Patient Home Monitoring Corp. Consolidated Financial Statements First Quarter

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1 Patient Home Monitoring Corp. Consolidated Financial Statements 2015 First Quarter For the periods ended December 31, 2014 and 2013 (Expressed in Canadian dollars) TABLE OF CONTENTS Consolidated Balance Sheets Page 3 Consolidated Statements of Operations Page 4 Consolidated Statements of Changes in Shareholders Equity Page 5 Consolidated Statements of Comprehensive Loss Page 6 Consolidated Statements of Cash Flows Page 7 Notes to Consolidated Financial Statements Pages 8-34

2 NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS Under National Instrument , Part 4, subsection 4.3 (3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The accompanying unaudited interim financial statements of the Company have been prepared by and are the responsibility of the Company s management and approved by the Board of Directors of the Company. The Company s independent auditor has not performed a review of these financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity s auditor.

3 CONSOLIDATED BALANCE SHEETS As of December 31, 2014 December 31, 2013 ASSETS Current restated (Note 19) Cash and cash equivalents $ 23,133,468 $ 8,539,064 Accounts receivable (Note 3) 7,079,177 2,686,394 Inventory 1,783, ,478 Prepaid expenses and other current assets 152,288 60,951 Total current assets 32,148,213 11,803,887 Property and equipment, net (Note 4) 10,151,226 1,321,635 Goodwill (Note 9) 3,735,599 - Intangible assets, net (Note 9) 7,536,715 - Unallocated Purchase Price - 1,200,774 Deposits 152,864 54,032 $ 53,724,617, $ 14,380,328 LIABILITIES Current Trade and accrued liabilities $ 4,566,826 $ 2,346,211 Current tax liability 1,141,304 - Current portion of long-term debt (Note 7) 1,030,883 - Convertible notes (Note 16) - - Accounting fair value derivatives on equity conversion options Exchangeable shares of subsidiary (Note 16) 3,346,457 - Conversion liability warrants (Note 14) 10,292,144 4,592,590 20,377,614 6,938,801 Long-Term Convertible notes (Note 14) - 481,538 Long-term debt (Note 7) 5,247,525 - Deferred tax liability (Note 6) 811,913-26,437, ,538 SHAREHOLDERS EQUITY Share capital (Note 5) 39,138,636 12,462,453 Contributed surplus (2,523,492) 1,076,945 Accumulated other comprehensive income (loss) 1,670,925 16,355 Deficit (10,998,504) (6,595,764) 27,287,565 6,959,989 $ 53,724,617 $ 14,380,328 signed Michael Dalsin signed Roger Greene Page 3

4 The accompanying notes are an integral part of these annual consolidated financial statements. PATIENT HOME MONITORING CORP. CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended Three Months Ended December 31, December 31, Revenue $ 10,167,665 $$ 2,363,222 Cost of revenue 2,993,304 1,327,780 Gross margin 7,174,361 1,035,442 Operating expenses General and administrative 5,601, ,077 Net Profit (Loss) from Operations 1,572, ,365 Stock-based compensation 491, ,910 Loss on disposal of property and equipment 2,268 - Net Profit (Loss) before Financing Expenses 1,079,180 37,455 Financing Expenses Interest on convertible notes - 26,068 Interest on subordinated debentures 161,718 - Other interest expense 97,889 - (Gain) loss on derivative financial liability(note 14,15) 3,646,533 - Net Profit / (Loss) before taxes $ (2,826,960) $ 11,387 Provision for income taxes Current (Note 6) - - Provision for income taxes Deferred (Note 6) - - Net Profit / (Loss) after taxes $ (2,826,960) $ 11,387 Earnings (Loss) per share Basic and diluted (Note 17) $ (0.016) $ Weighted average number of common shares outstanding: Basic and diluted 174,961,999 98,970,022 The accompanying notes are an integral part of these annual consolidated financial statements. Page 4

