Notes to Financial Statements. 6 - 7 MANTYLA, McREYNOLDS AND ASSOCIATES, C.P.A's A Professional Co▇▇▇▇▇▇▇on ▇▇▇▇▇ ▇▇ Directors and Stockholders Seafoods Plus, LTD. Salt Lake City, Utah We have audited the accompanying balance sheets of Seafoods Plus, LTD. [a development stage, Utah corporation] as of December 31, 1997 and December 31, 1996, and the related statements of stockholders' equity/(deficit), operations, and cash flows for the years then ended and for the period from reactivation [December 31, 1994] through December 31, 1997. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements me free of material misstatement. An audit includes examining, on a test basis, evidence supporting the mounts 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 provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Seafoods Plus, LTD. as of December 31, 1997, and December 31, 1996, and the results of its operations and its cash flows for the years then ended and for the period from reactivation [December 31, 1994] through December 31, 1997, in conformity with generally accepted accounting principles. The accompanying financial statements have been prepared assuming that Seafoods Plus, LTD. will continue as a going concern. As discussed in Note D to the financial statements, the Company has accumulated losses from inception totaling $47,022 and presently has no prospects for commencing operations or generating revenue. These issues raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note D. The financial statements do not include any adjustment that might result front the outcome of this uncertainty. /s/ Mantyla McReynolds & Assoc. ------------------------------- Mantyla McReynolds & Associates February 27, 1998 Salt Lake ▇▇▇▇, ▇t▇▇ SEAFOODS PLUS, LTD. [A Development Stage Company] Balance Sheets December 31, 1997 and 1996 1997 1996 ASSETS Current Assets $ 583 $ 653 Cash - Note B Total Current Assets 583 653 TOTAL ASSETS $ 583 $ 653 ======== ======== LIABILITIES AND STOCKHOLDERS' DEFICIT LIABILITIES Current Liabilities Accounts Payable $ 401 $ 401 Shareholder Loan - Note F 7,777 4,236 Income Taxes Payable - Notes A & C 100 100 Total Current Liabilities 8,278 4,737 TOTAL LIABILITIES 8,278 4,737 ----- ----- STOCKHOLDERS' DEFICIT Capital Stock - 50,000,000 shares authorized at $0.001 par; 2,000,012 post-split shares issued and outstanding 2,000 2,000 Additional paid-in capital 37,327 37,327 Deficit accumulated during development stage (47,022) (43,411) TOTAL STOCKHOLDERS' DEFICIT (7,695) (4,084) ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 583 $ 653 ======== ======== See accompanying notes to financial statements SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Stockholders' Equity/(Deficit) For the Period from Reactivation [December 31, 1994] through December 31, 1997 Deficit Accumulated Additional During Total Number Common Paid-in Development Stockholders' of Shares Stock Capital Stage Equity/(Deficit) ---------------------------------------------------------------------------------------------------- Balance, December 31, 1994 350,012 $ 350 $ 28,977 $ (30,030) $ (703) Issued 1,650,000 shares for 1,650,000 1,650 8,350 10,000 cash Net loss for the year ended (8,577) (8,577) December 31, 1995 --------------------------------------------------------------------------------------------- Balance, December 31, 1995 2,000,012 2,000 37,327 (38,607) 720 Net loss for the year ended (4,084) (4,084) December 31, 1996 --------------------------------------------------------------------------------------------- Balance, December 31, 1996 2,000,012 2,000 37,327 (43,411) (4,084) Net loss for the year ended December 31, 1997 (3,611) (3,611) --------------------------------------------------------------------------------------------- Balance, December 31, 1997 2,000,012 $ 2,000 $ 37,327 $ (47,022) $ (7,695) ============================================================================================= See accompanying notes to financial statements SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Operations For the years Ended December 31, 1997 and 1996, and for the Period from Reactivation [December 31, 1994] through December 31, 1997 For the Period From For the Year Ended For the Year Ended Reactivation to December 31, 1997 December 31, 1996 December 31, 1997 ----------------- ----------------- ----------------- Revenues $ -0- $ -0- $ -0- Expenses 3,511 4,704 16,692 ----- ----- ------ Loss Before Income (3,511) (4,704) (16,692) Tax Income taxes - Note 100 100 300 --- --- --- A & C Net Loss $ (3,611) $ (4,804) $ (16,992) ============ ============== ============== Net Loss Per Share $ (.01) $ (.01) $ (.01) ============= ============== ============== Weighted Average 2,000,012 2,000,012 1,505,765 =========== ============= ============== Shares Outstanding See accompanying notes to financial statements 4 SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Cash Flows For the Years Ended December 31, 1997 and 1996, and for the Period from Reactivation [December 31, 1994] through December 31, 1997 For the Period For the Year Ended For the Year Ended from Reactiviation to December 31, 1996 December 31, 1996 December 31, 1997 ------------------ ------------------ --------------------- Cash Flows Used for Operating Activities Net Loss $ (3,611) $ (4,804) $ (16,992) Adjustments to reconcile net loss to net cash provided by operating activities: Increase/(decrease) in: accounts payable 0 0 401 Income taxes payable 0 0 (603) Shareholder loan 3,541 4,236 7,777 Net Cash Used for Operating Activities (70) (568) (9,417) Cash Flows Provided in Financing Activities Issuance of Common Stock -0- -0- 10,000 Net Cash Provided by Financing Activities -0- -0- 10,000 Net Increase In Cash (70) (568) 583 Beginning Cash Balance 653 1,221 -0- Ending Cash Balance $ 583 $ 653 $ 583 Supplemental Disclosure of Cash Flow Information: Cash paid for the period for interest $ -0- $ -0- -0- Cash paid for the period for income taxes $ -0- $ 100 890 See accompanying notes to financial statements 5 SEAFOODS PLUS, LTD. Notes to Financial Statements December 31, 1997 NOTE A Summary of Significant Accounting Policies Company Background The Company originally incorporated under the laws