Basis of Pro Forma Presentation. The unaudited pro forma consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission for the purposes of inclusion in Cvent's Form 8-K prepared and filed in conjuction with the Disposition. Certain information and certain disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures provided herein are adequate to make the information presented not misleading. The following unaudited pro forma consolidated financial statements have been prepared to give effect to the completed Disposition: • The unaudited pro forma consolidated balance sheet at September 30, 2015 gives effect to the Disposition as if it had occurred on September 30, 2015. The unaudited pro forma consolidated balance sheet is derived from the unaudited financial statements of Cvent at September 30, 2015. • The unaudited pro forma consolidated statements of operations for the year ended December 31, 2014 and for the nine months ended September 30, 2015 gives effect to the acquisition as if it had occurred on January 1, 2014. The unaudited pro forma consolidated statements of operations are derived from the Company's audited financial statements for the year ended December 31, 2014 and the unaudited financial statements for the nine months ended September 30, 2015. The unaudited pro forma consolidated financial statements should be read in conjuction with the historical consolidated financial statements and related notes of Cvent and the section entitled Management's Discussion and Analysis of Financial Condition and Results of Operations contained in (i) Cvent's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed on March 16, 2015 and (ii) Cvent's Quarterly Report on Form 10-Q for the quarter and nine months ended September 30, 2015, filed on November 4, 2015. The unaudited pro forma consolidated financial statements are not intended to represent or be indicative of the consolidated results of operations or financial condition of Cvent that would have been reported had the Disposition been completed as of the dates presented, and should not be construed as representative of the future consolidated results of operations or financial condition of the Company.
Appears in 1 contract
Basis of Pro Forma Presentation. The unaudited pro forma consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission for the purposes of inclusion in Cvent's comScore’s Form 8-K prepared and filed in conjuction connection with the Disposition. Certain information and certain disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures provided herein are adequate to make the information presented not misleading. The following unaudited pro forma consolidated Certain information and certain disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been prepared condensed or omitted pursuant to give effect such rules and regulations. However, the Company believes that the disclosures provided herein are adequate to make the information presented not misleading. On January 21, 2016, the sale of the Business, as contemplated by the Agreement was completed (the “Disposition: • The unaudited pro forma consolidated balance sheet at September 30, 2015 gives effect to the Disposition as if it had occurred on September 30, 2015. The unaudited pro forma consolidated balance sheet is derived from the unaudited financial statements of Cvent at September 30, 2015. • The unaudited pro forma consolidated statements of operations for the year ended December 31, 2014 and for the nine months ended September 30, 2015 gives effect to the acquisition as if it had occurred on January 1, 2014. The unaudited pro forma consolidated statements of operations are derived from the Company's audited financial statements for the year ended December 31, 2014 and the unaudited financial statements for the nine months ended September 30, 2015. The unaudited pro forma consolidated financial statements should be read in conjuction with the historical consolidated financial statements and related notes of Cvent and the section entitled Management's Discussion and Analysis of Financial Condition and Results of Operations contained in (i) Cvent's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed on March 16, 2015 and (ii) Cvent's Quarterly Report on Form 10-Q for the quarter and nine months ended September 30, 2015, filed on November 4, 2015”). The unaudited pro forma consolidated financial statements are not intended to represent or be indicative of the consolidated results of operations or financial condition of Cvent comScore that would have been reported had the Disposition been completed as of the dates presented, and should not be construed as representative of the future consolidated results of operations or financial condition of the Company. In addition, subsequent to the closing of the Disposition, the parties expect to continue to negotiate certain other ancillary agreements. These pro forma financial statements reflect the state of the relationship between the parties and the all ancillary agreements deemed to be contemporaneous with the Disposition for purchase accounting purposes as of the date hereof. The Company does not undertake to update these pro forma financial statements to reflect additional terms negotiated following the closing of the Disposition. The unaudited pro forma consolidated financial statements have been prepared to give effect to the completed Disposition. The unaudited pro forma consolidated balance sheet at September 30, 2015 gives effect to the Disposition as if had occurred on September 30, 2015. The unaudited pro forma consolidated statements of operations for the nine months ending September 30, 2015 and year ending December 31, 2014 are presented as if the merger had occurred on January 1, 2014.
