Acquisition of SafeOp Surgical, Inc. (Tables)

9 Months Ended

Sep. 30, 2018

Schedule of Unaudited Pro Forma Operations

The Merger was accounted for using the acquisition method of accounting. The following unaudited pro forma results of operations assume that the Company acquired SafeOp on January 1, 2018 and 2017, respectively (in thousands).

	Three Months Ended September 30,						Nine Months Ended September 30,
	2018			2017			2018			2017
Revenue	$	23,002		$	23,153		$	66,379		$	75,613
Loss from continuing operations		(9,485	)		(4,082	)		(18,952	)		(14,311	)
Net loss	$	(9,527	)	$	(4,143	)	$	(19,068	)	$	(14,531	)
Net loss per share, basic and diluted	$	(0.22	)	$	(0.21	)	$	(0.46	)	$	(0.93	)

Schedule of Total Purchase Price

The total purchase price is presented below (in thousands):

Cash paid and payable	$	15,103
Common stock issued and issuable		10,756
Note		3,000
Warrants		1,650
Contingent Consideration		3,200
Total	$	33,709

Schedule of Allocation of Purchase Price

The allocation of the purchase price to the assets acquired and liabilities assumed based on their fair values, is as follows (in thousands):

Assets acquired:
Accounts receivable	$	40
Inventory		192
Prepaid expenses and other current assets		89
Total current assets	$	321
Property and equipment, net		20
Other long-term assets		5
IPR&D		8,400
EPAD Tradename		60
Developed Technology		13,100
Total assets	$	21,906
Liabilities assumed:
Accounts payable	$	54
Accrued expenses		148
Deferred tax liability		2,341
Total liabilities	$	2,543
Goodwill		14,346
Total consideration transferred	$	33,709