Crawford United (CRAWA) 8-K/A Financial Statements and Exhibits

Exhibit 99.2

HICKOK INCORPORATED AND SUBSIDIARIES

UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION

INDEX

	Page
Unaudited Pro Forma Consolidated Combined Balance Sheet as of March 31, 2017	1
Unaudited Pro Forma Consolidated Combined Statement of Operations for the Six Months Ended March 31, 2017	3
Unaudited Pro Forma Consolidated Combined Statement of Operations for the Year Ended September 30, 2016	5

On June 1, 2017, Hickok Acquisition A LLC, a wholly owned subsidiary of Hickok Incorporated (the “Company”), entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Air Enterprises Acquisition LLC, a Delaware limited liability company , and Mr. A. Malachi Mixon, III and Mr. William M. Weber, each of whom are the principal members of Air Enterprises (each, a “Member” and collectively with Air Enterprises, the “Sellers”). Hickok Acquisition A LLC since changed its name to Air Enterprises LLC (“AE”).The following unaudited pro forma consolidated combined financial statements give effect to the acquisition of certain assets and certain assumed liabilities of AE.

The acquisition will be a business combination accounted for in accordance with Accounting Standards Codification (ASC) 805, Business Combinations. Accordingly, for accounting purposes, the fair value of the assets received and liabilities assumed will be recorded on the balance sheet. The difference between the purchase price and fair value of the assets acquired, net of liabilities assumed, will be recorded as goodwill and other intangible assets. The intangible assets, other than goodwill, will be amortized to expense over their estimated useful lives. Goodwill is of an indefinite life and will not be amortized but will be tested at least annually for impairment.

Acquisition-related transaction costs (i.e. advisory, legal, accounting, valuation and other professional or consulting fees) are not included as a component of consideration transferred but are accounted for as expenses in the periods in which the costs are incurred and the services are received.

The unaudited pro forma consolidated combined financial statements are based on the Company’s historical financial statements and based upon the Statement of Assets Acquired and Liabilities Assumed of Air Enterprises and based upon the Statement of Revenues and Direct Expenses. These statements are derived from AE’s historical accounting records and do not purport to reflect the assets acquired and the net revenues and direct operating expenses that would have resulted if AE had been a separate, stand-alone company during the periods presented. AE was only a component of the Seller prior to the divestiture and accordingly, historical financial statements in accordance with generally accepted accounting principles in the U.S. (“U.S. GAAP”) have not previously been prepared, nor is it practicable to prepare separate, historical financial statements for AE. The statement of assets acquired and liabilities assumed and the statement of net revenues and direct operating expenses vary from a complete financial statement prepared in accordance with U.S. GAAP because they only include assets acquired and exclude indirect expenses, such as certain general and administrative expenses, interest expenses, income taxes and the allocation of corporate overhead costs. Therefore, the results set forth in the statements of net revenues and direct operating expenses may not be representative of future operations.

The unaudited pro forma consolidated combined balance sheet as of March 31, 2017 and unaudited pro forma consolidated combined statements of operations for the six months ended March 31, 2017 give effect to the transaction as if the acquisition was consummated October 1, 2016. The unaudited pro forma unaudited consolidated combined statements of operations for the year ended September 30, 2016 give effect to the transaction as if the acquisition was consummated October 1, 2015.

The unaudited pro forma consolidated combined financial information should be read together with the Company’s historical financial statements, which are included in the Company’s latest annual report on Form 10-K and quarterly report on Form 10-Q, and Air Enterprises LLC historical information, included herein.

HICKOK INCORPORATED AND SUBSIDIARIES

UNAUDITED PRO FORMA CONSOLIDATED COMBINED BALANCE SHEET

ASSETS

	Hickok		Air
	Incorporated		Enterprises
	3/31/2017		3/31/2017		Pro Forma
	Unaudited		Unaudited		Adjustments			Combined
CURRENT ASSETS:
Cash and Cash Equivalents	$	3,174,522	$	-	$	(2,050,000	)(d)	$	1,124,522
Accounts receivable-less allowance for doubtful accounts		1,585,503		6,149,593		-			7,735,096
Costs in Excess of Billings and estimated costs		-		2,639,878		-			2,639,878
Inventories-less allowance for obsolete inventory		3,218,443		696,650		-			3,915,093
Prepaid Expenses and other current assets		414,025		2,261		-			416,286
Total Current Assets		8,392,493		9,488,382		(2,050,000	)		15,830,875
PROPERTY, PLANT AND EQUIPMENT		5,291,207		2,712,538		(600,418	)(a)		7,403,327
Less accumulated depreciation		3,888,340		1,935,573		(1,935,573	)(a)		3,888,340
Property, Plant and Equipment, Net		1,402,867		776,965		1,335,155			3,514,987
OTHER ASSETS:
Goodwill		1,777,656		-		559,510	(c)		2,337,166
Intangibles, net of accumulated amortization		1,192,727		-		1,230,000	(b)		2,422,727
Deferred income taxes-less valuation allowance of $500,000		3,330,600		-		-			3,330,600
Other non-current assets		750		-		-			750
Total Non-Current Other Assets		6,301,733		-		1,789,510			8,091,243
Total Assets	$	16,097,093	$	10,265,347	$	1,074,665		$	27,437,105

See accompanying notes to unaudited pro forma consolidated combined financial statements.