Appears in 1 contract
Basis of Pro Forma Presentation. The unaudited pro forma condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission SEC for the purposes of inclusion in Cvent's our amended Form 8-K prepared and filed in conjuction connection with the DispositionMerger. Certain information and certain disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations. However, the Company believes we believe that the disclosures provided herein are adequate to make the information presented not misleading. The following unaudited pro forma condensed consolidated financial statements have been prepared to give effect to the completed Disposition: • Merger. The unaudited pro forma condensed consolidated balance sheet at September 30as of January 31, 2015 2014 gives effect to the Disposition Merger as if it had occurred on September 30January 31, 20152014 and is derived from our audited consolidated balance sheet as of January 31, 2014 and XXXX's audited consolidated balance sheet as of December 31, 2013, which reflects the different year-end dates of the two companies. The unaudited pro forma condensed consolidated balance sheet statement of operations for the year ended January 31, 2014 gives effect to the Merger as if it had occurred on February 1, 2013 and is derived from our audited consolidated statement of operations for the unaudited financial statements of Cvent at September 30year ended January 31, 2015. • The unaudited pro forma 2014 and XXXX's audited consolidated statements statement of operations for the year ended December 31, 2014 and for the nine months ended September 30, 2015 gives effect to the acquisition as if it had occurred on January 1, 20142013. The unaudited pro forma condensed consolidated statements of operations are derived from the Company's audited financial statements are based on the estimates and assumptions set forth in these notes to such statements, which are preliminary and have been made solely for purposes of developing the year ended December 31, 2014 and the unaudited financial statements for the nine months ended September 30, 2015pro forma information. The unaudited pro forma consolidated financial statements should be read in conjuction with the historical consolidated financial statements and related notes of Cvent and the section entitled Management's Discussion and Analysis of Financial Condition and Results of Operations contained in (i) Cvent's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed on March 16, 2015 and (ii) Cvent's Quarterly Report on Form 10-Q for the quarter and nine months ended September 30, 2015, filed on November 4, 2015. The unaudited pro forma condensed consolidated financial statements are provided for informational purposes only and do not intended purport to represent or be indicative of the our consolidated financial condition or consolidated results of operations or financial condition of Cvent that would have been reported had the Disposition Merger been completed as of the dates presented, and should not be construed as representative of the future consolidated financial position or consolidated results of operations or financial condition of that may be obtained in the Companyfuture.
Appears in 1 contract
Samples: Verint Systems Inc
Basis of Pro Forma Presentation. The adjustments presented in the unaudited pro forma consolidated combined financial statements have been prepared by the Company pursuant identified and presented to the rules and regulations provide an understanding of the Securities and Exchange Commission combined company upon consummation of the Transactions for the purposes of inclusion in Cvent's Form 8-K prepared and filed in conjuction with the Disposition. Certain information and certain disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures provided herein are adequate to make the information presented not misleadingillustrative purposes. The following unaudited pro forma consolidated combined financial statements information has been prepared in accordance with Article 11 of Regulation S-X as amended by the final rule, Release No. 33-10786 “Amendments to Financial Disclosures about Acquired and Disposed Businesses.” Release No. 33-10786 replaces the existing pro forma adjustment criteria with simplified requirements to depict the accounting for the transaction (“Transaction Accounting Adjustments”) and present the reasonably estimable synergies and other transaction effects that have occurred or are reasonably expected to occur (“Management’s Adjustments”). The Company has elected not to present Management’s Adjustments and will only be presenting Transaction Accounting Adjustments in the following unaudited pro forma combined financial information. The unaudited pro forma combined financial information is for illustrative purposes only. The financial results may have been prepared different had the companies always been combined. The unaudited pro forma combined financial information should not be relied upon as being