5 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY Shares Capital Stock Contributed Surplus Deficit Accumulated other comprehensive income(loss) Total Shareholders Equity Balance September 30, ,419,076 $4,602,866 $677,524 ($4,060,759) ($107,188) $1,112,443 Issuance of shares private placement 30,273,236 3,529, ,529,119 Issuance cost - (498,845) 216, (282,573) Warrants issued - (1,706,859) (1,706,859) Issuance of shares debt conversion 326,668 49, ,000 Issuance of shares acquisition of HHC 2,771, , ,852 Options and Warrant exercise 281,600 89,704 (34,965) ,739 Stock-based compensation , ,214 Net (loss) and comprehensive income (loss) (2,546,394) (1,397) (2,547,791) Balance September 30, 2013 $98,072,433 $6,965,837 $922,045 ($6,607,153) ($108,585) $1,172,144 Issuance of shares private placement 25,000,000 5,750, ,750,000 Issuance cost - (143,188) (143,188) Broker warrants issuance cost - (74,094) 352, ,271 Broker warrants issued on debt - - 1,906, ,906,398 Warrants issued - (4,540,917) (4,540,917) Issuance of shares debt conversion 2,408, , ,330 Issuance of shares option exercise 2,650, ,608 (102,108) ,500 Issuance of shares warrant exercise 19,456,786 6,951,944 (163,289) - - 6,788,655 Issuance of shares RHI share conversion 609, , ,223 Issuance of shares CMP acquisition 5,655,475 1,385, ,385,591 Stock-based compensation - - 1,476, ,476,288 Net (loss) and comprehensive income (loss) (1,564,391) 188,544 (1,375,847) Balance September 30, ,852,689 $17,803,334 $4,391,699 ($8,171,544) $79,959 $14,103,448 Issuance of shares Convertible Debt 2,746,674 1,610,138 (1,198,137) 412,001 Issuance of Shares - Conversion of Class A Shares 6,084,460 1,947,027 1,947,027 Issuance of shares option exercise 2,283,300 1,354,324 (800,652) 553,672 Issuance of shares warrant exercise 24,907,275 14,010,164 (5,407,444) 8,602,720 Issuance of shares Acquisition 6,196,911 2,602,703 2,602,703 Issuance Cost (189,053) (189,053) Stock-based compensation 491, ,042 Net (loss) and comprehensive income (loss) (2,826,960) 1,590,966 (1,235,994) Balance December 31, ,071,309 $39,138,636 ($2,523,492) ($10,998,504) $1,670,925 27,287,565 The accompanying notes are an integral part of these annual consolidated financial statements. Page 5

6 CONSOLIDATED STATEMENTS OF COMPREHENSIVE GAIN OR LOSS Three Months Ended Three Months Ended December 31, December 31, Net Income (Loss) $ (2,826,960) $ 11,387 Other comprehensive income (loss) Cumulative translation adjustment 1,590, ,940 Comprehensive Profit / (Loss) $ (1,235,994) $ 136,327 The accompanying notes are an integral part of these annual consolidated financial statements. Page 6

7 CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended Three Months Ended December 31, December 31, Operating Activities Net income / (loss) $ (2,826,960) $ 11,387 Items not affecting cash Amortization 806, ,554 Accretion 161,718 - Change in value of derivative financial liability 3,646,533 - Loss on disposal of property and equipment 2,268 - Transaction cost related to financial liability 5,027 Bad debt expense 675,069 54,483 Stock-based compensation 491, ,910 2,956, ,361 Net changes in non-cash working capital Accounts receivable 362,434 (334,056) Inventory (483,206) 58,921 Prepaid expenses and other assets (40,960) (55,584) Trade and accrued liabilities (1,752,126) (114,896) Current tax liability 47,104 - Cash flow generated from/(used in) operating activities 1,089,456 (126,254) Investing Activities Acquisition of property and equipment (1,787,830) (78,057) Unallocated Purchase Price - (150,664) Cash flow used in investing activities (1,787,830) (228,721) Financing Activities Proceeds from Equipment Financing 182,884 - Repayment of Debt (31,788) Warrants exercised 8,602,720 - Options exercised 553,672 - Convertible Debt exercised 412,001 5,408,276 Issuance Costs (189,053) Cash flow provided by financing activities 9,530,436 5,408,276 Net change in cash 8,832,062 5,053,301 Unrealized foreign exchange on cash 250, ,940 Cash, beginning of period 14,050,436 3,360,823 Cash, end of period $ 23,133,468 $ 8,539,064 The accompanying notes are an integral part of these annual consolidated financial statements. Page 7

