Business Combination Disclosure [Text Block] | NOTE 4 On September 12, 2022, no may 18 may not not 501 1933, Securities Act The 5,000,000 additional restricted shares of Company common stock to be issued after an 18 may not not As of September 30, 2022, The AOS Acquisition was accounted for as a business combination in accordance with ASC 805, Consideration 1 $ 13,558,366 Assets acquired: Cash and cash equivalents 200,661 Accounts receivable 665,961 Prepaid and other assets 443,428 Inventory 2,504,722 PP&E, net 16,622 Intangibles 17,309 Right of use asset 85,502 Total assets acquired 3,934,205 Liabilities assumed: Accrued liabilities 61,064 Accounts payable 125,967 Right of use liability 87,539 Total liabilities assumed 274,570 Net assets acquired 3,659,635 Goodwill $ 9,898,731 The preliminary purchase price allocation is based on estimates of the fair values of the tangible and intangible assets acquired and liabilities assumed. The Company will utilize recognized valuation techniques as part of its final valuation of the AOS Acquisition, which is expected to be complete in Q4 2022. may one Subsequent to the AOS Acquisition, during the period September 13, 2022 September 30, 2022, The Company incurred approximately $845,000 in transaction costs related to the AOS Acquisition, primarily coming from legal, banking, accounting and other professional service fees. The following unaudited proforma condensed consolidated results of operations have been prepared, as if the Acquisition had occurred as of July 1, 2022 2021, January 1, 2022 2021, three nine September 30, 2020, 1 PROFORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2022 (Unaudited) For the Three Months Ended September 30, 2022 Starco Brands Inc. The AOS Group Inc. Proforma Starco Brands Inc. Revenue $ 1,441,361 $ 1,124,404 $ 2,565,765 Net Income (Loss) $ (17,578 ) $ (1,575,417 ) $ (1,592,995 ) Net (income) attributable to non-controlling interest $ (32,693 ) $ - (32,693 ) Net Income (Loss) attributable to Starco Brands $ (50,271 ) $ (1,575,417 ) $ (1,625,688 ) For the Nine Months Ended September 30, 2022 Starco Brands Inc. The AOS Group Inc. Proforma Starco Brands Inc. Revenue $ 3,594,854 $ 4,141,348 $ 7,736,202 Net Income (Loss) $ 200,946 $ (2,517,001 ) $ (2,316,055 ) Net (income) attributable to non-controlling interest $ (67,856 ) $ - (67,856 ) Net Income (Loss) attributable to Starco Brands $ 133,090 $ (2,517,001 ) $ (2,383,911 ) For the Three Months Ended September 30, 2021 Starco Brands Inc. The AOS Group Inc. Proforma Starco Brands Inc. Revenue $ 109,503 $ 2,364,997 $ 2,474,500 Net Income (Loss) $ (392,813 ) $ (1,125,739 ) $ (1,518,552 ) Net (income) attributable to non-controlling interest $ - $ - - Net Income (Loss) attributable to Starco Brands $ (392,813 ) $ (1,125,739 ) $ (1,518,552 ) For the Nine Months Ended September 30, 2021 Starco Brands Inc. The AOS Group Inc. Proforma Starco Brands Inc. Revenue $ 484,073 $ 8,354,867 $ 8,838,940 Net Income (Loss) $ (549,488 ) $ (2,371,570 ) $ (2,921,058 ) Net (income) attributable to non-controlling interest - $ - - Net Income (Loss) attributable to Starco Brands $ (549,488 ) $ (2,371,570 ) $ (2,921,058 ) A pro forma balance sheet was excluded from this disclosure as the transaction is already reflected in the September 30, 2022 September 12, 2022 |