

As noted in the table above, we fully impaired the non-compete intangible asset acquired in the acquisition of Jamestown Regional Medical Center at December 31, 2018. We determined that this asset was impaired primarily due to the operating results of Jamestown Regional Medical Center since the acquisition on June 1, 2018, which were as follows:

 

   

For the Period

June 1, 2018
to

December 31, 2018
(unaudited)

 
Net Revenue   $ 7,898,222  
Net Loss   $ (2,022,380
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.

 

    Year Ended  
    December 31,  
    2018     2017  
    (unaudited)  
Net revenue   $ 19,983,266     $ 19,446,732  
Net loss from continuing operations     (15,720,672 )     (55,305,325 )
Net loss     (16,155,515 )     (59,582,243 )
Deemed dividend from trigger of down round provision feature     (231,843,826 )     (53,341,619 )
Net loss to common stockholders   $ (247,999,341 )   $ (112,923,862 )
                 
Net loss per common share:                
Basic and diluted continuing operations   $ (24.70 )   $ (23,537.03 )
Basic and diluted net loss to common stockholders   $ (24.75 )   $ (24,463.57 )