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8-K/A - 8-K/A - UniTek Global Services, Inc.a12-27452_28ka.htm
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EX-99.1 - EX-99.1 - UniTek Global Services, Inc.a12-27452_2ex99d1.htm

Exhibit 99.2

 

SKYLINK LTD

 

UNAUDITED FINANCIAL STATEMENTS

 

FOR THE SIX MONTHS ENDED

JUNE 30, 2012 AND JUNE 30, 2011

 



 

SKYLINK LTD

TABLE OF CONTENTS

JUNE 30, 2012 AND JUNE 30, 2011

 

UNAUDITED FINANCIAL STATEMENTS

 

 

 

Balance Sheets

2

Income Statements

3

Statements of Retained Earnings

4

Statements of Cash Flows

5

Notes to Unaudited Financial Statements

6

 



 

SKYLINK LTD

UNAUDITED BALANCE SHEETS

JUNE 30, 2012 AND JUNE 30, 2011

 

 

 

2012

 

2011

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash

 

$

4,920,235

 

$

4,014,070

 

Accounts Receivable

 

1,981,180

 

2,088,910

 

Inventory

 

896,363

 

646,999

 

Prepaid Expenses

 

16,253

 

53,451

 

Other Current Assets

 

89,500

 

 

 

 

 

 

 

 

 

Total Current Assets

 

7,903,531

 

6,803,430

 

 

 

 

 

 

 

Net Property and Equipment

 

 

 

 

 

Furniture & Fixtures

 

50,235

 

50,235

 

Office Equipment

 

32,194

 

29,784

 

Vehicles

 

1,598,819

 

1,576,478

 

 

 

 

 

 

 

Total Property Plant and Equipment

 

1,681,248

 

1,656,497

 

Less Accumulated Depreciation

 

(1,225,298

)

(1,052,812

)

 

 

 

 

 

 

Net Property Plant and Equipment

 

455,950

 

603,685

 

 

 

 

 

 

 

Total Assets 

 

$

8,359,481

 

$

7,407,115

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDER’S EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities 

 

 

 

 

 

Accounts Payable

 

$

1,772,631

 

$

2,410,844

 

Accrued Payroll

 

689,252

 

487,443

 

Accrued Payroll Taxes

 

39,532

 

65,491

 

Other Accrued Taxes

 

121,377

 

133,948

 

 

 

 

 

 

 

Total Current Liabilities

 

2,622,792

 

3,097,726

 

 

 

 

 

 

 

Total Liabilities

 

2,622,792

 

3,097,726

 

 

 

 

 

 

 

Stockholder’s Equity

 

 

 

 

 

Common Stock

 

500

 

500

 

Additional Paid-in-Capital

 

4,947,219

 

4,947,219

 

Retained Earnings

 

788,970

 

(638,330

)

 

 

 

 

 

 

Total Stockholder’s Equity

 

5,736,689

 

4,309,389

 

 

 

 

 

 

 

Total Liabilities and Stockholder’s Equity

 

$

8,359,481

 

$

7,407,115

 

 

See Accompanying Notes.

 

2



 

SKYLINK LTD

UNAUDITED INCOME STATEMENTS

FOR THE PERIODS ENDED JUNE 30, 2012 AND JUNE 30, 2011

 

 

 

 

 

% of

 

 

 

% of

 

 

 

2012

 

Sales

 

2011

 

Sales

 

 

 

 

 

 

 

 

 

 

 

SALES

 

$

13,376,538

 

100.0

%

$

14,578,231

 

100.0

%

 

 

 

 

 

 

 

 

 

 

Cost of Goods Sold

 

 

 

 

 

 

 

 

 

Labor

 

3,576,335

 

26.7

 

4,076,983

 

28.0

 

Purchases

 

813,746

 

6.1

 

495,646

 

3.4

 

 

 

 

 

 

 

 

 

 

 

Total Cost of Goods Sold

 

4,390,081

 

32.8

 

4,572,628

 

31.4

 

 

 

 

 

 

 

 

 

 

 

Gross Profit

 

8,986,457

 

67.2

 

10,005,603

 

68.6

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

General and Administrative

 

615,682

 

4.6

 

936,074

 

6.4

 

Operating Expenses

 

5,718,011

 

42.7

 

5,737,445

 

39.4

 

Maintenance Expenses

 

246,566

 

1.8

 

274,443

 

1.9

 

Depreciation Expense

 

98,741

 

0.7

 

103,126

 

0.7

 

 

 

 

 

 

 

 

 