indicative of the historical results that would have been achieved had the companies always been combined or the future results that the combined company will experience. Arqit Limited and Xxxxxxxxx have not had any historical relationship prior to the Transactions. Accordingly, no transaction accounting adjustments were required to eliminate activities between the companies. The historical financial information of Centricus has been adjusted to give effect to the completed Disposition: • The differences between U.S. GAAP and IFRS for the purposes of the unaudited pro forma consolidated balance sheet at September 30combined financial information. No adjustments were required to convert Centricus’ financial statements from U.S. GAAP to IFRS except to reclassify Centricus’ accrued offering costs and related party promissory note payable to trade and other payables, 2015 gives effect and to reclassify formation and operating costs to administrative expenses to align with IFRS presentation. This did not impact total current liabilities total liabilities or loss from operations. Centricus consummated its IPO on February 8, 2021. Transactions post year end that are directly attributable, factually supportable, and that are expected to have an impact on the Disposition as if it had occurred on September 30, 2015. The combined entity have been included in the transaction accounting adjustments for the unaudited pro forma consolidated balance sheet is derived from the unaudited financial statements of Cvent at September 30, 2015. • The unaudited pro forma consolidated statements combined statement of operations for the year ended December 31, 2014 and for the nine months ended September 30, 2015 gives 2020. The adjustments presented in the unaudited pro forma combined financial information have been identified and presented to provide relevant information necessary for an accurate understanding of the combined company after giving effect to the acquisition as if it had occurred on January 1, 2014Transactions. The unaudited pro forma consolidated statements combined financial information has been prepared with U.S. dollars as the presentation currency of operations the combined company. Earnout Shares issuable upon satisfaction of the Earnout Condition have not been considered in either the no redemption scenario or the maximum redemption scenario. As the likelihood of the Earnout Condition being satisfied is believed to have a less than 50% probability, the additional 10,000,000 shares are derived from not factored into the Company's audited financial statements for the year ended December 31, 2014 and the unaudited financial statements for the nine months ended September 30, 2015. The unaudited pro forma consolidated financial statements should be read in conjuction with adjustments or transaction accounting adjustments. Under the historical consolidated financial statements and related notes terms of Cvent and the section Business Combination Agreement, Arqit Limited shareholders were entitled Management's Discussion and Analysis to their Pro Rata Portion of Financial Condition and Results the lower of Operations contained in (i) Cvent's Annual Report on Form 10-K for the fiscal year ended December 31amount (which may be zero) by which the Parent Closing Cash exceeded $500,000,000, 2014, filed on March 16, 2015 and (ii) Cvent's Quarterly Report on Form 10-Q for $90,000,000 (the quarter and nine months ended September 30, 2015, filed on November 4, 2015“Cash Consideration”) (only if the relevant Arqit Limited shareholder elected to receive Cash Consideration). The Parent Closing Cash did not exceed $500,000,000, and therefore no Cash Consideration was payable, and was not factored into the preparation of the unaudited pro forma consolidated combined financial statements are not intended to represent or be indicative information. The following table summarizes the pro forma number of Company ordinary shares outstanding following the completion of the consolidated results of operations or financial condition of Cvent Transactions, by source, in each case, without giving effect to (i) the Company warrants that would have been reported had remain outstanding immediately following the Disposition been completed as completion of the dates presented, Transactions and should not may be construed as representative exercised thereafter or (ii) any options that are outstanding following the completion of the future consolidated results of operations or financial condition Transactions under the Company’s equity incentive plan, but includes the Centricus Class B ordinary shares, which upon the closing of the Company.Merger converted into 8,625,000 Company ordinary shares): Number of Shares(1) % of Shares Centricus’ existing public shareholders 4,348,430 4 % Centricus Initial Shareholders 10,450,096 9 % PIPE Investors(2) 7,100,000 7 % Arqit Limited shareholders(3) 88,174,904 80 % Total 110,073,430 100 %
Appears in 1 contract
Samples: Arqit Quantum Inc.
