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Acquisitions (Tables)
9 Months Ended
Dec. 31, 2014
AKM  
Business Acquisition [Line Items]  
Schedule Of Business Acquisitions By Acquisition Consideration Transferred
The acquisition-date fair value of the consideration transferred was as follows: 
 
Cash consideration
 
$
140,000
 
Fair value of holdback consideration due to seller
 
 
376,236
 
Total purchase consideration
 
$
516,236
 
Schedule of Purchase Prices Allocations
Under the acquisition method of accounting, the total purchase price was allocated to AKM’s net tangible assets based on their estimated fair values as of the closing date. The allocation of the total purchase price to the net assets acquired and included in the Company’s condensed consolidated balance sheet is as follows: 
 
 
 
 
 
Subsequent
 
 
 
 
 
Provisional
 
Change In
 
Revised
 
 
 
Estimated
 
Valuation
 
Fair
 
 
 
Value
 
Estimate
 
Value
 
Cash consideration
 
$
140,000
 
$
-
 
$
140,000
 
Holdback consideration
 
 
136,822
 
 
239,414
 
 
376,236
 
Total consideration
 
$
276,822
 
$
239,414
 
$
516,236
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
356,359
 
 
 
 
$
356,359
 
Marketable securities
 
 
389,094
 
 
 
 
 
389,094
 
Accounts receivable
 
 
27,217
 
 
 
 
 
27,217
 
Prepaid expenses and other assets
 
 
26,311
 
 
 
 
 
26,311
 
Intangibles
 
 
156,000
 
 
 
 
 
156,000
 
Goodwill
 
 
(216,563)
 
 
301,556
 
 
84,993
 
Accounts payable and accrued liabilities
 
 
(40,439)
 
 
(16,072)
 
 
(56,511)
 
Deferred tax liability
 
 
-
 
 
(46,070)
 
 
(46,070)
 
Medical payables
 
 
(421,157)
 
 
 
 
 
(421,157)
 
Net assets acquired
 
$
276,822
 
$
239,414
 
$
516,236
 
BCHC  
Business Acquisition [Line Items]  
Schedule Of Business Acquisitions By Acquisition Consideration Transferred
The acquisition-date fair value of the consideration transferred was as follows:
 
Cash consideration
 
$
900,000
 
Fair value of equity consideration
 
 
230,862
 
Working capital adjustment
 
 
(9,294)
 
 
 
$
1,121,568
 
 
 
 
 
 
Schedule of Purchase Prices Allocations
Under the acquisition method of accounting, the total purchase price was allocated to the underlying tangible and intangible assets acquired and liabilities assumed based on their respective fair values, with the remainder allocated to goodwill. Goodwill is not deductible for tax purposes. The preliminary allocation of the total purchase price to the net assets acquired and liabilities assumed and included in the Company’s condensed consolidated balance sheet at December 31, 2014 is as follows:
 
Cash and cash equivalents
 
$
77,020
 
Accounts receivable
 
 
172,402
 
Prepaid expenses and other current assets
 
 
467
 
Property and equipment
 
 
7,130
 
Identifiable intangible assets
 
 
532,000
 
Goodwill
 
 
542,577
 
Total assets acquired
 
 
1,331,596
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
 
210,028
 
Total liabilities assumed
 
 
210,028
 
 
 
 
 
 
Net assets acquired
 
$
1,121,568
 
Weighted-average amortization period for intangible assets acquired
 The intangible assets acquired consisted of the following:
 
 
 
Life
 
 
 
 
 
(yrs.)
 
Additions
 
Medicare license
 
Indefinite
 
$
462,000
 
Trade name
 
5
 
 
521,000
 
Non-compete agreements
 
5
 
 
19,000
 
 
 
 
 
$
532,000
 
HCHHA  
Business Acquisition [Line Items]  
Schedule Of Business Acquisitions By Acquisition Consideration Transferred
The acquisition-date fair value of the consideration transferred was as follows:
 
Cash consideration
 
$
300,000
 
Fair value of equity consideration
 
 
43,286
 
Working capital adjustment
 
 
(21,972)
 
 
 