 

 

Total Operating Expenses

 

6,679,000

 

49.9

 

7,051,089

 

48.4

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

2,307,457

 

17.3

 

2,954,513

 

20.3

 

 

 

 

 

 

 

 

 

 

 

Income Before Taxes

 

2,307,457

 

17.3

 

2,954,513

 

20.3

 

 

 

 

 

 

 

 

 

 

 

INCOME TAX EXPENSE

 

 

 

 

 

 

 

 

 

Income Tax Expense

 

7,876

 

0.1

 

9,527

 

0.1

 

 

 

 

 

 

 

 

 

 

 

Total Income Tax Expense

 

7,876

 

0.1

 

9,527

 

0.1

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

2,299,581

 

17.2

%

$

2,944,986

 

20.2

%

 

See Accompanying Notes.

 

3



 

SKYLINK LTD

UNAUDITED STATEMENTS OF RETAINED EARNINGS

FOR THE PERIODS ENDED JUNE 30, 2012 AND JUNE 30, 2011

 

 

 

2012

 

2011

 

 

 

 

 

 

 

 

 

Retained Earnings, Beginning of Year

 

$

1,373,667

 

$

2,830,408

 

 

 

 

 

 

 

 

 

Distributions

 

(2,884,278

)

(6,413,725

)

 

 

 

 

 

 

Net Income

 

2,299,581

 

2,944,986

 

 

 

 

 

 

 

Retained Earnings, End of Year

 

$

788,970

 

$

(638,330

)

 

See Accompanying Notes.

 

4



 

SKYLINK LTD

UNAUDITED STATEMENTS OF CASH FLOWS

FOR THE PERIODS ENDED JUNE 30, 2012 AND JUNE 30, 2011

 

 

 

2012

 

2011

 

CASH FLOWS FROM OPERATING ACTIVITIES 

 

 

 

 

 

Net Income

 

$

2,299,581

 

$

2,944,986

 

Adjustments to Reconcile Net Income to Net Cash Provided By (Used in) Operating Activities:

 

 

 

 

 

Depreciation

 

98,741

 

103,126

 

(Increase) Decrease in Operating Assets

 

 

 

 

 

Accounts Receivable

 

(47,496

)

(549,763

)

Inventory

 

(190,560

)

38,455

 

Prepaid Expenses

 

17,421

 

2,309

 

Increase (Decrease) in Operating Liabilities:

 

 

 

 

 

Accounts Payable

 

(1,045,365

)

338,819

 

Accrued Payroll

 

451,000

 

222,006

 

Accrued Payroll Taxes

 

6,565

 

(10,249

)

Other Accrued Taxes

 

(43,764

)

23,398

 

 

 

 

 

 

 

Net Cash Provided By Operating Activities

 

1,546,123

 

3,113,088

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

Purchase of Property, Plant and Equipment

 

 

(191,507

)

 

 

 

 

 

 

Net Cash Used By Investing Activities

 

 

(191,507

)

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

Owner’s Distributions

 

(2,884,278

)

(6,413,725

)

 

 

 

 

 

 

Net Cash Used In Financing Activities

 

(2,884,278

)

(6,413,725

)

 

 

 

 

 

 

Net Increase (Decrease) in Cash and Cash Equivalents

 

(1,338,155

)

(3,492,144

)

Cash and Cash Equivalents at Beginning of Period

 

6,258,390

 

7,506,214

 

 

 

 

 

 

 

Cash and Cash Equivalents at End of Period

 

$

4,920,235

 

$

4,014,070

 

 

 

 

 

 

 

Supplemental Cash Flow Disclosure:

 

 

 

 

 

Income Taxes Paid

 

$

7,031

 

$

12,000

 

 

See Accompanying Notes.

 

5



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

A.                    Nature of Business

 

Skylink LTD (herein referred to as the Company) is a field services contractor that performs residential and business installations, upgrades and service repair work for telecommunication providers. This work performed by the Company is commonly referred to as fulfillment services. Headquartered in Findlay, Ohio, the Company operates offices throughout Ohio and West Virginia, and also completes work in parts of Indiana, Kentucky, Virginia and Michigan. Skylink’s primary customers are DIRECTV (satellite television) and ViaSat, formerly known as WildBlue Communications (satellite internet).

 

B.                    Summary of Significant Accounting Policies

 

The summary of significant accounting policies of the Company is presented to assist the reader in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, who is responsible for their integrity and objectivity. These accounting policies conform to generally accepted accounting principles and have been consistently applied in the preparation of the financial statements.

