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Acquisition of Company
9 Months Ended
Aug. 31, 2015
Business Combinations [Abstract]  
Acquisition of Company

Note 14 – Acquisition of Company

 

The Company acquired 90% of the equity of Canalytix on March 25, 2015 in exchange for 100,000 shares of Series H Preferred Stock, and acquired 100% of the equity of Plaid Canary Corporation (“PCC”) on July 1, 2015 in exchange for 500,000 shares of Series H Preferred Stock. The Company is currently in the process of valuing the acquired assets and liabilities and completing the purchase price allocation. Due to the complexities of the Canalytix acquisition, the purchase price allocation was not complete as of August 31, 2015. Accordingly, the purchase price in excess of the fair value of the net assets acquired of $410,839 has been recorded in other long-term assets in the accompanying Condensed Consolidated Balance Sheet. Upon the completion of the purchase price allocation, the excess purchase price will be allocated to goodwill, non-controlling interest and other identifiable assets. The purchase of PCC was treated as a reverse merger recapitalization with no excess purchase price allocation. The excess of liabilities over assets of PCC on the acquisition date was recorded as a charge to capital in excess of par value. A presentation of the unaudited proforma income statements of the Company, had the acquisitions occurred at the beginning of the fiscal year, for the nine and three-month periods ended August 31, 2015 and 2014 is as follows:

 

   Nine Months Ended  Nine Months Ended  Three Months Ended  Three Months Ended
   8/31/2015  8/31/2014  8/31/2015  8/31/2014
Revenue  $2,452,557   $4,292,604   $581,211   $1,373,144 
                     
Income (loss) from operations  $(331,863)  $(959,896)  $(58,239)  $(267,112)
                     
Net income (loss)  $(67,564)  $(808,683)  $457,626   $(210,537)
                     
Income (loss) per share  $0.00   $0.00   $0.00   $0.00 

 

 

 

 

Summary of assets and liabilities acquired  Canalytix  PCC
Cash  $302   $15,714 
Accounts receivable  $—     $49,639 
Inventory  $—     $271,477 
Equipment and leasehold improvements, net  $—     $56,577 
Other assets  $21,000   $200 
Intangible assets  $—   *  $259,217 
Accounts payable  $—     $527,194 
Debt  $421,001   $315,500 

 

* Value to be determined