EXHIBIT 99.3
CENTRIC RX, INC. JUNE 30, 2007 FINANCIAL STATEMENTS
CENTRIC RX, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
June 30, 2007
C O N T E N T S
Report of Independent Registered Public Accounting Firm | 1 |
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Balance Sheet | 2 |
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Statements of Operations | 3 |
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Statements of Stockholders’ Equity | 4 |
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Statements of Cash Flows | 5 |
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Notes to the Financial Statements | 6 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors
CENTRIC RX, INC.
Las Vegas, Nevada
We have audited the accompanying balance sheet of CENTRIC RX, INC. as of June 30, 2007, and the related statements of operations, stockholders' equity and cash flows for the periods ended June 30, 2007 and 2006 and from inception of the development stage on August 31, 2004 through June 30, 2007. 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 conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of CENTRIC RX, INC. as of June 30, 2007 and 2006 and the results of their operations and their cash flows for the periods ended June 30, 2007 and 2006 and from inception of the development stage on August 31, 2004 through June 30, 2007, in conformity with accounting principles generally accepted in the United States of America.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company's deficit in working capital and losses raises substantial doubt about its ability to continue as a going concern. Management's plans concerning these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
/s/ De Joya Griffith & Company, LLC
De Joya Griffith & Company, LLC
Henderson, Nevada
July 31, 2007
2580 Anthem Village Drive, Henderson, NV 89052
Telephone (702) 588-5960 * Facsimile (702) 588-5979
CENTRIC RX, INC.
(A Development Stage Company)
Balance Sheet
ASSETS | |
| | June 30, 2007 | |
CURRENT ASSETS | | | |
| | | |
Cash | | $ | 57.45 | |
| | | | |
Total Current Assets | | | 57.45 | |
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OTHER ASSETS | | | | |
| | | | |
Software | | | 250,000.00 | |
Less Accumulated Depreciation | | | (129,166.67 | ) |
| | | | |
Total Other Assets | | | 120,833.33 | |
| | | | |
TOTAL ASSETS | | $ | 120,890.78 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | |
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CURRENT LIABILITIES | | | | |
| | | | |
Due to – related party | | $ | 75,000.00 | |
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Total Current Liabilities | | | 75,000.00 | |
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Total Liabilities | | | 75,000.00 | |
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STOCKHOLDERS’ EQUITY | | | | |
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Common stock: 25,000,000 shares authorized of $0.0001 | | | | |
par value, 8,000,000 shares issued and outstanding | | | 800.00 | |
| | | | |
Additional paid-in capital | | | 180,082.80 | |
| | | | |
Deficit accumulated during the development stage | | | (134,992.02 | ) |
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Total Stockholders’ Equity | | | 45,890.78 | |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | | $ | 120,890.78 | |
The accompanying notes are an integral part of these financial statements.
CENTRIC RX, INC.
(A Development Stage Company)
Statements of Operations
| | For the Periods Ended June 30, | | | From Inception of the Development Stage on August 31, 2004 through June 30, | |
| | 2007 | | | 2006 | | | 2007 | |
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NET SALES | | | - | | | | - | | | | - | |
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COST OF SALES | | | - | | | | - | | | | - | |
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GROSS MARGIN | | | - | | | | - | | | | - | |
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EXPENSES | | | | | | | | | | | | |
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Depreciation expense | | | 25,000.00 | | | | 25,000.00 | | | | 129,166.67 | |
Bank service charges | | | 63.00 | | | | 48.00 | | | | 279.00 | |
Legal and Professional | | | - | | | | - | | | | 325.00 | |
Office expense | | | 213.00 | | | | - | | | | 384.10 | |
Miscellaneous | | | - | | | | - | | | | 50.00 | |
Postage & delivery | | | 4.60 | | | | - | | | | 54.45 | |
Rent | | | 835.20 | | | | 835.20 | | | | 4,732.80 | |
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Total Expenses | | | 26,115.80 | | | | 25,883.20 | | | | 134,992.02 | |
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LOSS BEFORE OTHER INCOME (EXPENSE) | | | (26,115.80 | ) | | | (25,883.20 | ) | | | (134,992.02 | ) |
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NET LOSS | | | (26,115.80 | ) | | | (25,883.20 | ) | | | (134,992.02 | ) |
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BASIC INCOME PER SHARE | | | (0.0031 | ) | | | (0.0026 | ) | | | | |
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WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | | | 8,342,510 | | | | 10,000,000 | | | | | |
The accompanying notes are an integral part of these financial statements.
CENTRIC RX, INC.
