China Kangtai Cactus Bio-tech (IVNE) Inactive
Filed: 5 Mar 04, 12:00am
INVESTNET, INC
PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2003
(Stated in US Dollars)
(Unaudited)
PRO FORMA CONSOLIDATED BALANCE SHEET
September 30, 2003
(Stated in US Dollars)
(Unaudited)
. (Note 2) Pro Forma
Advance Tech Pro Forma Consolidated
ASSETS Investnet, Inc. (Asia) Limited Adjustments Balance
Current
Cash $ 1,314 $ 474 $ - $ 1,788
Trade receivables - 599,207 - 599,207
Other receivables - 2,969 - 2,969
Prepaid deposits - 147,542 - 147,542
Total current assets 1,314 750,192 - 751,506
Capital assets - 1,710,913 - 1,710,913
$ 1,314 $ 2,461,105 $ - $ 2,462,419
LIABILITIES
Current
Accounts payable and accrued
liabilities $ 3,958 $ - $ - $ 3,958
Other payables - 30,249 - 30,249
Current income taxes payable - 76,740 - 76,740
Current portion of capital lease
obligations - 6,541 - 6,541
Due to related parties 4,000 65,145 - 69,145
Total current liabilities 7,958 178,675 - 186,633
Capital lease obligation - 9,467 - 9,467
Deferred taxes - 134,264 - 134,264
7,958 322,406 - 330,364
.../Cont'd.
SEE ACCOMPANYING NOTES
PRO FORMA CONSOLIDATED BALANCE SHEET
September 30, 2003
(Stated in US Dollars)
(Unaudited)
. (Note 2) Pro Forma
Advance Tech Pro Forma Consolidated
Investnet, Inc. (Asia) Limited Adjustments Balance
STOCKHOLDER'S EQUITY
Common stock 10,500 622 22,313 (a) 32,813
( 10,500) (b)
9,878 (d)
Paid-in capital 94,500 663,711 ( 22,313) (a) 624,876
( 94,500) (b)
105,000 (b)
( 111,644) (c)
( 9,878) (d)
Cumulative translation
adjustment - 15,892 - 15,892
Retained earnings ( 111,644) 1,458,474 111,644 (c) 1,458,474
( 6,644) 2,138,699 - 2,132,055
$ 1,314 $ 2,461,105 $ - $ 2,462,419
SEE ACCOMPANYING NOTES
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the periods ended September 30, 2003
(Stated in US Dollars)
(Unaudited)
Six months
Nine months Period ended
Period ended September 30,
September 30, 2003 Pro forma
2002 Advance Tech Consolidated
Investnet Inc. (Asia) Limited Total
Revenues
Hardware and software sales $ - $ 655,743 $ 655,743
Cost of sales - ( 225,118) ( 225,118)
Gross margin - 430,625 430,625
System integration sales - 16,164 16,164
446,789 446,789
Expenses
Selling and distribution costs - 26,449 26,449
Administrative expenses 22,779 162,878 185,657
Amortization - 16,469 16,469
Other operating expenses - 486 486
Finance costs - 1,519 1,519
22,779 207,801 230,580
Income (loss) from operations before taxes ( 22,779) 238,988 216,209
Taxes - - -
Net income (loss) $ ( 22,779) $ 238,988 $ 216,209
Basic and diluted income (loss) per share $ ( 0.00) $ 1,165 $ 0.01
Weighted average shares
outstanding - basic and diluted 10,500,000 205 32,812,500
SEE ACCOMPANYING NOTES
| PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS For the years ended December 31, 2002 and March 31, 2003 |
(Stated in US Dollars)
(Unaudited)
Year ended
Year ended March 31,
December 31, 2003 Pro forma
2002 Advance Tech Consolidated
Investnet Inc. (Asia) Limited Total
Revenues
Hardware and software sales $ - $ 1,926,772 $ 1,926,772
Cost of sales - ( 152,499) ( 152,499)
Gross margin - 1,774,273 1,774,273
System integration sales - 55,126 55,126
Interest income - 44 44
1,829,443 1,829,443
Expenses
Selling and distribution costs - 383,595 383,595
Administrative expenses 24,179 503,839 528,018
Amortization - 32,913 32,913
Other operating expenses - 5,711 5,711
Finance costs - 3,036 3,036
24,179 929,094 953,273
Income (loss) before other items and
income tax ( 24,179) 900,349 876,170
Impairment loss on purchase option ( 40,000) - ( 40,000)
Loss on disposal of fixed assets - ( 7,814) ( 7,814)
Income (loss) before income tax ( 64,179) 892,535 828,356
Income taxes
- current - ( 32,050) ( 32,050)
-deferred - ( 133,328) ( 133,328)
Net income (loss) $ ( 64,179) $ 727,157 $ 662,978
Basic and diluted income (loss) per share $ ( 0.01) $ 6,111 $ 0.02
Weighted average shares outstanding - basic and
diluted 10,500,000 119 32,812,500
SEE ACCOMPANYING NOTES
NOTES TO THE PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2003
(Stated in US Dollars)
(Unaudited)
Note 1Basis of Presentation
| The accompanying unaudited pro forma consolidated balance sheet and unaudited consolidated statements of operations give effect to the acquisition of Advance Tech (Asia) Limited (“ATA”) by Investnet, Inc. (“Investnet”) on November 11, 2003, effective December 15, 2003. |