8 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY 1. Nature of Operations Patient Home Monitoring Corp. ("PHM Corp" or the "Company") was incorporated under the Business Corporations Act (Alberta) on March 5th, On December 30, 2013, the Company was continued into British Columbia, Canada. The address of the registered office is 5626 Larch St. Suite 202, Vancouver, BC V6M 4E1. The head office is located at Ventura Blvd. Suite 1250, Sherman Oaks, CA The Company s main revenue source is in providing inhome monitoring equipment, supplies and services to patients in the United States. The Company has also embarked on an acquisition strategy for additional revenue and profit growth. On September 20, 2013, the Company acquired Hollywood Healthcare, Corporation, a provider of diabetic testing supplies and other medications covered under Medicare Part B. On January 14, 2014 the Company acquired Resource Medical Group, Palmetto Medical Holdings, LLC (which was subsequently amalgamated), and Resource Medical Charleston, providers of respiratory and durable medical equipment. On June 1, 2014, the Company acquired Care Medical Partners, a provider of respiratory, durable medical and power mobility equipment. On October 1, 2014, the Company acquired B.C. Ltd., a company focused upon the use of the internet and social media to generate acquisition target leads and to acquire patients with the need of recurring health care services. 2. Summary of Significant Accounting Policies The significant accounting policies used in the preparation of the consolidated financial statements are as follows: Statement of Compliance These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ( IFRS ) as issued by the International Accounting Standards Board ( IASB ). They have been authorized for issuance by the Board of Directors on February 25, The consolidated financial statements, which are presented in Canadian dollars, have been prepared under the historical cost convention, as modified by the measurement at fair values of certain financial assets and financial liabilities. Principles of Consolidation These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. The Company s consolidated subsidiaries are as follows: Entity Functional Currency Ownership PHM Home Monitoring Corp. USD 100% Stancap Holdings I Limited USD 100% Healthcare Logistics Corporation USD 100% Patient Home Monitoring, Inc. USD 100% Hollywood Healthcare Corporation USD 100% Resource Health Investors, Inc. USD 100%* Resource Medical Group, LLC * USD 100% Resource Health Investors Charleston, Inc. USD 100%* Resource Medical Group Charleston, LLC * USD 100% Care Medical Partners, LLC USD 100% Care Medical of Athens, Inc. USD 100% Care Medical Atlanta, LLC USD 100% PHM Health Management USD 100% Care Medical of Augusta, LLC USD 100% Care Medical of Gainesville, LLC USD 100% Care Medical Savannah, LLC USD 100% PHM DME Healthcare, Inc. USD 100% B.C. Ltd. USD 100% *These entities have exchangeable non-voting Class A shares issued to other parties that have been presented as derivative financial liabilities of the Company (Note 17) Page 8

9 2. Summary of Significant Accounting Policies (continued) Use of Estimates The preparation of consolidated financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results may differ from those estimates. The following are the most significant estimates that the Company has made in preparing the consolidated financial statements. Useful Lives of Property and Equipment and Intangible Assets Property and equipment are amortized on a straight-line basis over their estimated useful lives. Intangible assets with a definite useful life are amortized on a straight-line basis over their estimated period of future benefit. The Company reviews these estimates on an annual basis, or more frequently if events during the year indicate that a change may be required, with consideration given to technological obsolescence and other relevant business factors. A change in managements estimate could impact amortization expense and the carrying value of property and equipment and intangible assets. Valuation of Accounts Receivable The Company estimates that a certain portion of receivables from customers may not be collected, and maintains an allowance for doubtful accounts. The Company performs analyses to evaluate the net realizable value of accounts receivable as of the balance sheet date. Specifically, the Company considers historical realization data including current and historical cash collections, accounts receivable aging trends, other operating trends and relevant business conditions. Because of continuing changes in the health care industry and third party reimbursement, it is possible that our estimates could change, which could have a material impact on our operations and cash flows. If circumstances related to certain customers change or actual results differ from expectations, the Company s estimate of the recoverability of receivables could fluctuate from that provided for in the consolidated financial statements. A change in estimate could impact expenses and accounts receivable. Income Taxes The Company is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the provision for income taxes and the Company s income tax provisions reflect management s interpretation of country and state specific tax law. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business and may remain uncertain for several years after their occurrence. The Company recognizes assets and liabilities for taxation when it is probable that the relevant taxation authority will require the Company to receive or pay taxes. Where the final outcome of the determination of tax assets and liabilities is different from the amounts that were initially recorded, such differences will impact the current and deferred income taxes provision in the period in which such determination is made. Changes in tax law or changes in the way tax law is interpreted may also impact the Company s effective tax rate as well as its business and operations. Deferred income tax assets and liabilities are recognized for the future income tax consequences attributable to temporary differences between the financial statement carrying value of assets and liabilities and their respective income tax bases. Deferred income tax assets or liabilities are measured using enacted or substantively enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The calculation of current and deferred income taxes requires management to make estimates and assumptions and to exercise a certain amount of judgment concerning the carrying value of assets and liabilities. The current and deferred income tax assets and liabilities are also impacted by expectations about future operating results and the timing of reversal of temporary differences as well as possible audits of tax filings by regulatory agencies. Changes or differences in these estimates or assumptions may result in changes to the current and deferred tax assets and liabilities on the consolidated statements of financial position and a charge to or recovery of income tax expense. Acquisition accounting Accounting for business combinations requires the allocation of the Company s purchase price to the various assets and liabilities of the acquired business at their respective fair values. The Company uses all available information to make these fair value determinations. In some instances, assumptions with respect to the timing and amount of future revenues and expenses associated with an asset or group of assets may be used to determine fair value. Actual timing and amount of net cash flows from revenues and expenses related to that asset over time may differ materially from those initial estimates, and if the timing is delayed significantly or if the net cash flows decline significantly, the asset could become impaired. Page 9