of the State of Utah on August 11, 1983 using name Communitra Energy, Inc., with a stated principal business activity of inviting in oil, gas and mineral leases, and/or products. By agreement of the shareholders of the Company on July 16, 1985, the name of the Company officially changed to Seafoods Plus, LTD. and expanded the purpose of the Company to include the processing and canning of sea foods. Seafoods Plus, LTD., a development stage company, has yet to commence its planned principal operations and has been in an essentially dormant status for the last nine years. lncome Taxes In February 1992, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standard (SFAS) No. 109, "Accounting For Income Taxes," which is effective for fiscal years beginning after December 15, 1992. SFAS No. 109 requires the asset and liability method of accounting for income taxes. The asset and liability method requires that the current or deferred tax consequences of all events recognized in the financial statements are measured by applying the provisions of enacted tax laws to determine the mount of taxes payable or refundable currently or in future years. The Company adopted SFAS No. 109 for financial reporting purposes in 1993. See Note C below. Net Loss Per Common Share Net loss per common share is based on the weighted average number of shares outstanding. Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount 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. NOTE B Cash Cash is comprised of cash on deposit in the trust account of the corporate attorney. NOTE C Change in Accounting Principle--Accounting for Income Taxes During 1993, the Company adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes," The cumulative effect of this change in accounting for income taxes as of January 1, SEAFOODS PLUS, LTD. Notes to Financial Statements December 31, 1997 1993 is $0, due to operating losses carried forward from prior years and unlikely nature of future earnings. For the years ended December 31, 1997 and 1996, the Company had no significant income tax expenses due to operating losses during those periods. Any deferred tax benefit arising from the operating losses carried forward would be offset entirely by a valuation allowance since it is not likely that the Company will be sufficiently profitable in the future m take advantage of the losses carried forward. The Company has no timing differences. The amount shown on the balance sheet for income taxes payable represents the annual minimum amount due to the State of Utah. The Company has accumulated losses from inception totaling $47,022, nominal assets and no operations at December 31, 1997. Financing for the Company's limited activities to date has been primarily provided by borrowing from shareholders and the issuance of common stock. The Company's ability to achieve a level of profitable operations and/or additional financing impacts the Company's ability to continue as it is presently organized. Management is currently seeking a well-capitalized merger candidate in order to recommence its operations. Should management be unsuccessful in its merger activities, it will have a material adverse effect on the Company. NOTE E Reverse Stock Split The Company filed Articles of Amendment to the Articles of Incorporation of Seafoods Plus, LTD. the State of Utah, Department of Commerce on October 5, 1995 which included provisions for a reverse split of the outstanding shares of common stock at the ratio of one new share for every 16.17 shares issued and outstanding as of September 5, 1995, [the date of adoption by the stockholders at a meeting held on that same date] reducing the outstanding shares to 350,000, provided that no stockholder's holdings shall be reduced to less than one share as result of the reverse split, with all fractional shares being rounded to the nearest whole share. The rounding resulted in 350,012 shares of stock outstanding after the reverse split. All disclosures in the financial statements, with respect to the number of shares outstanding, are presented in post-split denominations. NOTE F Stockholder Loan A stockholder has paid expenses on behalf of the Company in the amount of $3,541 during the year ended December 31, 1997 and $4,236 during the, year ended December 31, 1996. The Company has recorded a liability for these expenses to the stockholder. The unsecured loan bears no interest and is due on demand. EXHIBIT C-1 SEAFOODS PLUS, LTD. UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED MARCH 31, 1998 SEAFOODS PLUS, LTD. [A Development Stage Company] BALANCE SHEETS March 31, 1998 and December 31, 1997 ASSETS Total Current Assets $ 583 $ 583 --------------- ----------- TOTAL ASSETS $ 583 $ 583 =============== =========== LIABILITIES & EQUITY LIABILITIES Current Liabilities Loans for Stockholders $ 7,909 $ 7,777 Accounts Payable 401 401 Income Taxes Payable 100 100 --------------- ----------- Total Current Liabilities 8,410 8,278 TOTAL LIABILITIES 8,410 8,278 EQUITY Common Stock - 50,000,000 shares authorized at par; 2,000 2,000 2,000,012 post-split shares issued and outstanding Paid-in Capital 37,327 37,327 Accumulated Deficit (47,154) (47,022) --------------- ----------- TOTAL EQUITY (7,827) (7,695) --------------- ----------- TOTAL LIABILITIES & EQUITY $ 583 $ 583 ============== ================ NOTE TO FINANCIAL STATEMENTS. Intermin financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the periods. The December 31, 1997 balance sheet has been derived from the audited financial statements. These interim financial statements conform with the requirements for interim financial statements and consequently do not include all the disclosures normally required by SEAFOOD PLUS, LTD. [A Development Stage Company] STATEMENTS OF OPERATIONS For the Three-Month Periods Ended March 31, 1998 and 1997 and for the Period from Reactivation [December 31, 1994] through March 32, 1998 Three Months Three Months For the Period Ended Ended from Reactivation to 3/31/98 3/31/97 3/31/98 (Unaudited) (Unaudited) (Unaudited) REVENUE Income $ 0 $ 0 $ 0 OPERATING EXPENSES 132 1,442 16,824 TOTAL OPERATING 132 1,442 16,824 EXPENSES INCOME / FRANCHISE TAX 0 100 300 NET (LOSS) $ (132) $ (1,542) $ (17,124) =========== =========== =================== NET LOSS PER SHARE $ (0.01) $ (0.01) $ (0.01) =========== =========== =================== WEIGHTED AVERAGE NUMBER 200,012 200,012 1,543,784 =========== =========== =================== OF SHARES OUTSTANDING SEAFOOD PLUS, LTD. [A Development Stage Company] STATEMENTS OF CASH FLOWS For the Three-Month Periods Ended March 31, 1998 and 1997, and for the Period from Reactivation [December 31, 1994] through March 31, 1998 Three Months Three Months For the Period Ended Ended from Reactivation to 3/31/98 3/31/97 3/31/98 ------- ------- ------- (Unaudited) (Unaudited) (Unaudited) Cash Flows Used for Operating Activities Net Loss $ (132) $ (1,442) $ (17,124) Adjustments to reconcile net loss to net cash used in operating activities: Increase/(Decrease) in franchise taxes payable 0 (100) (603) Increase/(Decrease) in accounts payable 0 0 401 Increase/(Decrease) in shareholder loan 132 1,540 7,909 Net Cash Used for Operating $ 0 $ (2) $ (9,417) =========== =========== ================== Activities Cash Flows Provided in Financing Activities Issuance of Common Stock 0 0 10,000 Net Cash Provided by Financing Activities 0 0 10,000 Net Increase In Cash 0 (2) 651 Beginning Cash Balance 583 653 0 Ending Cash Balance $ 583 $ 651 $ 651 ============ =========== =================== Supplemental Disclosure of Cash Flow Information: Cash paid for the period for interest $ 0 $ 0 $ 0 Cash paid for the period for income taxes $ 0 $ 100 $ 890 EXHIBIT D None. EXHIBIT E CADAPULT GRAPHIC SYSTEMS, INC. AUDITED FINANCIAL STATEMENTS FOR THE PERIODS ENDED APRIL 30, 1997 AND 1996 CADAPULT GRAPHIC SYSTEMS, INC. FINANCIAL STATEMENTS APRIL 30, 1997 ROBERT N. NEVITT CPA, P.C. ▇▇▇▇▇▇ ▇. ▇▇▇▇▇T CPA, P.C. 225 WEST ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇E 1900 N▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ / ▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ To the Shareholder of ▇▇▇▇▇▇▇▇ ▇▇▇▇hic Sys▇▇▇▇, ▇▇▇. ▇▇▇endale, New Jersey I have audited the accompanying balance sheet of Cadapult Graphic Systems, Inc. as of April 30, 1997, and the related statements of operations and retained earnings, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit. Except as explained in the following paragraph, I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit includes examining, on a test basis
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Levin Michael William)
Notes to Financial Statements. 6 - 7 MANTYLA16 9 145 INDEPENDENT AUDITORS' REPORT The Partners Parker & Parsley 91-B, McREYNOLDS AND ASSOCIATES, C.P.A's L.P. (A Professional Co▇▇▇▇▇▇▇on ▇▇▇▇▇ ▇▇ Directors and Stockholders Seafoods Plus, LTD. Salt Lake City, Utah Delaware Limited Partnership): We have audited the accompanying balance sheets sheet of Seafoods PlusParker & Parsley 91-B, LTD. [a development stage, Utah corporation] L.P. as of December 31, 1997 and December 31, 19961998, and the related statements of stockholders' equity/(deficit), operations, partners' capital and cash flows for the years year then ended and for the period from reactivation [December 31, 1994] through December 31, 1997ended. These financial statements are the responsibility of the CompanyPartnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements me are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the mounts 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 provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Seafoods PlusParker & Parsley 91-B, LTDL.P. as of December 31, 1998, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. Ernst & Young LLP Dallas, Texas March 15, 1999 10 146 INDEPENDENT AUDITORS' REPORT The Partners Parker & Parsley 91-B, L.P. (A Delaware Limited Partnership): We have audited the financial statements of Parker & Parsley 91-B, L.P. as of December 31, 1997, and the related statements of operations, partners' capital and cash flows for the years ended December 31, 1997 and 1996. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. 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 audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Parker & Parsley 91-B, L.P. as of December 31, 1997, and the results of its operations and its cash flows for the years then ended and for the period from reactivation [December 31, 1994] through December 31, 19971997 and 1996, in conformity with generally accepted accounting principles. The accompanying financial statements have been prepared assuming that Seafoods PlusKPMG LLP Midland, LTD. will continue as a going concern. As discussed in Note D to the financial statements, the Company has accumulated losses from inception totaling $47,022 and presently has no prospects for commencing operations or generating revenue. These issues raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note D. The financial statements do not include any adjustment that might result front the outcome of this uncertainty. /s/ Mantyla McReynolds & Assoc. ------------------------------- Mantyla McReynolds & Associates February 27Texas March 20, 1998 Salt Lake ▇▇▇▇11 147 PARKER & PARSLEY 91-B, ▇t▇▇ SEAFOODS PLUSL.P. (A DELAWARE LIMITED PARTNERSHIP) BALANCE SHEETS DECEMBER 31 ASSETS 1998 1997 ----------- ----------- Current assets: Cash...................................................... $ 165,231 $ 200,122 Accounts receivable -- oil and gas sales.................. 97,159 136,917 ----------- ----------- Total current assets.............................. 262,390 337,039 ----------- ----------- Oil and gas properties -- at cost, LTD. [A Development Stage Company] Balance Sheets December 31, 1997 and 1996 1997 1996 ASSETS Current Assets $ 583 $ 653 Cash - Note B Total Current Assets 583 653 TOTAL ASSETS $ 583 $ 653 ======== ======== LIABILITIES AND STOCKHOLDERS' DEFICIT LIABILITIES Current Liabilities Accounts Payable $ 401 $ 401 Shareholder Loan - Note F 7,777 4,236 Income Taxes Payable - Notes A & C 100 100 Total Current Liabilities 8,278 4,737 TOTAL LIABILITIES 8,278 4,737 ----- ----- STOCKHOLDERS' DEFICIT Capital Stock - 50,000,000 shares authorized at $0.001 par; 2,000,012 post-split shares issued and outstanding 2,000 2,000 Additional paid-in capital 37,327 37,327 Deficit accumulated during development stage (47,022) (43,411) TOTAL STOCKHOLDERS' DEFICIT (7,695) (4,084) ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 583 $ 653 ======== ======== See accompanying notes to financial statements SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Stockholders' Equity/(Deficit) For the Period from Reactivation [December 31, 1994] through December 31, 1997 Deficit Accumulated Additional During Total Number Common Paid-in Development Stockholders' of Shares Stock Capital Stage Equity/(Deficit) ---------------------------------------------------------------------------------------------------- Balance, December 31, 1994 350,012 $ 350 $ 28,977 $ (30,030) $ (703) Issued 1,650,000 shares for 1,650,000 1,650 8,350 10,000 cash Net loss for the year ended (8,577) (8,577) December 31, 1995 --------------------------------------------------------------------------------------------- Balance, December 31, 1995 2,000,012 2,000 37,327 (38,607) 720 Net loss for the year ended (4,084) (4,084) December 31, 1996 --------------------------------------------------------------------------------------------- Balance, December 31, 1996 2,000,012 2,000 37,327 (43,411) (4,084) Net loss for the year ended December 31, 1997 (3,611) (3,611) --------------------------------------------------------------------------------------------- Balance, December 31, 1997 2,000,012 $ 2,000 $ 37,327 $ (47,022) $ (7,695) ============================================================================================= See accompanying notes to financial statements SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Operations For the years Ended December 31, 1997 and 1996, and for the Period from Reactivation [December 31, 1994] through December 31, 1997 For the Period From For the Year Ended For the Year Ended Reactivation to December 31, 1997 December 31, 1996 December 31, 1997 ----------------- ----------------- ----------------- Revenues $ -0- $ -0- $ -0- Expenses 3,511 4,704 16,692 ----- ----- ------ Loss Before Income (3,511) (4,704) (16,692) Tax Income taxes - Note 100 100 300 --- --- --- A & C Net Loss $ (3,611) $ (4,804) $ (16,992) ============ ============== ============== Net Loss Per Share $ (.01) $ (.01) $ (.01) ============= ============== ============== Weighted Average 2,000,012 2,000,012 1,505,765 =========== ============= ============== Shares Outstanding See accompanying notes to financial statements 4 SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Cash Flows For the Years Ended December 31, 1997 and 1996, and for the Period from Reactivation [December 31, 1994] through December 31, 1997 For the Period For the Year Ended For the Year Ended from Reactiviation to December 31, 1996 December 31, 1996 December 31, 1997 ------------------ ------------------ --------------------- Cash Flows Used for Operating Activities Net Loss $ (3,611) $ (4,804) $ (16,992) Adjustments to reconcile net loss to net cash provided by operating activities: Increase/(decrease) in: accounts payable 0 0 401 Income taxes payable 0 0 (603) Shareholder loan 3,541 4,236 7,777 Net Cash Used for Operating Activities (70) (568) (9,417) Cash Flows Provided in Financing Activities Issuance of Common Stock -0- -0- 10,000 Net Cash Provided by Financing Activities -0- -0- 10,000 Net Increase In Cash (70) (568) 583 Beginning Cash Balance 653 1,221 -0- Ending Cash Balance $ 583 $ 653 $ 583 Supplemental Disclosure of Cash Flow Information: Cash paid for the period for interest $ -0- $ -0- -0- Cash paid for the period for income taxes $ -0- $ 100 890 See accompanying notes to financial statements 5 SEAFOODS PLUS, LTD. Notes to Financial Statements December 31, 1997 NOTE A Summary of Significant Accounting Policies Company Background The Company originally incorporated under the laws of the State of Utah on August 11, 1983 using name Communitra Energy, Inc., with a stated principal business activity of inviting in oil, gas and mineral leases, and/or products. By agreement of the shareholders of the Company on July 16, 1985, the name of the Company officially changed to Seafoods Plus, LTD. and expanded the purpose of the Company to include the processing and canning of sea foods. Seafoods Plus, LTD., a development stage company, has yet to commence its planned principal operations and has been in an essentially dormant status for the last nine years. lncome Taxes In February 1992, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standard (SFAS) No. 109, "Accounting For Income Taxes," which is effective for fiscal years beginning after December 15, 1992. SFAS No. 109 requires the asset and liability method of accounting for income taxes. The asset and liability method requires that the current or deferred tax consequences of all events recognized in the financial statements are measured by applying the provisions of enacted tax laws to determine the mount of taxes payable or refundable currently or in future years. The Company adopted SFAS No. 109 for financial reporting purposes in 1993. See Note C below. Net Loss Per Common Share Net loss per common share is based on the weighted average number of shares outstanding. Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with generally accepted successful efforts accounting principles requires management to make estimates method.............................. 9,728,987 9,704,606 Accumulated depletion..................................... (8,171,041) (7,616,837) ----------- ----------- Net oil and assumptions that affect the reported amount 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. NOTE B Cash Cash is comprised of cash on deposit in the trust account of the corporate attorney. NOTE C Change in Accounting Principle--Accounting for Income Taxes During 1993, the Company adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes," The cumulative effect of this change in accounting for income taxes as of January 1, SEAFOODS PLUS, LTD. Notes to Financial Statements December 31, 1997 1993 is $0, due to operating losses carried forward from prior years and unlikely nature of future earnings. For the years ended December 31, 1997 and 1996, the Company had no significant income tax expenses due to operating losses during those periods. Any deferred tax benefit arising from the operating losses carried forward would be offset entirely by a valuation allowance since it is not likely that the Company will be sufficiently profitable in the future m take advantage of the losses carried forward. The Company has no timing differences. The amount shown on the balance sheet for income taxes payable represents the annual minimum amount due to the State of Utah. The Company has accumulated losses from inception totaling $47,022, nominal assets and no operations at December 31, 1997. Financing for the Company's limited activities to date has been primarily provided by borrowing from shareholders and the issuance of common stock. The Company's ability to achieve a level of profitable operations and/or additional financing impacts the Company's ability to continue as it is presently organized. Management is currently seeking a well-capitalized merger candidate in order to recommence its operations. Should management be unsuccessful in its merger activities, it will have a material adverse effect on the Company. NOTE E Reverse Stock Split The Company filed Articles of Amendment to the Articles of Incorporation of Seafoods Plus, LTD. the State of Utah, Department of Commerce on October 5, 1995 which included provisions for a reverse split of the outstanding shares of common stock at the ratio of one new share for every 16.17 shares issued and outstanding as of September 5, 1995, [the date of adoption by the stockholders at a meeting held on that same date] reducing the outstanding shares to 350,000, provided that no stockholder's holdings shall be reduced to less than one share as result of the reverse split, with all fractional shares being rounded to the nearest whole share. The rounding resulted in 350,012 shares of stock outstanding after the reverse split. All disclosures in the financial statements, with respect to the number of shares outstanding, are presented in post-split denominations. NOTE F Stockholder Loan A stockholder has paid expenses on behalf of the Company in the amount of $3,541 during the year ended December 31, 1997 and $4,236 during the, year ended December 31, 1996. The Company has recorded a liability for these expenses to the stockholder. The unsecured loan bears no interest and is due on demand. EXHIBIT C-1 SEAFOODS PLUS, LTD. UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED MARCH 31, 1998 SEAFOODS PLUS, LTD. [A Development Stage Company] BALANCE SHEETS March 31, 1998 and December 31, 1997 ASSETS Total Current Assets gas properties........................ 1,557,946 2,087,769 ----------- ----------- $ 583 1,820,336 $ 583 --------------- ----------- TOTAL ASSETS $ 583 $ 583 ====2,424,808 =========== =========== LIABILITIES & EQUITY LIABILITIES AND PARTNERS' CAPITAL Current Liabilities Loans for Stockholders liabilities: Accounts payable -- affiliate............................. $ 7,909 18,255 $ 7,777 Accounts Payable 401 401 Income Taxes Payable 100 100 --------------- 27,110 Partners' capital: Managing general partner.................................. 14,988 20,944 Limited partners (11,249 interests)....................... 1,787,093 2,376,754 ----------- Total Current Liabilities 8,410 8,278 TOTAL LIABILITIES 8,410 8,278 EQUITY Common Stock - 50,000,000 shares authorized at par; 2,000 2,000 2,000,012 post-split shares issued and outstanding Paid-in Capital 37,327 37,327 Accumulated Deficit (47,154) (47,022) --------------- ----------- TOTAL EQUITY (7,827) (7,695) --------------- 1,802,081 2,397,698 ----------- TOTAL LIABILITIES & EQUITY ----------- $ 583 1,820,336 $ 583 ============== ================ NOTE TO FINANCIAL STATEMENTS. Intermin financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the periods. The December 31, 1997 balance sheet has been derived from the audited financial statements. These interim financial statements conform with the requirements for interim financial statements and consequently do not include all the disclosures normally required by SEAFOOD PLUS, LTD. [A Development Stage Company] STATEMENTS OF OPERATIONS For the Three-Month Periods Ended March 31, 1998 and 1997 and for the Period from Reactivation [December 31, 1994] through March 32, 1998 Three Months Three Months For the Period Ended Ended from Reactivation to 3/31/98 3/31/97 3/31/98 (Unaudited) (Unaudited) (Unaudited) REVENUE Income $ 0 $ 0 $ 0 OPERATING EXPENSES 132 1,442 16,824 TOTAL OPERATING 132 1,442 16,824 EXPENSES INCOME / FRANCHISE TAX 0 100 300 NET (LOSS) $ (132) $ (1,542) $ (17,124) 2,424,808 =========== =========== =================== NET LOSS PER SHARE The accompanying notes are an integral part of these financial statements. 12 148 PARK▇▇ & ▇ARS▇▇▇ ▇▇-B, L.P. (A DELAWARE LIMITED PARTNERSHIP) STATEMENTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31 1998 1997 1996 ---------- ---------- ---------- Revenues: Oil and gas............................................ $ 873,012 $1,273,373 $1,632,595 Interest and other..................................... 11,185 13,542 13,546 Gain (loss) on disposition of assets................... 197 7,879 (1,221) ---------- ---------- ---------- 884,394 1,294,794 1,644,920 ---------- ---------- ---------- Costs and expenses: Oil and gas production................................. 464,489 524,112 471,736 General and administrative............................. 43,606 39,082 47,177 Impairment of oil and gas properties................... 295,542 323,078 -- Depletion.............................................. 258,662 185,792 201,563 Abandoned property..................................... -- -- 442 ---------- ---------- ---------- 1,062,299 1,072,064 720,918 ---------- ---------- ---------- Net income (loss)........................................ $ (0.01177,905) $ (0.01) 222,730 $ (0.01) =924,002 ========== =========== =================== WEIGHTED AVERAGE NUMBER 200,012 200,012 1,543,784 =Allocation of net income (loss): Managing general partner............................... $ (1,779) $ 2,227 $ 9,240 ========== =========== =================== OF SHARES OUTSTANDING SEAFOOD PLUS, LTD. [A Development Stage Company] STATEMENTS OF CASH FLOWS For the Three-Month Periods Ended March 31, 1998 and 1997, and for the Period from Reactivation [December 31, 1994] through March 31, 1998 Three Months Three Months For the Period Ended Ended from Reactivation to 3/31/98 3/31/97 3/31/98 ------- ------- ------- (Unaudited) (Unaudited) (Unaudited) Cash Flows Used for Operating Activities Net Loss Limited partners....................................... $ (132176,126) $ (1,442) 220,503 $ (17,124) Adjustments to reconcile net loss to net cash used in operating activities: Increase/(Decrease) in franchise taxes payable 0 (100) (603) Increase/(Decrease) in accounts payable 0 0 401 Increase/(Decrease) in shareholder loan 132 1,540 7,909 Net Cash Used for Operating $ 0 $ (2) $ (9,417) =914,762 ========== =========== ================== Activities Cash Flows Provided in Financing Activities Issuance of Common Stock 0 0 10,000 Net Cash Provided by Financing Activities 0 0 10,000 Net Increase In Cash 0 income (2loss) 651 Beginning Cash Balance 583 653 0 Ending Cash Balance per limited partnership interest....... $ 583 (15.66) $ 651 19.60 $ 651 ==81.32 ========== ========== ========== The accompanying notes are an integral part of these financial statements. 13 149 PARK▇▇ & ▇ARSLEY 91-B, L.P. (A DELAWARE LIMITED PARTNERSHIP) STATEMENTS OF PARTNERS' CAPITAL MANAGING GENERAL LIMITED PARTNER PARTNERS TOTAL -------- ---------- ---------- Partners' capital at January 1, 1996....................... $27,625 $3,038,195 $3,065,820 Distributions............................................ (9,590) (949,416) (959,006) Net income............................................... 9,240 914,762 924,002 ------- ---------- ---------- Partners' capital at December 31, 1996..................... 27,275 3,003,541 3,030,816 Distributions............................................ (8,558) (847,290) (855,848) Net income............................................... 2,227 220,503 222,730 ------- ---------- ---------- Partners' capital at December 31, 1997..................... 20,944 2,376,754 2,397,698 Distributions............................................ (4,177) (413,535) (417,712) Net loss................................................. (1,779) (176,126) (177,905) ------- ---------- ---------- Partners' capital at December 31, 1998..................... $14,988 $1,787,093 $1,802,081 ======= ========== ========== Supplemental Disclosure The accompanying notes are an integral part of Cash Flow Information: Cash paid for the period for interest $ 0 $ 0 $ 0 Cash paid for the period for income taxes $ 0 $ 100 $ 890 EXHIBIT D Nonethese financial statements. EXHIBIT E CADAPULT GRAPHIC SYSTEMS, INC. AUDITED FINANCIAL STATEMENTS FOR THE PERIODS ENDED APRIL 30, 1997 AND 1996 CADAPULT GRAPHIC SYSTEMS, INC. FINANCIAL STATEMENTS APRIL 30, 1997 ROBERT N. NEVITT CPA, P.C. ▇▇▇▇14 150 PARK▇▇ & ▇. ▇▇▇▇▇T CPA, P.C. 225 WEST ▇ARS▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇E 1900 N▇▇ ▇▇▇▇-B, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ L.P. (▇▇▇A DELAWARE LIMITED PARTNERSHIP) ▇▇▇-▇▇▇▇ / ▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ To the Shareholder of ▇▇▇▇▇▇▇▇ ▇▇▇▇hic Sys▇▇▇▇, ▇▇▇. ▇▇▇endale, New Jersey I have audited the accompanying balance sheet of Cadapult Graphic Systems, Inc. as of April 30, 1997, and the related statements of operations and retained earnings, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit. Except as explained in the following paragraph, I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit includes examining, on a test basisSTATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31
Appears in 1 contract
Sources: Proxy Statement (Pioneer Natural Resources Usa Inc)
Notes to Financial Statements. 6 - 7 MANTYLA▇▇▇▇▇▇▇, McREYNOLDS ▇▇▇▇▇▇▇▇▇▇ AND ASSOCIATES, C.P.A's A Professional Co▇▇▇▇▇▇▇on ▇▇▇▇▇ ▇▇ Corporation Board of Directors and Stockholders Seafoods Plus, LTD. Salt Lake City, Utah We have audited the accompanying balance sheets of Seafoods Plus, LTD. [a development stage, Utah corporation] as of December 31, 1997 and December 31, 1996, and the related statements of stockholders' equity/(deficit), operations, and cash flows for the years then ended and for the period from reactivation [December 31, 1994] through December 31, 1997. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements me free of material misstatement. An audit includes examining, on a test basis, evidence supporting the mounts 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 provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Seafoods Plus, LTD. as of December 31, 1997, and December 31, 1996, and the results of its operations and its cash flows for the years then ended and for the period from reactivation [December 31, 1994] through December 31, 1997, in conformity with generally accepted accounting principles. The accompanying financial statements have been prepared assuming that Seafoods Plus, LTD. will continue as a going concern. As discussed in Note D to the financial statements, the Company has accumulated losses from inception totaling $47,022 and presently has no prospects for commencing operations or generating revenue. These issues raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note D. The financial statements do not include any adjustment that might result front the outcome of this uncertainty. /s/ Mantyla McReynolds ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Assoc. ------------------------------- Mantyla McReynolds ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Associates February 27, 1998 Salt Lake ▇▇▇▇City, ▇t▇▇ Utah SEAFOODS PLUS, LTD. [A Development Stage Company] Balance Sheets December 31, 1997 and 1996 1997 1996 ASSETS Current Assets $ 583 $ 653 Cash - Note B Total Current Assets 583 653 TOTAL ASSETS $ 583 $ 653 ======== ======== LIABILITIES AND STOCKHOLDERS' DEFICIT LIABILITIES Current Liabilities Accounts Payable $ 401 $ 401 Shareholder Loan - Note F 7,777 4,236 Income Taxes Payable - Notes A & C 100 100 Total Current Liabilities 8,278 4,737 TOTAL LIABILITIES 8,278 4,737 ----- ----- STOCKHOLDERS' DEFICIT Capital Stock - 50,000,000 shares authorized at $0.001 par; 2,000,012 post-split shares issued and outstanding 2,000 2,000 Additional paid-in capital 37,327 37,327 Deficit accumulated during development stage (47,022) (43,411) TOTAL STOCKHOLDERS' DEFICIT (7,695) (4,084) ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 583 $ 653 ======== ======== See accompanying notes to financial statements SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Stockholders' Equity/(Deficit) For the Period from Reactivation [December 31, 1994] through December 31, 1997 Deficit Accumulated Additional During Total Number Common Paid-in Development Stockholders' of Shares Stock Capital Stage Equity/(Deficit) ---------------------------------------------------------------------------------------------------- Balance, December 31, 1994 350,012 $ 350 $ 28,977 $ (30,030) $ (703) Issued 1,650,000 shares for 1,650,000 1,650 8,350 10,000 cash Net loss for the year ended (8,577) (8,577) December 31, 1995 --------------------------------------------------------------------------------------------- Balance, December 31, 1995 2,000,012 2,000 37,327 (38,607) 720 Net loss for the year ended (4,084) (4,084) December 31, 1996 --------------------------------------------------------------------------------------------- Balance, December 31, 1996 2,000,012 2,000 37,327 (43,411) (4,084) Net loss for the year ended December 31, 1997 (3,611) (3,611) --------------------------------------------------------------------------------------------- Balance, December 31, 1997 2,000,012 $ 2,000 $ 37,327 $ (47,022) $ (7,695) ============================================================================================= See accompanying notes to financial statements SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Operations For the years Ended December 31, 1997 and 1996, and for the Period from Reactivation [December 31, 1994] through December 31, 1997 For the Period From For the Year Ended For the Year Ended Reactivation to December 31, 1997 December 31, 1996 December 31, 1997 ----------------- ----------------- ----------------- Revenues $ -0- $ -0- $ -0- Expenses 3,511 4,704 16,692 ----- ----- ------ Loss Before Income (3,511) (4,704) (16,692) Tax Income taxes - Note 100 100 300 --- --- --- A & C Net Loss $ (3,611) $ (4,804) $ (16,992) ============ ============== ============== Net Loss Per Share $ (.01) $ (.01) $ (.01) ============= ============== ============== Weighted Average 2,000,012 2,000,012 1,505,765 =========== ============= ============== Shares Outstanding See accompanying notes to financial statements 4 SEAFOODS PLUS, LTD. [A Development Stage Company] Statements of Cash Flows For the Years Ended December 31, 1997 and 1996, and for the Period from Reactivation [December 31, 1994] through December 31, 1997 For the Period For the Year Ended For the Year Ended from Reactiviation to December 31, 1996 December 31, 1996 December 31, 1997 ------------------ ------------------ --------------------- Cash Flows Used for Operating Activities Net Loss $ (3,611) $ (4,804) $ (16,992) Adjustments to reconcile net loss to net cash provided by operating activities: Increase/(decrease) in: accounts payable 0 0 401 Income taxes payable 0 0 (603) Shareholder loan 3,541 4,236 7,777 Net Cash Used for Operating Activities (70) (568) (9,417) Cash Flows Provided in Financing Activities Issuance of Common Stock -0- -0- 10,000 Net Cash Provided by Financing Activities -0- -0- 10,000 Net Increase In Cash (70) (568) 583 Beginning Cash Balance 653 1,221 -0- Ending Cash Balance $ 583 $ 653 $ 583 Supplemental Disclosure of Cash Flow Information: Cash paid for the period for interest $ -0- $ -0- -0- Cash paid for the period for income taxes $ -0- $ 100 890 See accompanying notes to financial statements 5 SEAFOODS PLUS, LTD. Notes to Financial Statements December 31, 1997 NOTE A Summary of Significant Accounting Policies Company Background The Company originally incorporated under the laws of the State of Utah on August 11, 1983 using name Communitra Energy, Inc., with a stated principal business activity of inviting in oil, gas and mineral leases, and/or products. By agreement of the shareholders of the Company on July 16, 1985, the name of the Company officially changed to Seafoods Plus, LTD. and expanded the purpose of the Company to include the processing and canning of sea foods. Seafoods Plus, LTD., a development stage company, has yet to commence its planned principal operations and has been in an essentially dormant status for the last nine years. lncome Taxes In February 1992, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standard (SFAS) No. 109, "Accounting For Income Taxes," which is effective for fiscal years beginning after December 15, 1992. SFAS No. 109 requires the asset and liability method of accounting for income taxes. The asset and liability method requires that the current or deferred tax consequences of all events recognized in the financial statements are measured by applying the provisions of enacted tax laws to determine the mount of taxes payable or refundable currently or in future years. The Company adopted SFAS No. 109 for financial reporting purposes in 1993. See Note C below. Net Loss Per Common Share Net loss per common share is based on the weighted average number of shares outstanding. Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount 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. NOTE B Cash Cash is comprised of cash on deposit in the trust account of the corporate attorney. NOTE C Change in Accounting Principle--Accounting for Income Taxes During 1993, the Company adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes," The cumulative effect of this change in accounting for income taxes as of January 1, SEAFOODS PLUS, LTD. Notes to Financial Statements December 31, 1997 1993 is $0, due to operating losses carried forward from prior years and unlikely nature of future earnings. For the years ended December 31, 1997 and 1996, the Company had no significant income tax expenses due to operating losses during those periods. Any deferred tax benefit arising from the operating losses carried forward would be offset entirely by a valuation allowance since it is not likely that the Company will be sufficiently profitable in the future m take advantage of the losses carried forward. The Company has no timing differences. The amount shown on the balance sheet for income taxes payable represents the annual minimum