Fwiw, Fuse does a lot of business with entities controlled by Fuse insiders:
“Operations
Historically, the Company conducts various related-party transactions with entities that are owned by or affiliated with Mr. Brooks and Mr. Reeg. These transactions are based on wholesale contractual agreements, that the Company’s management believes are on terms and conditions substantially similar to other third-party contractual arrangements. As described more fully below, these transactions include: selling and purchasing of inventory on wholesale basis, commissions earned and paid, and shared-service fee arrangements.
MedUSA Group, LLC
MedUSA Group, LLC (“MedUSA”) is a sub-distributor owned and controlled by Mr. Brooks and Mr. Reeg.
During the three months ended March 31, 2019, and 2018, the Company:
•
sold Orthopedic Implants and Biologics products to MedUSA in the amounts of approximately $300,000 and $828,000, respectively, which is reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations;
•
purchased approximately $0.00 and $97,000, respectively, of Orthopedic Implants, medical instruments, and Biologics from MedUSA, which is reflected in inventories in the Company’s accompanying unaudited condensed consolidating balance sheets; and
•
incurred approximately $617,000 and $317,000, respectively, in commission costs, which is reflected in commissions in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018, the Company has outstanding balances due from MedUSA of approximately $327,000 and $389,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.
Texas Overlord, LLC
Texas Overlord, LLC (“Overlord”) is an investment holding-company owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018 the Company:
•
purchased approximately $25,000 and $439,000, respectively, in Orthopedic Implants and medical instruments, and Biologics from Overlord, which is reflected within inventories on the Company’s accompanying unaudited condensed consolidating balance sheets; and
•
incurred approximately $0.00 and $287,000, respectively, in commission costs to Overlord, which is reflected in commissions in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018, the Company had outstanding balances owed to Overlord of approximately $0.00 and $2,000, respectively. These amounts are reflected in accounts payable in the Company’s accompanying unaudited condensed consolidated balance sheets.
F-15
FUSE MEDICAL, INC.
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2019
(Unaudited)
NBMJ, Inc.
NBMJ, Inc. d/b/a Incare Technology (“NBMJ”) is a durable medical equipment, wound care, and surgical supplies distributor owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company sold Biologics products to NBMJ in the amounts of approximately $122,000, and $34,000, respectively, which are reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018 the Company has outstanding balances due from NBMJ of approximately $252,000 and $155,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.
Bass Bone and Spine Specialists
Bass Bone & Spine Specialists (“Bass”) operates as a sub-distributor of surgical implants and is owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company:
•
sold Orthopedic Implants and Biologics products to Bass in the amounts of approximately $62,000 and $117,000, respectively, which is reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations;
•
incurred approximately $9,000 and $0.00, respectively, in commission costs to Bass, which is reflected in commissions in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018, the Company has outstanding balances due from Bass of approximately $5,000
and $179,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.
Sintu, LLC
Sintu, LLC (“Sintu”) operates as a sub-distributor of surgical implants and is owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company incurred approximately $78,000 and $249,000, respectively, in commission costs to Sintu, which is reflected in commissions on the Company’s accompanying unaudited condensed consolidated statement of operations.
Tiger Orthopedics, LLC
Tiger Orthopedics, LLC (“Tiger”) operates as a sub-distributor of surgical implants and is owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company sold Orthopedic Implants and Biologics products to Tiger in the amounts of approximately $50,000 and $109,000, respectively, which is reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations;
As of March 31, 2019, and December 31, 2018, the Company has outstanding balances due from Tiger of approximately $35,000 and $5,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.”
https://www.sec.gov/Archives/edgar/data/31901...190331.htm
It’s just an interesting note. Also, these are unaudited financial statements.
“Operations
Historically, the Company conducts various related-party transactions with entities that are owned by or affiliated with Mr. Brooks and Mr. Reeg. These transactions are based on wholesale contractual agreements, that the Company’s management believes are on terms and conditions substantially similar to other third-party contractual arrangements. As described more fully below, these transactions include: selling and purchasing of inventory on wholesale basis, commissions earned and paid, and shared-service fee arrangements.
MedUSA Group, LLC
MedUSA Group, LLC (“MedUSA”) is a sub-distributor owned and controlled by Mr. Brooks and Mr. Reeg.
During the three months ended March 31, 2019, and 2018, the Company:
•
sold Orthopedic Implants and Biologics products to MedUSA in the amounts of approximately $300,000 and $828,000, respectively, which is reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations;
•
purchased approximately $0.00 and $97,000, respectively, of Orthopedic Implants, medical instruments, and Biologics from MedUSA, which is reflected in inventories in the Company’s accompanying unaudited condensed consolidating balance sheets; and
•
incurred approximately $617,000 and $317,000, respectively, in commission costs, which is reflected in commissions in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018, the Company has outstanding balances due from MedUSA of approximately $327,000 and $389,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.
Texas Overlord, LLC
Texas Overlord, LLC (“Overlord”) is an investment holding-company owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018 the Company:
•
purchased approximately $25,000 and $439,000, respectively, in Orthopedic Implants and medical instruments, and Biologics from Overlord, which is reflected within inventories on the Company’s accompanying unaudited condensed consolidating balance sheets; and
•
incurred approximately $0.00 and $287,000, respectively, in commission costs to Overlord, which is reflected in commissions in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018, the Company had outstanding balances owed to Overlord of approximately $0.00 and $2,000, respectively. These amounts are reflected in accounts payable in the Company’s accompanying unaudited condensed consolidated balance sheets.
F-15
FUSE MEDICAL, INC.
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2019
(Unaudited)
NBMJ, Inc.
NBMJ, Inc. d/b/a Incare Technology (“NBMJ”) is a durable medical equipment, wound care, and surgical supplies distributor owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company sold Biologics products to NBMJ in the amounts of approximately $122,000, and $34,000, respectively, which are reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018 the Company has outstanding balances due from NBMJ of approximately $252,000 and $155,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.
Bass Bone and Spine Specialists
Bass Bone & Spine Specialists (“Bass”) operates as a sub-distributor of surgical implants and is owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company:
•
sold Orthopedic Implants and Biologics products to Bass in the amounts of approximately $62,000 and $117,000, respectively, which is reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations;
•
incurred approximately $9,000 and $0.00, respectively, in commission costs to Bass, which is reflected in commissions in the Company’s accompanying unaudited condensed consolidated statements of operations.
As of March 31, 2019, and December 31, 2018, the Company has outstanding balances due from Bass of approximately $5,000
and $179,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.
Sintu, LLC
Sintu, LLC (“Sintu”) operates as a sub-distributor of surgical implants and is owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company incurred approximately $78,000 and $249,000, respectively, in commission costs to Sintu, which is reflected in commissions on the Company’s accompanying unaudited condensed consolidated statement of operations.
Tiger Orthopedics, LLC
Tiger Orthopedics, LLC (“Tiger”) operates as a sub-distributor of surgical implants and is owned and controlled by Mr. Brooks.
During the three months ended March 31, 2019, and 2018, the Company sold Orthopedic Implants and Biologics products to Tiger in the amounts of approximately $50,000 and $109,000, respectively, which is reflected in net revenues in the Company’s accompanying unaudited condensed consolidated statements of operations;
As of March 31, 2019, and December 31, 2018, the Company has outstanding balances due from Tiger of approximately $35,000 and $5,000, respectively. These amounts are reflected in accounts receivable in the Company’s accompanying unaudited condensed consolidated balance sheets.”
https://www.sec.gov/Archives/edgar/data/31901...190331.htm
It’s just an interesting note. Also, these are unaudited financial statements.