(A Development Stage Company)
Statements of Stockholders’ Equity
| | | | | | | | Additional | | | Stock | | | | | | | |
| | Common Stock | | | Paid-in | | | Subscription | | | Accumulated | | | | |
| | Shares | | | Amount | | | Capital | | | (Receivable) | | | Deficit | | | Total | |
Balance, August, 31, 2004 | | | - | | | $ | - | | | $ | - | | | $ | - | | | $ | - | | | $ | - | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Common stock issued | | | 8,000,000 | | | | 800.00 | | | | - | | | | (75.00 | ) | | | - | | | | 725.00 | |
Common stock issued for software | | | 2,000,000 | | | | 200.00 | | | | 174,800.00 | | | | - | | | | - | | | | 175,000.00 | |
Expenses paid – capital contribution | | | - | | | | - | | | | 556.80 | | | | - | | | | - | | | | 556.80 | |
Net loss for the period ended | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2004 | | | - | | | | - | | | | - | | | | - | | | | (5,218.42 | ) | | | (5,218.42 | ) |
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Balance, December 31, 2004 | | | 10,000,000 | | | | 1,000.00 | | | | 175,356.80 | | | | (75.00 | ) | | | (5,218.42 | ) | | | 171,500.22 | |
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Collection on stock subscription receivable | | | - | | | | - | | | | - | | | | 75.00 | | | | - | | | | 75.00 | |
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Expenses paid – capital contribution | | | - | | | | - | | | | 1,720.40 | | | | - | | | | - | | | | 1,720.40 | |
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Net loss for the year ended | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2005 | | | - | | | | - | | | | - | | | | - | | | | (51,891.40 | ) | | | (51,891.40 | ) |
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Balance, December 31, 2005 | | | 10,000,000 | | | | 1,000.00 | | | | 177,077.20 | | | | - | | | | (57,109.82 | ) | | | 120,967.38 | |
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Expenses paid – capital contribution | | | - | | | | - | | | | 1,670.40 | | | | - | | | | - | | | | 1,670.40 | |
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Net loss for the year ended | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2006 | | | - | | | | - | | | | - | | | | - | | | | (51,766.40 | ) | | | (51,766.40 | ) |
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Balance, December 31, 2006 | | | 10,000,000 | | | | 1,000.00 | | | | 178,747.60 | | | | - | | | | (108,876.22 | ) | | | 70,871.38 | |
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Common stock returned to Treasury | | | (2,000,000 | ) | | | (200.00 | ) | | | 200.00 | | | | - | | | | - | | | | - | |
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Capital contributed | | | - | | | | - | | | | 100.00 | | | | - | | | | - | | | | 100.00 | |
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Expenses paid – capital contribution | | | - | | | | - | | | | 1,035.20 | | | | - | | | | - | | | | 1,035.20 | |
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Net loss for the period ended | | | | | | | | | | | | | | | | | | | | | | | | |
June 30, 2006 | | | - | | | | - | | | | - | | | | - | | | | (26,115.80 | ) | | | (26,115.80 | ) |
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Balance, June 30, 2007 | | | 8,000,000 | | | $ | 800.00 | | | $ | 180,082.80 | | | $ | - | | | $ | (134,992.02 | ) | | $ | 45,890.78 | |
The accompanying notes are an integral part of these financial statements.
CENTRIC RX, INC.
(A Development Stage Company)
Statements of Cash Flows
| | For the Periods Ended June 30, | | | From Inception of the Development Stage on August 31, 2004 through June 30, | |
| | 2007 | | | 2006 | | | 2007 | |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | | |
| | | | | | | | | |
Net loss | | $ | 26,115.80 | | | $ | 25,883.20 | | | $ | 134,992.02 | |
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Adjustments to reconcile net loss to net cash (used) by operating activities: | | | | | | | | | | | | |
Depreciation expense | | | 25,000.00 | | | | 25,000.00 | | | | 129,166.67 | |
Non-compensated executive services | | | 1,035.20 | | | | 835.20 | | | | 5,307.80 | |
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Net Cash (Used) by Operating Activities | | | (80.60 | ) | | | (48.00 | ) | | | (517.55 | ) |
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CASH FLOWS FROM INVESTING ACTIVITIES | | | - | | | | - | | | | - | |
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CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | | | | | |
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Capital contribution | | | 100.00 | | | | - | | | | 100.00 | |
Proceeds from stock subscriptions | | | - | | | | - | | | | 475.00 | |
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Net Cash Provided by Financing Activities | | | 100.00 | | | | - | | | | 575.00 | |
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NET INCREASE (DECREASE) IN CASH | | | 19.40 | | | | (48.00 | ) | | | 57.45 | |
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CASH AT BEGINNING OF YEAR | | | 38.05 | | | | 134.05 | | | | - | |
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CASH AT END OF YEAR | | $ | 57.45 | | | $ | 86.05 | | | $ | 57.45 | |
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SUPPLEMENTAL SCHEDULE OF CASH FLOW ACTIVITIES | | | | | | | | | | | | |
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CASH PAID FOR: | | | | | | | | | | | | |
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Interest | | $ | - | | | $ | - | | | $ | - | |
Income taxes | | $ | - | | | $ | - | | | $ | - | |
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NON-CASH FINANCING ACTIVITIES: | | | | | | | | | | | | |
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Capital contribution | | $ | 100.00 | | | $ | - | | | $ | 100.00 | |
Common stock issued for software acquisition | | $ | - | | | $ | 175,000.00 | | | $ | 175,000.00 | |
Due to related party related to software acquisition | | $ | - | | | $ | 75,000.00 | | | $ | 75,000.00 | |
The accompanying notes are an integral part of these financial statements.
