Attached files
file | filename |
---|---|
10-K - ANNUAL REPORT - Unified Signal, Inc. | qumi_10k.htm |
EX-4.7 - UNSECURED PROMISSORY NOTE - Unified Signal, Inc. | qumi_ex47.htm |
EX-4.8 - SENIOR SECURIED NOTE - Unified Signal, Inc. | qumi_ex48.htm |
EX-4.6 - NOTE - Unified Signal, Inc. | qumi_ex46.htm |
EX-4.9 - SECURITY AGREEMENT - Unified Signal, Inc. | qumi_ex49.htm |
EX-31.1 - CERTIFICATION - Unified Signal, Inc. | qumi_ex311.htm |
EX-32.1 - CERTIFICATION - Unified Signal, Inc. | qumi_ex321.htm |
EX-23.1 - CONSENT - Unified Signal, Inc. | qumi_ex231.htm |
EXHIBIT 99.2
QUAMTEL
INC.
UNAUDITED
PROFORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
On
December 9, 2009, the Company entered into and closed a Membership Interest
Purchase Agreement to acquire all of the outstanding membership interests of
Mobile Internet Devices, LLC, a Florida limited liability company, which was
subsequently reorganized and renamed Data Jack, Inc., a Texas corporation ("Data
Jack"). Consideration for this acquisition included 1,500,000 shares of the
Company's common stock, 5-year warrants to purchase the Company's common stock
at $2.68 per share, and a royalty based on Data Jack's future earnings. The
unaudited proforma condensed consolidated statement of operations assumes that
the Membership Interest Purchase Agreement was consummated as of the earliest
date presented in these statements.
The
unaudited proforma condensed consolidated statement of operations has been
prepared based on currently available information and assumptions that are
deemed appropriate by the Company's management. The proforma information is for
informational purposes only and is not intended to be indicative of the actual
results that would have been reported had the transaction occurred on the dates
indicated, nor does the information represent a forecast of the financial
condition or results of operation of the Company for any future
period.
Quamtel,
Inc.
|
||||||||||||||||
Unaudited
Proforma Condensed Consolidated Statement of Operations
|
||||||||||||||||
For
the Year Ended December 31, 2009
|
||||||||||||||||
Proforma
|
Post-
|
|||||||||||||||
Quamtel,
Inc
|
Data
Jack, Inc.
|
Adjustments
|
Acquisition
|
|||||||||||||
Revenues
|
$ | 2,409,737 | $ | 153,837 | $ | 2,563,574 | ||||||||||
Cost
of sales
|
1,586,281 | 159,215 | 1,745,496 | |||||||||||||
Gross
profit
|
823,456 | (5,378 | ) | - | 818,078 | |||||||||||
Operating
expenses:
|
||||||||||||||||
Compensation,
consulting and related expenses
|
1,736,773 | 9,100 | 1,745,873 | |||||||||||||
General
and administrative expenses
|
880,765 | 38,020 | 918,785 | |||||||||||||
Depreciation
|
89,756 | - | 89,756 | |||||||||||||
Total
operating expenses
|
2,707,294 | 47,120 | - | 2,754,414 | ||||||||||||
Loss
from operations before income taxes
|
(1,883,838 | ) | (52,498 | ) | - | (1,936,336 | ) | |||||||||
Other
expense:
|
||||||||||||||||
Interest
and financing expense
|
26,799 | - | 26,799 | |||||||||||||
Total
other expense
|
26,799 | - | - | 26,799 | ||||||||||||
Loss
before income taxes
|
(1,910,637 | ) | (52,498 | ) | - | (1,963,136 | ) | |||||||||
Income
tax expense (benefit)
|
(971 | ) | - | (971 | ) | |||||||||||
Net
loss
|
$ | (1,909,666 | ) | $ | (52,498 | ) | $ | - | $ | (1,962,165 | ) | |||||
Basic
and diluted loss per share:
|
||||||||||||||||
Loss
from operations before income taxes
|
$ | (0.11 | ) | $ | (0.11 | ) | ||||||||||
Income
tax expense (benefit)
|
(0.00 | ) | (0.00 | ) | ||||||||||||
Loss
per share
|
$ | (0.11 | ) | $ | (0.11 | ) | ||||||||||
Weighted
average number of shares outstanding
|
16,676,668 | 1,500,000 | (1) | 18,176,668 | ||||||||||||
See
accompanying notes to unaudited proforma condensed consolidated statement
of operations.
|
2
QUAMTEL, INC.
NOTES
TO UNAUDITED PROFORMA CONDENSED STATEMENT OF OPERATIONS
(1)
Adjustment to Common Shares
The
1,500,000 common shares issued in conjunctions with the Membership Interest
Purchase Agreement were added to the proforma weighted average number of shares
outstanding.
3