This Exhibit 99.3 presents historical data for DelStar, Inc. (or "DelStar") relating solely to periods prior to the completion of the Acquisition on December 12, 2013, is provided as supplemental summary information only, and does not purport to be a complete presentation of the financial or operational results of DelStar for the periods indicated. The following information has been derived from the books and records of DelStar, is presented on an unaudited basis, and is not intended to be an indicator of future results of DelStar or results of the combined Company. The supplemental information furnished in this Exhibit 99.3 should be read in conjunction with DelStar's most recent audited consolidated financial statements attached in Exhibit 99.1
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| | | |
| DELSTAR, INC. AND SUBSIDIARIES |
| UNAUDITED SUPPLEMENTAL FINANCIAL INFORMATION |
| As of June 30, 2013 |
| | |
| | DelStar, Inc. |
| | June 30, 2013 |
| Assets | |
| Current assets: | |
| Cash and cash equivalents | $ | 2,383,047 |
|
| Accounts receivable, net | 19,950,814 |
|
| Other receivables | 139,983 |
|
| Inventories | 15,329,497 |
|
| Prepaid expenses and other current assets | 546,030 |
|
| Deferred income taxes | 1,223,496 |
|
| Total current assets | 39,572,867 |
|
| | |
| Property, plant and equipment, net | 28,526,576 |
|
| Goodwill | 52,170,455 |
|
| Intangible assets, net | 7,342,062 |
|
| Deferred financing costs, net | 335,780 |
|
| Other assets | 1,409,351 |
|
| Total assets | $ | 129,357,091 |
|
| | |
| Liabilities and shareholders’ equity | |
| Current liabilities: | |
| Current portion of long-term debt | $ | 4,650,000 |
|
| Accounts payable | 5,982,081 |
|
| Accrued expenses | 4,266,328 |
|
| Income taxes payable | 867,796 |
|
| Total current liabilities | 15,766,205 |
|
| | |
| Long-term debt, less current portion | 31,060,740 |
|
| Deferred income taxes | 9,501,614 |
|
| Derivative financial instruments | 161,038 |
|
| Warrant obligation | 45,787,500 |
|
| Other long-term obligations | 1,499,935 |
|
| Total liabilities | $ | 103,777,033 |
|
| | |
| Shareholders’ equity: | |
| Series A Redeemable Payment-In-Kind Preferred Stock $.001 par value; authorized 2,300 shares; issued and outstanding 2,075 shares (liquidation value of $3,892,572) | 2 |
|
| Series B Redeemable Payment-In-Kind Preferred Stock, $.001 par value; authorized 46,000 shares; issued and outstanding 45,650 shares (liquidation value of $82,687,061) | 46 |
|
| Series C Convertible Preferred Stock, $.001 par value; authorized 50,800 shares; issued and outstanding 50,722 shares (liquidation value of $6,958,263) | 51 |
|
| Common stock, $0.001 par value; authorized 250,000 shares; issued and outstanding 10,288 shares | 10 |
|
| Additional paid-in capital | 39,213,078 |
|
| Retained earnings (Accumulated Deficit) | (14,492,973 | ) |
| Accumulated other comprehensive income | 859,844 |
|
| Total Shareholders' Equity | 25,580,058 |
|
| Total Liabilities and Shareholders' Equity | $ | 129,357,091 |
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| DELSTAR, INC. AND SUBSIDIARIES |
| UNAUDITED SUPPLEMENTAL FINANCIAL INFORMATION |
| For the nine months ended June 30, 2013 |
| | |
| | DelStar, Inc |
| | Nine Months Ended |
| | June 30, 2013 |
| | |
| Net sales | $ | 86,145,106 |
|
| Cost of goods sold | 61,834,824 |
|
| Gross profit | 24,310,282 |
|
| | |
| Operating expenses: | |
| Selling and marketing | 3,639,159 |
|
| General and administrative | 8,984,086 |
|
| Research and development | 882,935 |
|
| Income from operations | 10,804,102 |
|
| | |
| Other income (expense): | |
| Gain on interest rate swap agreements | 140,979 |
|
| Change in fair value of warrants | (39,637,500 | ) |
| Interest expense, net | (1,447,485 | ) |
| Income before income taxes | (30,139,904 | ) |
| | |
| Provision for income taxes | 3,768,772 |
|
| Net income | $ | (33,908,676 | ) |
