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DISCONTINUED OPERATIONS
6 Months Ended
Jun. 30, 2016
Discontinued Operations and Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS

NOTE 8: DISCONTINUED OPERATIONS

 

On December 16, 2015, the Company entered into a Stock Purchase Agreement (the “Purchase Agreement”) with the NRLBH and NRL Investment Group, LLC (the “NRL Group”) pursuant to which the Company sold to the NRL Group all of its shares of common stock in the NRLBH as of that date. Under the terms of the Purchase Agreement, the Company retained its ownership of the Preferred Stock of the NRLBH, which constitutes approximately 19% of the outstanding capital stock of the NRLBH, and the Company will have the right to sell to the NRL Group on or after the fourth anniversary of the Purchase Agreement at the greater of $4,000,000 or fair market value. The Company has the right to receive earn-out payments from NRL Group starting in December 2016 up to a total of $10,000,000. The Earn-out Payments are payable to the Company each calendar month commencing with December 2016 and are equal to 6% of NRLBH gross sales calculated in accordance with U.S. Generally Accepted Accounting Principles. The operations of the NRLBH sold to the NRL Group were accounted for as discontinued operations as the operations and cash flows of the discontinued business were eliminated from ongoing operations of the Company and there would not be significant involvement in the NRLBH’s operations after the disposal transaction. 

 

The results of the NRLBH were segregated from continuing operations and reflected as discontinued operations for the 2015 periods on the Company’s Consolidated Statements of Operations and cash flow for the three and six months ended June 30, 2015. The loss from discontinued operations related to the operations of the NRLBH for the six months ended June 30, 2015 was as follows:

 

    Three Months
Ended June 30,
2015
    Six Months
Ended June 30,
2015
 
Revenue   $ 2,694,183     $ 4,565,320  
Cost of revenue     (1,847,646 )     (3,053,957 )
Gross profit     846,537       1,511,363  
Expenses:                
Selling expenses     388,739       589,747  
Research and development expenses     136,984       368,408  
General and administrative expenses     344,212       588,296  
Other expenses, net     40       49,554  
Net loss from discontinued operations   $ (23,438 )   $ (84,642 )