Acquisition of Stability Inc. (Tables)

3 Months Ended

Mar. 31, 2016

Business Combinations [Abstract]

Schedule of Acquisition of Stability Inc.

The actual purchase price has been preliminarily allocated as of March 31, 2016 (in thousands) and is subject to change:

Cash paid at closing	$	6,000
Common stock issued (441,009 shares valued at $9.07 per share)	3,346
Assumed debt	1,771
Fair value of earn - out	33,240
Total fair value of purchase price	$	44,357
Net assets acquired:
Debt-free working capital	$	2,382
Other assets, net	199
Property, plant and equipment	1,375
Deferred tax liability	(9,899		)
Subtotal	(5,943		)
Intangible assets:
Customer relationships	8,920
Patents and know-how	10,230
Trade names and trademarks	1,000
Non compete agreements	2,700
Licenses and permits	760
Subtotal	23,610
Goodwill	26,690
Total Assets Purchased	$	44,357

Working capital and other assets were composed of the following (in thousands):

Working capital:
Cash	$	140
Prepaid Expenses and other current assets	100
Accounts Receivable	2,001
Federal and state taxes receivable	28
Inventory	10,977
Accounts payable and accrued expenses	(10,864		)
Debt-free working capital	$	2,382
Current portion of long term debt	$	(194	)
Long-term debt	(560		)
Line of credit	(932		)
Shareholder loan	(85		)
Net working capital	$	611
Other assets:
Other long term assets	$	199

Finite-Lived and Indefinite-Lived Intangible Assets Acquired

The intangible assets were assigned the following lives for amortization purposes:

	Estimated useful
	life (in years)
Intangible asset:
Customer relationships	12
Patents and know-how	20
Trade names and trademarks	indefinite
Non compete agreements	4
Licenses and permits	2

Business Acquisition Pro Forma Information

Unaudited pro forma information for the three months ended March 31, 2016 and 2015 (in thousands) is as follows:

	Three months ended March 31,
	2016		2015
Revenues	$	53,915	$	45,921
Net income	$	1,611	$	2,879
Income per share, fully diluted	$	0.01	$	0.03