Basis of Pro Forma Presentation. The historical financial information has been adjusted to give pro forma effect to events that are related and/or directly attributable to the Business Combination, are factually supportable and are expected to have a continuing impact on the results of the Successor. The adjustments presented on the unaudited pro forma condensed combined financial statements have been identified and presented to provide relevant information necessary for an accurate understanding of the combined company upon consummation of the Business Combination. The unaudited pro forma consolidated condensed combined financial information is for illustrative purposes only. The financial results may have been different had the companies always been combined. You should not rely on the unaudited pro forma condensed combined financial information as being indicative of the historical results that would have been achieved had the companies always been combined or the future results that the combined company will experience. Love International Group Inc. and Lovego Holdings Limited and Subsidiaries have not had any historical relationship prior to the Business Combination. Accordingly, no pro forma adjustments were required to eliminate activities between the companies. As a result of the Business Combination, Lovego Holdings Limited stockholders will own approximately 71% of the Successor’s Common Stock to be outstanding immediately after the Business Combination, Love International’s shareholders will own approximately 29% of Successor’s Common Stock Stock to be outstanding immediately after the Business Combination. (not giving effect to any shares issuable to them upon exercise of warrants). Included in the shares outstanding and weighted average shares outstanding as presented in the pro forma condensed combined financial statements have been prepared by the Company pursuant are 710,666,640 shares of Common Stock to the rules and regulations of the Securities and Exchange Commission for the purposes of inclusion in Cvent's Form 8-K prepared and filed in conjuction with the Disposition. Certain information and certain disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant be issued to such rules and regulations. However, the Company believes that the disclosures provided herein are adequate to make the information presented not misleadingLovego Holdings Limited’s stockholders. The following unaudited pro forma condensed combined balance sheet as of September 30, 2018 combines the unaudited historical consolidated financial statements have been prepared to give balance sheet of Love International Group Inc. as of September 30, 2018 with the unaudited historical condensed consolidated balance sheet of Lovego Holdings Limited as of September 30, 2018, giving effect to the completed Disposition: • The unaudited pro forma consolidated balance sheet at September 30, 2015 gives effect to the Disposition Business Combination as if it had occurred on September 30, 2015been consummated as of that date. The following unaudited pro forma consolidated balance sheet is derived from the unaudited financial statements of Cvent at September 30, 2015. • The unaudited pro forma consolidated statements condensed combined statement of operations for the year ended December 31, 2014 and for the nine months ended September 30, 2015 gives 2018 combines the unaudited historical condensed consolidated statement of operations of Love International Group Inc. for the nine months ended September 30, 2018 with the unaudited historical condensed consolidated statement of operations of Lovego Holdings Limited for the nine months ended September 30, 2018, giving effect to the acquisition Business Combination as if it had occurred on January 1, 2014as of the beginning of the earliest period presented. The following unaudited pro forma consolidated statements of operations are derived from the Company's audited financial statements condensed combined income statement for the year ended December 31, 2014 and 2017 combines the audited historical consolidated statement of income of Love International Group Inc. for year ended December 31, 2017 with the audited historical consolidated statement of operations of Lovego Holdings Limited for year ended December 31, 2017, giving effect to the Business Combination as if it had occurred as of the beginning of the earliest period presented. The historical information of Lovego Holdings Limited was derived from the unaudited consolidated financial statements for the nine months ended September 30, 2015. 