10 2. Summary of Significant Accounting Policies (continued) Significant Accounting Judgments The following are the critical judgments, apart from those involving estimations, that have been made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognized in the consolidated financial statements. Acquisition accounting Management exercised judgment in determining that the acquisitions of Resource Medical Group LLC and Palmetto Medical Holdings LLC represented a single business acquisition. Management considered the guidance and definitions per IFRS 3 in making this determination and the two entities were amalgamated shortly after acquisition. Management also applied judgment in the recognition and measurement of the intangible assets acquired in the business combinations. These transactions have been recorded in the consolidated financial statements based on management s assessment of fair value for the acquired assets and liabilities. Functional currency Management has exercised judgment in selecting the functional currency of each of the entities that it consolidates based on the primary economic environment in which the entity operates and in reference to the various indicators including the currency that primarily influences or determines the selling prices of goods and services and the cost of production, including labor, material and other costs and the currency whose competitive forces and regulations mainly determine selling prices. The consolidated financial statements of the Company are presented in Canadian dollars, which is the parent company s presentation currency but which differs from its functional currency, the US dollar, which was determined using managements assumption that the primary economic environment from which it will derive its revenues and the expenses incurred to generate those revenues is the US. Cash generating units For purposes of the assets impairment testing, the Company identifies cash generating units as the smallest identifiable groups of assets that generate independent cash inflows. Impairment testing is performed on these groups of assets on an annual basis or when events or circumstances indicate that the cash generating unit may become impaired taking into account the assessed and projected recoverable values of the cash generating unit. Segmented reporting Management has assessed the information that is provided to the chief operating decision maker and how the business is monitored and has exercised judgment in determining that there is only one operating segment. Exchangeable Class A shares of certain subsidiaries Management has exercised judgment in determining that the non-voting Class A shares of certain subsidiaries which are exchangeable for shares of the Company on a one-to-one basis do not represent a minority interest but rather are a complex compound instrument that management has elected to measure at fair value. Management has exercised judgment in considering these shares as being converted in the measurement of earnings per share. Valuation of derivative instruments Management has exercised judgment in the determination of the fair value of the derivative instruments. Estimating fair value for the derivatives requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the instrument. This estimate also requires the judgment in the determination of the most appropriate inputs to the valuation model including the expected life of the option or warrant, volatility and dividend yield and making assumptions about them. Recognition of leases Management has exercised judgment in the determination of whether or not a contract to rent equipment represents a lease. Using historical returns and other operational data management has determined that in cases where the Company is the lessor no rental agreements represent financing leases. Goodwill impairment Management has evaluated the recoverable amount of cash generating units and applied judgment in the discount rate and other underlying assumptions used in impairment analysis of goodwill. Page 10

11 2. Summary of Significant Accounting Policies (continued) Cash and cash equivalents Cash consists of cash and temporary investments that are redeemable on demand or with an original maturity of three months or less that are readily convertible to known amounts of cash that are subject to insignificant risk or change. Accounts receivable Accounts receivable are recorded at the time revenue is recognized and are presented on the balance sheet net of an allowance for doubtful accounts. It is possible that our estimates of the allowance for doubtful accounts could change, which could have a material impact on our operations and cash flows. The Company will write-off receivables when the likelihood for collection is remote, the receivables have been fully reserved, and when the Company believes collection efforts have been fully exhausted and it does not intend to devote additional resources in attempting to collect. Inventory Inventory consists primarily of testing strips, pharmaceutical drugs, respiratory, durable medical and power mobility equipment and supplies. The Company values inventory at the lower of cost and net realizable value. Historical cost is determined using the first-in first-out, cost basis. Obsolete and unserviceable inventories are valued at estimated net realizable value. Certain testing strips are placed in the patient s home and used over a 4 month period. Until they are used, the inventory remains the property of the Company and is returnable. The value of the unused strips are included in the Company s year end inventory. Property and equipment Property and equipment is stated at cost less accumulated amortization. Major renewals and improvements are charged to the property accounts, while replacements, maintenance, and repairs, which do not extend the useful life of the respective assets, are expensed as incurred. Amortization is computed using the straight-line method over the estimated useful lives of the respective assets. The estimated useful lives of the assets are as follows: Description Monitoring Equipment Computer Equipment Vehicles Office Furniture & Fixtures Leasehold Improvements Estimated Useful Lives 5 Years 5 Years 5 Years 7 Years Life of Lease Amortization of monitoring equipment commences once it has been deployed to a patient s address and put in use. Property and equipment and other non-current assets with definite useful lives are tested for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Page 11

