ACQUISITION OF RVR DIAGNOSTICS SDN BHD (Tables)

6 Months Ended

Jun. 30, 2017

ACQUISITION OF RVR DIAGNOSTICS SDN BHD [Abstract]

Fair values of assets acquired and liabilities assumed

The acquisition was accounted for using the purchase method of accounting.  The following table summarizes the preliminary allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed on the closing date of January 9, 2017:

	PRELIMINARY
Property, plant and equipment	$	235,141
Goodwill		1,503,361
Deferred tax liability		(307,636	)
Other intangible assets (estimated useful life):
Intellectual property (approximate 10 year weighted average)		800,000
Customer contracts / relationships (approximate 10 year weighted average)		700,000
Order backlog (3 months)		200,134
Trade names (approximate 11 year weighted average)		100,000
Total consideration *	$	3,231,000

* Total consideration includes the $1,400,000 paid in cash, $1,683,000 in shares of common stock and $148,000 in contingent consideration.

Unaudited pro forma operating results

For the period from January 10, 2017 to June 30, 2017, net sales and loss before income taxes from the acquisition was approximately $1,423,000 and $(150,000), respectively, which have been included in the Condensed Consolidated Statement of Operations for the six months ended June 30, 2017.  The following represents unaudited pro forma operating results as if the operations of RVR had been included in the Company's Condensed Consolidated Statements of Operations as of January 1, 2016:

Proforma table	For the six months ended June 30, 2016
Total revenues	$	10,158,295
Net loss	$	(8,643,841	)
Net loss per common share	$	(.90	)
Diluted net loss per common share	$	(.90	)