 

Basis of Accounting

 

The financial statements have been prepared on the accrual basis of accounting.

 

Cash and Cash Equivalents

 

For purposes related to the statements of cash flows, the Company considers all highly liquid investments with an initial maturity of three months or less to be cash equivalents.

 

Accounts Receivable

 

Accounts receivable consist of short-term receivables that arise in the normal course of business, and are comprised of fulfillment revenue earned but not yet received from service work orders contracted through the Company’s home service provider agreements. Accounts receivable are reported at the amount management expects to collect and the Company grants credit without requiring any collateral from its customers.

 

Accounts receivable are carried at cost less an allowance for losses, if an allowance is deemed necessary. The Company does not accrue finance or interest charges. On a periodic basis, the Company evaluates its receivables and determines the necessity for an allowance of losses, based on history of past write-offs, collections and current conditions. Accounts receivable are written off when it is determined that all collection efforts have been exhausted. As of June 30, 2012 and 2011, management believes all accounts receivable are fully collectible.

 

Revenue Recognition

 

The Company recognizes fulfillment revenue earned from service work orders on the accrual basis. The Company’s revenues are derived primarily from fulfillment services for one major company (DIRECTV) and one other smaller signal provider in the satellite telecommunications industry (ViaSat). The fulfillment services are provided based on agreement terms defined under home service provider contracts with the respective telecommunications companies. See footnote I for further details related to contractual obligations.

 

6



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

B.                    Summary of Significant Accounting Policies (Continued)

 

Revenue Recognition (Continued)

 

The Company functions as a third party contractor for these satellite signal providers, installing and activating services for residential and business subscribers on behalf of the signal provider, as well as upgrading and servicing end-user equipment for existing customers. The various services provided are based on fixed fees per contractual terms.

 

The Company receives work orders for fulfillment services and recognizes revenues as services are rendered. It is commonplace within the industry to track completion of orders via mutual access to a work order management computer system. Both Skylink and the companies for which it performs services track and rely on such systems, which indicate to both parties that the services have been completed on a given work order. The completed work order triggers payment from the satellite signal provider to the Company. The ability to track work order closure via the computer system, coupled with the contracts that are in place, provides reasonable assurance that revenues are recognized on a timely basis, and that the fees for the services provided are collectible.

 

Inventory

 

Inventory is valued at cost and consists of materials and supplies used in the installation, upgrade, and repair of satellite communication equipment. On a regular basis, appropriate consideration is given to inventory obsolescence based on historical experience, product knowledge and frequency of use.

 

Property and Equipment

 

Property and equipment is stated at cost. Depreciation is computed for financial statement purposes over the useful life of the assets using the straight-line method. The estimated useful lives of the assets are as follows:

 

Asset Group

 

Method

 

Years

Office Equipment

 

Straight-Line

 

5-7

Furniture and Fixtures

 

Straight-Line

 

7

Vehicles

 

Straight-Line

 

5

 

The modified accelerated cost recovery system is used for federal income tax purposes for all property and equipment. Expenditures for maintenance and repairs are charged to operations as incurred. Upon retirement or sale, the cost of assets disposed of and their related accumulated depreciation or amortization are removed from the accounts, with the resulting gain or loss reflected in income.

 

Presentation of Sales Tax

 

The Company has adopted FASB ASC 605-45-50, How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement. FASB ASC 605-45-50 permits that such taxes may be presented on either a gross basis or a net basis, as long as that presentation is used consistently. The adoption of FASB ASC 605-45-50 on January 1, 2007 did not impact the financial statements. The Company presents the taxes within the scope of FASB ASC 605-45-50 on a net basis.

 

7



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

B.                    Summary of Significant Accounting Policies (Continued)

 

Income Taxes

 

The Company elected S corporation status effective January 1, 2007. Earnings and losses are included in the personal income tax returns of the shareholder. Accordingly, the Company will not incur additional income tax obligations, and the accompanying financial statements will not include a provision for income taxes. Any potential deferred tax assets or liabilities pertaining to state and/or local income taxes were determined to be immaterial in relation to the financial statements taken as a whole, and as such, no disclosure is included for deferred income taxes.

 

The Company has adopted FASB ASC 740-10-50-15 to account for uncertainty in income taxes.

 

The Company files income tax returns in the U. S. federal jurisdiction, including Ohio, Indiana, Kentucky, Michigan, Virginia and West Virginia, as well as local jurisdictions. With few exceptions, the Company is no longer subject to U. S. federal, state and local tax examinations by tax authorities for years before 2008.