2018 are included as Exhibit 99.2 to this Form 8-K. The unaudited pro forma audited consolidated financial statements should be read in conjuction with the historical consolidated financial statements and related notes of Cvent and the section entitled Management's Discussion and Analysis of Financial Condition and Results of Operations contained in (i) Cvent's Annual Report on Form 10-K Lovego Holdings Limited for the fiscal year ended December 31, 2014, filed on March 16, 2015 2017 and (ii) Cvent's Quarterly Report on 2016 are included as Exhibit 99.1 to this Form 108-Q K. The historical information of Love International Group Inc. was derived from the unaudited condensed consolidated financial statements for the quarter and nine months ended September 30, 2015, filed on November 4, 2015. The unaudited pro forma 2018 and for the audited consolidated financial statements for the year ended December 31, 2017 are not intended included in the quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2018 and the annual report on Form 10-K filed with the Securities Exchange Commission on April 3, 2018. LOVE INTERNATIONAL GROUP, INC. PRO FORMA CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2018 (UNAUDITED) LOVE INTERNATIONAL GROUP, INC. LOVEGO HOLDINGS LIMITED AND SUBSIDIARIES PRO FORMA ADJUSTMENTS PRO FORMA TOTAL ASSETS Current Assets Cash and cash equivalents $ - $ 215,523 $ 215,523 Advances to represent or be indicative supplier - 528,407 528,407 Inventories - 368,349 368,349 Other receivable 3,300 267,955 271,255 Total Current Assets 3,300 1,380,234 1,383,534 Accumulated Depreciation Property and equipment, net 708,798 708,798 Software Other assets - - - Total Assets $ 3,300 $ 2,089,032 $ 2,092,332 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts Payable $ 1,400 $ 898,396 $ 899,796 Other payable - reward point - 161,118 161,118 Advances from customers - 3,136,704 3,136,704 Accrued payroll - 202,812 202,812 Taxes payable - 108,494 108,494 Other payable - 64,136 64,136 Due to related party 167,466 - 167,466 Short term loan from a related party - 733,914 733,914 Total Current Liabilities 168,866 5,305,574 5,474,440 Long Term Loan - 1,478,955 1,478,955 Long Term Loan From A Related Party - 2,543,632 2,543,632 Total Liabilities 168,866 9,328,161 9,497,027 Stockholders' Equity Common stock, $0.0001 par value, 1,000,000,000 shares authorized, 1,000,000,000 shares issued and outstanding 28,933 - 71,067 100,000 Additional paid in capital 33,383 - 4,250,412 4,283,795 Member's capital - 4,549,361 (4,549,361 ) - Accumulated deficit (227,882 ) (11,982,248 ) 227,882 (11,982,248 ) Accumulated other comprehensive loss - 193,758 193,758 Total stockholders' deficit (165,566 ) (7,239,129 ) (7,404,695 ) Total Liabilities and Stockholders' Deficit $ 3,300 $ 2,089,032 $ 2,092,332 Adjustments reflect the recapitalization of Lovego Holdings Limited through the contribution of all the share capital in Lovego Holdings Limited to Love International Group Inc., and the issuance of 710,666,640 shares of Common Stock to existing Lovego Holdings Limited and the elimination of the consolidated results historical accumulated deficit of operations or financial condition Love International Group, Inc. LOVE INTERNATIONAL GROUP, INC. CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 (UNAUDITED) LOVE INTERNATIONAL GROUP, INC. LOVEGO HOLDINGS LIMITED AND SUBSIDIARIES PRO FORMA ADJUSTMENTS PRO FORMA TOTAL Revenue E-commerce Sales $ - $ 881,171 $ 881,171 Operation Royalties - 2,070,640 2,070,640 Total Revenue - 2,951,811 2,951,811 Cost of Cvent that would have been reported had Revenues E-commerce Sales - 945,790 945,790 Operation Royalties - 37,487 37,487 Total Cost of Revenues - 983,277 983,277 Gross Profit - 1,968,534 1,968,534 Operating Expenses Selling expenses - 728,102 728,102 General and administrative expenses 40,744 3,999,497 4,040,241 Total operating expenses 