Quarterly report pursuant to Section 13 or 15(d)

Discontinued Operations

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Discontinued Operations
6 Months Ended
Jun. 30, 2019
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

Note 17 – Discontinued Operations

 

On July 12, 2017, the Company announced plans to spin off AMSG and in the third quarter of 2017, the Company’s Board of Directors voted unanimously to spin off HTS as independent publicly traded companies by way of tax-free distributions to the Company’s stockholders. While the spin offs have taken longer than anticipated, completion of these spin offs is now expected to occur in the first quarter of 2020. The spin offs 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 spin offs should be approximately 30 to 60 days prior to the dates of the spin offs. The strategic goal of the spin offs is to create three public companies, each of which can focus on its own strengths and operational plans.

 

In accordance with ASC 205-20 and having met the criteria for “held for sale”, as the Company reached this decision prior to December 31, 2017, the Company has reflected amounts relating to AMSG and HTS as disposal groups classified as held for sale and included as part of discontinued operations. Prior to being classified as “held for sale,” AMSG had been the Company’s Decision Support and Informatics segment, except for the Company’s subsidiary, Alethea Laboratories, Inc., which had been included in the Clinical Laboratory Operations segment and now is part of AMSG, and HTS had been the Company’s Supportive Software Solutions segment. Segment disclosures in Note 16 no longer include amounts relating to AMSG and HTS following the reclassification to discontinued operations.

 

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, 2019     December 31, 2018  
    (unaudited)     (unaudited)  
Cash   $ 220     $ 4,471  
Accounts receivable, net     27,321       6,838  
Prepaid expenses and other current assets     -       25,477  
Current assets classified as held for sale   $ 27,541     $ 36,786  
                 
Accounts payable (includes related parties)   $ 533,856     $ 532,858  
Accrued expenses     478,119       418,932  
Current portion of notes payable     270,737       278,836  
Current liabilities classified as held for sale   $ 1,282,712     $ 1,230,626  
                 
Non-current liabilities classified as held for sale   $ -     $ -  

 

HTS Assets and Liabilities:

 

    June 30, 2019     December 31, 2018  
    (unaudited)     (unaudited)  
Cash   $ 5,149     $ 2,523  
Accounts receivable, net     266,585       90,743  
Prepaid expenses and other current assets     6,867       10,300  
Current assets classified as held for sale   $ 278,601     $ 103,566  
                 
Property and equipment, net   $ 6,683     $ 5,790  
Deposits     6,029       6,029  
Non-current assets classified as held for sale   $ 12,712     $ 11,819  
                 
Accounts payable (includes related parties)   $ 649,009     $ 546,969  
Accrued expenses     686,291       520,251  
Current portion of notes payable     -       -  
Current liabilities classified as held for sale   $ 1,335,300     $ 1,067,220  

 

Total Discontinued Assets and Liabilities:

 

    June 30, 2019     December 31, 2018  
      (unaudited)       (unaudited)  
Cash   $ 5,369     $ 6,994  
Accounts receivable, net     293,906       97,581  
Prepaid expenses and other current assets     6,867       35,777  
Current assets classified as held for sale   $ 306,142     $ 140,352  
                 
Property and equipment, net   $ 6,683     $ 5,790  
Deposits     6,029       6,029  
Non-current assets classified as held for sale   $ 12,712     $ 11,819  
                 
Accounts payable (includes related parties)   $ 1,182,865     $ 1,079,827  
Accrued expenses     1,164,410       939,183  
Current portion of notes payable     270,737       278,836  
Current liabilities classified as held for sale   $ 2,618,012     $ 2,297,846  

 

Major line items constituting loss from discontinued operations in the condensed consolidated statements of operations for the three months ended June 30, 2019 and 2018 consisted of the following:

 

AMSG Loss from Discontinued Operations:

 

    Three Months Ended  
    June 30, 2019     June 30, 2018  
    (unaudited)     (unaudited)  
Revenue from services   $ 25,500     $ 45,156  
Cost of services     7,105       6,075  
Gross profit     18,395       39,080  
Operating expenses     74,008       94,683  
Other expense (income)     3,002       (13,313 )
Provision for income taxes     -       -  
Loss from discontinued operations   $ (58,615 )   $ (42,290 )

 

HTS Loss from Discontinued Operations:

 

    Three Months Ended  
    June 30, 2019     June 30, 2018  
    (unaudited)     (unaudited)  
Revenue from services   $ 351,380     $ 441,458  
Cost of services     31,304       31,665  
Gross profit     320,076       409,793  
Operating expenses     406,712       510,589  
Other expense     -       3,491  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (86,636 )   $ (104,287 )

 

Consolidated Loss from Discontinued Operations:

 

    Three Months Ended  
    June 30, 2019     June 30, 2018  
    (unaudited)     (unaudited)  
Revenue from services   $ 376,880     $ 486,614  
Cost of services     38,409       37,740  
Gross profit     338,471       448,874  
Operating expenses     480,720       605,272  
Other expense (income)     3,002       (9,821 )
Provision for income taxes     -       -  
Loss from discontinued operations   $ (145,251 )   $ (146,577 )

 

Major line items constituting loss from discontinued operations in the condensed consolidated statements of operations for the six months ended June 30, 2019 and 2018 consisted of the following:

 

AMSG (Loss) Income from Discontinued Operations:

 

    Six Months Ended  
    June 30, 2019     June 30, 2018  
    (unaudited)     (unaudited)  
Revenue from services   $ 48,482     $ 78,841  
Cost of services     23,760       22,214  
Gross profit     24,722       56,627  
Operating expenses     176,618       270,885  
Other expense (income)     28,962       (813,510 )
Provision for income taxes     -       -  
(Loss) income from discontinued operations   $ (180,858 )   $ 599,252  

 

HTS Loss from Discontinued Operations:

 

    Six Months Ended  
    June 30, 2019     June 30, 2018  
    (unaudited)     (unaudited)  
Revenue from services   $ 471,469     $ 791,971  
Cost of services     63,494       65,883  
Gross profit     407,975       726,088  
Operating expenses     880,977       1,044,155  
Other expense     -       5,969  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (473,002 )   $ (324,036 )

 

Consolidated (Loss) Income from Discontinued Operations:

 

    Six Months Ended  
    June 30, 2019     June 30, 2018  
    (unaudited)     (unaudited)  
Revenue from services   $ 519,951     $ 870,812  
Cost of services     87,254       88,097  
Gross profit     432,697       782,715  
Operating expenses     1,057,595       1,315,040  
Other expense (income)     28,962       (807,541 )
Provision for income taxes     -       -  
(Loss) income from discontinued operations   $ (653,860 )   $ 275,216