| Schedule of consideration for arcadian services |
|
The
following table summarizes the allocation of the purchase consideration and the estimated fair value of the assets acquired and
the liabilities assumed for the acquisition of Arcadian Services made by the Company:
| Assets acquired: |
|
|
|
| Cash |
|
$ |
25,900 |
|
| Accounts receivable |
|
|
57,100 |
|
| Other assets |
|
|
24,000 |
|
| Intangibles |
|
|
109,000 |
|
| Goodwill |
|
|
1,386,800 |
|
| Total assets acquired |
|
$ |
1,602,800 |
|
| |
|
|
|
|
| Liabilities assumed |
|
|
|
|
| Accounts payable |
|
$ |
147,700 |
|
| Accrued other liabilities |
|
|
108,700 |
|
| Notes payable |
|
|
6,800 |
|
| Total liabilities assumed |
|
$ |
263,200 |
|
| |
|
|
|
|
| Net assets acquired |
|
$ |
1,339,600 |
|
| |
|
|
|
|
| Consideration paid: |
|
|
|
|
| Initial investment in Arcadian Services |
|
|
195,900 |
|
| Long-term debt |
|
|
555,000 |
|
| Accrued interest |
|
|
96,700 |
|
| Payment on warrant outstanding |
|
|
175,000 |
|
| Forgiveness of loan in relation of acquisition |
|
|
317,000 |
|
| Total consideration |
|
$ |
1,339,600 |
|
| Schedule of unaudited pro forma financial information |
The pro forma adjustments are based upon available
information and certain assumptions that the Company believes are reasonable.
| |
|
|
|
|
|
|
| Pro Forma |
|
Three Months Ended
March 31, 2018 |
|
|
Six Months Ended
March
31, 2018 |
|
| Revenues |
|
$ |
459,900 |
|
|
$ |
727,100 |
|
| Net income (loss) |
|
|
(2,659,600 |
) |
|
|
(5,605,300 |
) |
| Basic and diluted loss per share: |
|
$ |
(0.61 |
) |
|
$ |
(1.29 |
) |
| |
|
|
|
|
|
|
|
|
| Outstanding at weighted average shares outstanding |
|
|
4,362,564 |
|
|
|
4,347,745 |
|
|
The pro forma adjustments are
based upon available information and certain assumptions that the Company believes are reasonable.
| Pro Forma |
|
Years Ended September 30, |
|
| |
|
2018 |
|
|
2017 |
|
| Revenues |
|
$ |
1,460,800 |
|
|
$ |
1,154,500 |
|
| Net income (loss) |
|
$ |
(10,558,000 |
) |
|
$ |
(7,894,700 |
) |
| Basic and diluted loss per share: |
|
$ |
(2.03 |
) |
|
$ |
(2.80 |
) |
| |
|
|
|
|
|
|
|
|
| weighted shares outstanding: |
|
|
5,199,566 |
|
|
|
2,817,415 |
|
|