 

Management believes that the Company does not have any uncertain tax positions and associated unrecognized benefits that materially impact the financial statements or related disclosures.

 

Advertising Costs

 

Advertising costs, which are included in general and administrative expenses, are expensed as incurred.

 

Commitment and Contingencies

 

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.

 

Use of Estimates

 

The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

C.                    Cash and Cash Equivalents

 

Balances of cash and cash equivalents at financial banking institutions are $4,920,235 and $4,014,070 at June 30, 2012 and 2011, respectively. Since the aforementioned balances are held in non-interest- bearing transaction accounts, they are fully insured by the Federal Deposit Insurance Corporation (FDIC). The Company regularly monitors the financial condition of the institutions in which it has depository accounts and believes the risks of loss are minimal.

 

8



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

D.                 Trade Accounts and Other Receivables

 

Trade receivables are reported at net realizable value and are comprised of fulfillment revenue earned but not yet received for completed service work orders. Fulfillment revenue is generated from services provided under the scope of the Company’s home service provider agreements with DIRECTV and ViaSat. Similarly, a portion of the trade receivables relate to the Service Provider Agreement for labor services rendered under DIRECTV’s “owned and operated” division in central Ohio (DIRECTV, LLC DBA “DIRECTV Home Services”).

 

Additionally, trade receivables includes any unpaid sales incentives and bonuses that are achieved based off performance metrics established by DIRECTV. As of June 30, 2012 and 2011, trade receivables totaled $1,267,918 and $1,443,118, respectively.

 

Moreover, the Company has an account receivable for inventory relating to hardware fulfillment used on completed service work orders that is reimbursable by both DIRECTV and ViaSat. The Company also has accounts receivable for purchases credits (commonly referred to as “HSP Buys”), which are recognized upon the activation of receiver equipment within a subscriber’s home or business, at which time DIRECTV is liable to reimburse the Company for the cost incurred to acquire the receiver equipment. Consolidated accounts receivable can be summarized as follows:

 

 

 

6/30/12

 

6/30/11

 

Accounts Receivable - Trade

 

$

1,267,918

 

$

1,443,118

 

Accounts Receivable - Employee Advance

 

264,475

 

 

Accounts Receivable - Inventory

 

408,217

 

353,472

 

Accounts Receivable - Purchases Credits

 

40,570

 

292,320

 

 

 

 

 

 

 

Total Accounts Receivable

 

$

1,981,180

 

$

 2,088,910

 

 

At June 30, 2012 and 2011, all aged accounts receivables were less than 90 days old and considered collectible. Therefore, no allowance for doubtful accounts was considered necessary.

 

E.                     Inventory

 

Inventory consists of materials and supplies used in the installation, service and repair of satellite communication equipment. Inventory is summarized by warehouse location as follows:

 

 

 

6/30/2012

 

6/30/2011

 

Findlay, Ohio

 

$

177,213

 

$

147,098

 

Culloden, West Virginia

 

267,884

 

168,407

 

Dayton, Ohio

 

156,087

 

118,452

 

Fort Wayne, Indiana

 

69,246

 

72,070

 

Cambridge, Ohio

 

142,225

 

82,813

 

Beckley, West Virginia

 

83,708

 

58,159

 

 

 

 

 

 

 

Total Inventory

 

$

896,363

 

$

646,999

 

 

9



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

F.                      Property and Equipment

 

Property and equipment is summarized by major classifications as follows:

 

 

 

6/30/2012

 

6/30/2011

 

Furniture and Fixtures

 

$

50,235

 

$

50,235

 

Office Equipment

 

32,194

 

29,784

 

Vehicles

 

1,598,819

 

1,576,478

 

 

 

 

 

 

 

Total Property and Equipment

 

1,681,248

 

1,656,497

 

Less Accumulated Depreciation

 

(1,225,298

)

(1,052,812

)

 

 

 

 

 

 

Net Property and Equipment

 

$

455,950

 

$

603,685

 

 

Depreciation expense as of June 30, 2012 and 2011 was $98,741 and $103,126, respectively.

 

Expenditures for maintenance, repairs, and small equipment that are considered immaterial in nature are charged to operations as incurred. Properties, which are retired or otherwise disposed of, are eliminated from the accounts, with resulting gains or losses reflected in operations concurrently.