40,744 4,727,599 4,768,343 Operating Loss (40,744 ) (2,759,065 ) (2,799,809 ) Other Income (Expense): Investment income - - - Interest expense, net - (110,386 ) (110,386 ) Other income - 42,974 42,974 Other expense - (186,865 ) (186,865 ) Other Income/Expense - (254,277 ) (254,277 ) Loss before income taxes (40,744 ) (3,013,342 ) (3,054,086 ) Income Tax Expense - - Net loss $ (40,744 ) $ (3,013,342 ) $ (3,054,086 ) Other Comprehensive Income (loss) Foreign currency translation gain (loss) 399,753 399,753 Total Comprehensive Loss $ (40,744 ) $ (2,613,589 ) $ (3,654,333 ) Loss per share - basic and diluted $ (0.00 ) $ 0.00 Weighted average shares- basic and diluted 289,333,360 1,000,000,000 LOVE INTERNATIONAL GROUP, INC. PRO FORMA CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2017 (UNAUDITED) LOVE INTERNATIONAL GROUP, INC. LOVEGO HOLDINGS LIMITED AND SUBSIDIARIES PRO FORMA ADJUSTMENTS PRO FORMA TOTAL ASSETS Current Assets Cash and cash equivalents $ - $ 1,066,250 $ 1,066,250 Advances to supplier - 415,535 415,535 Inventories - 384,006 384,006 Other receivable 20,000 448,120 468120 Total Current Assets 20,000 2,313,911 2,333,911 Accumulated Depreciation Property and equipment, net 859,319 859,319 Software Other assets - 2,917 2,917 Total Assets $ 20,000 $ 3,176,147 $ 3,196,147 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts Payable $ 7661 $ 805,950 $ 813,611 Other payable - reward point - 640,052 640,052 Advances from customers - 5,704,507 5,704,507 Accrued payroll - 312,049 312,049 Taxes payable - 263,467 263,467 Other payable - 75,662 75,662 Due to related party 137,161 - 137,161 Total Current Liabilities 144,822 7,801,687 7,946,509 Total Liabilities 144,822 7,801,687 7,946,509 Stockholders' Equity Common stock, $0.0001 par value, 1,000,000,000 shares authorized, 1,000,000,000 shares issued and outstanding, respectively 28,933 - 71,067 100,000 Additional paid in capital 33,383 - 4,291,156 4,324,539 Share capital - 4,549,361 (4,549,361 ) - Retained earnings (187,138 ) (8,968,906 ) 187,138 (8,968,906 ) Accumulated other comprehensive loss - (205,995 ) (205,995 ) Total stockholders' deficit (124,822 ) (4,625,540 ) (4,750,362 ) Total Liabilities and Stockholders' Deficit $ 20,000 $ 3,176,147 $ 3,196,147 Adjustments reflect the Disposition been completed as recapitalization of Lovego Holdings Limited through the contribution of all the share capital in Lovego Holdings Limited to Love International Group Inc., and the issuance of 710,666,640 shares of Common Stock to existing Lovego Holdings Limited and the elimination of the dates presentedhistorical accumulated deficit of Love International Group, Inc. LOVE INTERNATIONAL GROUP, INC. CONSOLIDATED STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2017 (UNAUDITED) LOVE INTERNATIONAL GROUP, INC. LOVEGO HOLDINGS LIMITED AND SUBSIDIARIES PRO FORMA ADJUSTMENTS PRO FORMA TOTAL Revenue E-commerce Sales $ - $ 1,780,934 $ 1,780,934 Operation Royalties - 2,763,254 2,763,254 Total Revenue 4,544,188 4,544,188 Cost of Revenues E-commerce Sales - 1,888,256 1,888,256 Operation Royalties - 652,417 652,417 Total Cost of Revenues 2,540,673 2,540,673 - Gross Profit - 2,003,515 2,003,515 Operating Expenses Selling expenses 2,981,324 2,981,324 General and should not be construed as representative of the future consolidated results of operations or financial condition of the Company.administrative expenses 44,655 4,913,096 4,957,751 Total operating expenses 44,655 7,894,420 7,939,075 Operating Loss (44,655 ) (5,890,905 ) (5,935,560 ) Other Income (Expense): Interest income - 1,338 1,338 Interest expense - (122,502 ) (122,502 ) Other income - 25,066 25,066 Other expense - (476,074 ) (476,074 ) Other Income/(Expense) - (572,172 ) (572,172 ) Loss before income taxes (44,655 ) (6,463,077 ) (6,507,732 ) Income Tax Expense Net loss $ (44,655 ) $ (6,463,077 ) $ (6,507,732 ) Other Comprehensive Income (loss) Foreign currency translation gain (loss) - (315,352 ) (315,352 ) Total Comprehensive Loss $ (44,655 ) $ (6,778,429 ) $ (6,823,084 ) Loss per share - basic and diluted $ 0.00 $ (0.00 ) Weighted average shares- basic and diluted 289,333,360 1,000,000,000
Appears in 1 contract
Samples: Description of Transaction (Love International Group, Inc.)
