EXHIBIT 99(a) MEDCROSS, INC. AND SUBSIDIARIES PROFORMA CONSOLIDATED BALANCE SHEET (unaudited) Assets As Reported Proforma June 30, 1996 Adjustments June 30, 1996 Current assets Cash and cash equivalents $ 383,954 $10,101,312 $10,485,266 Accounts receivable less allowance of $681,600 910,124 - 910,124 Inventory 830,098 - 830,098 Prepaid expenses 95,383 - 95,383 --------- ---------- ---------- Total current assets 2,219,559 10,101,312 12,320,871 --------- ---------- ---------- Net property and equipment 2,258,504 - 2,258,504 --------- ---------- ---------- Investment in unconsolidated subsidiary 6,250 - 6,250 Intangible assets, net of amortization of $881,901 3,243,844 9,800,000 13,043,844 Other assets 30,482 - 30,482 --------- ---------- ---------- Total assets $ 7,758,639 $19,901,312 $27,659,951 ========= ========== ========== Liabilities and Stockholders' Equity Current liabilities Accounts payable and accrued expenses $ 2,483,634 $( 617,539) $ 1,866,095 Advance deposits received 233,728 - 233,728 Accrued royalty fees 450,000 ( 450,000) - Note payable - related party 663,500 ( 575,500) 88,000 Note payable - other 1,805,000 ( 748,000) 1,057,000 Current portion of long-term debt - related party 39,230 - 39,230 Current portion of long-term debt - other 488,957 - 488,957 Current obligations under capital lease 230,918 - 230,918 --------- ---------- ---------- Total current liabilities 6,394,967 ( 2,391,039) 4,003,928 --------- ---------- ---------- Long-term debt - related 68,579 - 68,579 Obligations under capital leases 396,762 - 396,762 Minority equity interest in consolidated subsidiaries 333,165 - 333,165 Commitments and contingencies Stockholders' equity Preferred stock 75,000 2,400,000 2,475,000 Common stock 59,112 13,650 72,762 Other stockholders' equity 431,054 19,878,701 20,309,755 --------- ---------- ---------- Total stockholders' equity 565,166 22,292,351 22,857,517 --------- ---------- ---------- Total liabilities and stockholders' equity $ 7,758,639 $ 19,901,312 $27,659,951 ========= ========== ========== 99(a)1 MEDCROSS, INC. AND SUBSIDIARIES NOTES TO PRO FORMA CONSOLIDATED BALANCE SHEET The Pro Forma Consolidated Balance Sheet of Medcross, Inc. (the "Company") has been prepared based upon the Balance Sheet as previously reported in the Form 10-QSB for the period ending June 30, 1996 with pro forma entries to reflect the events subsequent to such date and summarized as follows: 1. the sale by the Company of 240,000 shares of Class C Preferred Stock for $60 per share, after payment of commissions and other expenses related to the offering; 2. the extinguishment of certain short-term debt; 3. the issuance by the Company of $717,000 in 8% Convertible Promissory Notes; 4. the release of 1.6 million shares of the Company's Common Stock held in escrow for the benefit of the shareholders of ILINK, Ltd.; and 5. the issuance of 350,000 shares of the Company's Common Stock pursuant to the conversion of a portion of the principal of the 10% Promissory Notes. The Pro Forma Consolidated Balance Sheet is condensed and unaudited and was prepared solely to reflect the effect on the Company's Balance Sheet at June 30, 1996 of the subsequent events as described above. The date of June 30, 1996 was selected because the Company did not prepare or report financial information on a monthly basis subsequent to such date. The Pro Forma Consolidated Balance Sheet does not reflect any other operations or changes in financial condition which may have occurred subsequent to June 30, 1996 nor does it include Statements of Income, Cash Flows or footnote disclosures which are normally included with financial statements. 99(a)2