Summary of Business Combination Acquired Assets and Liabilities Purchase Price |
The
following purchase price allocation is preliminary and details management’s estimate and allocation of the purchase price and fair
value of the asset acquired and liabilities assumed at the time of closing.
Summary of Business Combination Acquired Assets and Liabilities Purchase Price
|
|
|
|
|
|
AdRizer |
|
Cash paid |
|
$ |
37,936,323 |
|
Fair value of deferred acquisition price |
|
|
23,250,000 |
|
Purchase consideration |
|
$ |
61,186,323 |
|
|
|
|
|
|
|
AdRizer |
|
Cash and cash equivalents |
|
$ |
3,085,747 |
|
Accounts receivable |
|
|
5,564,539 |
|
Other current assets |
|
|
847,273 |
|
Property and equipment |
|
|
191,654 |
|
Investment in Mind Tank, LLC |
|
|
2,800,000 |
|
Customer relationships |
|
|
8,800,000 |
|
Developed technology |
|
|
28,000,000 |
|
Trade Name |
|
|
2,200,000 |
|
Goodwill |
|
|
17,039,788 |
|
Total assets acquired |
|
|
68,529,001 |
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
|
7,342,678 |
|
Total liabilities assumed |
|
|
7,342,678 |
|
|
|
$ |
61,186,323 |
|
|
Schedule of Business Combination Revenue and Earnings |
The
activity of AdRizer is included in the Company’s consolidated financial statements from the acquisition date to September 30, 2022.
The amounts of revenue and earnings of AdRizer from the acquisition date of February 11, 2022 to September 30, 2022 are as follows:
Schedule of Business Combination Revenue and Earnings
|
|
|
|
|
Revenue |
|
$ |
23,415,515 |
|
Net income |
|
$ |
(41,285,001 |
) |
|
|
|
|
|
|
|
|
|
For the Nine Months Ended September 30, |
|
|
|
2022 (Unaudited) |
|
|
2021 (Unaudited) |
|
Revenues, net |
|
$ |
26,904,138 |
|
|
$ |
32,864,062 |
|
Net loss attributable to Vinco Ventures, Inc. |
|
$ |
(326,019,643 |
) |
|
$ |
(790,679,931 |
) |
|
Schedule of Divestitures Balance Sheets |
Details
of assets and liabilities related to the spin-off of Cryptyde are as follows:
Schedule
of Divestitures Balance Sheets
|
|
June
29, 2022 |
|
|
December
31, 2021 |
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash |
|
$ |
9,921,084 |
|
|
$ |
911,194 |
|
Accounts receivable, net |
|
|
1,092,406 |
|
|
|
867,027 |
|
Inventory |
|
|
2,075,089 |
|
|
|
110,664 |
|
Prepaid expenses and other current assets |
|
|
3,247,154 |
|
|
|
3,359,716 |
|
Total current assets |
|
|
16,335,733 |
|
|
|
5,248,601 |
|
Loan receivable, related party |
|
|
3,950,053 |
|
|
|
4,000,000 |
|
Loan Interest Receivable, related party |
|
|
133,187 |
|
|
|
|
|
Fixed assets, net |
|
|
1,193,132 |
|
|
|
1,007,770 |
|
Total Assets |
|
$ |
21,612,105 |
|
|
$ |
10,256,371 |
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Current liabilities |
|
$ |
3,178,690 |
|
|
$ |
7,285,429 |
|
Total Current Liabilities |
|
|
3,178,690 |
|
|
|
7,285,429 |
|
Other liabilities: |
|
|
|
|
|
|
|
|
Due company (former parent), net |
|
$ |
6,750,130 |
|
|
$ |
27,644 |
|
Other liabilities |
|
|
46,775 |
|
|
|
46,775 |
|
Net assets of spin-off / discontinued operations: |
|
|
|
|
|
|
|
|
Net assets of spin-off / discontinued operations |
|
$ |
11,636,610 |
|
|
$ |
2,896,522 |
|
The
following cash flow supplementary information summarizes the distribution:
|
|
June 29, 2022 |
|
|
|
|
|
Cash distributed |
|
$ |
9,921,084 |
|
Other assets distributed |
|
|
11,691,021 |
|
Liabilities distributed |
|
|
(9,975,495 |
) |
|
|
|
|
|
Net assets distributed |
|
$ |
11,636,610 |
|
Details
of earnings (loss) from discontinued operations included in our condensed consolidated statements of operations are as follows:
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
Revenues, net |
|
$ |
- |
|
|
$ |
2,002,982 |
|
|
$ |
11,103,512 |
|
|
$ |
5,767,328 |
|
Cost of revenues |
|
|
- |
|
|
|
1,432,506 |
|
|
|
9,466,949 |
|
|
|
4,119,953 |
|
Gross Profit |
|
|
- |
|
|
|
570,476 |
|
|
|
1,636,563 |
|
|
|
1,647,375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative |
|
|
- |
|
|
|
262,717 |
|
|
|
5,050,186 |
|
|
|
1,173,191 |
|
Operating Income |
|
|
- |
|
|
|
307,759 |
|
|
|
(3,413,623 |
) |
|
|
474,184 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense) Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income (expense) |
|
|
- |
|
|
|
(14,509 |
) |
|
|
149,311 |
|
|
|
(47,327 |
) |
Other income (loss) |
|
|
- |
|
|
|
567,792 |
|
|
|
3,400 |
|
|
|
622,199 |
|
Total other (expense) income |
|
|
- |
|
|
|
553,283 |
|
|
|
152,711 |
|
|
|
574,872 |
|
Income tax expense |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net (Loss) Income |
|
$ |
- |
|
|
$ |
861,042 |
|
|
$ |
(3,260,912 |
) |
|
$ |
1,049,056 |
|
|