Attached files

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8-K/A - FORM 8-K AMENDMENT NO. 1 - Identiv, Inc.d8ka.htm
EX-99.6 - UNAUDITED PRO FORMA CONDENSED COMBINED FIN STATEMEMTS OF SCM MICROSYSTEMS, INC. - Identiv, Inc.dex996.htm
EX-99.2 - AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND NOTES FOR BLUEHILL ID AG - Identiv, Inc.dex992.htm
EX-23.1 - CONSENT OF INDEPENDENT AUDITORS - Identiv, Inc.dex231.htm
EX-99.5 - AUDITED FINANCIAL STATEMENTS AND NOTES OF TAGSTAR SYSTEMS GMBH - Identiv, Inc.dex995.htm
EX-99.4 - AUDITED FINANCIAL STATEMENTS AND NOTES OF MULTICARD GMBH - Identiv, Inc.dex994.htm

EXHIBIT 99.3

INDEX TO AUDITED FINANCIAL STATEMENTS OF MULTICARD AG

WALLISELLEN, SWITZERLAND

Multicard AG is a predecessor company of Bluehill ID AG, a stock corporation incorporated in Switzerland, and was acquired by Bluehill ID AG effective as of June 30, 2008. Bluehill ID AG was acquired by SCM Microsystems, Inc., a Delaware corporation, on January 4, 2010.

 

     Page

Auditor’s Opinion

   2

Audited Balance Sheet as of June 30, 2008

   3

Audited Income Statement for the six months ended June 30, 2008

   4

Notes to Audited Financial Statements

   5


Zurich, 12 March 2010

Report of the independent auditor on the financial statements

As independent auditor and in accordance with your instructions, we have audited the accompanying financial statements of Multicard AG, which comprise the balance sheet, income statement and notes for the period from 1 January 2008 to 30 June 2008.

Management is responsible for the preparation of the financial statements in accordance with the accounting and valuation principles described in the notes to the financial statements. This responsibility includes designing, implementing and maintaining an internal control system relevant to the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Management is further responsible for selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances.

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

In our opinion, the financial statements as of and for the six-month period ended 30 June 2008 have been prepared in accordance with the accounting and valuation principles described in the notes.

This report is intended solely for the information and use of Multicard AG and for filing with the US Securities and Exchange Commission and is not intended to be and should not be used by anyone other than these specified parties.

 

Ernst & Young Ltd    

/s/ Louis Siegrist

   

/s/ Pramit Mehta

Louis Siegrist     Pramit Mehta
Swiss Certified Accountant     Certified Public Accountant

 

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MULTICARD AG, WALLISELLEN

BALANCE SHEET

AS OF 30 JUNE 2008

(in Swiss francs – CHF)

 

ASSETS

     

Current assets:

     

Cash

   CHF    77,735   

Receivables from goods and services

      347,345   

Other receivables

      29,085   

Inventories

      25,000   

Prepaid expenses

      8,290   
         

Total current assets

      487,455   
         

Non-current assets:

     

Tangible fixed assets

      349,509   

Leased assets

      132,613   
         
      482,122   

Financial assets:

     

Long-term receivables affiliated companies

      243,738   

Long-term receivables third parties

      64,194   

Other long-term financial assets

      7,057   
         
      314,989   

Investments in affiliated companies

      181,396   

Intangible assets

      53,723   
         

Total non-current assets

      1,032,230   
         

Total assets

   CHF    1,519,685   
         

LIABILITIES AND SHAREHOLDER’S EQUITY

     

Current liabilities:

     

Payables from goods and services

   CHF    150,563   

Other short-term liabilities:

     

Third parties

      96,126   

Related parties

      287,003   

Affiliated companies

      26,006   
         
      409,135   

Short-term provisions

      27,000   

Accrued liabilities

      138,839   

Short-term leasing liabilities

      41,708   
         

Total current liabilities

      767,245   
         

Long-term financial liabilities

      479,607   

Long-term leasing liabilities

      86,339   
         

Total non-current liabilities

      565,946   
         

Total liabilities

      1,333,191   
         

Equity:

     

Share capital

      400,000   

General legal reserves

      22,000   

Available earnings

     

Profit brought forward

      43,236   

Net loss for the period

      (278,742
         
      (235,506
         

Total shareholders’ equity

      186,494   
         

Total liabilities and shareholders’ equity

   CHF    1,519,685   
         

See accompanying notes to Audited Financial Statements of Multicard AG.

 

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MULTICARD AG, WALLISELLEN

INCOME STATEMENT

FOR THE SIX MONTHS ENDED JUNE 30, 2008

(in Swiss Francs – CHF)

 

Income

     

Net sales from goods and services

   CHF    1,439,883   

Financial income

      3,537   

Foreign exchange gains

      11,044   
         

Total income

      1,454,464   
         

Expenses

     

Material and merchandise expenses

      610,893   

Personnel expenses

      652,311   

Other operating expenses

      388,691   

Depreciation

      65,772   

Financial expenses

      14,848   

Tax

      691   
         

Total expenses

      1,733,206   
         

Net loss for the period

   CHF    (278,742
         

See accompanying notes to Audited Financial Statements of Multicard AG.

 

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MULTICARD AG, WALLISELLEN

NOTES TO AUDITED FINANCIAL STATEMENTS

AS OF 30 JUNE 2008

Company Background

Multicard AG is a worldwide supplier of card solutions for secure identification programs with in-house capabilities for credential issuance, personalization and fulfillment services for the consumer, government and corporate customers. The company offers identification (ID) systems management and engineering services as well as full implementation and program management. Multicard AG is also a provider of enrollment and accreditation solutions using data capture equipment for ePassport and other government ID and corporate ID applications.

Summary of Significant Accounting Policies

The financial statements have been prepared on a historical cost basis. All amounts are stated in Swiss francs (CHF).

Raw materials, semi-finished and finished goods, as well as merchandise, have been valued at a maximum of the acquisition or manufacturing costs. If the cost is higher than the market value generally applicable on the date of the balance sheet, then such market value shall be determinative.

Tangible fixed assets and intangible assets are stated at cost, net of accumulated depreciation and/or accumulated impairment losses, if any.

Investments in affiliated companies are shares of the capital in other companies held with the intention of a permanent investment and of exercising a substantial influence. Shares representing at least twenty percent of the votes are deemed to be investments.

Revenue from the sale of goods is recognized when the significant risks and rewards of ownership of the goods have been passed to the buyer, usually on delivery of the goods.

Depreciation, value adjustments and provisions have been made to the extent required by generally accepted accounting principles in Switzerland. Provisions are to be created in particular to cover uncertain contingent liabilities and potential losses from contractual obligations.

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date.

Transactions denominated in foreign currencies are translated into Swiss francs at the exchange rate prevailing at the date of the transaction. Assets and liabilities denominated in foreign currencies are translated into Swiss francs at the year-end exchange rates. Unrealized foreign exchange losses are recorded in the profit and loss accounts while unrealized foreign exchange gains are deferred.

 

     6/30/2008
     (in CHF)

Total amount of assets pledged

   34,070

Liabilities to personal welfare institutions

   27,593

Investment

  

Multicard GmbH, Villingen-Schwenningen

  

Share capital 30’000 EUR, shareholding quota 100%

  

Purpose: Provider of solutions and consulting services in the RFID technology sector

  

 

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