Attached files
Exhibit 99.3
UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS
The following Unaudited Pro Forma Combined Financial Statements of Hasco Medical, Inc. and Mobility Freedom gives effect to the acquisition of the stock of Mobility Freedom, under the purchase method of accounting prescribed by ASC805 “Business Combinations.” These pro forma statements are presented for illustrative purposes only. The pro forma adjustments are based upon available information and assumptions that management believes are reasonable. The Unaudited Pro Forma Combined Financial Statements do not purport to represent what the results of operations or financial position of Hasco Medical, Inc would actually have been if the acquisition had in fact occurred on December 31, 2010 and March 31, 2011 nor do they purport to project the results of operations or financial position of Hasco Medical, Inc. for any future period or as of any date, respectively.
These Unaudited Pro Forma Combined Financial Statements do not give effect to any restructuring costs or to any potential cost savings or other operating efficiencies that could result from the merger between Hasco Medical, Inc and Mobility Freedom.
You should read the financial information in this section along with Hasco Medical, Inc’s historical financial statements and accompanying notes in prior Securities and Exchange Commission filings and in this amended Current Report on Form 8-K.
1
Hasco Medical, Inc.
Proforma Combined Balance Sheets
December 31, 2010
|
|
|
|
| HASCO |
| Proforma |
|
|
|
| ||||
|
| Mobility |
| Southern |
| Adjustment |
|
|
|
| |||||
|
| Freedom |
| Medical |
| ref |
|
|
| Proforma |
| ||||
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
| $ | 137,119 |
| $ | 423 |
|
|
|
|
|
| $ | 137,542 |
|
Accounts receivable, net |
|
| 1,065,456 |
|
| 254,362 |
| (a) |
|
| (1,065,456 | ) |
| 254,362 |
|
Inventories |
|
| 1,168,568 |
|
| 76,356 |
| (a) |
|
| (182,013 | ) |
| 1,062,911 |
|
Prepaid expenses and other current assets |
|
| 36,398 |
|
| 18,845 |
|
|
|
|
|
|
| 55,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Current Assets |
|
| 2,407,541 |
|
| 349,986 |
|
|
|
|
|
|
| 1,510,058 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net |
|
| 727,500 |
|
| 147,769 |
|
|
|
|
|
|
| 875,269 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NONCURRENT ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unallocated purchase price |
|
|
|
|
|
|
| (a) |
|
| (281,180 | ) |
|
|
|
|
|
|
|
|
|
|
| (c) |
|
| 281,180 |
|
|
|
|
Customer List |
|
| — |
|
| — |
| (c) |
|
| 1,376,839 |
|
| 1,376,839 |
|
Sales Team & infrastructure |
|
| — |
|
| — |
| (c) |
|
| 1,376,839 |
|
| 1,376,839 |
|
Other |
|
| 24,625 |
|
| 420 |
| (a) |
|
| (24,625 | ) |
| 420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
| $ | 3,159,666 |
| $ | 498,175 |
|
|
| $ | 1,481,583 |
| $ | 5,139,424 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
| 225,689 |
|
| 658,305 |
| (a) |
|
| (225,689 | ) |
| 658,305 |
|
Customer deposits |
|
| 48,500 |
|
| — |
|
|
|
|
|
|
| 48,500 |
|
Notes payable |
|
| 1,327,585 |
|
| 18,005 |
| (a) |
|
| (1,327,585 | ) |
| 18,005 |
|
Van loans |
|
| 738,749 |
|
| — |
|
|
|
|
|
|
| 738,749 |
|
Accrued interest payable |
|
| — |
|
| 30,000 |
|
|
|
|
|
|
| 30,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Current Liabilities |
|
| 2,340,523 |
|
| 706,310 |
|
|
|
|
|
|
| 1,493,559 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes payable |
|
| — |
|
| 2,509 |
|
|
|
|
|
|
| 2,509 |
|
Note Payable - Related party |
|
| — |
|
| 150,000 |
| (c) |
|
| 3,850,000 |
|
| 4,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
| 2,340,523 |
|
| 858,819 |
|
|
|
|
|
|
| 5,496,068 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock ($.001 par value; 3,000,000 shares authorized; none issued and outstanding) |
|
| — |
|
| — |
|
|
|
|
|
|
|
|
|
Common stock ($.001 par value; 1,000,000,000 shares authorized; 746,436,909 shares issued and outstanding |
|
|
|
|
|
|
| (b) |
|
| (100 | ) |
|
|
|
|
|
| 100 |
|
| 746,437 |
| (c) |
|
| 250 |
|
| 746,687 |
|
Additional paid in capital |
|
| 31,449 |
|
| 3,217,602 |
| (b) |
|
| (31,449 | ) |
| 3,221,352 |
|
|
|
|
|
|
|
|
| (b) |
|
| 819,143 |
|
|
|
|
|
|
|
|
|
|
|
| (c) |
|
| 3,750 |
|
|
|
|
|
|
|
|
|
|
|
| (c) |
|
| (819,143 | ) |
|
|
|
Retained earnings |
|
| 787,594 |
|
| (4,324,683 | ) | (b) |
|
| (787,594 | ) |
| (4,324,683 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Stockholders' Equity |
|
| 819,143 |
|
| (360,644 | ) |
|
|
|
|
|
| (356,644 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Stockholders' Equity |
| $ | 3,159,666 |
| $ | 498,175 |
|
|
| $ | 1,481,583 |
| $ | 5,139,424 |
|
See accompanying notes to audited financial statements
(a) Seller retained accounts recievables and certain liabilities existing at the date of transfer.