HICKOK INCORPORATED AND SUBSIDIARIES

UNAUDITED PRO FORMA CONSOLIDATED COMBINED BALANCE SHEET

LIABILITIES AND STOCKHOLDERS EQUITY

	Hickok			Air
	Incorporated			Enterprises
	3/31/2017			3/31/2017		Pro Forma
	Unaudited			Unaudited		Adjustments			Combined
CURRENT LIABILITIES:
Convertible notes payable - related party	$	200,000		$	-	$	-			200,000
Notes payable - related party		403,387			-		-			403,387
Leases payable		51,825			-		-			51,825
Accounts payable		786,541			1,373,216		-			2,159,757
Billings in Excess of Costs & Earnings		-			566,254		-			566,254
Accrued payroll and related expenses		227,695			-		-			227,695
Accrued expenses		630,835			1,200,542		-			1,831,377
Deferred revenue		631,992			-		-			631,992
Total Current Liabilities		2,932,275			3,140,012		-			6,072,287
LONG-TERM LIABILITIES:
Notes payable - related party		4,185,201			-		-			4,185,201
Bank Debt		-			-		8,200,000	(d)		8,200,000
Leases payable		119,825			-		-			119,825
Accrued expenses		510,451			-		-			510,451
Total Long-Term Liabilities		4,815,477			-		8,200,000			13,015,477
STOCKHOLDERS' EQUITY
Common shares - no par value
Class A 10,000,000 shares authorized, 2,130,681 and 2,090,394 shares issued		2,217,151			-		-			2,217,151
Class B 2,500,000 convertible shares authorized, 779,283 shares issued		710,272			-		-			710,272
Preferred 1,000,000 shares authorized, no shares outstanding		-			-		-			-
Contributed capital		1,741,901			-		-			1,741,901
Treasury shares		(264,841	)							(264,841	)
Class A - 15,795 shares		-			-		-			-
Class B - 5,667 and 667 shares		-			-		-			-
Retained earnings		3,944,858			7,125,335		(7,125,335	)(e)		3,944,858
Total Stockholders' Equity		8,349,341			7,125,335		(7,125,335	)		8,349,341
Total Liabilities and Stockholders' Equity	$	16,097,093		$	10,265,347	$	1,074,665		$	27,437,105

See accompanying notes to unaudited pro forma consolidated combined financial statements.

HICKOK INCORPORATED AND SUBSIDIARIES

UNAUDITED PRO FORMA CONSOLIDATED COMBINED STATEMENT OF OPERATIONS

FOR THE SIX MONTHS ENDED

	Hickok			Operations of
	Incorporated			Air Enterprises
	3/31/2017			3/31/2017		Pro Forma
	Actual			(Unaudited)		Adjustments			Combined
TOTAL SALES	$	5,703,241		$	14,872,188	$	-		$	20,575,429
COSTS AND EXPENSES:
Cost of Sales		3,742,489			11,913,037		-			15,655,526
Product Development		456,326			510,815		-			967,141
Selling, General and Administrative Expenses		1,545,876			1,413,130		376,333	(b)		3,335,339
Interest Charges		98,961			-		127,100	(d)		226,061
Legal matter		(50,000	)		-		-			(50,000	)
Other income		(5,972	)		-		-			(5,972	)
									��
Total Costs and Expenses		5,787,680			13,836,982		503,433			20,128,095
Income (Loss) before Provision for Income Taxes		(84,439	)		1,035,206		(503,433	)		447,334
Provision for Income Taxes		16,127			-		-			16,127
Net Income (Loss)	$	(100,566	)	$	1,035,206	$	(503,433	)	$	431,207
Earnings (Loss) Per Common Share - Basic	$	(0.04	)						$	0.15
Earnings (Loss) Per Common Share - Diluted	$	(0.04	)						$	0.15
Weighted Average Shares of Common Stock Outstanding - Basic		2,865,165					-			2,865,165
Weighted Average Shares of Common Stock Outstanding - Diluted		2,865,165					-			2,865,165

See accompanying notes to unaudited pro forma consolidated combined financial statements.

