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SEVEN STARS CLOUD GROUP, INC. filed this Form 8-K/A on 08/14/2017
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Wide Angle Group Limited


December 31, 2015 and December 31, 2016


Note 10 Acquisitions


On September 2, 2016, WAG completed the acquisition of Amer’s 100% equity interest and providing WAG control over Amer. Amer became a consolidated subsidiary of WAG on this date. Amer purchases finished goods from suppliers in accordance with sales orders from customers. Amer’s suppliers then deliver goods to Amer’s customers directly. Seven Stars Cloud Group, Inc.’s (“SSC”) former business focused on sales of premium digital content. Now SSC is aiming to be the leading provider of total B2B business solutions for today’s constantly evolving business landscape. SSC is gaining both a M2B or Manufacturer to Business, supply chain management operator as well as a M2C or Manufacturer to Consumer, video commerce operator. Amer's business builds the bridge between manufacturers and consumers. This business helps SSC to expand its M2C business.


The acquired business contributed revenues of $70,109,080 and net losses of $754,552 to WAG for the period from September 2, 2016 to December 31, 2016. The following unaudited pro forma summary presents consolidated information of WAG as if the business combination had occurred in June, 2016, when Amer started its business:


   Pro forma year ended December 31, 2016 (unaudited) 
Revenue  $104,432,923 
Net loss   1,350,137 


WAG did not have any material, nonrecurring pro forma adjustments directly attributable to the business combination included in the pro forma revenue and net loss.


At the acquisition date, Amer’s assets and liabilities were mainly cash, receivables and payables, all of them had almost same book value and fair value. WAG assumes that the fair value of Amer’s net assets is equal to their book value. The following table summarizes the book value of the assets acquired and liabilities assumed based on the acquisition date, purchase price and gain on bargain purchase:


The accompanying notes are an integral part of these consolidated financial statements. 19