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12. Acquisition of Atlas Pharma Inc.
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Acquisition of Atlas Pharma Inc.

On January 1, 2018 the Company acquired all of the issued and outstanding shares of Atlas Pharma Inc. (“Atlas”), a Canadian privately held company. The purchase price for the shares was Eight Hundred Forty Eight Thousand Dollars $848,000 Canadian ($676,748 US). The purchase price included a cash payment of $100,500 Canadian ($80,289 US), plus the issuance of 1,000,000 shares of the Company’s Common Stock valued at $238,000 or $0.238 per share, and a promissory note in the principal amount of $450,000 Canadian ($358,407 US), with interest payable at the rate of 3% per annum. Atlas is a certified company dedicated to chemical analysis of pharmaceutical and other industrial samples. Atlas’ operations are authorized by a Drug Establishment License issued by Health Canada. Atlas is also registered with the FDA. The Company has performed analysis of the fair market value of Atlas Pharma Inc. assets and liabilities. The following table summarizes the allocation of the purchase price as of the acquisition date:

 

Cash   $ 4,942  
Accounts receivable   $ 79,508  
Prepaids   $ 1,428  
Property and equipment   $ 62,990  
Goodwill   $ 665,697  
Less: Liabilities assumed ($172,899 Canadian)   $ (137,817 )
Total consideration   $ 676,748