SUBSEQUENT EVENTS (Tables)

3 Months Ended

12 Months Ended

Mar. 31, 2014

Dec. 31, 2013

Subsequent Event

Acquisitions

Vapestick Holdings Limited

The assets and liabilities of Vapestick shown below are based on preliminary estimates of their acquisition date fair values. The following is the Company’s assignment of the aggregate consideration:

Fair Value of Consideration Transferred
Cash	$	5,804,240
Issuance of shares of common stock		48,974,558
	$	54,778,798
Assets Acquired and Liabilities Assumed
Cash	$	136,165
Accounts receivable		212,331
Inventory		234,656
Prepaid inventory		100,548
Furniture and equipment		47,772
Tradename		4,098,000
Customer Relationships		6,591,000
Accounts payable and accrued expenses		(221,210	)
Revolving line of credit		(330,322	)
Long-term debt		(45,577	)
Other liabilitities		(72,994	)
Total identifiable net assets		10,750,369
Goodwill		44,028,429
Total fair value of consideration	$	54,778,798

FIN Electronic Cigarette Corporation, Inc.

On February 28, 2014, the Company completed its acquisition of FIN.

The assets and liabilities of FIN shown below are based on preliminary estimates of their acquisition date fair values. The following is the Company’s assignment of the aggregate consideration:

Estimated Fair Value of Consideration Transferred
Cash	$	10,000,000
Issuance of shares of common stock		108,600,000
Short term promissory note		15,000,000
	$	133,600,000
Assets Acquired and Liabilities Assumed
Cash	$	177,786
Accounts receivable		1,730,151
Inventory		18,045,580
Prepaids and other current assets		990,289
Furniture and equipment		1,230,774
Tradename		20,375,000
Customer Relationships		47,280,000
Accounts payable and accrued expenses		(2,484,203	)
Other liabilitities		(11,134,042	)
Total identifiable net assets		76,211,335
Goodwill		57,388,665
Total fair value of consideration	$	133,600,000

The following is our preliminary assignment of the aggregate consideration:

Estimated Fair Value of Consideration Transferred
Cash	$	5,746,965
Issuance of shares of common stock		47,718,321
	$	53,465,286
Assets Acquired and Liabilities Assumed
Cash	$	99,353
Accounts receivable		229,007
Inventory		234,656
Prepaids and other current assets		120,683
Furniture and equipment		47,772
Tradename		7,814,000
Customer Relationships		2,923,000
Accounts payable and accrued expenses		(149,814	)
Revolving line of credit		(320,848	)
Long-term debt		(55,051	)
Other liabilities		(114,777	)
Total identifiable net assets		10,827,981
Goodwill		42,637,305
Total fair value of consideration	$	53,465,286