(b) Elimination of Mobility Freedom's capital.
(c) Issuance of $3,850,000 in notes and shares (250,000 common shares, at fair value of $.016), assigned to customer list and sales infrastructure, record Mobility Freedom's capital.
2
Hasco Medical, Inc.
Proforma Combined Statement of Operations
For The Twelve Months Ended December 31, 2010
|
|
|
|
| HASCO |
|
|
|
|
|
| ||
|
| Mobility |
| Southern |
| Proforma |
|
|
|
| |||
|
| Freedom |
| Medical |
| Adjustment |
| Proforma |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
| $ | 10,272,001 |
| $ | 2,157,530 |
|
|
|
| $ | 12,429,531 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales |
|
| 7,319,278 |
|
| 766,821 |
|
|
|
|
| 8,086,099 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
| 2,952,723 |
|
| 1,390,709 |
|
|
|
|
| 4,343,432 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
| 2,118,359 |
|
| 2,361,698 |
|
|
|
|
| 4,480,057 |
|
Depreciation and amortization |
|
| 208,010 |
|
| 29,208 |
|
|
|
|
| 237,218 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
| 2,326,369 |
|
| 2,390,906 |
|
|
|
|
| 4,717,275 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations |
|
| 626,354 |
|
| (1,000,197 | ) |
|
|
|
| (373,843 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expenses): |
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of property and equipment |
|
| 54,024 |
|
| — |
|
|
|
|
| 54,024 |
|
Interest expense |
|
| (113,625 | ) |
| (69,951 | ) |
|
|
|
| (183,576 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other expenses |
|
| (59,601 | ) |
| (69,951 | ) |
|
|
|
| (129,552 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
| $ | 566,753 |
| $ | (1,070,148 | ) | $ | — |
| $ | (503,395 | ) |
3
Hasco Medical, Inc.
Proforma Combined Balance Sheets
March 31, 2011
|
|
|
| HASCO |
| Proforma |
|
|
| ||||||
|
| Mobility |
| Southern |
| Adjustment |
|
|
| ||||||
|
| Freedom |
| Medical |
| ref |
|
|
| Proforma |
| ||||
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
| $ | 164,824 |
| $ | 3,932 |
|
|
|
|
|
| $ | 168,756 |
|
Accounts receivable, net |
|
| 780,619 |
|
| 273,485 |
| (a) |
|
| (780,619 | ) |
| 273,485 |
|
Inventories |
|
| 1,890,651 |
|
| 80,345 |
| (a) |
|
| (904,096 | ) |
| 1,066,900 |
|
Prepaid expenses and other current assets |
|
| 185 |
|
| 1,944 |
|
|
|
|
|
|
| 2,129 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Current Assets |
|
| 2,836,279 |
|
| 359,706 |
|
|
|
|
|
|
| 1,511,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LONG-TERM ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net |
|
| 567,576 |
|
| 150,100 |
|
|
|
|
|
|
| 717,676 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unallocated purchase price |
|
|
|
|
|
|
| (a) |
|
| 490,984 |
|
| — |
|
|
|
|
|
|
|
|
| (c) |
|
| (490,984 | ) |
|
|
|
Customer List |
|
| — |
|
| — |
| (c) |
|
| 1,704,752 |
|
| 1,704,752 |
|
Sales Team & infrastructure |
|
| — |
|
| — |
| (c) |
|
| 1,704,752 |
|
| 1,704,752 |
|
Other |
|
| 24,625 |
|
| 420 |
| (a) |
|
| (24,625 | ) |
| 420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
| $ | 3,428,480 |
| $ | 510,226 |
|
|
| $ | 1,700,163 |
| $ | 5,638,869 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
| 237,523 |
|
| 436,340 |
| (a) |
|
| (237,523 | ) |
| 436,340 |
|
Notes payable - Current |
|
| — |
|
| 15,176 |
|
|
|
|
|
|
| 15,176 |
|
Notes payable - Related |
|
| — |
|
| 185,000 |
|
|