CENTRIC RX, INC.
(A Development Stage Company)
Notes to the Financial Statements
June 30, 2007
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Organization
The financial statements presented are those of Centric Rx, Inc. Centric Rx, Inc. was originally incorporated under the laws of the State of Nevada on August 31, 2004. Centric Rx, Inc. was incorporated with the business intent of developing a business with the purpose of fulfillment and distribution of prescription medicines.
In December, 2004, Centric Rx, Inc. entered into an Asset Purchase Agreement to purchase certain assets from Dave Abbott and Richard Brugger, dba MTRXMD.com valued at $250,000.00 in exchange for 2,000,000 shares of Centric Rx, Inc. common stock and $75,000.00 due to Canada Pharmacy Express Ltd due on the initial financing of Centric Rx, Inc.
On June 28, 2007, Centric Rx, Inc. entered into a share exchange agreement with Worldwide Strategies Incorporated, a Nevada corporation (WWSI). The agreement calls for Centric shareholders to receive an aggregate of up to 2,250,000 Post-Reverse split shares of WWSI Common Stock on a pro rata basis. Each share of Centric that is issued and outstanding immediately prior to the exchange will be converted automatically into the right to receive 0.28125 Post-Reverse Split Shares of WWSI Common Stock.
The Company is in the development stage and is actively pursuing a merger with an operating company.
b. Accounting Method
The Company’s financial statements are prepared using the accrual method of accounting. The Company has elected a December 31 year end.
c. Cash and Cash Equivalents
Cash equivalents include short-term, highly liquid investments with maturities of three months or less at the time of acquisition.
d. | Basic and Diluted Loss Per Share |
| | For the Periods Ended June 30, | |
| | 2007 | | | 2006 | |
Income (numerator) | | $ | (26,115.80 | ) | | $ | (25,883.20 | ) |
Shares (denominator) | | | 8,342,510 | | | | 10,000,000 | |
| | | | | | | | |
Per share amount | | $ | (0.0031 | ) | | $ | (0.0026 | ) |
The basic and diluted loss per share of common stock is based on the weighted average number of shares issued and outstanding during the period of the financial statements. As a result, basic and diluted loss per share amounts are essentially the same for the periods ended June 30, 2007 and 2006.
CENTRIC RX, INC.
(A Development Stage Company)
Notes to the Financial Statements
June 30, 2007
e. Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
f. Provision for Taxes
At June 30, 2007, the Company had an accumulated tax deficit of approximately $134,992.02 which includes net operating loss carryforwards that may be offset against future taxable income through 2026. No tax benefit has been reported in the financial statements as the Company believes there is a 50% or greater chance the net operating loss carryforwards will expire unused. Accordingly, the potential tax benefits of the net operating loss carryforwards are offset by a valuation allowance of the same amount.
The income tax benefit differs from the amount computed at the federal statutory rates of approximately 38% as follows:
| | For the Periods Ended June 30, | |
| | 2007 | | | 2006 | |
Income tax benefit at statutory rate | | $ | 52,647 | | | $ | 32,357 | |
Change in valuation allowance | | | (52,647 | ) | | | (32,357 | ) |
| | | | | | | | |
| | $ | - | | | $ | - | |
Deferred tax assets (liabilities) are comprised of the following:
| | For the Periods Ended June 30, | |
| | 2007 | | | 2006 | |
Income tax benefit at statutory rate | | $ | 52,647 | | | $ | 32,357 | |
Change in valuation allowance | | | (52,647 | ) | | | (32,357 | ) |
| | | | | | | | |
| | $ | - | | | $ | - | |
Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carryforwards may be limited as to use in the future.
g. Revenue Recognition
Revenue recognition policies will be determined when planned principle operations commence.
CENTRIC RX, INC.
(A Development Stage Company)
Notes to the Financial Statements
June 30, 2007
h. Long Lived Assets
All long lived assets are evaluated yearly, or whenever events dictate, for impairment per SFAS 121. Any impairment in value is recognized as an expense in the period when the impairment occurs. The Company had no recognized impairment expense in 2006 or 2005.
i. Advertising
The Company follows the policy of charging the costs of advertising to expense as incurred. Advertising expense for the six months ended June 30, 2007 and 2006 was $ -0-, and $-0-, respectively.
NOTE 2 – RELATED PARTY TRANSACTIONS
During the six months ended June 30, 2007 and 2006, related parties advanced for the Company $1,035.20 and $835.20 respectively. The proceeds were used for general corporate purposes.
NOTE 3 - GOING CONCERN
The Company’s financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred a loss for the period ended June 30, 2007 which has resulted in an accumulated deficit of $ 134,992.02 at June 30, 2007 which raises substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of this uncertainty.
NOTE 4 - SUBSEQUENT EVENTS
On July 8, 2007 Centric Rx, Inc. obtained an Understanding of Contract Agreement with Great American Discount Buyers Association with the purpose of creating avenues from which state of the art marketing techniques are implemented and products are developed.
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