Exhibit 99.1
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION
The unaudited pro forma consolidated financial statements of CornerWorld Corporation. (“CornerWorld” or the “Company”) have been derived from its historical consolidated financial statements and are being presented to give effect to the separation of Woodland Holdings Corporation (Woodland) into an independent, publicly traded company. Effective with the filing of the Company’s Form 10-K for the period ending December 31, 2015, Woodland will be reported as a discontinued operation of the Company. The unaudited pro forma consolidated balance sheet has been prepared as though the separation of Woodland occurred on September 30, 2015. The unaudited pro forma consolidated statement of operations for the nine months ended September 30, 2015 and the year ended December 31, 2014 have been prepared as though the separation of Woodland occurred on December 31, 2014. The following unaudited pro forma consolidated financial statements should be read in conjunction with the Company’s historical financial statements and accompanying notes.
The information in the “Woodland Spin-Off” column in the unaudited pro forma consolidated income statement was derived from the Company’s audited consolidated financial statements and the related accounting records for the nine months ended September 30, 2015 and for the year ended December 31, 2014 and reflects the financial results of the Woodland business, adjusted to include certain costs directly attributable to Woodland. For more information on Woodland, see also Woodland’s Registration Statement on Form 10 which was filed with the Securities and Exchange Commission (“SEC”) that was declared effective by the SEC on October 14, 2015. The information in the “Woodland Spin-Off” column in the unaudited pro forma consolidated balance sheet was derived from Woodland’s audited consolidated financial statements and related accounting records as of September 30, 2015.
The pro forma adjustments are based on available information and assumptions management believes are factually supportable. The pro forma adjustments to reflect the separation of Woodland include:
| • | Settlement of inter-company payables to Woodland. |
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| • | Elimination of the Company’s equity interest in Woodland. |
The unaudited pro forma consolidated financial statements are presented for illustrative purposes only. These unaudited pro forma consolidated financial statements do not purport to be a complete presentation of the Company’s financial position or results of operations had the Spin-Off occurred as of and for the periods indicated. In addition, the unaudited pro forma consolidated financial statements are not necessarily indicative of the Company’s future financial position or future results of operations. These unaudited pro forma consolidated financial statements and the accompanying unaudited notes should be read together with our annual report on Form 10-K for the year ended December 31, 2014.
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CornerWorld Corporation
Pro-Forma Condensed Consolidated Balance Sheets
As of September 30, 2015
(Unaudited)
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| As Reported |
| Woodland |
| Adjustments |
| Pro-Forma |
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Assets |
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Current assets: |
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Cash |
| $ | 38,542 |
| $ | (37,427 | ) | $ | — |
| $ | 1,115 |
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Accounts receivable, net |
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| 20,839 |
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| (19,761 | ) |
| — |
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| 1,078 |
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Prepaid expenses and other current assets |
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| 3,516 |
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| — |
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| — |
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| 3,516 |
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Total current assets |
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| 62,897 |
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| (57,188 | ) |
| — |
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| 5,709 |
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Other assets |
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| 4 |
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| — |
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| — |
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| 4 |
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TOTAL ASSETS |
| $ | 62,901 |
| $ | (57,188 | ) | $ | — |
| $ | 5,713 |
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Liabilities and Stockholders’ Equity (Deficit) |
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Current liabilities: |
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Accounts payable |
| $ | 138,037 |
| $ | (8,147 | ) | $ | — |
| $ | 129,890 |
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Accrued expenses |
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| 309,834 |
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| (1,000 | ) |
| (59,973 | ) (a) |
| 249,041 |
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Notes payable related parties |
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| 280,412 |
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| — |
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| (140,206 | ) (a) |
| 140,206 |
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Deferred revenue |
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| 300 |
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| — |
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| — |
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| 300 |
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Total current liabilities |
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| 728,583 |
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| (9,147 | ) |
| (199,999 | ) |
| 519,437 |
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Long-term liabilities: |
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Notes payable related parties, net of current portion |
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| 58,546 |
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| — |
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| (29,273 | ) (a) |
| 29,273 |
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Total liabilities |
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| 787,129 |
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| (9,147 | ) |
| (229,272 | ) |
| 548,710 |
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Stockholders’ deficit: |
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Common stock |
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| 162,937 |
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| — |
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| — |
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| 162,937 |
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Additional paid-in capital |
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| 11,810,978 |
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| (4,109,945 | ) (b) |
| 229,272 |
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| 7,930,305 |
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Accumulated deficit |
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| (12,698,143 | ) |
| 4,061,904 |
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| — |
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| (8,636,239 | ) |
Total stockholders’ deficit |
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| (724,228 | ) |
| (48,041 | ) |
| 229,272 |
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| (542,997 | ) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT |
| $ | 62,901 |
| $ | (57,188 | ) | $ | — |
| $ | 5,713 |
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Legend:
| (a) | Represents re-allocation to Woodland of 50% of the note payable and 50% of the accrued interest thereon to Scott N. Beck, the Company’s Chief Executive Officer. |
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| (b) | Includes elimination of inter-company account receivable totaling $70,321. |
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CornerWorld Corporation
Condensed Consolidated Statements of Operations
For the Nine Months Ended September 30, 2015
(unaudited)
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| As Reported |
| Woodland |
| Pro-Forma |
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Sales, net |
| $ | 443,451 |
| $ | (69,211 | ) | $ | 374,240 |
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Costs of goods sold |