|
|
|
|
| 185,000 |
|
Accrued interest payable |
|
| — |
|
| 33,750 |
|
|
|
|
|
|
| 33,750 |
|
Van loans |
|
| 1,274,643 |
|
|
|
|
|
|
|
|
|
| 1,274,643 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Current Liabilities |
|
| 1,512,166 |
|
| 670,266 |
|
|
|
|
|
|
| 1,944,909 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes payable |
|
| 980,833 |
|
| — |
| (a) |
|
| (980,833 | ) |
| — |
|
Note Payable - Related party |
|
| — |
|
| 150,000 |
| (c) |
|
| 3,850,000 |
|
| 4,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
| 2,492,999 |
|
| 820,266 |
|
|
|
|
|
|
| 5,944,909 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock ($.001 par value; 3,000,000 shares authorized; none issued and outstanding) |
|
| — |
|
| — |
|
|
|
|
|
|
| — |
|
Common stock ($.001 par value; 1,000,000,000 shares authorized; 746,436,909 shares issued and outstanding |
|
|
|
|
|
|
| (c) |
|
| 250 |
|
|
|
|
|
|
| 100 |
|
| 757,587 |
| (b) |
|
| (100 | ) |
| 757,837 |
|
Additional paid in capital |
|
| 31,449 |
|
| 3,412,712 |
| (b) |
|
| (31,449 | ) |
| 3,416,462 |
|
|
|
|
|
|
|
|
| (b) |
|
| 935,481 |
|
|
|
|
|
|
|
|
|
|
|
| (c) |
|
| 3,750 |
|
|
|
|
|
|
|
|
|
|
|
| (c) |
|
| (935,481 | ) |
|
|
|
Retained earnings |
|
| 903,932 |
|
| (4,480,339) |
| (b) |
|
| (903,932 | ) |
| (4,480,339 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Stockholders' Equity |
|
| 935,481 |
|
| (310,040 | ) |
|
|
|
|
|
| (306,040 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Stockholders' Equity |
| $ | 3,428,480 |
| $ | 510,226 |
|
|
| $ | 1,700,163 |
| $ | 5,638,869 |
|
See accompanying notes to audited financial statements
(a) Seller retained accounts recievables and certain liabilities existing at the date of transfer.
(b) Elimination of Mobility Freedom's capital.
(c) Issuance of $3,850,000 in notes and shares (250,000 common shares, at fair value of $.016), assigned to customer list and sales infrastructure, record Mobility Freedom's capital.
4
Hasco Medical, Inc.
Proforma Combined Statement of Operations
For The Three Months Ended March 31, 2011
|
|
|
|
| HASCO |
|
|
|
|
|
| ||
|
| Mobility |
| Southern |
| Proforma |
|
|
|
| |||
|
| Freedom |
| Medical |
| Adjustment |
| Proforma |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
| $ | 2,230,704 |
| $ | 484,329 |
|
|
|
| $ | 2,715,033 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales |
|
| 1,434,689 |
|
| 155,839 |
|
|
|
|
| 1,590,528 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
| 796,015 |
|
| 328,490 |
|
|
|
|
| 1,124,505 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
| 600,547 |
|
| 468,455 |
|
|
|
|
| 1,069,002 |
|
Depreciation and amortization |
|
| 43,750 |
|
| 7,108 |
|
|
|
|
| 50,858 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
| 644,297 |
|
| 475,563 |
|
|
|
|
| 1,119,860 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
| 151,718 |
|
| (147,073 | ) |
|
|
|
| 4,645 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expenses): |
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of fixed assets |
|
| 33,826 |
|
|
|
|
|
|
|
| 33,826 |
|
Interest expense |
|
| (23,062 | ) |
| (8,583 | ) |
|
|
|
| (31,645 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income (expenses) |
|
| 10,764 |
|
| (8,583 | ) |
|
|
|
| 2,181 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
| $ | 162,482 |
| $ | (155,656 | ) |
|
|
| $ | 6,826 |
|
5