CYBER-TEST, INC. FINANCIAL STATEMENTS AS OF DECEMBER 31, 2003 AND 2002 TABLE OF CONTENTS Page No. -------- AUDITORS' REPORT 1 FINANCIAL STATEMENTS: BALANCE SHEETS 2-3 STATEMENT OF INCOME AND RETAINED EARNINGS 4 STATEMENT OF CASH FLOWS 5 NOTES TO FINANCIAL STATEMENTS 6-9 SUPPLEMENTAL SCHEDULES 10-11 CS&L - CHATHAM, SELAND & LASHLEY, P.A. Certified Public Accountants INDEPENDENT AUDITOR'S REPORT Board of Directors Cyber-Test, Inc. 448 Commerce Way #100 Longwood, Florida 32750 We have audited the accompanying balance sheets of Cyber-Test, Inc. as of December 31, 2003 and 2002, and the related statements of income, retained earnings, and cash flows for the years then ended. 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 auditing standards generally accepted in the United States of America. Those standards reaquire that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. 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 Cyber-Test, Inc. as of December 31, 2003 and 2002, and the results of its operations and its cash flows for the yeasrs then ended in conformity with accounting principles generally accepted in the United States of America. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The Supplemental Schedules are presented for the purposes of additional analysis and are not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. CHATHAM, SELAND & LASHLEY, P.A. /s/ CHATHAM, SELAND & LASHLEY, P.A. March 15, 2004 CYBER-TEST, INC. BALANCE SHEETS As of December 31, 2003 and 2002 ASSETS ------ 2003 2002 ---- ---- CURRENT ASSETS Cash $ 676,407 $ 1,041,879 Accounts receivable (net of allowance for doubtful amounts of $14,457 and $6,000) 459,831 398,208 Inventories 306,263 268,166 Prepaid expenses 20,113 12,324 ---------- ----------- TOTAL CURRENT ASSETS $1,462,614 $ 1,720,577 PROPERY AND EQUIPMENT 175,120 201,523 ---------- ----------- OTHER ASSETS Deposits 20,978 41,434 Other Assets 224,325 107,887 ---------- ----------- TOTAL OTHER ASSETS $ 245,303 149,321 ---------- ----------- TOTAL ASSETS $1,883,037 $ 2,071,421 ========== =========== Read the accompanying Notes 2 LIABILITIES AND SHAREHOLDERS' EQUITY ------------------------------------ 2003 2002 ---- ---- CURRENT LIABILITIES Accounts payable $ 1,435 $ 77,159 Accrued expenses 85,330 74,572 Unearned revenue 113,716 122,457 Other liabilities 60,634 93,398 ---------- ---------- TOTAL CURRENT LIABILITIES 261,115 367,586 ---------- ---------- LONG TERM DEBT - - TOTAL LIABILITIES 261,115 367,586 ---------- ---------- SHAREHOLDERS' EQUITY Common stock (1000 shares authorized, 100 shares issued and outstanding, $10 par value) 1,000 1,000 Additional paid in capital 49,000 49,000 Retained earnings 1,571,922 1,653,835 ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 1,621,922 1,703,835 ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $1,883,037 $2,071,421 ========== ========== Read the accompanying Notes 3 CYBER-TEST, INC. STATEMENT OF INCOME AND RETAINED EARNINGS For the Years Ended December 31, 2003 and 2002 2003 2002 ---- ---- SALES $ 5,182,106 $ 6,828,135 COST OF SALES 2,978,076 4,142,117 ----------- ----------- GROSS PROFIT ON SALES 2,204,030 2,686,018 ----------- ----------- EXPENSES Personnel 1,391,630 1,498,455 Occupancy 288,909 290,163 General and administrative 413,562 417,775 ----------- ----------- TOTAL EXPENSES 2,094,101 2,206,393 ----------- ----------- INCOME FROM OPERATIONS 109,929 479,625 ----------- ----------- OTHER INCOME (EXPENSES) Interest Income 8,043 12,358 Director's compensation (96,699) (96,569) Other (10,982) 4,840 ----------- ----------- TOTAL OTHER INCOME (EXPENSES) (99,638) (79,371) ----------- ----------- NET INCOME 10,291 400,254 RETAINED EARNINGS: BEGINNING OF YEAR 1,653,835 1,393,356 DISTRIBUTIONS (92,204) (139,775) ----------- ----------- RETAINED EARNINGS: END OF YEAR $ 1,571,922 $ 1,653,835 =========== =========== Read the accompanying Notes 4 CYBER-TEST, INC. STATEMENT OF CASH FLOWS For the Years Ended December 31, 2003 and 2002 2003 2002 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 10,291 $ 400,254 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 56,318 49,718 Changes in assets and liabilities: (Increase) Decrease in acounts receivable (61,623) (189,299) (Increase) Decrease in inventories (38,097) 260,950 (Increase) Decrease in prepaid expenses (7,789) 5,812 (Increase) Decrease in other assets (95,982) 164,391 (Increase) Decrease in accounts payable (75,724) 2,316 (Increase) Decrease in accrued expensse 10,758 18,032 (Increase) Decrease in other liabilities (32,764) 37,029 (Increase) Decrease in deferred revenue (8,741) 49,988 ---------- ----------- NET CASH USED IN OPERATING ACTIVITIES (243,353) 799,191 ---------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (29,915) (73,883) ---------- ----------- NET