| The unaudited pro forma consolidated financial statements of Investnet included herein have been prepared by management of Investnet in accordance with the accounting principles generally accepted in the United States of America. They have been prepared from information derived from the September 30, 2003 (unaudited) and December 31, 2002 (audited) financial statements of Investnet and the September 30, 2003 (unaudited) and March 31, 2003 (audited) financial statements of ATA, together with other information available to the corporations. In the opinion of management of Investnet, these unaudited pro forma consolidated financial statements include all adjustments necessary for fair presentation of the acquisition of ATA by Investnet as described below. |
| The unaudited pro forma consolidated financial statements should be read in conjunction with the historical financial statements and notes thereto of Investnet and ATA referred to above and included elsewhere in this 8-K. The Investnet unaudited pro forma consolidated balance sheet gives effect to the acquisition of ATA as if it had occurred on September 30, 2003. The unaudited pro forma consolidated statements of operations gives effect to the acquisition of ATA as if it had occurred at the start of the fiscal periods beginning on January 1, 2002 for Investnet and April 1, 2002 for ATA. These unaudited pro forma financial statements are not necessarily indicative of the financial position or results of operations, which would have resulted if the combination and related transactions had actually occurred on those dates. |
Note 2Advance Tech (Asia) Limited
| ATA is a British Virgin Island company and operates primarily in Hong Kong and the Peoples Republic of China. The financial statements of ATA were prepared in accordance with generally accepted accounting principles in the United States of America. |
Note 3Acquisition of ATA
| On November 11, 2003, effective December 15, 2003, Investnet, a public company listed for trading on the Over-the-Counter Bulletin Board, entered into an acquisition agreement with ATA whereby Investnet issued 22,312,500 of its common shares at $0.001 per share in exchange for all the issued and outstanding shares of ATA. The business combination will be accounted for as a reverse acquisition, with ATA being treated as the accounting acquirer. |
| The carrying values of the assets and liabilities of Investnet as presented in the September 30, 2003 historical financial statements approximate their fair values. |
Investnet, Inc.
Notes to the Pro Forma Consolidated Financial Statements
September 30, 2003
(Stated in US Dollars) (Unaudited) – Page 2
Note 3 Acquisition of ATA -(cont'd)
The net liabilities of Investnet acquired are as follows:
Cash $ 1,314
Liabilities ( 7,958)
$ ( 6,644)
Note 4 Share Capital
Additional
Common shares Paid-in
----------------------------------
---------------- -----------------
Number Par value Capital
ATA balance, September 30, 2003 622 $ 622 $ 663,711
ATA common shares prior to acquisition (622) (622) 622
Investnet common shares prior to
acquisition 10,500,000 10,500 (10,500)
Issued pursuant to Acquisition agreement 22,312,500 22,313 (28,957)
Pro forma, September 30, 2003 32,812,500 $ 32,813 $ 624,876
Cumulative
Translation Retained
Adjustment Earnings Total
ATA balance, September 30, 2003 $ 15,892 $ 1,458,474 $ 2,138,699
ATA common shares prior to acquisition - - -
Investnet common shares prior to
acquisition - - -
Issued pursuant to Acquisition agreement - - (6,644)
Pro forma, September 30, 2003 $ 15,892 $ 1,458,474 $ 2,132,055
Investnet, Inc.
Notes to the Pro Forma Consolidated Financial Statements
September 30, 2003
(Stated in US Dollars) (Unaudited) – Page 3
Note 5Pro Forma Adjustments
| The unaudited pro forma consolidated statements of operations include the following pro forma adjustments. |
| a) | To record the issuance of 22,312,500 common shares of Investnet to acquire 100% of the issued and outstanding shares of ATA. |
| b) | To eliminate capital stock and paid in capital of Investnet against paid in capital. c) To eliminate deficit of Investnet against paid in capital. d) To adjust par value of outstanding common shares of Investnet to actual |
Note 6Pro-forma Loss Per Share
| Pro-forma loss per share has been calculated using the historical weighted average number of shares previously reported and amended as if the pro-forma common shares of Investnet issued pursuant to the acquisition have been outstanding since the beginning of the periods. |