12 2. Summary of Significant Accounting Policies (continued) Patient Acquisition Costs Patient acquisition costs are comprised of sales salaries and commissions, advisory fees, recruiting, marketing and travel costs. Long-lived Assets Impairment Recoverable amount is the higher of fair value less costs to sell and value in use. Fair value (less costs to sell) is the amount obtainable from the sale of the asset or group of assets in an arm s length transaction between knowledgeable and willing parties, less costs to sell. Value in use is equal to the present value of future cash flows expected to be derived from the use and sale of the asset. For impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the cash-generating unit or CGU ). An impairment loss is recognized for the amount by which the asset s carrying amount exceeds its recoverable amount. Impairment losses recognized in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (Company of units) on a prorated basis. Impairment losses may be reversed in a subsequent period where the impairment no longer exists or has decreased. The carrying amount after a reversal must not exceed the carrying amount (net of amortization) that would have been determined had no impairment loss been recognized. Intangible Assets Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is its fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and any accumulated impairment losses. The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite useful lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization method and amortization period of an intangible asset with a finite useful life is reviewed at least annually. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in the statement of operations in the expense category consistent with the function of the intangible assets. Finite life intangible assets are amortized on a straight-line basis over the estimated useful lives of the related assets as follows: Customer list 2 years Referral base 10 years Distribution network 10 years Software 5 years Gains or losses arising from de-recognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of operations when the asset is derecognized. Financial Instruments Financial assets are classified as fair value through profit and loss ( FVTPL ), available for sale, held to maturity or loans and receivables. Financial liabilities are classified as either FVTPL or other liabilities. Initially, all financial assets and financial liabilities must be recorded on the balance sheet at fair value with subsequent measurement determined by the classification of each financial asset and liability. Transaction costs related to FVTPL securities are expensed as incurred. Transaction costs related to other financial instruments are included in the carrying value of the instrument and then amortized using the effective interest method over the expected life of the instrument. Financial assets held to maturity, loans and receivables and financial liabilities other than FVTPL assets and liabilities are measured at amortized cost using the effective interest rate method. Available for sale financial assets are measured at fair value with changes in fair value reported in other comprehensive income until the financial asset is disposed of, or becomes impaired. Page 12

13 2. Summary of Significant Accounting Policies (continued) The Company s financial instruments include cash and cash equivalents, accounts receivable, trade and accrued liabilities, convertible notes, long term debt (excluding financing leases), conversion liability warrants and exchangeable shares of a subsidiary. The Company has classified its accounts receivable as loans and receivables, cash, conversion liability warrants and exchangeable shares of a subsidiary as FVTPL, and trade and accrued liabilities, convertible notes and long-term debt (excluding financing leases) non-convertible as other financial liabilities. Financial assets and liabilities are recorded net only when a legally enforceable right to offset exists and the Company intends to settle on a net basis while realizing the asset and settling the liability simultaneously. Derivative financial liability Warrants and options with an exercise price denominated in a foreign currency and conversion features denominated in a foreign currency are recorded at fair value and classified as a derivative financial liability. The liability is initially measured at estimated fair value with subsequent in fair value recorded as a gain or loss in the consolidated statement of operations. As the warrants are exercised or debt converted, the value of the recorded liability will be included in share capital along with the proceeds from the exercise. If these warrants expire, the related liability is reversed through the consolidated statement of operations. Exchangeable Class A shares of certain subsidiaries The non-voting Class A shares of certain subsidiaries which are exchangeable for shares of the Company on a one-toone basis have been determined to contain an embedded derivative. The entire hybrid contract has been elected to be measured as a single instrument at fair value through profit and loss at initial recognition and is re-measured at each reporting period at fair value. Fair value Fair value represents the amount at which a financial instrument could be exchanged between willing parties, based on current markets for instruments with the same risk, principal and remaining maturity. Fair value estimates are based on quoted market values and other valuation methods. The fair value measurement disclosures include the classification of financial instrument fair values in a hierarchy comprising three levels reflecting the significance of the inputs used in making the measurements, described as follows: Level 1: Level 2: Level 3: Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities; Valuations based on directly or indirectly observable inputs in active markets for similar assets or liabilities other than Level 1 prices, such as quoted interest or currency exchange rates; and Valuations based on significant inputs that are not derived from observable market data, such as discounted cash flow methodologies based on internal cash flow forecasts. The fair market value of cash and cash equivalents are determined based on level 1 inputs, which consist of quoted prices in active markets for identical assets. The fair value of accounts receivable, the convertible notes, conversion liability warrants and exchangeable shares of a subsidiary are based on level 2 inputs. The fair value of the exchangeable shares of a subsidiary approximates a carrying value because of its measurement using market rates. The fair values of accounts receivable and trade and accrued liabilities, approximate their carrying values because of their short term nature. The fair values of the convertible notes and the long-term debt (excluding finance leases) approximate their carrying value due to the effective interest rates being comparable to market interest rates. Revenue recognition Revenue consists of sale and rental of medical equipment along with patient monitoring services. Revenues are billed to and collections received from Medicare, third-party insurers, co-insurance and patient-pay. Net patient service revenue is recognized at the time services are provided net of contractual adjustments based on an evaluation of expected collections resulting from the analysis of current and past due accounts, past collection experience in relation to amounts billed and other relevant information. Contractual adjustments result from the differences between the rates charged for services and reimbursements by government-sponsored healthcare programs and insurance companies for such services. Interest revenue is recognized as earned. Page 13

