XML 65 R19.htm IDEA: XBRL DOCUMENT
v3.19.3

Business Combination | 6 Months Ended | 12 Months Ended
--- | --- | ---
Jun. 30, 2019 | Dec. 31, 2018
Business Combinations [Abstract] |  |
Business Combination | NOTE 9 – BUSINESS COMBINATION On October 15, 2018, Trxade Group, Inc. (“Company”) entered into and consummated the purchase of 100% of the equity interests of Community Specialty Pharmacy, LLC, a Florida limited liability company, (“CSP”), pursuant to the terms and conditions of the Membership Interest Purchase Agreement, entered into by and among the Company as the buyer, and CSP, and Nikul Panchal, the equity owner of CSP (collectively, the “Seller”). The purchase price for the 100% equity interest in CSP was $300,000 in cash, a promissory note from the Company of $300,000 (see Note 3), and warrants to purchase 405,507 shares of the Common Stock of the Company which vested at the acquisition date, are exercisable for eight (8) years from the issuance date at a strike price of $0.01 per share, and subject to exercise restrictions which lapse over three (3) years. The Company recorded the acquisition under ASC 805 “Business Combination. All of the assets acquired and liabilities assumed are recorded at their corresponding fair values. The excess of the purchase price over the net assets acquired resulted in goodwill of $725,973. The following table is a summary of the allocation of the purchase price of $770,291 consisting of $300,000 in cash, a promissory note from the Company of $300,000, and the fair value of the warrants issued calculated under the Black-Scholes calculation at $170,291.
|  | Purchase Price Allocation |
Purchase Price |  | $ | 770,291 |
Cash |  |  | (49,728 | )
Accounts Receivable |  |  | (114,899 | )
Inventory |  |  | (76,156 | )
Prepaid |  |  | (3,000 | )
Accounts Payable |  |  | 199,312 |
Accrued Expenses |  |  | 153 |
Goodwill |  | $ | 725,973 |
The accompanying unaudited pro forma statements of operations presents the accounts of Trxade and CSP for the six- months ended June 30, 2018, assuming the acquisition occurred on January 1, 2018.
2018 Summary Statement of Operations |  | Trxade |  |  | CSP |  |  | Combined |
Revenue |  | $ | 1,690,611 |  |  | $ | 1,323,117 |  |  | $ | 3,013,723 |
Net Income |  | $ | 102,782 |  |  | $ | 64,800 |  |  | $ | 167,582 |
Net Income per common share – basic |  | $ | 0.00 |  |  |  |  |  |  | $ | 0.01 |
Net Income per common share - diluted |  | $ | 0.00 |  |  |  |  |  |  | $ | 0.00 |
Weighted average common shares - basic |  |  | 31,985,827 |  |  |  |  |  |  |  | 31,985,827 |
Weighted average common shares - diluted |  |  | 34,472,811 |  |  |  |  |  |  |  | 34,472,811 |
The accompanying unaudited pro forma statements of operations presents the accounts of Trxade and CSP for the three- months ended June 30, 2018, assuming the acquisition occurred on January 1, 2018.
2018 Summary Statement of Operations |  | Trxade |  |  | CSP |  |  | Combined |
Revenue |  | $ | 837,688 |  |  | $ | 677,900 |  |  | $ | 1,515,588 |
Net Income (Loss) |  | $ | 20,513 |  |  | $ | (12,185 | ) |  | $ | 8,328 |
Net Income per common share – basic |  | $ | 0.00 |  |  |  |  |  |  | $ | 0.00 |
Net Income per common share - diluted |  | $ | 0.00 |  |  |  |  |  |  | $ | 0.00 |
Weighted average common shares - basic |  |  | 31,985,827 |  |  |  |  |  |  |  | 31,985,827 |
Weighted average common shares - diluted |  |  | 34,479,406 |  |  |  |  |  |  |  | 34,479,406 |
| NOTE 12 – BUSINESS COMBINATION On October 15, 2018, the Company entered into and consummated the purchase of 100% of the equity interests of Community Specialty Pharmacy, LLC, a Florida limited liability company, (“CSP”), pursuant to the terms and conditions of the Membership Interest Purchase Agreement, entered into by and among the Company as the buyer, and CSP, and Nikul Panchal, the equity owner of CSP (collectively, the “Seller”). The purchase price for the 100% equity interest in CSP was $300,000 in cash, a promissory note issued by the Company of $300,000 (see Note 4), and warrants to purchase 405,507 shares of the Common Stock of the Company which vested at the acquisition date, are exercisable for eight (8) years from the issuance date at a strike price of $0.01 per share, and subject to exercise restrictions which lapse over a period of three (3) years. The Company recorded the acquisition under the guidance of ASC 805 “Business Combinations”. All the assets acquired and liabilities assumed are recorded at their corresponding fair values. The excess of the purchase price over the net assets acquired resulted in goodwill of $725,973. The following table is a summary of the allocation of the purchase price of $770,291 consisting of $300,000 in cash, a promissory note from the Company of $300,000, and the fair value for the warrants issued calculated under the Black-Scholes calculation at $170,291.
|  | Purchase Price Allocation |
Purchase Price |  | $ | 770,291 |
Cash |  |  | (49,728 | )
Accounts Receivable |  |  | (114,899 | )
Inventory |  |  | (76,156 | )
Prepaid |  |  | (3,000 | )
Accounts Payable |  |  | 199,312 |
Accrued Expenses |  |  | 153 |
Goodwill |  | $ | 725,973 |
The accompanying unaudited pro forma combined statements of operations presents the accounts of Trxade and CSP for the years ended December 31, 2018 and 2017, respectively, assuming the acquisition occurred on January 1, 2017.
2018 Summary Statement of Operations |  | Trxade |  |  | CSP |  |  | Combined |
Revenue |  | $ | 3,436,360 |  |  | $ | 2,387,636 |  |  | $ | 5,823,996 |
Net Income (Loss) |  | $ | 125,626 |  |  | $ | (6,723 | ) |  | $ | 118,903 |
Net Income per common share – basic |  | $ | 0.00 |  |  |  |  |  |  | $ | 0.00 |
Net Income per common share - diluted |  | $ | 0.00 |  |  |  |  |  |  | $ | 0.00 |
Weighted average common shares - basic |  |  | 32,260,622 |  |  |  |  |  |  |  | 32,260,622 |
Weighted average common shares - diluted |  |  | 34,958,502 |  |  |  |  |  |  |  | 34,958,502 |
2017 Summary Statement of Operations |  | Trxade |  |  | CSP |  |  | Combined |
Revenue |  | $ | 2,931,280 |  |  | $ | 2,633,914 |  |  | $ | 5,565,194 |
Net Income (Loss) |  | $ | 288,983 |  |  | $ | (63,132 | ) |  | $ | 225,851 |
Net Income per common share – basic |  | $ | 0.01 |  |  |  |  |  |  | $ | 0.01 |
Net Income per common share - diluted |  | $ | 0.01 |  |  |  |  |  |  | $ | 0.01 |
Weighted average common shares - basic |  |  | 31,955,416 |  |  |  |  |  |  |  | 31,955,416 |
Weighted average common shares - diluted |  |  | 34,086,251 |  |  |  |  |  |  |  | 34,086,251 |

X
- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration