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ACQUISITION OF SUBSIDIARIES
 6 Months Ended
Jun. 30, 2012
Notes to Financial Statements  
NOTE 5 - ACQUISITION OF SUBSIDIARIES

DigiSpace Solutions, LLC Acquisition

 

On January 10, 2012, Bitzio Inc. and DigiSpace Solutions, LLC entered into a share exchange agreement wherein Bitzio, Inc. acquired all of the issued and outstanding members’ equity in exchange for $200,000 in cash and 1,000,000 restricted stock options at an exercise price of $0.28 per share valued at $513,150.  Through this transaction DigiSpace Solutions, LLC became a wholly owned subsidiary of Bitzio, Inc.

 

The assets and liabilities of DigiSpace Solutions, LLC as of the acquisition date will be recorded at their estimated fair value. A preliminary allocation of the purchase price is as follows:

 

Cash and cash equivalents   $ 12,830  
Customer List     1,381,545  
    Total assets acquired     1,394,375  
         
Accounts payable     501,706  
Deferred revenue     35,523  
Notes payable     143,996  
    Total liabilities acquired     681,225  
     Net assets acquired   $ 713,150  

 

Motion Pixel Corporation Holdings Acquisition

 

On May 23, 2012, Bitzio, Inc. and Motion Pixel Corporation Holdings entered into a share purchase agreement wherein Bitzio, Inc. acquired all of the issued and outstanding member’s equity in exchange for 6,500,000 shares of the Company's common stock valued at $2,145,000.

 

The assets and liabilities of Motion Pixel Corporation Holdings as of the acquisition date will be recorded at their estimated fair value. A preliminary allocation of the purchase price is as follows:

 

Equipment   $ 60,000  
Goodwill     2,145,000  
    Total assets acquired     2,205,000  
         
Accounts payable     60,000  
    Total liabilities acquired     60,000  
     Net assets acquired   $ 2,145,000  

  

ACT Smartware GmbH Acquisition

 

On June 4, 2012, Bitzio, Inc. and ACT Smartware GmbH entered into a share purchase agreement wherein Bitzio, Inc. acquired all of the issued and outstanding member’s equity in exchange for 3,300,000 Series A Convertible Redeemable Preferred shares of the Company valued at $2,084,231.

 

The assets and liabilities of ACT Smartware GmbH as of the acquisition date will be recorded at their estimated fair value. A preliminary allocation of the purchase price is as follows:

 

Cash and cash equivalents   $ 8,129  
Accounts receivable     57,031  
Prepaids     16,186  
Intangible assets     53,422  
Equipment     12,983  
Goodwill     2,061,120  
    Total assets acquired     2,208,871  
         
Accounts payable     122,964  
Deferred revenue     1,676  
    Total liabilities acquired     124,640  
     Net assets acquired   $ 2,084,231