14 2. Summary of Significant Accounting Policies (continued) Stock-based compensation The Company follows guidance provided by IFRS 2, which requires that a fair value based method of accounting be applied to all share-based payments. The Company applies the fair-value based method to all stock options granted and warrants issued. Accordingly, compensation cost is measured at fair value at the date of grant for awards to employees and at the earlier of the date of performance completion or vesting of awards to non-employees. The costs are expensed on a graded basis over the vesting or service period for each tranche, with the related credit included in contributed surplus. The applicable contributed surplus is transferred to share capital, if and when stock options are exercised. Any consideration paid on the exercise of stock options and warrants are credited to share capital. The Company uses the Black-Scholes option pricing model to determine the value of all issued options and warrants. Transaction costs of an equity transaction are accounted for as a deduction from equity. Income taxes The Company follows the asset and liability method of accounting for income taxes. Under this method, current income taxes are recognized for the estimated income taxes payable for the current year. Deferred income tax assets and liabilities are recognized for temporary differences between the tax and accounting basis of assets and liabilities as well as for the benefit of losses available to be carried forward to future years for tax purposes are measured using the current or substantively enacted tax rates expected to apply when the differences reverse. A deferred tax asset is recognized to the extent that the recoverability of deferred income tax assets is considered probable. Income (loss) per share Income (loss) per common share is calculated using the weighted average number of common shares outstanding during the year. Diluted income (loss) per share amounts are calculated giving effect to the potential dilution that would occur if securities or other contracts to issue common shares were exercised or converted to common shares by assuming the proceeds received from the exercise of stock options and warrants are used to purchase common shares at the prevailing market rate. There is no impact on diluted income (loss) per share because it is antidilutive. For the purpose of income (loss) per common share calculations, the exchangeable Class A common shares of a subsidiary are treated as though they were exchanged. Comprehensive income (loss) Comprehensive income (loss) consists of two components, net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) refers to revenue, expenses, gains and losses that under IFRS are recorded as an element of shareholders equity but are excluded from net income (loss). The Company s other comprehensive income (loss) consists of foreign currency translation adjustments from translation of the functional currency to Canadian dollars. Foreign currency transactions The functional currency of each of the Company s wholly-owned subsidiaries is measured using the currency of the primary economic environment in which the subsidiary operates. Each entity in the Company determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. Transactions in foreign currencies are initially recorded by the Company s entities in their respective functional currency at rates prevailing at the date of the transaction. The functional currency of the Company and its subsidiaries is the US dollar and the reporting currency is the Canadian dollar. Monetary items are translated at the functional currency spot rate as of the reporting date. Exchange differences from monetary items are recognized in profit or loss. Non-monetary items that are not carried at fair value are translated using the exchange rates at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The assets and liabilities of foreign operations are translated into Canadian dollars at the rate of exchange prevailing at the reporting date and their statements of operations are translated at the average monthly rates of exchange. The exchange differences arising on the translation are recognized in other comprehensive income. On disposal of a foreign operation, the component of other comprehensive income relating to that particular foreign operation is recognized in the statement of operations. Page 14

