Acquisitions (Tables)
|
3 Months Ended |
Mar. 31, 2020 |
Schedule of Business Acquisition, Pro Forma Information |
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2020 |
|
|
2019 |
|
|
|
($ in thousands except per share amounts) |
|
Total revenue |
|
$ |
22,485 |
|
|
$ |
25,196 |
|
Net loss |
|
$ |
(2,265 |
) |
|
$ |
(8,769 |
) |
Net loss attributable to common shareholders |
|
$ |
(4,908 |
) |
|
$ |
(10,262 |
) |
Net loss per common share |
|
$ |
(0.40 |
) |
|
$ |
(0.86 |
) |
|
2020 Acquisition [Member] |
|
Summary of Total Consideration on Business Consideration |
A summary of the total consideration is as
follows:
CareCloud Purchase Price
Cash |
|
$ |
11,852,526 |
|
Preferred stock |
|
|
19,000,000 |
|
Warrants |
|
|
300,000 |
|
Contingent consideration |
|
|
1,050,000 |
|
Total purchase price |
|
$ |
32,202,526 |
|
|
Schedule of Assets Acquired and Liabilities Assumed |
The preliminary purchase price allocation for
CareCloud is summarized as follows:
Accounts receivable |
|
$ |
2,298,716 |
|
Prepaid expenses |
|
|
1,277,990 |
|
Contract asset |
|
|
537,722 |
|
Property and equipment |
|
|
402,970 |
|
Operating lease right-of-use assets |
|
|
2,858,626 |
|
Customer relationships |
|
|
5,300,000 |
|
Trademark |
|
|
800,000 |
|
Software |
|
|
4,700,000 |
|
Goodwill |
|
|
25,718,078 |
|
Other long term assets |
|
|
539,560 |
|
Accounts payable |
|
|
(6,942,710 |
) |
Accrued expenses |
|
|
(2,080,977 |
) |
Current loan payable |
|
|
(79,655 |
) |
Operating lease liability |
|
|
(2,858,544 |
) |
Deferred revenue |
|
|
(269,250 |
) |
Total preliminary purchase price allocation |
|
$ |
32,202,526 |
|
|
2019 Acquisition [Member] |
|
Schedule of Assets Acquired and Liabilities Assumed |
The purchase price allocation for Etransmedia
was performed by the Company and is summarized as follows:
Customer relationships |
|
$ |
856,000 |
|
Accounts receivable |
|
|
547,377 |
|
Contract asset |
|
|
139,169 |
|
Operating lease right-of-use assets |
|
|
1,224,480 |
|
Property and equipment |
|
|
91,277 |
|
Goodwill |
|
|
39,901 |
|
Operating lease liabilities |
|
|
(1,224,480 |
) |
Accrued expenses |
|
|
(73,724 |
) |
Total |
|
$ |
1,600,000 |
|
|