Acquisitions (Tables)
|
9 Months Ended |
Jun. 30, 2016 |
Schedule of consolidated pro-forma unaudited financial statements |
Pro
Forma, unaudited |
|
Three
Months Ended
June
30, 2015
|
|
|
Nine
Months Ended
June
30, 2016
|
|
|
Nine
Months Ended
June
30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
Net
sales |
|
$ |
23,718 |
|
|
$ |
66,058 |
|
|
$ |
69,647 |
|
Cost
of sales |
|
$ |
17,671 |
|
|
$ |
47,571 |
|
|
$ |
52,096 |
|
Operating
expenses |
|
$ |
5,574 |
|
|
$ |
17,737 |
|
|
$ |
16,698 |
|
Net
income (loss) |
|
$ |
449 |
|
|
$ |
(8 |
) |
|
$ |
(1,842 |
) |
Basic
income (loss) per common share |
|
$ |
0.05 |
|
|
$ |
(0.00 |
) |
|
$ |
(0.20 |
) |
Dilutive
income (loss) per common share |
|
$ |
0.05 |
|
|
$ |
(0.00 |
) |
|
$ |
(0.20 |
) |
|
Schedule of consolidated financial statements |
The
Company's consolidated financial statements for the three and nine months ended June 30, 2016 include the actual results of Scribe
Solutions Inc., Agile Resources, Inc., Access Data Consulting Corporation and Paladin Consulting, Inc. since the date of acquisition,
respectively.
Revenue
and net income for each acquisition for the 3 months ended June 30, 2016 included in the statement of operations (in Thousands) |
|
Revenue
|
|
|
Net
Income |
|
Scribe
Solutions, Inc. |
|
$ |
925 |
|
|
$ |
197 |
|
Agile
Resources, Inc. |
|
$ |
2,940 |
|
|
$ |
262 |
|
Access
Data Consulting Corporation |
|
$ |
4,656 |
|
|
$ |
333 |
|
Paladin
Consulting, Inc. |
|
$ |
5,263 |
|
|
$ |
375 |
|
Revenue
and net income for each acquisition for the 9 months ended June 30, 2016 included in the statement of operations (in Thousands) |
|
Revenue
|
|
|
Net
Income |
|
Scribe
Solutions, Inc. |
|
$ |
3,324 |
|
|
$ |
673 |
|
Agile
Resources, Inc. |
|
$ |
8,829 |
|
|
$ |
743 |
|
Access
Data Consulting Corporation |
|
$ |
14,110 |
|
|
$ |
1,054 |
|
Paladin
Consulting, Inc. |
|
$ |
9,816 |
|
|
$ |
405 |
|
|
Scribe [Member] |
|
Allocation of intangible assets |
The
intangibles were recorded, based on the Company's estimate of fair value, which consist primarily of customer lists and trade
name with an estimated life of ten years and goodwill.
(in
Thousands)
$ |
676 |
|
|
Assets Purchased
|
|
452 |
|
|
Liabilities Assumed
|
|
224 |
|
|
Net Assets Purchased
|
|
7,730 |
|
|
Purchase Price |
$ |
7,506 |
|
|
Intangible Asset
from Purchase |
The
primary intangible assets acquired have been identified as the customer list, trade name and goodwill and have been allocated
as follows:
$ |
1,470 |
|
|
Customer relationships |
|
746 |
|
|
Trade name |
|
5,290 |
|
|
Goodwill |
$ |
7,506 |
|
|
Intangible
Asset from Purchase |
|
Agile [Memeber] |
|
Allocation of intangible assets |
The
intangibles were recorded, based on the estimated of fair value, which consist primarily of customer relationships with an estimated
life of five to ten years and goodwill.
(in
Thousands)
$ |
1,571 |
|
|
Assets
Purchased |
|
1,479 |
|
|
Liabilities
Assumed |
|
92 |
|
|
Net
Assets Purchased |
|
3,507 |
|
|
Purchase
Price |
$ |
3,415 |
|
|
Intangible
Asset from Purchase |
Intangible
asset detail
$ |
1,071 |
|
|
Intangible
asset customer relationships |
|
295 |
|
|
Intangible
asset trade name |
|
225 |
|
|
Intangible
asset non-compete agreement |
|
1,824 |
|
|
Goodwill
|
$ |
3,415 |
|
|
Intangible
Asset from Purchase |
|
Access [Member] |
|
Allocation of intangible assets |
The
intangibles were recorded, based on the estimated of fair value, which consist primarily of customer lists with an estimated life
of five to ten years and goodwill.
(in
Thousands)
$ |
3,597 |
|
|
Assets
Purchased |
|
1,659 |
|
|
Liabilities
Assumed |
|
1,938 |
|
|
Net
Assets Purchased |
|
15,568 |
|
|
Purchase
Price |
$ |
13,630 |
|
|
Intangible
Asset from Purchase |
Intangible
asset detail
$ |
4,566 |
|
|
Intangible
asset customer relationships |
|
756 |
|
|
Intangible
asset trade name |
|
593 |
|
|
Intangible
asset non-compete agreement |
|
7,715 |
|
|
Goodwill |
$ |
13,630 |
|
|
Intangible
Asset from Purchase |
|
Paladin [Member] |
|
Allocation of intangible assets |
The
intangibles were recorded, based on the estimated fair value, which are expected to consist primarily of customer lists, trade
name and a non-compete agreement with estimated lives of five to ten years and goodwill. Upon completion of an independent purchase
price allocation and valuation, the allocation intangible assets will be adjusted accordingly.
(in
Thousands)
$ |
2,460 |
|
|
Assets Purchased
|
|
3,693 |
|
|
Liabilities Assumed
|
|
(1,233 |
) |
|
Net Assets Purchased
|
|
2,625 |
|
|
Purchase Price |
$ |
3,858 |
|
|
Intangible Asset
from Purchase |
Intangible
asset detail
$ |
947 |
|
|
Intangible asset
customer list |
|
615 |
|
|
Intangible asset
trade name |
|
242 |
|
|
Intangible asset
non-compete agreement |
|
2,054 |
|
|
Goodwill |
$ |
3,858 |
|
|
Intangible Asset
from Purchase |
|