Quarterly report pursuant to Section 13 or 15(d)

Discontinued Operations

v3.20.2
Discontinued Operations
9 Months Ended
Sep. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

Note 16 – Discontinued Operations

 

On July 12, 2017, the Company announced plans to spin off AMSG and in the third quarter 2017 our Board of Directors voted unanimously to spin off the Company’s wholly-owned subsidiary, HTS, as independent publicly traded companies by way of tax-free distributions to the Company’s stockholders. On June 10, 2020, the Company signed an agreement for the separation of these divisions into a public company. The agreement is with TPT Global Tech, Inc. (OTC: TPTW), a California-based public company, to merge HTS and AMSG into a public company after TPT completes a merger of its wholly-owned subsidiary, InnovaQor, Inc. with this public company. The public company will be known as InnovaQor going forward. Completion of the agreement is subject to a number of approvals and consents which need to be secured to complete the transaction. Subject to closing and the relevant SEC approvals it is intended that Rennova will receive approximately $22 million of preferred shares in the transaction, $5 million of which will be converted to common shares in the public company, and distributed to Rennova shareholders upon completion of the relevant registration/approvals with the SEC. The remaining approximately $17 million of preferred shares held by Rennova as an investment in InnovaQor will be convertible to common shares on achievement of certain milestones going forward. There can be no assurance that the transaction as described will be consummated or that terms including numbers or values for consideration shares will not change significantly before closing. In accordance with ASC 205-20 and having met the criteria for “held for sale, the Company has reflected amounts relating to AMSG and HTS (referred to below as the AMSG & HTS Group) as a disposal group classified as held for sale and included as part of discontinued operations.

 

During the three months ended September 30, 2020, the Company announced that it had reached an agreement to sell its last clinical laboratory, EPIC Reference Labs, Inc., and as a result, EPIC Reference Labs, Inc.’s operations have been classified as held for sale and included in discontinued operations for all periods presented.

 

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 & HTS Group Assets and Liabilities:

 

    September 30, 2020     December 31, 2019  
    (unaudited)        
Cash   $ 9,066     $ 17,767  
Accounts receivable, net     174,641       482,472  
Prepaid expenses and other current assets     2,575       5,150  
Current assets classified as held for sale   $ 186,282     $ 505,389  
                 
Property and equipment, net   $ 1,168     $ 3,354  
Deposits     -       6,029  
Right-of-use assets     -       -  
Non-current assets classified as held for sale   $ 1,168     $ 9,383  
                 
Accounts payable   $ 946,161     $ 1,160,101  
Accrued expenses     1,286,326       1,376,127  
Current portion of right-of-use operating lease obligations     -       -  
Current portion of notes payable     238,018       256,274  
Current liabilities classified as held for sale   $ 2,470,505     $ 2,792,502  

 

EPIC Reference Labs, Inc. Assets and Liabilities

 

    September 30, 2020     December 31, 2019  
    (unaudited)        
Cash   $ 9,057     $ -  
Accounts receivable, net     174,641       -  
Prepaid expenses and other current assets     2,575       -  
Current assets classified as held for sale   $ 186,273     $ -  
                 
Property and equipment, net   $ -     $ -  
Deposits     100,014       100,014  
Right-of-use assets     122,898       185,842  
Non-current assets classified as held for sale   $ 222,912     $ 285,856  
                 
Accounts payable   $ 818,912     $ 881,527  
Accrued expenses     283,368       338,662  
Current portion of right-of-use operating lease obligations     96,334       85,726  
Current portion of notes payable     -       -  
Current liabilities classified as held for sale   $ 1,198,614     $ 1,305,915  
                 
Right-of-use operating lease obligations     26,564       100,116  
Liabilities classified as held for sale   $ 26,564     $ 100,116  

 

Consolidated Discontinued Operations Assets and Liabilities:

 

    September 30, 2020     December 31, 2019  
    (unaudited)        
Cash   $ 9,066     $ 17,767  
Accounts receivable, net     174,641       482,472  
Prepaid expenses and other current assets     2,575       5,150  
Current assets classified as held for sale   $ 186,282     $ 505,389  
                 
