Attached files
| file | filename |
|---|---|
| EX-99.2 - AUDITED FINANCIAL STATEMENTS - Lux Amber, Corp. | lxam_ex992.htm |
| EX-23.1 - CONSENT OF WHITLEY PENN LLP - Lux Amber, Corp. | lxam_ex231.htm |
| EX-21 - LISTING OF SUBSIDIARIES - Lux Amber, Corp. | lxam_ex21.htm |
| EX-3.3 - AMENDED AND RESTATED BYLAWS - Lux Amber, Corp. | lxam_ex33.htm |
| EX-3.2 - ARTICLES OF MERGER - Lux Amber, Corp. | lxam_ex32.htm |
| EX-3.1 - CERTIFICATE OF MERGER - Lux Amber, Corp. | lxam_ex31.htm |
| EX-2.2 - BILL OF SALE - Lux Amber, Corp. | lxam_ex22.htm |
| 8-K/A - FORM 8-K/A - Lux Amber, Corp. | lxam_8ka.htm |
EXHIBIT 99.1
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
Worldwide Specialty Chemicals, Inc.
We have audited the accompanying consolidated balance sheets of Worldwide Specialty Chemicals, Inc. and subsidiaries (the “Company”), as of December 31, 2019 and 2018, and the related consolidated statements of operations, changes in stockholders’ equity, and cash flows for the years then ended. In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of their operations and their cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Going Concern
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
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 audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the Company’s auditor since 2017.
/s/ Whitley Penn LLP
Dallas, Texas
July 1, 2020