Attached files
Exhibit 10.2
Pro-Forma Financial Statements
Unaudited Pro-Forma Balance Sheet at July 31, 2013
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| Actual July 31, 2013 |
| Adjustments |
| Pro-Forma July 31, 2013 |
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Assets |
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Current assets: |
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Cash |
| $ | 1,340,888 |
| $ | (15,000 | ) | $ | 1,325,888 |
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Accounts receivable, net |
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| 780,960 |
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| (691,242 | ) |
| 89,718 |
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Prepaid expenses and other current assets |
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| 87,513 |
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| (30,852 | ) |
| 56,661 |
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Total current assets |
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| 2,209,361 |
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| (737,094 | ) |
| 1,472,267 |
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Property and equipment, net |
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| 46,838 |
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| — |
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| 46,838 |
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Goodwill |
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| 1,581,850 |
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| (1,581,850 | ) |
| — |
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Patent |
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| 4,024,385 |
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| (4,024,385 | ) |
| — |
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Other assets |
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| 28,032 |
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| — |
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| 28,032 |
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TOTAL ASSETS |
| $ | 7,890,466 |
| $ | (6,343,329 | ) | $ | 1,547,137 |
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Liabilities and Stockholders’ Deficit |
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Current liabilities: |
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Accounts payable |
| $ | 1,291,450 |
| $ | (194,123 | ) | $ | 1,097,327 |
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Accrued expenses |
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| 879,087 |
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| (494,249 | ) |
| 384,838 |
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Notes payable, current portion, net |
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| 3,427,007 |
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| (3,410,691 | ) |
| 16,316 |
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Notes payable related parties, current portion, net |
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| 1,072,953 |
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| (945,493 | ) |
| 127,460 |
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Lease payable, current portion |
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| 10,704 |
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| — |
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| 10,704 |
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Deferred revenue |
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| 239,247 |
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| (179,586 | ) |
| 59,661 |
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Warrants |
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| 906,621 |
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| (906,621 | ) |
| — |
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Total current liabilities |
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| 7,827,069 |
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| (6,130,763 | ) |
| 1,696,306 |
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Long-term liabilities: |
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Notes payable, net of current portion, net |
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| 1,281,921 |
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| (1,281,921 | ) |
| — |
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Notes payable related parties |
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| 1,301,913 |
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| (1,092,422 | ) |
| 209,491 |
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Lease payable, net of current portion |
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| 6,623 |
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| — |
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| 6,623 |
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Total liabilities |
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| 10,417,526 |
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| (8,505,106 | ) |
| 1,912,420 |
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Commitments and Contingencies |
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Stockholders’ deficit: |
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Preferred stock, $0.001 par value, 10,000,000 shares authorized; no shares issued and outstanding |
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| — |
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| — |
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| — |
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Common stock, $0.001 par value |
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| 157,313 |
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| — |
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| 157,313 |
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Additional paid-in capital |
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| 11,791,080 |
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| (11,141,027 | ) |
| 650,053 |
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Accumulated deficit |
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| (14,475,453 | ) |
| 13,302,804 |
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| (1,172,649 | ) |
Total stockholders’ deficit |
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| (2,527,060 |
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| (2,161,777 | ) |
| (365,283 | ) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT |
| $ | 7,890,466 |
| $ | (6,343,329 | ) | $ | 1,547,137 |
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- 1 -
Unaudited Pro-Forma Statement of Operations at July 31, 2013
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| For the Three Months Ended |
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|
| Actual July 31, 2013 |
| Adjustments |
|
| Pro-Forma July 31, 2013 |
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Sales, net |
| $ | 1,532,236 |
| $ | (1,232,803 | ) |
| $ | 299,433 |
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Costs of goods sold |
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| 261,933 |
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| (140,250 | ) |
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| 121,683 |
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Gross profit |
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| 1,270,303 |
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| (1,092,553 | ) |
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| 177,750 |
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Expenses: |
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Selling, general and administrative expenses |
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| 632,241 |
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| (97,244 | ) |
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| 534,997 |
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Depreciation and amortization |
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| 407,025 |
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| (392,134 | ) |
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| 14,891 |
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Total Operating expenses |
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| 1,039,266 |
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| (489,378 | ) |
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| 549,888 |
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Operating income |
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| 231,037 |
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| (603,175 | ) |
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| (372,138 | ) |
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Other income (expense), net: |
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Interest expense |
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| (346,480 | ) |
| 336,643 |
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| (9,837 | ) |
Other income (expense), net |
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| (2 | ) |
| 2 |
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| — |
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Total other income (expense), net |
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| (346,482 | ) |
| (336,645 | ) |
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| (9,837 | ) |
Income (loss) before income taxes |
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| (115,445 | ) |
| (266,530 | ) |
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| (381,975 | ) |
Income taxes |
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| — |
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| — |
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| — |
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Net loss |
| $ | (115,445 | ) | $ | (266,530 | ) |
| $ | (381,975 | ) |
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Basic and diluted earnings (loss) per share |
| $ | (0.00 | ) | $ | (0.00 | ) |
| $ | (0.00 | ) |
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Basic and diluted weighted average number shares outstanding |
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| 157,313,704 |
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| 157,313,704 |
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| 157,313,704 |
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