Annual report pursuant to Section 13 and 15(d)

Discontinued Operations

v3.20.1
Discontinued Operations
12 Months Ended
Dec. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

Note 18 – Discontinued Operations

 

On July 12, 2017, we announced plans to spin off our Advanced Molecular Services Group (“AMSG”) and in the third quarter 2017 our 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. On June 10, 2020, the Company signed an agreement that will lead to 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 consumated 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”, as the Company reached this decision prior to December 31, 2018, 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 operation disclosures in Note 17 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 consolidated balance sheets as of December 31, 2019 and 2018 consisted of the following:

 

AMSG Assets and Liabilities:

 

    December 31, 2019     December 31, 2018  
             
Cash   $ 452     $ 4,471  
Accounts receivable, net     -       6,838  
Prepaid expenses and other current assets     -       25,477  
Current assets classified as held for sale   $ 452     $ 36,786  
                 
Property and equipment, net   $ -     $ -  
Deposits     -       -  
Non-current assets classified as held for sale   $ -     $ -  
                 
Accounts payable (includes related parties)   $ 491,206     $ 532,858  
Accrued expenses     565,943       418,932  
Current portion of notes payable     256,274       278,836  
Current liabilities classified as held for sale   $ 1,313,423     $ 1,230,626  
                 
Non-current liabilities classified as held for sale   $ -     $ -  

 

HTS Assets and Liabilities:

 

    December 31, 2019     December 31, 2018  
             
Cash   $ 17,315     $ 2,523  
Accounts receivable, net     482,472       90,743  
Prepaid expenses and other current assets     5,150       10,300  
Current assets classified as held for sale   $ 504,937     $ 103,566  
                 
Property and equipment, net   $ 3,354     $ 5,790  
Deposits     6,029       6,029  
Non-current assets classified as held for sale   $ 9,383     $ 11,819  
                 
Accounts payable (includes related parties)   $ 668,895     $ 546,969  
Accrued expenses     810,184       520,251  
Current liabilities classified as held for sale   $ 1,479,079     $ 1,067,220  
                 
Non-current liabilities classified as held for sale   $ -     $ -  

 

Consolidated Discontinued Operations Assets and Liabilities:

 

    December 31, 2019     December 31, 2018  
             
Cash   $ 17,767     $ 6,994  
Accounts receivable, net     482,472       97,581  
Prepaid expenses and other current assets     5,150       35,777  
Current assets classified as held for sale   $ 505,389     $ 140,352  
                 
Property and equipment, net   $ 3,354     $ 5,790  
Deposits     6,029       6,029  
Non-current assets classified as held for sale   $ 9,383     $ 11,819  
                 
Accounts payable (includes related parties)   $ 1,160,101     $ 1,079,827  
Accrued expenses     1,376,127       939,183  
Current portion of notes payable     256,274       278,836  
Current liabilities classified as held for sale   $ 2,792,502     $ 2,297,846  
                 
Non-current liabilities classified as held for sale   $ -     $ -  

 

Major line items constituting loss from discontinued operations in the consolidated statements of operations for the years ended December 31, 2019 and 2018 consisted of the following:

 

AMSG (Loss) Income from Discontinued Operations:

 

    Year Ended December 31,  
    2019     2018  
             
Revenue from services   $ 64,868     $ 102,991  
Cost of services     36,648       38,299  
Gross profit     28,220       64,692  
Operating expenses     287,659       480,436  
Gain on sale of stock     -       (800,000 )
Other expense     62,771       1,049  
Provision for income taxes     -       -  
(Loss) income from Discontinued Operations:   $ (322,210 )   $ 383,207  

 

HTS Loss from Discontinued Operations:

 

    Year Ended December 31,  
    2019     2018  
             
Revenue from services (**)   $ 1,046,699     $ 1,419,494  
Cost of services     113,557       123,721  
Gross profit     933,142       1,295,773  
Operating expenses     1,388,443       2,108,880  
Other expense     -       4,943  
Provision for income taxes     -       -  
Loss from Discontinued Operations:   $ (455,301 )   $ (818,050 )

 

**Revenue from services, includes related party revenue of $0.4 million and $0.7 million, respectively

 

Consolidated Loss from Discontinued Operations:

 

    Year Ended December 31,  
    2019     2018  
             
Revenue from services   $ 1,111,567     $ 1,522,485  
Cost of services     150,205       162,020  
Gross profit     961,362       1,360,465  
Operating expenses     1,676,102       2,589,316  
Gain on sale of stock     -       (800,000 )
Other expense     62,771       5,992  
Provision for income taxes     -       -  
Loss from Discontinued Operations:   $ (777,511 )   $ (434,843 )