Exhibit 99.2
ADVANCED LIGHTING SYSTEMS, INC.
Unaudited Condensed Financial Statements
June 30, 2007
Advanced Lighting Systems, Inc
Condensed Balance Sheet
| (Unaudited) June 30, 2007 |
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| ASSETS | ||||
| Current Assets: |
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| Cash |
$ | 370,160 | ||
| Trade accounts receivable, less allowance for doubtful accounts of $1,039 |
118,736 | |||
| Inventories |
602,194 | |||
| Prepaid expenses |
54,000 | |||
| Total current assets |
1,145,090 | |||
| Property and Equipment: |
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| Machinery and equipment |
73,214 | |||
| Furniture and fixtures |
55,803 | |||
| Computers and software |
34,007 | |||
| Autos & Trucks |
32,001 | |||
| Leasehold improvements |
10,861 | |||
| Property held under capital lease |
46,591 | |||
| 252,476 | ||||
| Accumulated depreciation and amortization |
(179,981 | ) | ||
| Net property and equipment |
72,494 | |||
| Intangible assets, net |
31,144 | |||
| Goodwill |
252,903 | |||
| $ | 1,501,631 | |||
| Liabilities and Stockholders Equity | ||||
| Current Liabilities: |
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| Accounts payable |
$ | 176,582 | ||
| Accrued liabilities |
46,628 | |||
| Line of credit |
198,500 | |||
| Deposits |
469,492 | |||
| Obligation under capital leases |
6,123 | |||
| Notes payable |
400,046 | |||
| Notes payable to related party |
57,074 | |||
| Total current liabilities |
1,354,445 | |||
| Obligation under capital leases, less current portion |
27,103 | |||
| Total liabilities |
1,381,548 | |||
| Stockholders Equity: |
||||
| Common stock, no par value, 100,000 authorized, 5,000 shares issued and outstanding |
30 | |||
| Retained earnings |
120,053 | |||
| Total stockholders equity |
120,083 | |||
| $ | 1,501,631 | |||
See accompanying notes to the unaudited condensed financial statements.
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Advance Lighting Systems, Inc.
Condensed Statement of Income (Unaudited)
| For Six Months Ended June 30, 2007 |
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| Revenues |
$ | 1,100,081 | ||
| Cost of sales |
494,545 | |||
| Gross margin |
605,536 | |||
| Operating expenses: |
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| Selling, general and administrative |
517,289 | |||
| Research and development |
29,093 | |||
| Total operating expenses |
546,382 | |||
| Operating income |
59,154 | |||
| Non-operating income (expense): |
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| Interest expense |
(35,611 | ) | ||
| Other expense |
654 | |||
| Total non-operating expense, net |
(34,957 | ) | ||
| Net income |
$ | 24,197 | ||
See accompanying notes to the unaudited condensed financial statements.
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Advance Lighting Systems, Inc.
Condensed Statement of Cash Flows (Unaudited)
| For Six Months Ended June 30, 2007 |
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| Cash flows from operating activities: |
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| Net income |
$ | 24,197 | ||
| Adjustments to reconcile net income to cash provided by operating activities: |
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| Depreciation |
22,212 | |||
| Amortization of intangible assets and other assets |
1,303 | |||
| Changes in operating assets & liabilities |
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| (Increase) decrease in: |
||||
| Accounts receivable, net |
(16,572 | ) | ||
| Inventories |
(37,720 | ) | ||
| Increase (decrease) in: |
(50,000 | ) | ||
| Accounts payable |
341 | |||
| Customer Deposits |
445,429 | |||
| Accrued expenses |
23,920 | |||
| Total adjustments |
365,398 | |||
| Net cash flows provided by operating activities |
413,110 | |||
| Cash flows from investing activities: |
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| Purchases of property and equipment |
(4,739 | ) | ||
| Net cash flows used in investing activities |
(4,739 | ) | ||
| Cash flows from financing activities: |
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| Payments on notes payable |
(18,220 | ) | ||
| Obligations under capital leases |
(4,625 | ) | ||
| Shareholder distributions |
(7,086 | ) | ||
| Payments on notes payable to related party |
(25,756 | ) | ||
| Proceeds from notes payable |
17,000 | |||
| Net cash flows used in financing activities |
(38,687 | ) | ||
| Net increase in cash |
369,684 | |||
| Cash, beginning of period |
476 | |||
| Cash, end of period |
$ | 370,160 | ||
| Supplemental Disclosure of Cash Flow Information: |
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| Cash paid during the period for interest |
$ | 35,611 | ||
See accompanying notes to the unaudited condensed financial statements.
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Advanced Lighting, Systems, Inc.
Notes to Condensed Financial Statements (unaudited)
The accompanying condensed financial statements are unaudited, but in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) necessary to fairly state the Companys financial position, results of operations and cash flows as of and for the date and period presented. The financial statements of the Company are prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information.
