NOTE F – CONSOLIDATION OF VARIABLE INTEREST ENTITY

Milestone Medical

Milestone Medical, Inc. is 49.98% owned by Milestone Scientific Inc. The Company has been established to develop and commercialize intra-articular and epidural drug delivery instruments, utilizing an exclusive royalty-free license to Milestone Scientific’s CompuFlo technology. The license was contributed by Milestone Scientific for our initial ownership in Milestone Medical.

Since our initial investment in Milestone Medical, Inc., we have accounted for the investment in accordance with the equity method of accounting. However, during 2015, Milestone Scientific provided short term bridge financing to Milestone Medical in anticipation of the completion of a secondary stock offering in the Polish Market. In December 2015, the Company suspended their capital raise efforts meriting re-consideration of the initial accounting for the investment as an equity method investment.

As a result of the change in circumstances around the proposed offering in December 2015 by Milestone Medical, we reevaluated the relationship between the two entities and the status of Milestone Medical as a VIE. We have concluded that Milestone Medical does not have sufficient capital at risk to support its activities without additional financial support from Milestone Scientific. As a result of these factors, we have concluded that the line of credit extended to Milestone Medical constitutes a variable interest in Milestone Medical and we should consolidate Milestone Medical as of December 31, 2015.

Since the factors giving rise to concluding that Milestone Medical is a VIE happened so close to the end of fiscal year 2015, the acquisition date for measuring the consolidation of Milestone Medical has been deemed to be December 31, 2015. As such the statement of operations do not include any adjustment for the consolidation and the portion of our loss from Milestone Medical for the year ended December 31, 2015 is included in “loss from earnings of Milestone Medical.”

The assets and liabilities of Milestone Medical Inc. are included in the accompanying consolidated Balance Sheet as of December 31, 2015.

Pro Forma Financial Information (Unaudited).

The financial information in the table below summarizes the combined results of operations of Milestone Scientific and subsidiaries and Milestone Medical Inc. (a variable interest entity) on a pro forma basis as though the companies had been combined as of the beginning of the earliest period presented. The pro forma financial information is presented for informational purposes only and is not indicative of the result of operations that would have been achieved if the consolidation had taken place at the beginning of each of the period presented.

	2015 Pro Forma Consolidated			2014 Pro Forma Consolidated
Revenue	$	9,542,544		$	10,333,089
Cost of sales		3,061,299			3,630,765
Gross profit		6,481,245			6,702,324

Selling, general and administrative expenses		12,645,445			8,899,447
Research and development expenses		892,255			489,551
Total operating expenses		13,537,700			9,388,998
Loss income from operations		(7,056,455	)		(2,686,674	)
Other Expenses		(5,347	)		-
Interest Expense		(40,331	)		(2,955	)
Interest Income		3,838			5,057
Loss before provision for income taxes		(7,098,295	)		(2,684,572	)
Provision for income tax		(36,157	)		(9,509	)
Loss before equity in net earnings of equity investments		(7,134,452	)		(2,694,081	)
Loss on earnings from Education Joint Venture		(7,846	)		(17,890	)
Loss on earnings from China Joint Venture		(418,432	)		(810	)
Net loss in equity investments		(426,278	)		(18,700	)
Net loss		(7,560,730	)		(2,712,781	)
Net loss attributable to the noncontrolling interests		2,093,208			954,423
Net loss attributable to Milestone Scientific Inc.	$	(5,467,522	)	$	(1,758,358	)

The financial performance of Milestone Medical reported in the consolidated income statement for the years ended December 31, 2015 and 2014, respectively; includes revenues of approximately $51,000 and $0, operating expenses of approximately $3,990,000 and $1,900,000, and interest expense of approximately $40,000 and $280.