Solei Systems Inc. (fka SOLI)

[Garden Rose]

I've been trying to do some research as to why the delay. I checked the filings and SOLI listed this as one of the two items causing a delay:

"determining whether the acquisition of certain assets of KB Medical Systems, LLC, completed during the quarter, should be accounted for as an acquisition of assets or as a business combination under applicable accounting guidelines."

My own cursory review of the issue leads me to believe the (KB)CareClix acquisiton would be classified as a business combination.
As such, the accounting is very complex with tax ramifications.

Therefore, I do believe SOLI legitimately is trying to work out the details of this acquisition.

For those interested, here's some info on acquisition of assets vs. business combination:

"MEASURING THE COST OF AN ACQUISITION

Transaction cost recognition differs between asset acquisitions and business combinations. Per ASC 805-50-30-1, transaction costs should generally be capitalized as a component of the purchase price for asset acquisitions. The costs should then be recognized as they become payable. For business combinations, ASC 805-10-25-23 indicates that transaction costs should not be recorded as a component of the purchase price and should instead be expensed as incurred. Because transaction costs are capitalized in asset acquisitions (rather than expensed), near-term net income will be higher but long-term net income will be lower as depreciation and amortization are higher due to a higher asset base.

There are also notable differences regarding contingent consideration measurement. In asset acquisitions, contingent consideration is recognized when probable and reasonably estimable, as discussed in ASC 450-20-25-2. When resolved, the amount by which the fair value of the contingent consideration issued or issuable is in excess (or shortfall) of the amount that was recognized as a liability shall increase (or decrease) the cost of the investment, as discussed in ASC 323-10-35-14A. In business combinations, ASC 805-30-25-5 indicates that acquirers shall recognize the fair value as of the acquisition date as part of the consideration transferred. Changes in the fair value for contingent liabilities will be recognized in earnings until the contingency is settled."

https://www.stout.com/en/insights/article/asset-acquisitions-business-combinations-whats-the-difference/