 

G.                    Prepaid Expenses

 

Prepaid expenses consist of cash paid in advance for rent and income taxes. Prepaid expenses can be summarized as follows:

 

 

 

6/30/12

 

6/30/11

 

Prepaid Rent

 

$

8,117

 

$

25,956

 

Prepaid Taxes

 

8,136

 

27,495

 

 

 

 

 

 

 

Total Prepaid Expenses

 

$

16,253

 

$

53,451

 

 

H.                   Other Current Assets

 

Other current assets are comprised of refundable payroll liabilities relating to payments the Company remitted in excess of reported withholdings.

 

10



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

I.                       Contractual Obligations

 

The Company has entered into contracts with satellite television and satellite internet signal providers to serve as a third party contractor installing, activating, upgrading, and servicing direct broadcast systems (DBS) for the signal providers’ residential and business customers. The Company’s primary customer is DIRECTV. The Company entered into a contract with DIRECTV titled “2009 Home Services Provider Agreement” (HSP Agreement) effective July 1, 2009 and continuing until May 1, 2013.

 

This contract replaced a previous contract with an effective date of May 1, 2007. The contract was renewed again in 2010 with an effective date of September 15, 2010 continuing for a one year period from the effective date. The contract was subsequently renegotiated with an effective date of May 1, 2011 and continuing until April 30, 2015. The terms of these various contracts are quite similar. The majority of the revisions are made primarily to update fixed fee schedules or to redefine some of the specific performance metrics.

 

The contract provides the Company rights for offering fulfillment services to DIRECTV customers for certain areas as specified by the contract. The areas are referred to as designated marketing areas (DMA’s). The Company’s DMA’s spanned various areas in Ohio, Kentucky, Michigan, Indiana, West Virginia, and Virginia. The contract includes a fixed fee schedule for the various services to be provided. Either party has the right to terminate the contract with a 30 day written notice to the other party if either party fails to continue to meet the terms of the contract. Also, either party may terminate the contract without cause by providing a 180 day written notice.

 

The Company entered into a field services contract with WildBlue Communications, Inc. (ViaSat) on September 15, 2009. This contract continues for four years from the effective date with automatic annual renewals unless either party provides a written notice to terminate. The additional terms of the contract are similar in nature to the DIRECTV contracts previously discussed. The purpose of this contract is to allow the Company to offer certain satellite-based internet services.

 

The Company also entered into a dealer contract with WildBlue Communications, Inc. (ViaSat) in February, 2010. This contract continued for one year from the effective date with automatic month- to-month renewals unless either party provides a written notice to terminate. The purpose of this contract is to allow the Company to sign up new customers for receiving certain satellite internet services from WildBlue Communications (ViaSat).

 

Additionally, the Company entered into another dealer contract with DIRECTV in or near 1999. The purpose of this contract is to allow the Company to sign up new customers for receiving certain satellite television services from DIRECTV. Similar to the HSP Agreement, the dealer agreement has also been updated from time to time throughout the last thirteen years. The most recent version of the dealer contract, titled Independent Retailer Agreement, was entered into by the Company in February 2012. The current contract term continues until February 2013, and the term shall automatically renew for an unlimited number of successive renewal terms of one year each. Either party may elect to cancel the dealer contract for any reason, effective upon the expiration of the then-current term, by delivering written notice to the other party at least forty-five (45) days prior to such expiration.

 

11



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

J.                        Accounts Payable

 

As of June 30, 2012 and 2011, accounts payable consist of the following:

 

 

 

6/30/12

 

6/30/11

 

Accounts Payable - Trade

 

$

254,783

 

$

445,341

 

Accounts Payable - Inventory

 

1,517,848

 

1,965,503

 

 

 

 

 

 

 

Total Accounts Payable

 

$

1,772,631

 

$

2,410,844

 

 

Trade payables are comprised of services and/or expenses incurred but not yet paid relating to normal business operations. Accounts payable for inventory represents inventory purchased from DIRECTV which the Company is in possession of, but for which payment has not been remitted. Normal payment terms for inventory purchased from DIRECTV are settled within 45 days.

 

K.                   Income Taxes

 

The Company’s provision for income taxes consists of the following:

 

 

 

6/30/12

 

6/30/11

 

Current Expense (Benefit):

 

 

 

 

 

State

 

$

3,057

 

$

2,072

 

Local

 

4,819

 

7,455

 

 

 

 

 

 

 

Total Income Taxes

 

$

7,876

 

$

9,527

 

 

L.                     Common Stock

 

The Company has 500 shares of common stock authorized. At June 30, 2012 and 2011, 500 shares of the $1 par value common stock were issued and outstanding.