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| 151,007 |
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| (10,467 | ) |
| 140,540 |
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Gross profit |
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| 292,444 |
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| (58,744 | ) |
| 233,700 |
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Expenses: |
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Selling, general and administrative expenses |
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| 209,240 |
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| 67,809 |
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| 277,049 |
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Depreciation |
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| 907 |
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| (907 | ) |
| — |
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Total Operating expenses |
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| 210,147 |
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| 66,902 |
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| 277,049 |
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Operating income (loss) |
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| 82,297 |
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| (125,646 | ) |
| (43,349 | ) |
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Other income (expense), net: |
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Interest expense |
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| (20,889 | ) |
| 10,445 | (c) |
| (10,444 | ) |
Other income (expense), net |
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| (379 | ) |
| 176 |
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| (203 | ) |
Total other expense, net |
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| (21,268 | ) |
| 10,621 |
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| (10,647 | ) |
Income (loss) from continuing operations before income taxes |
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| 61,029 |
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| (115,025 | ) |
| (53,996 | ) |
Income taxes |
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| — |
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| — |
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| — |
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Income (loss) from continuing operations |
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| 61,029 |
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| (115,025 | ) |
| (53,996 | ) |
Income from discontinued operations, net of tax |
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| 15,777 |
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| (15,777 | ) |
| — |
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Net income (loss) |
| $ | 76,806 |
| $ | (130,802 | ) | $ | (53,996 | ) |
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Basic and diluted earnings (loss) per share from continuing operations |
| $ | 0.00 | (d) |
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| $ | 0.00 | (d) |
Basic and diluted earnings per share from discontinued operations |
| $ | 0.00 | (d) |
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| $ | 0.00 | (d) |
Basic and diluted earnings (loss) per share |
| $ | 0.00 | (d) |
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| $ | 0.00 | (d) |
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Basic and diluted weighted average number shares outstanding |
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| 162,937,110 | (d) |
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| 162,937,110 | (d) |
Legend:
| (c) | Represents re-allocation to Woodland of 50% of the interest accrued on the note payable to Scott N. Beck, the Company’s Chief Executive Officer. |
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| (d) | Earnings per share and weighted average share outstanding amounts do not reflect impact of 35 for 1 reverse stock split that took place in October 2015. |
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CornerWorld Corporation
Consolidated Statements of Operations
For the Year Ended December 31, 2014
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| As Reported |
| Woodland |
| Pro-Forma |
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| (audited) |
| (unaudited) |
| (unaudited) |
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Sales, net |
| $ | 988,221 |
| $ | (244,155 | ) | $ | 744,066 |
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Costs of goods sold |
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| 528,854 |
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| (159,971 | ) |
| 368,883 |
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Gross profit |
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| 459,367 |
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| (84,184 | ) |
| 375,183 |
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Expenses: |
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Selling, general and administrative expenses |
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| 1,411,576 |
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| (120,198 | ) |
| 1,291,378 |
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Depreciation and amortization |
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| 16,808 |
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| (10,709 | ) |
| 6,099 |
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Total operating expenses |
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| 1,428,384 |
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| (130,907 | ) |
| 1,297,477 |
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Operating income (loss) |
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| (969,017 | ) |
| 46,723 |
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| (922,294 | ) |
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Other income (expense), net: |
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Interest expense |
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| (26,845 | ) |
| 13,423 | (e) |
| (13,422 | ) |
Other income (expense), net |
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| (3,313 | ) |
| — |
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| (3,313 | ) |
Total other expense, net |
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| (30,158 | ) |
| 13,423 |
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| (16,735 | ) |
Income (loss) before income taxes |
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| (999,175 | ) |
| 60,146 |
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| (939,029 | ) |
Income taxes |
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| — |
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| — |
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| — |
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Loss from continuing operations |
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| (999,175 | ) |
| 60,146 |
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| (939,029 | ) |
Income from discontinued operations, net of tax |
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| — |
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| — |
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| — |
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Gain from disposal of discontinued operations, net of tax |
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| — |
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| — |
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| — |
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Net income (loss) |
| $ | (999,175 | ) | $ | 60,146 |
| $ | (939,029 | ) |
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Basic and diluted earnings (loss) per share from continuing operations |
| $ | (0.01 | ) (f) |
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| $ | (0.01 | ) (f) |
Basic and diluted earnings per share from discontinued operations |
| $ | 0.00 | (f) |
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| $ | 0.00 | (f) |
Basic and diluted earnings (loss) per share |
| $ | (0.01 | ) (f) |
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| $ | (0.01 | ) (f) |
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Basic and diluted weighted average number shares outstanding |
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| 161,880,193 | (f) |
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| 161,880,193 | (f) |
Legend:
| (e) | Represents re-allocation to Woodland of 50% of the interest accrued on the note payable to Scott N. Beck, the Company’s Chief Executive Officer. |
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| (f) | Earnings per share and weighted average share outstanding amounts do not reflect impact of 35 for 1 reverse stock split that took place in October 2015. |
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