001-38248
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46-3951329
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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4521
Sharon Road, Suite 370
Charlotte,
North Carolina
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28211
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Exhibit No.
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Description
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Press Release of
RumbleOn, Inc., dated February 27, 2018.
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RUMBLEON,
INC.
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Date: February 27,
2018
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By:
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/s/
Steven
R. Berrard
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Steven R.
Berrard
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Chief Financial
Officer
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RUMBLEON, INC.
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CONSOLIDATED STATEMENTS OF OPERATIONS
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(unaudited)
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For the Three
Months ended December 31,
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For the Year
ended December 31,
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||
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Revenue:
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2017
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2016
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2017
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2016
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Consumer
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$556,944
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$-
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$2,183,808
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$-
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Dealer
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2,836,814
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-
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4,836,262
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-
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Other Sales and
Revenue
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24,658
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-
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159,230
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-
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Subscription
fees
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25,933
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-
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126,602
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-
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Total
Revenue
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3,444,349
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-
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7,305,902
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-
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Expenses:
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Cost of
Sales
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3,400,338
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-
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7,027,793
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Selling, general
and administrative
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2,896,783
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153,358
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7,586,999
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211,493
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Depreciation And
Amortization
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365,770
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475
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668,467
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1,900
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Total
expenses
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6,662,891
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153,833
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15,283,259
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213,393
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Operating
loss
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(3,218,542)
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(153,833)
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(7,977,357)
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(213,393)
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Interest
Expense
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222,158
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4,267
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595,966
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11,698
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Net loss before
benefit for income taxes
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(3,440,700)
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(158,100)
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(8,573,323)
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(225,091)
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Benefit for Income
taxes
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-
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-
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-
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513
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Net
Loss
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$(3,440,700)
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$(158,100)
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$(8,573,323)
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$(224,578)
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Weighted average
number of shares outstanding
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12,327,563
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5,822,826
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9,917,584
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5,581,370
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Net loss per
share-basic and fully-diluted
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$(0.28)
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$(0.03)
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$(0.86)
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(0.04)
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RUMBLEON, INC.
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CONSOLIDATED STATEMENTS OF CASH FLOWS
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FOR THE TWO YEAR ENDED DECEMBER 31, 2017
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2017
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2016
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CASH
FLOWS FROM OPERATING ACTIVITIES
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Net
loss
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$(8,573,323)
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$(224,578)
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Adjustments
to reconcile net loss
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to
net cash used in operating activities:
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Depreciation
and amortization
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668,467
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1,900
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Amortization
of debt discount
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276,076
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1,282
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Interest
expense on conversion of debt
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196,076
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Share
based compensation expense
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503,023
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Impairment
of asset
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792
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Increase
in deferred tax liability
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(513)
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Changes
in operating assets and liabilities:
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Increase
in prepaid expenses
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(307,213)
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(1,667)
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Increase
in inventory
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(2,834,666)
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Increase
in accounts receivable
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(577,107)
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Increase
in accounts payable and accrued interest
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960,115
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210,302
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(Increase)
decrease in accrued interest payable
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70,237
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(7,494)
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Increase
in other assets
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(5,178)
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-
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Net
cash used in provided by operating activities
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(9,623,493)
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(19,976)
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CASH
FLOWS FROM INVESTING ACTIVITIES
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Cash
used for acquisitions
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(750,000)
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-
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Technology
development
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(506,786)
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-
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Purchase
of other assets
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(45,515)
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Purchase
of property and equipment
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(622,512)
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-
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Net
cash used in investing activities
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(1,879,298)
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(45,515)
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CASH
FLOWS FROM FINANCING ACTIVITIES
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Proceeds
from note payable
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3,248,593
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214,358
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Repayments
for note payable
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(1,650,000)
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(158,000)
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Proceeds
from sale of common stock
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17,724,270
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1,354,000
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Donated
capital
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-
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2,000
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Net
cash provided by financing activities
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19,322,863
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1,412,358
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NET
CHANGE IN CASH
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7,820,072
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1,346,867
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CASH
AT BEGINNING OF PERIOD
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1,350,580
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3,713
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CASH
AT END OF PERIOD
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$9,170,652
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$1,350,580
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RUMBLEON, INC.
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CONSOLIDATED BALANCE SHEETS
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FOR THE TWO YEAR ENDED DECEMBER 31, 2017
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ASSETS
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2017
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2016
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Current
assets:
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Cash
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$9,170,652
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$1,350,580
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Accounts
Receivable
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577,107
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-
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Inventory
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2,834,666
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-
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Prepaid
expense
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308,880
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1,667
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Other
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-
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Total current
assets
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12,891,305
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1,352,247
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Property
and Equipment - Net of Accumulated Depreciation
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3,360,832
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-
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Goodwill
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1,850,000
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-
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Other
assets
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50,693
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45,515
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5,261,525
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45,515
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Total
assets
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$18,152,830
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$1,397,762
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LIABILITIES
AND STOCKHOLDERS' EQUITY
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Current
liabilities:
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Accounts payable
and accrued liabilities
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$1,179,216
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$219,101
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Accrued interest
payable
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33,954
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-
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Current portion of
long-term debt
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1,081,593
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-
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Total current
liabilities
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2,294,763
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219,101
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Long term
liabilities:
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Note
payable
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1,459,410
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1,282
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Accrued interest
payable
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32,665
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5,508
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Deferred tax
liability
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-
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78,430
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Total long-term
liabilities
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1,492,075
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85,220
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Total
liabilities
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3,786,838
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304,321
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Commitments
and Contingencies
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-
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-
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Stockholders'
equity:
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Common A stock,
$0.001 par value, 10,000,000 shares
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authorized,
1,000,000 shares issued and outstanding
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as of December 31,
2017 and none outstanding at December 31, 2016
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1,000
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-
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Common B stock,
$0.001 par value, 99,000,000 shares
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authorized,
11,928,541 and 6,400,000 shares issued and outstanding
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as of December 31,
2017 and 2016
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11,929
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6,400
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Additional paid in
capital
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23,372,360
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1,534,015
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Subscriptions
receivable
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-
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(1,000)
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Accumulated
deficit
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(9,019,297)
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(445,974)
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Total stockholders'
equity
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14,365,992
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1,093,441
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Total liabilities
and stockholders' equity
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$18,152,830
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$1,397,762
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