 

M.                 Shareholder Distributions and Additional Paid In Capital:

 

Shareholder distributions during the year consisted of the following:

 

 

 

6/30/12

 

6/30/11

 

Distributions (reimbursements) for income tax purposes

 

$

1,070,000

 

$

 1,536,100

 

Distributions for other purposes

 

1,814,278

 

4,877,625

 

 

 

 

 

 

 

Total Distributions

 

$

2,884,278

 

$

6,413,725

 

 

There were no contributions of additional paid in capital for the periods ending June 30, 2012 and 2011.

 

12



 

SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

N.                    Advertising Costs

 

Total advertising costs as of June 30, 2012 and 2011 were $19,326 and $170, respectively.

 

O.                    Employee Benefit Plan

 

The Company does not provide any employer sponsored retirement benefit plans for its employees. As such, no provision or disclosures are included within these financial statements.

 

P.                      Leases

 

The Company currently leases the properties listed below from third parties. The summary below reflects the location of the properties, the lessor, the annual lease amount, and other pertinent terms of the lease:

 

106 Pershing Street, Beckley, WV — 4000 Square foot building leased from Alpha Rental Properties, LLC for an annual lease amount of $11,000 due in one annual payment on October 15, 2011. The most recent lease was entered into on September 14, 2011 and covers a one year period from November 1, 2011 through October 31, 2012. There is also a $1,800 security and cleaning deposit previously paid, carried over from the previous lease and applied to this executed lease.

 

201 Smith Road, Culloden, WV — 12,000 Square foot building leased from CECCO Corporation of West Virginia for an annual lease amount $32,400 due in monthly payments of $2,700 on the second day of each month. The most recent lease was entered into on March 2, 2012 with a three year term expiring on March 2, 2015.

 

81 Rear Steubenville Ave, Cambridge, Ohio — 3,500 Square foot building leased from R&R Land Company, LLC for an annual lease amount $6,000 due in one annual payment on October 15, 2010. The lease was entered into on October 15, 2010 and continued for a 12 month period through September 15, 2011. After fulfilling the duration of the lease terms, the terms of the lease indicated that the premises would continue to be let on a month to month basis and require a two month notice by Lessee prior to moving.

 

The Company also rents various properties from a related party. These properties are rented on month-to-month terms consisting of $96,720 in total semi-annual rent paid for the six months ended June 30, 2012 and 2011. The terms are based on verbal rental agreements between the Company and the related party. The Company is required to maintain the properties and cover the cost of taxes and insurance.

 

Q.                    Cash Flows Statement

 

Cash paid for state and local income taxes as of June 30, 2012 and 2011 was $7,031 and $12,000, respectively. The Company has no debt, and accordingly, no interest was paid as of June 30, 2012 and 2011.

 

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SKYLINK LTD

NOTES TO UNAUDITED FINANCIAL STATEMENTS

JUNE 30, 2012 AND 2011

 

R.                    Major Customers and Risk Concentrations

 

As indicated in the contractual obligations footnote, the Company’s contract with DIRECTV, its primary customer, can be terminated without cause upon advanced notice of at least 180 days. The termination of the aforesaid contractual home service provider agreement with DIRECTV would have significant adverse effects on the Company’s operations.

 

Correspondingly, a material part of the Company’s business is dependent upon two customers, the loss of any one of which would have a material effect on the Company. As of June 30, 2012 and 2011, these two customers, DIRECTV and WildBlue, accounted for nearly 100% of net sales.

 

S.                      Litigation

 

As of June 30, 2012, the Company was involved in a pending lawsuit with a former insurance provider. The nature of the dispute involves funds allegedly due on an insurance policy that was cancelled, effective December 31, 2010. In December 2011, the plaintiff filed suit against the Company and obtained a default judgment in the sum of $109,284. As of November 9, 2012, the date in which the financial statements were available to be issued, the court has set aside the judgment and the motion for litigation has since ceased.

 

The Company is involved in certain other claims incidental to its business. Based on consultation with legal counsel, management is of the opinion that any other claims, either individually or in the aggregate, to which the Company is a party will not have a material adverse effect on the Company’s financial position or results of operations.

 

T.                     Subsequent Events

 

Subsequent events have been evaluated through November 9, 2012, the date in which the financial statements were available to be issued. As of that date, the Company had sold substantially all of their assets to UniTek Global Services, Inc. as part of an asset purchase agreement with the purchasing company. The Company ceased all operations relating to fulfillment services for DIRECTV and ViaSat as of September 14, 2012. No other significant subsequent events were noted.

 

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