Basis of Pro Forma Presentation. The accompanying unaudited pro forma condensed consolidated financial statements have been prepared by are based on Ozop Surgical Corp.’s (formerly Newmarkt, Corp.) (the Company pursuant to the rules and regulations of the Securities and Exchange Commission for the purposes of inclusion in Cvent's Form 8-K prepared and filed in conjuction with the Disposition. Certain information and certain disclosures normally included in “Company”) historical condensed financial statements prepared in accordance with U.S. generally accepted accounting principles and Ozop Surgical, Inc.’s (GAAP“Ozop”) have been historical condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures provided herein are adequate to make the information presented not misleading. The following unaudited pro forma consolidated financial statements have been prepared as adjusted to give effect to the completed Disposition: • The unaudited pro forma consolidated balance sheet at September 30, 2015 gives effect to acquisition of Ozop by the Disposition as if it had occurred on September 30, 2015Company. The unaudited pro forma condensed consolidated balance sheet is derived from the unaudited financial statements statement of Cvent at September 30, 2015. • The unaudited pro forma consolidated statements of operations income for the year ended December 31, 2014 2017, and for the nine three months ended September 30March 31, 2015 2018, gives effect to the acquisition of Ozop as if it had occurred on January 1, 20142017 and January 1, 2018, respectively. The unaudited pro forma condensed consolidated statements balance sheet as of operations are derived from the Company's audited financial statements for the year ended December March 31, 2014 and 2018 gives effect to the unaudited financial statements for the nine months ended September 30acquisition of Ozop as if it occurred on March 31, 20152018. The unaudited pro forma condensed consolidated financial statements should have been prepared by management for illustrative purposes and do not necessarily reflect what the consolidated company’s financial condition or results of operations would have been had the acquisition occurred on the dates indicated. They also may not be read useful in conjuction predicting the future financial condition and results of operations of the consolidated company. The actual financial position and results of operations may differ significantly from the pro forma amounts reflected herein due to a variety of reasons. The pro forma adjustments are preliminary and have been made solely for the purpose of providing unaudited pro forma condensed consolidated financial statements prepared in accordance with the historical rules and regulations of the SEC. Differences between these preliminary estimates and the final acquisition accounting may occur and these differences could have a material impact on the unaudited pro forma condensed consolidated financial statements and related notes the consolidated company’s future results of Cvent operations and financial position. In order to prepare the section entitled Management's Discussion and Analysis of Financial Condition and Results of Operations contained in (i) Cvent's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed on March 16, 2015 and (ii) Cvent's Quarterly Report on Form 10-Q for the quarter and nine months ended September 30, 2015, filed on November 4, 2015. The unaudited pro forma condensed consolidated financial statements are statements, the Company performed a preliminary review of Xxxx’s accounting policies and did not intended identify any significant differences. The Company is in the process of finalizing the review of Xxxx’s accounting policies to represent determine if differences in accounting policies require further adjustment or be indicative reclassification of Ozop’s results of operations, assets or liabilities to conform to the Company’s accounting policies and classifications. As a result of that review, the Company may identify additional differences between the accounting policies of the two companies that, when conformed, could have a material impact on the unaudited pro forma condensed consolidated results of operations or financial condition of Cvent that would have been reported had the Disposition been completed as of the dates presented, and should not be construed as representative of the future consolidated results of operations or financial condition of the Companystatements.
Appears in 1 contract
Samples: Consolidated Financial Information (Ozop Surgical Corp.)
