| Schedule of Fair Value of Assets Assumed and Liabilities Acquired |
The following table summarizes the
assets acquired, liabilities assumed and purchase price allocation:
| Assets Acquired: |
|
|
|
|
|
|
| Other current assets |
|
$ |
2,004,000 |
|
|
|
|
|
| Property and equipment |
|
|
58,000 |
|
|
|
|
|
| Other assets |
|
|
1,302,000 |
|
|
$ |
3,364,000 |
|
| Liabilities Assumed: |
|
|
|
|
|
|
|
|
| Current liabilities |
|
|
(2,153,000 |
) |
|
|
|
|
| Long-term liabilities |
|
|
(1,068,000 |
) |
|
|
(3,221,000 |
) |
| Intangible assets |
|
|
|
|
|
|
6,340,000 |
|
| Goodwill |
|
|
|
|
|
|
16,337,000 |
|
| Purchase Price |
|
|
|
|
|
$ |
22,820,000 |
|
|
| Schedule of Fair Value of Assets Assumed and Liabilities Acquired |
The following table summarizes the
provisional fair value of the assets assumed and liabilities acquired and the provisional purchase price allocation on the date
of acquisition:
| Assets Acquired: |
|
|
|
|
|
|
| Cash |
|
$ |
229,000 |
|
|
|
|
|
| Accounts receivable |
|
|
219,000 |
|
|
$ |
448,000 |
|
| Liabilities Assumed: |
|
|
|
|
|
|
|
|
| Current liabilities |
|
|
(653,000 |
) |
|
|
|
|
| Long-term liabilities |
|
|
(90,000 |
) |
|
|
(743,000 |
) |
| Intangible assets (provisional) |
|
|
|
|
|
|
1,883,000 |
|
| Goodwill (provisional) |
|
|
|
|
|
|
3,362,000 |
|
| Purchase Price |
|
|
|
|
|
$ |
4,950,000 |
|
|
| Schedule of Pro Forma Statements of Operations |
The unaudited pro forma statements
of operations for the nine and three months ended September 30, 2020 and 2019 give effect to the transaction to the merger as if
it had occurred on January 1, 2019.
| |
|
Three months
ended
September 30, 2020
|
|
|
Three months
ended
September 30, 2019
|
|
|
Nine months
ended
September 30,
2020
|
|
|
Nine months
ended
September 30,
2019
|
|
| |
|
(Proforma unaudited) |
|
|
(Proforma unaudited) |
|
|
(Proforma unaudited) |
|
|
(Proforma,
unaudited) |
|
| SaaS recurring subscription revenue |
|
$ |
1,661,000 |
|
|
$ |
1,201,000 |
|
|
$ |
4,511,000 |
|
|
$ |
3,383,000 |
|
| Other digital revenue |
|
|
360,000 |
|
|
|
485,000 |
|
|
|
1,166,000 |
|
|
|
1,354,000 |
|
| Welcome kits and fulfilment |
|
|
836,000 |
|
|
|
1,164,000 |
|
|
|
2,277,000 |
|
|
|
5,213,000 |
|
| Shipping |
|
|
186,000 |
|
|
|
271,000 |
|
|
|
614,000 |
|
|
|
1,443,000 |
|
| Total Revenue |
|
|
3,043,000 |
|
|
|
3,121,000 |
|
|
|
8,568,000 |
|
|
|
11,393,000 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of revenue |
|
|
1,344,000 |
|
|
|
1,548,000 |
|
|
|
3,661,000 |
|
|
|
5,951,000 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross margin |
|
|
1,699,000 |
|
|
|
1,573,000 |
|
|
|
4,907,000 |
|
|
|
5,442,000 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating expenses |
|
|
(9,771,000 |
) |
|
|
(5,353,000 |
) |
|
|
(21,615,000 |
) |
|
|
(16,100,000 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other income, net |
|
|
574,000 |
|
|
|
526,000 |
|
|
|
3,550,000 |
|
|
|
1,406,000 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss |
|
$ |
(7,498,000 |
) |
|
$ |
(3,254,000 |
) |
|
$ |
(13,158,000 |
) |
|
$ |
(9,252,000 |
) |
|