15 2. Summary of Significant Accounting Policies (continued) Recent accounting pronouncements Certain pronouncements were issued by the IASB or the International Financial Reporting Interpretation Committee ( IFRIC ). The following have not yet been adopted and are being evaluated to determine their impact on the Company. (i) IFRS 9 Financial instruments ( IFRS 9 ) was issued by the IASB in October 2010 and will replace IAS 39 Financial Instruments: Recognition and Measurement ( IAS 39 ). IFRS 9 uses a single approach to determine whether a financial asset is measured at amortized cost or fair value, replacing the multiple rules in IAS 39. The approach in IFRS 9 is based on how an entity manages its financial instruments in the context of its business model and the contractual cash flow characteristics of financial assets. Most of the requirements of IAS 39 for classification and measurement of financial liabilities were carried forward unchanged to IFRS 9. The new standard also requires a single impairment method to be used, replacing the multiple impairment methods used in IAS 39. The effective date of IFRS 9 is January 1, (ii) IFRS 15 Revenue from Contracts with Customers - establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity s contracts with customers. IFRS 15 is effective for annual periods beginning on or after January 1, Earlier application is permitted. (iii) IFRIC 21 Levies provides guidance on accounting for levies in accordance with the requirements of IAS 37 Provisions, Contingent Liabilities and Contingent Assets. This Interpretation is effective for annual periods commencing on or after January 1, 2014 and is applied retrospectively. Adoption of New Accounting Standards Effective October 1, 2013, the Company adopted all of the following standards noted below. The adoption of these standards did not have a material impact on the consolidated financial statements (i) IFRS 10 Consolidated financial statements establishes principles for the presentation and preparation of consolidated financial statements when an entity controls one or more entities. (ii) IFRS 11 requires a venture to classify its interest in a joint arrangement as a joint venture or joint operation. Joint ventures will be accounted for using the equity method of accounting whereas for a joint operation the venture will recognize its share of the assets, liabilities, revenue and expenses of the joint operation. Under existing IFRS, entities have the choice to proportionately consolidate or equity account for interests in joint ventures. IFRS 11 superseded IAS 31, Interests in Joint Ventures, and SIC-13 Jointly Controlled Entities Non-monetary Contributions by Venturers. (iii) IFRS 12 establishes disclosure requirements for interests in other entities, such as joint arrangements, associates, special purpose vehicles and off balance sheet vehicles. The standard carries forward existing disclosures and also introduces significant additional disclosure requirements that address the nature of, and risks associated with, an entity s interest in other entities. (iv) IFRS 13 Fair value measurement provided the guidance on the measurement of fair value and related disclosures through a fair value hierarchy. Page 15

16 3) Financial instrument risk exposure The Company s activities expose it to a variety of financial risks: market risk (including price risk, currency risk and interest rate risk), credit risk and liquidity risk. These risks arise from the normal course of operations and all transactions are undertaken to support the Company s ability to continue as a going concern. Risk management is carried out by management under policies approved by the Board of Directors. Management identifies and evaluates the financial risks in co-operation with the Company s operating units. The Company s overall risk management program seeks to minimize potential adverse effects on the Company s financial performance. Credit Risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. Financial instruments that potentially subject the Company to credit risk are primarily cash and accounts receivable. Each subsidiary places its cash with one major financial institution. At times, the cash in the financial institution is temporarily in excess of the amount insured by the Federal Deposit Insurance Corporation. Substantially all accounts receivable are due under fee-for-service contracts from third party payors, such as insurance companies and government-sponsored healthcare programs, directly from patients or for rebates due from manufacturers. Receivables generally are collected within industry norms for third-party payors and from manufacturers. The Company continuously monitors collections from its clients and maintains an allowance for bad debts based upon any specific payor collection issues that are identified and historical experience. The Company recorded bad debt expense of $ 675,069 for the period ended December 31, 2014 ( $54,483). Accounts receivable aging neither impaired nor past due 0 30 days $ 2,871, days 1,569, days 774,794 Over 90 days 1,863,583 Total $ 7,079,177 As of December 31, 2014 no one customer represented more than 10% of outstanding accounts receivable. Currency risk Currency risk is the risk that the Company will be subject to foreign currency fluctuations in satisfying obligations related to its foreign activities. The Company realizes approximately 95% of its sales and makes a significant amount of its purchases in US dollars. Consequently, assets and liabilities are exposed to foreign exchange fluctuations. The Company s objective in managing its foreign currency risk is to minimize its net exposures to foreign currency cash flows by holding approximately 90% of its cash and cash equivalents in US dollars. The Company monitors and forecasts the values of net foreign currency cash flow and statement of financial position exposures and from time to time could authorize the use of derivative financial instruments such as forward foreign exchange contracts to economically hedge a portion of foreign currency fluctuations. Based on the above net exposure at December 31, 2014, a 10% depreciation or appreciation of the US dollar against the Canadian dollar would result in an approximately $282,696 decrease or increase respectively in both net loss and comprehensive loss (2013 $1,138). The Company has not employed any currency hedging programs during the quarters ended December 31, 2014 and Page 16