These unaudited condensed financial statements should be read in conjunction with the Companys audited annual statements for the year ended December 31, 2006. The results of operations for the six months ended June 30, 2007 are not necessarily indicative of the results that may be expected for the entire year ending December 31, 2007 or any future period.
| 1. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: |
Revenue recognition - Generally, the Company recognizes revenue for its products upon shipment to customers, provided no significant obligations remain and collection is probable. For sales that include customer acceptance terms, revenue is recorded after customer acceptance. The Companys products typically carry a one-year limited warranty that includes replacement of defective parts. The annual expenses associated with such warranties were not material to operations. A reserve for estimated future warranty costs was recorded.
Income taxes - Effective May 5, 1997, the Company elected to be taxed under the Subchapter S Corporation provisions of the Internal Revenue Code. These provisions provide that the taxable income of the Company be included in the tax returns of the shareholders.
Recent accounting pronouncements In September 2006, the FASB issued SFAS 157 Fair Value Measurements. SFAS 157 simplifies and codifies guidance on fair value measurements under generally accepted accounting principles. This standard defines fair value, establishes a framework for measuring fair value and prescribes expanded disclosures about fair value measurements. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years, with early adoption permitted. We are currently evaluating the effect, if any, of adoption of SFAS 157 will have on our financial condition, results of operations and cash flows.
In February 2007, the FASB issued SFAS No. 159, Fair Value Option for Financial Assets and Financial Liabilities, (SFAS No. 159) which upon adoption would allow entities to choose to measure many financial instruments and certain other items at fair value through earnings. The standard allows the fair value measurement to be applied instrument by instrument, is irrevocable for any instruments for which such selection is made, and applies to the entire instrument. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating the impact, if any, the adoption of this standard will have on its financial statements.
| 2. | INVENTORIES: |
Inventories consist of the following:
| (Unaudited) June 30, 2007 |
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| Raw materials |
$ | 482,065 | ||
| Work in process |
29,237 | |||
| Finished goods |
50,727 | |||
| Demo Equipment |
40,165 | |||
| 602,194 | ||||
| Less reserve for obsolescence |
(0 | ) | ||
| Net inventories |
$ | 602,194 | ||
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Advanced Lighting, Systems, Inc.
Notes to Condensed Financial Statements (unaudited)
| 3. | OPERATING LEASES: |
On January 2, 2000, the Company entered into a 15 year operating lease agreement with Streitz Properties, LLC, a related party. Pursuant to the lease, on January 2, 2000, the Company relocated to approximately 17,274 square feet of office, distribution and light manufacturing space at a new location in Sauk Centre, Minnesota. Base rent under the lease started on January 2, 2000 at monthly payments of $6,000. In addition to base rent, the Company is required to pay the propertys operating expenses, including property taxes on personal property of the Company on the premises, comprehensive general liability insurance and fire insurance on personal property owned by the Company and all repairs except for repairs to major mechanical systems and roof. The lease provides for a security deposit of $4,000. On the same date the Company entered into a 15 year operating lease with Streitz properties, LLC, a related party, for certain extrusion equipment at a monthly payment of $3,000.
| 4. | REVOLVING LINE OF CREDIT: |
On September 14, 2005 the Company obtained an asset based revolving line of credit of $125,000 from a financial institution to facilitate working capital needs. The revolving line of credit was extended on September 14, 2006 and on November 22, 2006, was increased to $200,000. The revolving line of credit is scheduled to expire September 14, 2007, which was extended to the date of the acquisition discussed in Note 7 at which time the line was paid in full and closed. As of December 31, 2006, there was $181,500 outstanding under this line of credit and there was an available balance of $18,500. The line is secured by substantially all of the tangible assets of the Company. Interest is at prime plus 2% per annum (10.25% at December 31, 2006) and is payable in full on the expiration date. The agreement includes financial covenants related to maintenance of Minimum Debt Service Coverage. The Company was in compliance with the debt service coverage ratio for the year ended December 31, 2006.
| 5. | CAPITAL STOCK: |
At June 30, 2007 the Company had 100,000 authorized shares of no par Common Stock with 5,000 shares issued and outstanding. All shares are held by the Companys President and Chief Executive Officer.
| 6. | CONTINGENCIES: |
The Company is not currently a party to any pending legal proceedings. In the ordinary course of business the Company may become a party to various legal proceedings generally involving contractual matters, infringement actions, product liability claims and other matters.
| 7. | SUBSEQUENT EVENT: |
On August 3, 2007, the Company entered into an agreement whereby a wholly-owned subsidiary of Nexxus Lighting, Inc. acquired the Company on September 28, 2007 via a combination of stock and cash acquisition of all shares of the sole shareholder of Advanced Lighting Systems, Inc.
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