Consulier Engineering (CSLRE) 8-K Index to Financial Statements

INDEX TO FINANCIAL STATEMENTS

Accountant’s Letter dated December 14, 2010

Unaudited Consolidated Balance Sheets for the nine months ended September 30, 2010 and December 31, 2009

Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2010 and 2009

Unaudited Condensed Consolidated Statements of Stockholders’ Equity for the nine months ended September 30, 2010

Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2010

S. BARRIE GODOWN

Certified Public Accountant, P.A.          

December 14, 2010

The Board of Directors
Consulier Engineering, Inc.
Jupiter, FL 33477

We have compiled the accompanying Consolidated Balance Sheets at September 30, 2010 and December 31, 2009, the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2010 and 2009, the Condensed Consolidated Statement of Stockholders’ Equity for the nine months ended September 30, 2010, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2010 and 2009, in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants.

A compilation is limited to presenting in the form of Financial Statements information that is the representation of management. We have not audited or reviewed the accompanying Financial Statements and, accordingly, do not express an opinion or any other form of assurance on them.

Management has elected to omit substantially all of the disclosures ordinarily included in Financial Statements prepared on the income tax basis of accounting. If the omitted disclosures were included in the Financial Statements, they might influence the user’s conclusions about the company’s assets, liabilities, equity, revenues and expenses. Accordingly, these Financial Statements are not designed for those who are not informed about such matters.

We are not independent with respect to Consulier Engineering, Inc.

/s/ S. Barrie Godown  

S. Barrie Godown, C.P.A., P.A. 

1061 E. INDIANTOWN ROAD / SUITE 104 / JUPITER, FLORIDA 33477 / 561-746-0999

CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

	September 30,			December 31,
	2010			2009
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	859,575		$	406,950
Receivables		3,099,415			1,385,140
Inventories		100,209			83,490
Deferred Implementation Costs		2,964,592			2,635,871
Other Current Assets		218,200			465,091
Deferred Income Taxes		268,884			291,281
Total Current Assets		7,510,875			5,267,823
PROPERTY AND EQUIPMENT, Net		1,016,550			1,043,435
RELATED PARTY NOTE RECEIVABLE		1,303,011			—
PARTNERSHIP AND LIMITED LIABILITY COMPANIES — INVESTMENTS		1,709,621			2,615,519
DEFERRED INCOME TAXES		259,546			417,917
INTANGIBLE ASSETS					—
OTHER ASSETS		50,898			50,898
TOTAL ASSETS	$	11,850,501		$	9,395,592
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts Payable and Accrued Liabilities	$	2,230,697			1,540,183
Unearned Revenue		3,646,592			1,408,446
Total Current Liabilities		5,877,289			2,948,629
NOTES PAYABLE — RELATED PARTY		833,583			774,065
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
Common Stock $.01 Par Value:
Authorized 25,000,000 Shares; Issued 5,485,122 Shares		54,851			54,851
Additional Paid-in Capital		4,117,221			4,117,221
Accumulated Deficit		(729,977	)		(970,918	)
		3,442,095			3,201,154
Less:
Treasury Stock, Cost — 190,374 and 190,374 Shares in 2010 and 2009, respectively		(589,027	)		(589,027	)
Notes Receivable for Common Stock		(6,651	)		(6,651	)
Total Stockholders’ Equity		2,846,417			2,605,476
Noncontrolling interest		2,293,212			3,067,422
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY	$	11,850,501		$	9,395,592

See Accountant’s Compilation Letter

CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

	THREE MONTHS ENDED						NINE MONTHS ENDED
	SEPTEMBER 30,						SEPTEMBER 30,
	2010			2009			2010			2009
Revenue:
Software Licensing Fees	$	1,575,829		$	436,445		$	3,133,234		$	2,485,185
Other Revenue		1,698			7,787			5,094			17,666
Total Revenue		1,577,527			444,232			3,138,328			2,502,851
Operating Costs and Expenses:
Cost of Revenue		795,246			563,447			947,935			902,125
Payroll and Related Expense		1,306,778			874,643			3,751,511			2,870,405
Selling, General and Administrative		544,832			340,703			1,561,649			1,673,617
Professional Services		185,776			168,488			561,371			441,701
Depreciation and Amortization		25,924			157,846			84,172			490,638
Total Operating Costs and Expenses		2,858,556			2,105,127			6,906,638			6,378,486
Operating Loss		(1,281,029	)		(1,660,895	)		(3,768,310	)		(3,875,635	)
Other Income (Expense):
Investment Income — Related Parties		16,876			56,883			79,531			703,356
Interest Expense		(19,882	)		(17,915	)		(58,621	)		(56,237	)
Net Undistributed Income of Equity Investees		126,517			241,034			484,606			553,979
Other Income		32,897			41,486			79,343			126,896
Total Other Income (Expense)		156,408			321,488			584,859			1,327,994
Loss Before Income Taxes		(1,124,621	)		(1,339,407	)		(3,183,451	)		(2,547,641	)
Benefit from (provision for) Income Taxes		(14,780	)		(203,918	)		(251,818	)		(194,355	)
Net Loss		(1,139,401	)		(1,543,325	)		(3,435,269	)		(2,741,996	)
Less: Net (loss) attributable to noncontrolling interest		(1,697,902	)		(1,455,050	)		(3,676,210	)		(2,723,921	)
Net Income (Loss) attributed to Consulier Engineering, Inc.	$	558,501		$	(88,275	)	$	240,941		$	(18,075	)
Earnings (Loss) Per Share — Basic and Diluted	$	0.11		$	(0.02	)	$	0.05		$	0.00

See Accountant’s Compilation Letter

CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
NINE MONTHS ENDED SEPTEMBER 30, 2010
(UNAUDITED)

															Notes
												Retained			Receivable
										Additional		Earnings			for			Total
	Common Stock				Treasury Stock					Paid-in		(Accumulated			Common			Stockholders’
	Shares		Amount		Shares		Amount			Capital		Deficit)			Stock			Equity
Balance, December 31, 2009		5,485,122	$	54,851		190,374	$	(589,027	)	$	4,117,221	$	(970,918	)	$	(6,651	)	$	2,605,476
Net Income attributed to Consulier Engineering, Inc.													240,941						240,941
Balance June 30, 2010		5,485,122	$	54,851		190,374	$	(589,027	)	$	4,117,221	$	(729,977	)	$	(6,651	)	$	2,846,417

See Accountant’s Compilation Letter

CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

	NINE MONTHS ENDED
	SEPTEMBER 30,
	2010			2009
Cash Flow (Used in) Operating Activities	$	362,901		$	(3,185,309	)
Investing Activities:
Distributions from Partnership Interest		79,531			703,356
Disposition of Partnership interest		1,310,973
Net Acquisition of Property and Equipment		(57,287	)		(5,043	)
Net Cash Provided by Investing Activities		1,333,217			698,313
Financing Activities:
Proceeds from Noncontrolling Interest in ST, LLC					2,750,288
Increase (Decrease) in Related Party Payables		59,518			(415,755	)
Increase (Decrease) in Related Party Note Receivable		(1,303,011	)
Net Cash Provided by (Used in) Financing Activities		(1,243,493	)		2,334,533
Increase (Decrease) in Cash and Cash Equivalents		452,625			(152,463	)
Cash and Cash Equivalents — Beginning of Period		406,950			270,192
Cash and Cash Equivalents — End of Period	$	859,575		$	117,729
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash Paid for Interest	$	—		$	56,237
Cash Paid for Income Taxes	$	21,018			20,000

See Accountant’s Compilation Letter