Property and equipment, net   $ 1,168     $ 3,354  
Deposits     100,014       106,043  
Right-of-use assets     122,898       185,842  
Non-current assets classified as held for sale   $ 224,080     $ 295,239  
                 
Accounts payable   $ 1,765,073     $ 2,041,628  
Accrued expenses     1,569,694       1,714,789  
Current portion of right-of-use operating lease obligations     96,334       85,726  
Current portion of notes payable     238,018       256,274  
Current liabilities classified as held for sale   $ 3,669,119     $ 4,098,417  
                 
Right-of-use operating lease obligations     26,564       100,116  
Liabilities classified as held for sale   $ 26,564     $ 100,116  

 

Major line items constituting loss from discontinued operations in the unaudited condensed consolidated statements of operations for the three months ended September 30, 2020 and 2019 consisted of the following:

 

AMSG & HTS Group Loss from Discontinued Operations:

 

    Three Months Ended  
    September 30, 2020     September 30, 2019  
    (unaudited)     (unaudited)  
Revenue from services   $ 174,941     $ 246,676  
Cost of services     390       26,012  
Gross profit     174,551       220,664  
Operating expenses     258,789       355,828  
Other expense     37,476       2,912  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (121,714 )   $ (138,076 )

 

EPIC Reference Labs, Inc. Loss from Discontinued Operations

 

    Three Months Ended  
    September 30, 2020     September 30, 2019  
    (unaudited)     (unaudited)  
Revenue from services (1)   $ -     $ (34,630 )
Cost of services     -          
Gross profit     -       (34,630 )
Operating expenses     41,360       89,102  
Other expense     3,106       -  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (41,360 )   $ (123,732 )

 

  (1) The Company recorded bad debts in excess of gross revenues in the three months ended September 30, 2019.

 

Consolidated Loss from Discontinued Operations:

 

    Three Months Ended  
    September 30, 2020     September 30, 2019  
    (unaudited)     (unaudited)  
Revenue from services   $ 174,941     $ 212,046  
Cost of services     390       26,012  
Gross profit     174,551       186,034  
Operating expenses     300,149       444,930  
Other expense     40,582       2,912  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (166,180 )   $ (261,808 )

 

Major line items constituting loss from discontinued operations in the unaudited condensed consolidated statements of operations for the nine months ended September 30, 2020 and 2019 consisted of the following:

 

AMSG & HTS Group Loss from Discontinued Operations:

 

    Nine Months Ended  
    September 30, 2020     September 30, 2019  
    (unaudited)     (unaudited)  
Revenue from services   $ 437,119     $ 766,627  
Cost of services     11,379       113,266  
Gross profit     425,740       653,361  
Operating expenses     509,989       1,413,423  
Other expense     61,067       31,874  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (145,316 )   $ (791,936 )

 

EPIC Reference Labs, Inc. Loss from Discontinued Operations:

 

    Nine Months Ended  
    September 30, 2020     September 30, 2019  
    (unaudited)     (unaudited)  
Revenue from services (1)   $ 441     $ (18,066 )
Cost of services     -       3,982  
Gross profit     441       (22,048 )
Operating expenses     106,704       453,280  
Other income     (87,286 )     (500 )
Provision for income taxes     -       -  
Loss from discontinued operations   $ (18,977 )   $ (474,828 )

 

  (1) The Company recorded bad debts in excess of gross revenues in the nine months ended September 30, 2019.

 

Consolidated Loss from Discontinued Operations:

 

    Nine Months Ended  
    September 30, 2020     September 30, 2019  
    (unaudited)     (unaudited)  
Revenue from services   $ 437,560     $ 748,561  
Cost of services     11,379       117,248  
Gross profit     426,181       631,313  
Operating expenses     616,693       1,866,703  
Other expense (income)     (26,219 )     31,374  
Provision for income taxes     -       -  
Loss from discontinued operations   $ (164,293 )   $ (1,266,764 )