CASH USED IN INVESTING ACTIVITIES (29,915) (73,883) ---------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Distributions to shareholders (92,204) (139,775) Increase in amount due from Shareholder - (7,500) ---------- ----------- NET CASH USED IN FINANCING ACTIVITIES (92,204) (147,275) ---------- ----------- NET INCREASE (DECREASE) IN CASH (365,472) 578,033 CASH AT BEGINNING OF PERIOD 1,041,879 463,846 ---------- ----------- CASH AT END OF PERIOD $ 676,407 $1,041,879 ---------- ----------- Read the Accompanying Notes 5 CYBER-TEST, INC. STATEMENT OF CASH FLOWS For the Years Ended December 31, 2003 and 2002 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - --------------------------------------------------- This summary of significant accounting policies of Cyber-Test, Inc. is presented to assist in the understanding the Company's financial statements. The financial statements and notes are representations of the Company's management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. BUSINESS ACTIVITY - The Company operates as an independent service organization providing repair service for facsimile machines, printers, scanners, monitors and multi-function units. The repairs are performed on entire machines and/or circuit boards. A 90-day warranty is given to all entire machine repairs and a one-year warranty to circuit boards. The company provides office equipment dealers, original manufacturers, and third-party warranty companies a turnkey alternative for additional revenue by providing repairs to their customers. To help answer questions or give advice for technical problems the dealer or end user may have, a toll free number is available for select customers. Repair turn-around time averages two days. Most sales are in the eastern section of the United States, but sales are made to all geographic sections of the Unites States and there are some foreign sales. At December 31, 2003 the company had a customer base of approximately 5,000 dealers and repair shops. The company's future growth potential centers on three distinct areas: 1. Diversification of repair capabilities to other types of electronic business equipment 2. Providing repair services for manufacturers of facsimile machines as part of their warranty and post-warranty program. 3. Selling a warranty service to the end user who does not already have an extended service warranty. MAJOR CUSTOMERS - During the years ended December 31, 2003 and 2002 the Company had sales to one customer that accounted for 31% and 48% of total sales, respectively. 6 CYBER-TEST, INC. STATEMENT OF CASH FLOWS For the Years Ended December 31, 2003 and 2002 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) - --------------------------------------------------------------- ACCOUNTS RECEIVABLE - The allowance for doubtful accounts is based on management's evaluation of outstanding accounts receivable. During the year ended December 31, 2003, accounts in the amount of $6,543 were determined to be uncollectible and were charged to the allowance for doubtful acounts. As of December 31, 2003, accounts receivable from the one major customer was $158,376, for a total of 33% of all accounts receivable. As of December 31, 2002, accounts receivable from one major customer was $208,658, or 52% of all accounts receivable. INVENTORIES - Inventories consist primarily or repair parts, consumable supplies for resale and used machines that are held for resale. Inventory is stated at the lower of cost or market. MANAGEMENT ESTIMATES - The preparation of financial statements requires management to make the 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. FAIR VALUE OF FINANCIAL INSTRUMENTS - Unless otherwise indicated, the fair values of all reported assets and liabilities which represent financial instruments (none of which are held for trading purposes) approximate the carrying values of such amounts. PROPERTY AND DEPRECIATION - Property, plant and equipment are stated at cost. Assets are depreciated using straight-line and accelerated methods for financial statements and tax purposes, based on the following estimated usefullives: Building and improvements 15 to 40 years Machinery and equipment 3 to 7 years Furniture and fixtures 5 to 7 years INCOME TAXES - The Company with the consent of its shareholders has elected to be taxed as as S corporation, which provides that income is passed through to the shareholders. Therefore there is no provision or liability for income taxes reflected in the financial statements. 7 CYBER-TEST, INC. STATEMENT OF CASH FLOWS For the Years Ended December 31, 2003 and 2002 NOTE 2 - PROPERTY, PLANT AND EQUIPMENT - -------------------------------------- Property, plant and equipment consist of the following: 2003 2002 ---- ---- