Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - POWRTEC CORP | school4ch8k051410.htm |
| EX-10 - EX 10.1 SHARE EXCHANGE AGREEMENT - POWRTEC CORP | school4ch8k051410ex101.htm |
| EX-21 - EX 21.1 SUBSIDIARIES - POWRTEC CORP | school4ch8k051410ex211.htm |
| EX-99 - EX 99.1 POWRTEC FINANCIAL STATEMENTS - POWRTEC CORP | school4ch8k051410ex991.htm |
Exhibit 99.2
SCHOOL4CHAUFFEURS, INC.
PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
CONTENTS | PAGE |
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Introduction | 2 |
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Unaudited Pro Forma Condensed Consolidated Balance Sheets | 3 |
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Unaudited Pro Forma Condensed Consolidated Statement of Operations | 4 |
INTRODUCTION TO PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following pro forma consolidated balance sheets, pro forma consolidated statements of operations and explanatory notes give effect to the merger of the Company and Powrtec Corporation.
The pro forma consolidated balance sheets and pro forma consolidated statements of operations are based on the estimates and assumptions set forth in the explanatory notes. The pro forma consolidated balance sheets and the pro forma consolidated statements of operations have been prepared utilizing the historical financial statements of the Company and Powrtec Corporation and should be read in conjunction with the historical financial statements and notes thereto.
The pro forma consolidated balance sheets have been prepared as if the merger occurred on December 31, 2009. The pro forma consolidated statements of operations have been prepared as if the merger occurred on January 1, 2009 and carried through to December 31, 2009.
This pro forma consolidated financial data is provided for illustrative purposes only, and does not purport to be indicative of the actual financial position or results of operations had the merger occurred at the beginning of the fiscal period presented, nor is it necessarily indicative of the results of future operations.
2
SCHOOL4CHAUFFEURS, INC. | |||||||||
UNAUDITED PRO FORMA | |||||||||
CONSOLIDATED BALANCE SHEETS | |||||||||
AS OF DECEMBER 31, 2009 | |||||||||
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| School4Chauffeurs, Inc.1 |
| Powrtec Corporation |
| Adjustments |
| Proforma | |
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ASSETS |
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Current Assets |
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Cash | $ | - | $ | 694 |
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| $ | 694 | |
Prepaid expenses |
| - |
| 298,821 |
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| 298,821 | |
Total Current Assets |
| - |
| 299,515 |
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| 299,515 | |
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Property and equipment, net |
| - |
| 3,797 |
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| 3,797 | |
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Deposits and other non-current assets |
| - |
| 13,255 |
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| 13,255 | |
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TOTAL ASSETS | $ | - | $ | 316,567 |
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| $ | 316,567 | |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current Liabilities |
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Accounts payable |
| - |
| 371,769 |
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| 371,769 | |
Accrued Liabilities |
| - |
| 1,333,310 |
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| 1,333,310 | |
Customer Deposits |
| - |
| 122,740 |
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| 122,740 | |
Warrantee Reserve |
| - |
| 55,000 |
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| 55,000 | |
Due to related parties |
| 18,098 |
| 31,000 |
| (18,098)(a) |
| 31,000 | |
Total Current Liabilities |
| 18,098 |
| 1,913,819 |
| (18,098) |
| 1,913,819 | |
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Stockholders' Equity (Deficit) |
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Share Capital2 |
| 2,450 |
| 1,860 |
| (1,860)(b) |
| 2,450 | |
Additional paid-in capital2 |
| 89,550 |
| 3,099,778 |
| 18,098(a) 1,860(b) (110,098)(c) |
| 3,099,188 | |
Accumulated (Deficit) |
| (110,098) |
| (4,698,890) |
| 110,0989(c) |
| (4,698,890) | |
Total Stockholders' Equity (Deficit) |
| (18,098) |
| (1,597,252) |
| 18,098 |
| (1,597,252) | |
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TOTAL LIABILITIES AND STOCKHOLDERS' | $ | - | $ | 316,567 |
| - | $ | 316,567 | |
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Explanatory Notes: |
1. The audited Balance Sheet for the year ended December 31, 2009 was filed with the US Securities and Exchange Commission on Form 10-K on April 7, 2010. |
2. The Share Capital of Powrtec Corporation has been eliminated and recorded as Additional Paid-in Capital. |
(a) Represents the elimination of Due to related parties upon merger |
(b) Represents the elimination of School4Chauffeurs common stock |
(c) Adjustment of equity accounts to reflect merger |
3
SCHOOL4CHAUFFEURS, INC. | |||||||
UNAUDITED PRO FORMA | |||||||
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS | |||||||
FOR THE YEAR ENDED DECEMBER 31, 2009 | |||||||
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| School4Chauffers, Inc.1 |
| Powrtec Corporation | Adjustments |
| Proforma |
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Revenue | $ | - | $ | 1,766,855 |
| $ | 1,766,855 |
Cost of Goods Sold |
| - |
| 1,002,262 |
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| 1,002,262 |
Gross Profit |
| - |
| 764,592 |
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| 764,592 |
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Expenses |
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Selling and marketing |
| - |
| 228,905 |
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| 228,905 |
Research and development |
| - |
| 763,478 |
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| 763,478 |
General and administrative |
| 59,834 |
| 330,791 | (59,834)(a) |
| 330,791 |
Total Expenses |
| 59,834 |
| 1,323,174 | (59,834) |
| 1,323,174 |
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INCOME (LOSS) FROM OPERATIONS |
| (59,834) |
| (558,582) | 59,834 |
| (558,582) |
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Provision for income taxes |
| - |
| - |
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| - |
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NET INCOME (LOSS) | $ | (59,834) | $ | (558,582) | 59,834 | $ | (558,582) |
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Explanatory Notes: |
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1. The audited Statement of Operations for the year ended December 31, 2009 was filed with the US Securities and Exchange Commission on Form 10-K on April 7, 2010. |
(a) Elimination of School4Chauffeurs expenses |
4