Acquisitions and Business Combinations (Tables)

6 Months Ended

Jun. 30, 2022

The unaudited pro forma financial information for the Company including NECC and Island for the three months ended June 30, 2022 is as follows:


	For the For the Three Months Ended June 30,
	2022						2021
	Reported			Proforma			Reported			Proforma
Revenues	$	28,439		$	28,706		$	27,121		$	28,922
(Loss) income from operations		(4,099	)		(5,444	)		668			(936	)

Net loss	$	(6,546	)	$	(8,932	)	$	(6,218	)	$	(8,115	)

Basic and diluted earning (loss) per share	$	(0.01	)	$	(0.01	)	$	(0.01	)	$	(0.01	)

The unaudited pro forma financial information for the Company including NECC and Island for the six months ended June 30, 2022 is as follows:


	For the For the Six Months Ended June 30,
	2022						2021
	Reported			Proforma			Reported			Proforma
Revenues	$	54,487		$	56,113		$	50,091		$	53,286
(Loss) income from operations		(5,340	)		(9,399	)		1,021			(2,490	)

Net loss	$	(12,440	)	$	(20,817	)	$	(17,302	)	$	(20,813	)

Basic and diluted earning (loss) per share	$	(0.02	)	$	(0.03	)	$	(0.02	)	$	(0.04	)

The following tables present the preliminary purchase price allocation for the NECC Merger:


Cash consideration	$	25,000
Seller note		2,000
Equity consideration - common stock		18,200

Total Purchase Price	$	45,200


Description	Fair value
Assets acquired:
Cash	$	2
Inventory		213
Property, plant, and equipment		15,238
Intangible asset - licenses		18,000

Total assets acquired	$	33,453

Liabilities assumed:
Accounts payable		800

Total liabilities assumed	$	800

Estimated fair value of net assets acquired	$	32,653

Estimated Goodwill	$	12,547

The following tables present the preliminary purchase price allocation for the Island Merger:


Seller note	$	10,000
Equity consideration - common stock		6,245
Equity consideration - warrants		732

Total Purchase Price	$	16,977


Description	Fair value
Assets acquired:
Cash	$	458
Accounts receivable		876
Inventory		3,072
Prepaid expenses and other current assets		424
Property and equipment, net		2,214
Operating lease - right of use asset		10,227
Intangible assets		11,300

Total assets acquired	$	28,571

Liabilities assumed:
Accounts payable	$	1,356
Accrued expenses and other liabilities		2,566
Contract liabilities		3,535
Lease liabilities		10,227
Notes payable		245
Total liabilities assumed	$	17,929

Estimated fair value of net assets acquired	$	10,642

Estimated Goodwill	$	6,335