17 3) Financial Instrument Risk Exposure (cont.) Liquidity risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company s approach in managing liquidity is to ensure, to the extent possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal conditions, by continuously monitoring actual and budgeted cash flows. As of December 31, 2014, the Company faces no material liquidity risk and is able to meet all of its current financial obligations as they become due and payable. The Company has $6,739,013 of liabilities that are due within one year but has in excess of $32 million of current assets to meet those obligations. Trade Accounts Payable Aging 0 30 days $ 2,936, days $ 525, days $ 140,007 Over 90 days $ 67,433 Total $ 3,669,879 Other Liabilities Aging Less than one year $ 16,707,735 Between one and two years 236,010 Between two and five years 5,823,428 $ 22,767,173 Liabilities due in less than one year include $13,638,601 of conversion liability warrants and exchangeable shares of subsidiary. The conversion or exchange of warrants or shares will result in the liability moving to the Shareholders equity section of the Balance Sheet and will not adversely affect the cash position of the Company. Interest rate risk Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate risk is limited to potential decreases on the interest rate offered on cash and cash equivalents held with Chartered Canadian and registered US financial institutions. The Company considers this risk to be immaterial. The interest on the convertible notes is not subject to cash flow interest rate risk as these instruments bear interest at fixed rates. Page 17

18 4. Property and Equipment, net Accumulated At December 31, 2014 Cost Amortization Net Monitoring Equipment $ 12,396,105 $ 2,861,241 $ 9,534,864 Computer Equipment 291,507 97, ,553 Office Furniture & Fixtures 103,251 35,084 68,167 Leasehold Improvements 62,876 11,761 51,115 Monitoring Equipment Not Yet Placed in Service 28,085-28,085 Vehicles 368,197 92, ,442 $ 13,250,021 $ 3,098,795 $ 10,151,226 Accumulated At December 31, 2013 Cost Amortization Net Monitoring Equipment $ 1,804,055 $ 863,838 $ 940,217 Computer Equipment 95,322 39,909 56,013 Office Furniture & Fixtures 40,169 15,248 24,921 Leasehold Improvements 8,075 5,502 2,573 Monitoring Equipment Not Yet Placed in Service 11,763-11,763 Software 515, , ,148 $ 2,474,513 $ 1,152,878 $ 1,321,635 December 31, 2014 Continuity Schedule Business Foreign acquisitions At December 31, 2014 Cost Additions exchange Ending $ $ $ $ $ Monitoring Equipment 10,597,910 1,341, ,232 12,396,105 Computer Equipment 261,424 18,830-11, ,507 Office Furniture & Fixtures 95,642 3,492-4, ,251 Leasehold Improvements 47,314 13,526-2,036 62,876 Monitoring equipment not yet in service 12,319 15, ,085 Vehicles 353, , ,197 11,367,610 1,393, ,365 13,250,021 Page 18

19 At December 31, 2014 Opening Amortization Foreign exchange Ending 09/30/14 12/31/14 $ $ $ $ Monitoring Equipment 2,007, ,220 86,426 2,861,241 Computer Equipment 79,937 14,575 3,442 97,954 Office Furniture & Fixtures 30,101 3,688 1,295 35,084 Leasehold Improvements 9,123 2, ,761 Monitoring equipment not yet in service Vehicles 71,277 18,410 3,068 92,755 2,198, ,139 94,623 3,098,795 For the quarter ended December 31, 2014, amortization expense associated with property and equipment was $806,138. ( $119,554). The gross amount of Property and equipment that is fully amortized but still in use at December 31, 2014 is $704,384. Page 19

20 5. Share capital (a) Authorized share capital The Company s authorized share capital consists of an unlimited number of common shares and an unlimited number of preferred shares issuable in series. The preferred shares issuable in series will have the rights, privileges, restrictions, and conditions assigned to the particular series upon the Board of Directors approving their issuance. (b) Issued share capital On December 23, 2013, the Company completed a brokered private placement consisting of the issue and sale of 25,000,000 units at a price of $0.23 per unit. Each unit consists of one common share and one warrant which entitles the holder to purchase one common share of the Company at a price of $0.23 until December 23, In connection with the private placement on December 23, 2013, the Company issued broker warrants to purchase 1,750,000 common shares. Each warrant entitles the holder to purchase one common share of the Company at a price of $0.23 until December 23, The fair value of the warrants was calculated using the Black-Scholes option pricing model with the following assumptions: Risk-free interest rate 1.09% Expected volatility % Expected life of warrants 2 years Expected dividend yield Nil In addition to the previously noted issuances, share capital transactions were included in certain of the business acquisition transactions during the year (Note 11). In connection with the new debt issued on August 27, 2014, the Company issued broker warrants to purchase 5,744,250 common shares. Each warrant entitles the holder to purchase one common share of the Company at a price of $0.45 until August 27, The fair value of the broker warrants was calculated using the Black-Scholes option pricing model with the following assumptions: Risk-free interest rate 1.48% Expected volatility % Expected life of warrants 5 years Expected dividend yield Nil The outstanding and exercisable warrants at December 31, 2014, are comprised as follows: Date of Expiry Type Number of Warrants Average Exercise Price Per Warrant $ August 27, 2019 Warrants 7,762, August 27, 2019 Warrants 5,744, Total 13,506, Page 20

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