Exhibit 99.1
GLYECO, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
| | | | | | |
| | Nine Months Ended September 30, 2018 | |
| | | | | | |
| | | Historical | | | | Sale of the | | | | | Pro Forma | |
| | | Glyeco, Inc | | | | Consumer | | | | | Glyeco, Inc. | |
| | | (As Reported) | | | | Segment | | NOTES | | | Continuing Operations | |
| | | | | | | | | | | | | |
Sales, net | | $ | 9,364,148 | | | $ | 4,545,773 | | (a) | | $ | 4,818,375 | |
Cost of goods sold | | | 8,254,589 | | | | 4,513,325 | | (a) | | | 3,741,264 | |
Gross profit | | | 1,109,559 | | | | 32,448 | | | | | 1,077,111 | |
| | | | | | | | | | | | | |
Operating expenses | | | | | | | | | | | | | |
Consulting fees | | | 92,511 | | | | 36,935 | | | | | 55,576 | |
Share-based compensation | | | 348,515 | | | | 9,062 | | | | | 339,453 | |
Salaries and wages | | | 1,730,234 | | | | 1,067,456 | | | | | 662,778 | |
Legal and professional | | | 752,688 | | | | 17,901 | | | | | 734,787 | |
General and administrative | | | 1,312,667 | | | | 677,238 | | | | | 635,429 | |
Total operating expenses | | | 4,236,615 | | | | 1,808,592 | | (b) | | | 2,428,023 | |
| | | | | | | | | | | | | |
Loss from operations | | | (3,127,056 | ) | | | (1,776,144 | ) | | | | (1,350,912 | ) |
| | | | | | | | | | | | | |
Other (income) and expense | | | | | | | | | | | | | |
Interest expense | | | 572,140 | | | | 15,312 | | | | | 556,828 | |
Total other expense | | | 572,140 | | | | 15,312 | | (b) | | | 556,828 | |
| | | | | | | | | | | | | |
Loss before provision for income taxes | | | (3,699,196 | ) | | | (1,791,456 | ) | | | | (1,907,740 | ) |
| | | | | | | | | | | | | |
Provision for income taxes | | | 9,735 | | | | — | | | | | 9,735 | |
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Net loss | | $ | (3,708,931 | ) | | $ | (1,791,456 | ) | | | $ | (1,917,475 | ) |
| | | | | | | | | | | | | |
Basic and diluted loss per share | | $ | (2.78 | ) | | | | | | | $ | (1.44 | ) |
| | | | | | | | | | | | | |
Weighted average number of common shares outstanding (basic and diluted) | | | 1,333,131 | | | | | | | | | 1,333,131 | |
GLYECO, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
| | | | | | | | | | |
| | Year Ended December 31, 2017 | |
| | | | | | | | | | |
| | Historical | | | Sale of the | | | | Pro Forma | |
| | Glyeco, Inc | | | Consumer | | | | Glyeco, Inc. | |
| | (As Reported) | | | Segment | | NOTES | | Continuing Operations | |
| | | | | | | | | | | | | |
Sales, net | | $ | 12,072,686 | | | $ | 6,265,779 | | (a) | | $ | 5,806,907 | |
Cost of goods sold | | | 10,444,573 | | | | 5,522,832 | | (a) | | | 4,921,741 | |
Gross profit | | | 1,628,113 | | | | 742,947 | | | | | 885,166 | |
| | | | | | | | | | | | | |
Operating expenses | | | | | | | | | | | | | |
Consulting fees | | | 416,445 | | | | 139,043 | | | | | 277,402 | |
Share-based compensation | | | 523,613 | | | | 14,000 | | | | | 509,613 | |
Salaries and wages | | | 1,855,713 | | | | 1,327,621 | | | | | 528,092 | |
Legal and professional | | | 901,339 | | | | 105,504 | | | | | 795,835 | |
Tank remediation | | | 780,000 | | | | — | | | | | 780,000 | |
General and administrative | | | 1,486,624 | | | | 930,218 | | | | | 556,406 | |
Total operating expenses | | | 5,963,734 | | | | 2,516,386 | | (b) | | | 3,447,348 | |
| | | | | | | | | | | | | |
Loss from operations | | | (4,335,621 | ) | | | (1,773,439 | ) | | | | (2,562,182 | ) |
| | | | | | | | | | | | | |
Other (income) and expense | | | | | | | | | | | | | |
Loss on debt extinguishment | | | 146,564 | | | | — | | | | | 146,564 | |
Interest expense | | | 684,429 | | | | 23,377 | | | | | 661,052 | |
Total other expense | | | 830,993 | | | | 23,377 | | (b) | | | 807,616 | |
| | | | | | | | | | | | | |
Loss before provision for income taxes | | | (5,166,614 | ) | | | (1,796,816 | ) | | | | (3,369,798 | ) |
| | | | | | | | | | | | | |
Provision for income taxes | | | 14,921 | | | | — | | | | | 14,921 | |
| | | | | | | | | | | | | |
Net loss | | $ | (5,181,535 | ) | | $ | (1,796,816 | ) | | | $ | (3,384,719 | ) |
| | | | | | | | | | | | | |
Basic and diluted net loss per share | | $ | (0.04 | ) | | | | | | | $ | (0.02 | ) |
| | | | | | | | | | | | | |
Weighted average number of common shares outstanding (basic and diluted) | | | 142,212,041 | | | | | | | | | 142,212,041 | |
GLYECO, INC.