HICKOK INCORPORATED AND SUBSIDIARIES

NOTES TO UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION

MARCH 31, 2017 PRO FORMA ADJUSTMENTS

(a) Reflects the adjustment in increase the basis in the acquired property plant and equipment to the estimated fair value.

Book value of Fixed Assets - Gross	2,712,538
Accumulated Depreciation	1,935,573
Net Book Value - Fixed	776,965
Fair Market Value of Fixed Assets	2,112,120
Adjustment to Increase Fixed Assets	1,335,155

(b) Reflects the adjustment of intangible assets acquired by the Company to their estimated fair values, and related amortization expense for the period. The following table summarized the estimated fair values of Air Enterprises identifiable intangible assets and their estimated useful lives.

			Useful Life		Amortization
	Fair Value		in Years		Expense
Customer Backlog		690,000		1		345,000
Non-Compete Agreements		200,000		5		20,000
Trademarks		340,000		15		11,333
Total Intangibles, Other than Goodwill		1,230,000				376,333

(c) Reflects adjustment to record goodwill associated with the acquisition of Air Enterprises as shown below:

Assets Acquired:
Current Assets	9,488,382
Net Property and Equipment	2,112,120
Intangible Assets	1,230,000
Goodwill	559,510
Total Assets Acquired	13,390,012
Liabilities Assumed	3,140,012
Net Assets Acquired	10,250,000

(d) Reflects the cash used and new debt incurred to finance the acquisition of Air Enterprises as shown below:

		Interest			Interest
		Rate			Expense
Term Loan A Debt	2,000,000		3.1	%		31,000
Revolving Credit Facility	6,200,000		3.1	%		96,100
Total Debt	8,200,000					127,100
Cash used	2,050,000
Debt incurred	8,200,000
Total purchase price	10,250,000

(e) Represents the elimination of the historical equity of Air Enterprises LLC

HICKOK INCORPORATED AND SUBSIDIARIES

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME

FOR THE YEAR ENDED SEPTEMBER 31, 2016

	Hickok			Operations of
	Incorporated			Air Enterprises
	9/30/2016			12/31/2016		Pro Forma
	Actual			(Unaudited)		Adjustments			Combined
TOTAL SALES	$	6,645,780		$	40,610,068	$	-		$	47,255,848
COSTS AND EXPENSES:
Cost of Sales		4,334,815			31,288,109		-			35,622,924
Product Development		1,050,157			1,143,680		-			2,193,837
Selling, General and Administrative Expenses		2,145,937			3,586,991		752,667	(a)		6,485,595
Interest Charges		59,386			-		254,200	(b)		313,586
Legal matter		(2,270,567	)		-		-			(2,270,567	)
Other income		(7,196	)		-		-			(7,196	)
Total Costs and Expenses		5,312,532			36,018,780		1,006,867			42,338,179
Income (Loss) before Provision for Income Taxes		1,333,248			4,591,288		(1,006,867	)		4,917,669
Provision for Income Taxes		(3,299,600	)		-		-			(3,299,600	)
Net Income (Loss)	$	4,632,848		$	4,591,288	$	(1,006,867	)	$	8,217,269
Earnings (Loss) Per Common Share - Basic	$	2.38							$	4.23
Earnings (Loss) Per Common Share - Diluted	$	2.38							$	4.23
Weighted Average Shares of Common Stock Outstanding - Basic		1,943,625					-			1,943,625
Weighted Average Shares of Common Stock Outstanding - Diluted		1,943,625					-			1,943,625

See accompanying notes to unaudited pro forma consolidated combined financial statements.

HICKOK INCORPORATED AND SUBSIDIARIES

NOTES TO UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION

SEPTEMBER 30, 2016 PRO FORMA ADJUSTMENTS

(a) Reflects the adjustment of intangible assets acquired by the Company to their estimated fair values, and related amortization expense for the period. The following table summarized the estimated fair values of Air Enterprises identifiable intangible assets, their estimated useful lives and related amortization expense.

			Useful Life		Amortization
	Fair Value		in Years		Expense
Customer Backlog		690,000		1		690,000
Non-Compete Agreements		200,000		5		40,000
Trademarks		340,000		15		22,667
Total Intangibles, Other than Goodwill		1,230,000				752,667

(b) Reflects the cash used and new debt incurred to finance the acquisition of Air Enterprises as shown below:

		Interest			Interest
		Rate			Expense
Term Loan A Debt	2,000,000		3.1	%		62,000
Revolving Credit Facility	6,200,000		3.1	%		192,200
Total Debt	8,200,000					254,200
Cash used	2,050,000
Debt incurred	8,200,000
Total purchase price	10,250,000