$
321,314
 
Schedule of Purchase Prices Allocations
Under the acquisition method of accounting, the total purchase price was allocated to the underlying tangible and intangible assets acquired and liabilities assumed based on their respective fair values, with the remainder allocated to goodwill. Goodwill is not deductible for tax purposes. The preliminary allocation of the total purchase price to the net assets acquired and liabilities assumed and included in the Company’s condensed consolidated balance sheet at December 31, 2014 is as follows:
 
Cash and cash equivalents
 
$
(37,087)
 
Accounts receivable
 
 
172,149
 
Property and equipment
 
 
3,035
 
Identifiable intangible assets
 
 
284,000
 
Goodwill
 
 
102,651
 
Total assets acquired
 
 
524,748
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
 
107,035
 
Deferred tax liability
 
 
96,399
 
Total liabilities assumed
 
 
203,434
 
 
 
 
 
 
Net assets acquired
 
$
321,314
 
Weighted-average amortization period for intangible assets acquired
The intangible assets acquired consisted of the following:
 
 
 
Life
 
 
 
 
 
 
(yrs.)
 
Additions
 
Medicare license
 
 
Indefinite
 
$
242,000
 
Trade name
 
 
5
 
 
38,000
 
Non-compete agreements
 
 
5
 
 
4,000
 
 
 
 
 
 
$
284,000
 
SCHC  
Business Acquisition [Line Items]  
Schedule Of Business Acquisitions By Acquisition Consideration Transferred
The acquisition-date fair value of the consideration transferred was as follows:
 
Cash consideration
 
$
2,428,391
 
Fair value of warrant consideration
 
 
132,000
 
 
 
$
2,560,391
 
Schedule of Purchase Prices Allocations
Under the acquisition method of accounting, the total purchase price was allocated to the underlying tangible and intangible assets acquired and liabilities assumed based on their respective fair values, with the remainder allocated to goodwill. Goodwill is not deductible for tax purposes. The preliminary allocation of the total purchase price to the net assets acquired and liabilities assumed and included in the Company’s condensed consolidated balance sheet at December 31, 2014 is as follows:
 
Cash and cash equivalents
 
$
264,601
 
Accounts receivable
 
 
840,433
 
Receivable from affiliate
 
 
67,714
 
Prepaid expenses and other current assets
 
 
82,430
 
Property and equipment
 
 
584,377
 
Identifiable intangible assets
 
 
1,121,000
 
Goodwill
 
 
161,559
 
Other assets
 
 
66,762
 
Total assets acquired
 
 
3,188,876
 
 
 
 
 
 
Accounts payable and accrued liabilities
 
 
134,427
 
Note payable to financial institution
 
 
463,582
 
Deferred tax liability
 
 
30,477
 
Total liabilities assumed
 
 
628,485
 
 
 
 
 
 
Net assets acquired
 
$
2,560,391
 
Weighted-average amortization period for intangible assets acquired
The intangible assets acquired consisted of the following:
 
 
 
Life
 
 
 
 
 
(yrs.)
 
Additions
 
Network relationships
 
5
 
$
910,000
 
Trade name
 
5
 
 
110,000
 
Non-compete agreements
 
3
 
 
101,000
 
 
 
 
 
$
1,121,000
 
AKM & SCHC  
Business Acquisition [Line Items]  
Business Acquisition, Pro Forma Information
The following unaudited pro forma results of operations for the three and nine months ended December 31, 2014 assume the BCHC, HCHHA, AKM and SCHC acquisitions had occurred on April 1, 2014, and for the nine months ended December 31, 2013 assume the acquisitions had occurred on April 1, 2013: 
 
 
 
Three months ended December 31,
 
Nine months ended December 31,
 
 
 
2014
 
2013
 
2014
 
2013
 
 
 
(unaudited)
 
(unaudited)
 
(unaudited)
 
(unaudited)
 
Net revenue
 
$
8,325,558
 
$
5,947,500
 
$
28,208,533
 
$
14,905,735
 
Net loss
 
$
(1,779,214)
 
$
(1,001,729)
 
$
(1,901,024)
 
$
(4,108,177)
 
Basic and diluted loss per share
 
$
(0.04)
 
$
(0.02)
 
$
(0.04)
 
$
(0.11)