PRO FORMA CONSOLIDATED BALANCE SHEET (UNAUDITED)
| | September 30, 2018 | |
| | | | | | | | | | | | |
| | Historical | | | Distribution of the | | | | | | Pro Forma | |
| | Glyeco, Inc | | | Consumer | | | | | | Glyeco, Inc. | |
| | (As Reported) | | | Assets | | | NOTES | | | Continuing Operations | |
ASSETS | | | | | | | | | |
Current assets | | | | | | | | | | | | | | | |
Cash | | $ | 230,771 | | | $ | 1,417,000 | | | (c) | | | $ | 1,647,771 | |
Accounts receivable, net | | | 1,043,465 | | | | (601,282 | ) | | (d) | | | | 442,183 | |
Prepaid expenses | | | 198,630 | | | | (1,177 | ) | | (d) | | | | 197,453 | |
Inventories | | | 546,543 | | | | (371,436 | ) | | (d) | | | | 175,107 | |
Total current assets | | | 2,019,409 | | | | 443,105 | | | | | | | 2,462,514 | |
| | | | | | | | | | | | | | | |
Property, plant and equipment, net | | | 3,951,291 | | | | (1,313,754 | ) | | (d) | | | | 2,637,537 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Other assets | | | | | | | | | | | | | | | |
Deposits | | | 403,502 | | | | — | | | | | | | 403,502 | |
Goodwill | | | 3,822,583 | | | | (885,296 | ) | | (d) | | | | 2,937,287 | |
Other intangible assets, net | | | 1,898,987 | | | | (74,250 | ) | | (d) | | | | 1,824,737 | |
Total other assets | | | 6,125,072 | | | | (959,546 | ) | | | | | | 5,165,526 | |
| | | | | | | | | | | | | | | |
Total assets | | $ | 12,095,772 | | | $ | (1,830,195 | ) | | | | | $ | 10,265,577 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | | | | |
Accounts payable and accrued expenses | | $ | 3,439,931 | | | $ | — | | | | | | $ | 3,439,931 | |
Contingent acquisition consideration | | | 1,503,113 | | | | — | | | | | | | 1,503,113 | |
Notes payable- current portion, net of debt discount | | | 2,063,228 | | | | (67,776 | ) | | (d) | | | | 1,995,452 | |
Capital lease obligations- current portion | | | 480,217 | | | | — | | | | | | | 480,217 | |
Total current liabilities | | | 7,486,489 | | | | (67,776 | ) | | | | | | 7,418,713 | |
| | | | | | | | | | | | | | | |
Non-current liabilities | | | | | | | | | | | | | | | |
Notes payable- non current portion | | | 2,924,149 | | | | (124,290 | ) | | (d) | | | | 2,799,859 | |
Capital lease obligations- non-current portion | | | 878,667 | | | | — | | | | | | | 878,667 | |
Total non-current liabilities | | | 3,802,816 | | | | (124,290 | ) | | | | | | 3,678,526 | |
| | | | | | | | | | | | | | | |
Total liabilities | | | 11,289,305 | | | | (192,066 | ) | | | | | | 11,097,239 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Stockholders’ equity | | | | | | | | | | | | | | | |
Common stock | | | 135 | | | | — | | | | | | | 135 | |
Additional paid-in capital | | | 46,511,861 | | | | — | | | | | | | 46,511,861 | |
Accumulated deficit | | | (45,705,529 | ) | | | (1,638,129 | ) | | (e) | | | | (47,343,658 | ) |
| | | 806,467 | | | | (1,638,129 | ) | | | | | | (831,662 | ) |
| | | | | | | | | | | | | | | |
Total liabilities and stockholders’ equity | | $ | 12,095,772 | | | $ | (1,830,195 | ) | | | | | $ | 10,265,577 | |
Glyeco, Inc.
Pro Forma Consolidated Financial Information (UNAUDITED)
Notes to Pro Forma Consolidated Financial Information (Unaudited)
The unaudited pro forma consolidated statements of operations for the nine months ended September 30, 2018 and for the year ended December 31, 2017 and the unaudited pro forma consolidated balance sheet as of September 30, 2018, include the following pro forma adjustments:
| (a) | This adjustment reflects the elimination of revenues and cost of goods sold of the consumer segment. |
| (b) | This adjustment reflects the elimination of operating and administrative expenses. Not included in the pro-forma results are anticipated savings due to costs that may be reduced or eliminated. |
| (c) | This adjustment represents the receipt of cash consideration at the closing of the transaction. |
| (d) | These adjustments reflect the elimination of assets and liabilities attributable to the consumer segment. |
| (e) | This adjustment reflects the estimated loss of $1.6 million arising from the transaction as of January 11, 2019. This estimated loss has not been reflected in the pro forma consolidated statements of operation as it is nonrecurring in nature. No adjustment has been made at this time to the sale proceeds to give effect to any post-closing adjustments under the terms of the Asset Purchase Agreement. |