3. ACQUISITION (Tables)

12 Months Ended

Sep. 30, 2019

Business Combinations [Abstract]

Total purchase consideration

The purchase consideration components are summarized in the table below (amounts stated in thousands):

Cash at closing (1)	$	1,930
Value of Equity in Buyer's Common Stock (2)		500
Fair Value of Earn-Out Consideration (3)		600
Fair Value of Deferred Cash Consideration (4)		936
Total Purchase Consideration	$	3,966

(1) Cash paid by Forward at closing funded, in part, by a $1.6 million promissory note issued to Forward China, a related party of Forward. The remainder of the cash was funded by Forward’s operating cash account.

(2) Forward issued 401,836 shares of common stock valued at the January 18, 2018 closing price of $1.24 per share for an aggregated value of approximately $500,000.

(3) Fair Value of the Earn-Out consideration is measured using the Black-Scholes option pricing method. Earn-Out is to be paid in cash only upon meeting certain EBITDA milestones over a three-year period.

(4) Fair value of the Deferred Cash consideration is the present value of the $1,000,000 payable in three increments with an applied discount rate ranging between 4.73% and 5.33%.

Assets acquired and liabilities assumed

The following table summarizes the allocation of the assets acquired and liabilities assumed based on their estimated fair values on the acquisition date and the related estimated useful lives of the amortizable intangible assets acquired (in thousands, except for estimated useful life):

Current Assets:				Preliminary estimated useful life
Cash and Equivalents	$	600
Accounts Receivable		2,489
Other Current Assets		52
Total Current Assets		3,141
Current Liabilities:
Accounts Payable		(149	)
Deferred Revenue		(267	)
Accrued and Other Current Liabilities		(548	)
Total Current Liabilities		(964	)
Property and Equipment		346
Other Long-Term Assets		51
Deferred Tax Liability		(747	)
Assumed Debt		(1,568	)
Finite-Lived Intangible Assets:
Trademark		475		15 years
Customer Relationships		1,050		8 years
Total Intangible Assets		1,525
Goodwill		2,182
Total	$	3,966

Business acquisition pro forma information

The unaudited pro forma results of operations do not reflect the cost of any integration activities or benefits that may result from synergies that may be derived from any integration activities.

	Year Ended September 30,
	2019			2018
Revenue	$	37,409,030		$	38,849,084
Net income (loss)	$	(3,604,030	)	$	1,308,838
Net income (loss) per share:
Basic	$	(0.38	)	$	0.14
Diluted	$	(0.38	)	$	0.13
Weighted Average Outstanding Shares
Basic		9,532,034			9,666,506
Diluted		9,532,034			9,756,505