amount due to the State of Utah. The Company has accumulated losses from inception totaling $47,022, nominal assets and no operations at December 31, 1997. Financing for the Company's limited activities to date has been primarily provided by borrowing from shareholders and the issuance of common stock. The Company's ability to achieve a level of profitable operations and/or additional financing impacts the Company's ability to continue as it is presently organized. Management is currently seeking a well-capitalized merger candidate in order to recommence its operations. Should management be unsuccessful in its merger activities, it will have a material adverse effect on the Company. NOTE E Reverse Stock Split The Company filed Articles of Amendment to the Articles of Incorporation of Seafoods Plus, LTD. the State of Utah, Department of Commerce on October 5, 1995 which included provisions for a reverse split of the outstanding shares of common stock at the ratio of one new share for every 16.17 shares issued and outstanding as of September 5, 1995, [the date of adoption by the stockholders at a meeting held on that same date] reducing the outstanding shares to 350,000, provided that no stockholder's holdings shall be reduced to less than one share as result of the reverse split, with all fractional shares being rounded to the nearest whole share. The rounding resulted in 350,012 shares of stock outstanding after the reverse split. All disclosures in the financial statements, with respect to the number of shares outstanding, are presented in post-split denominations. NOTE F Stockholder Loan A stockholder has paid expenses on behalf of the Company in the amount of $3,541 during the year ended December 31, 1997 and $4,236 during the, year ended December 31, 1996. The Company has recorded a liability for these expenses to the stockholder. The unsecured loan bears no interest and is due on demand. EXHIBIT C-1 SEAFOODS PLUS, LTD. UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED MARCH 31, 1998 SEAFOODS PLUS, LTD. [A Development Stage Company] BALANCE SHEETS March 31, 1998 and December 31, 1997 ASSETS Total Current Assets $ 583 $ 583 --------------- ----------- TOTAL ASSETS $ 583 $ 583 =============== =========== LIABILITIES & EQUITY LIABILITIES Current Liabilities Loans for Stockholders $ 7,909 $ 7,777 Accounts Payable 401 401 Income Taxes Payable 100 100 --------------- ----------- Total Current Liabilities 8,410 8,278 TOTAL LIABILITIES 8,410 8,278 EQUITY Common Stock - 50,000,000 shares authorized at par; 2,000 2,000 2,000,012 post-split shares issued and outstanding Paid-in Capital 37,327 37,327 Accumulated Deficit (47,154) (47,022) --------------- ----------- TOTAL EQUITY (7,827) (7,695) --------------- ----------- TOTAL LIABILITIES & EQUITY $ 583 $ 583 ============== ================ NOTE TO FINANCIAL STATEMENTS. Intermin financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the periods. The December 31, 1997 balance sheet has been derived from the audited financial statements. These interim financial statements conform with the requirements for interim financial statements and consequently do not include all the disclosures normally required by SEAFOOD PLUS, LTD. [A Development Stage Company] STATEMENTS OF OPERATIONS For the Three-Month Periods Ended March 31, 1998 and 1997 and for the Period from Reactivation [December 31, 1994] through March 32, 1998 Three Months Three Months For the Period Ended Ended from Reactivation to 3/31/98 3/31/97 3/31/98 (Unaudited) (Unaudited) (Unaudited) REVENUE Income $ 0 $ 0 $ 0 OPERATING EXPENSES 132 1,442 16,824 TOTAL OPERATING 132 1,442 16,824 EXPENSES INCOME / FRANCHISE TAX 0 100 300 NET (LOSS) $ (132) $ (1,542) $ (17,124) =========== =========== =================== NET LOSS PER SHARE $ (0.01) $ (0.01) $ (0.01) =========== =========== =================== WEIGHTED AVERAGE NUMBER 200,012 200,012 1,543,784 =========== =========== =================== OF SHARES OUTSTANDING SEAFOOD PLUS, LTD. [A Development Stage Company] STATEMENTS OF CASH FLOWS For the Three-Month Periods Ended March 31, 1998 and 1997, and for the Period from Reactivation [December 31, 1994] through March 31, 1998 Three Months Three Months For the Period Ended Ended from Reactivation to 3/31/98 3/31/97 3/31/98 ------- ------- ------- (Unaudited) (Unaudited) (Unaudited) Cash Flows Used for Operating Activities Net Loss $ (132) $ (1,442) $ (17,124) Adjustments to reconcile net loss to net cash used in operating activities: Increase/(Decrease) in franchise taxes payable 0 (100) (603) Increase/(Decrease) in accounts payable 0 0 401 Increase/(Decrease) in shareholder loan 132 1,540 7,909 Net Cash Used for Operating $ 0 $ (2) $ (9,417) =========== =========== ================== Activities Cash Flows Provided in Financing Activities Issuance of Common Stock 0 0 10,000 Net Cash Provided by Financing Activities 0 0 10,000 Net Increase In Cash 0 (2) 651 Beginning Cash Balance 583 653 0 Ending Cash Balance $ 583 $ 651 $ 651 ============ =========== =================== Supplemental Disclosure of Cash Flow Information: Cash paid for the period for interest $ 0 $ 0 $ 0 Cash paid for the period for income taxes $ 0 $ 100 $ 890 EXHIBIT D None. EXHIBIT E CADAPULT GRAPHIC SYSTEMS, INC. AUDITED FINANCIAL STATEMENTS FOR THE PERIODS ENDED APRIL 30, 1997 AND 1996 CADAPULT GRAPHIC SYSTEMS, INC. FINANCIAL STATEMENTS APRIL 30, 1997 ROBERT N. NEVITT ▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ CPA, P.C. ▇▇▇▇▇▇ ▇. ▇▇▇▇▇T ▇ CPA, P.C. 225 WEST ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇E 1900 N▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ TEL (▇▇▇) ▇▇▇-▇▇▇▇ / ▇▇▇ FAX (▇▇▇) ▇▇▇-▇▇▇▇ To the Shareholder of ▇▇▇▇▇▇▇▇ ▇▇▇▇hic Sys▇▇▇▇Cadapult Graphic Systems, ▇▇▇. ▇▇▇endaleInc. Allendale, New Jersey I have audited the accompanying balance sheet of Cadapult Graphic Systems, Inc. as of April 30, 1997, and the related statements of operations and retained earnings, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audit. Except as explained in the following paragraph, I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit includes examining, on a test basis
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Cadapult Graphic Systems Inc)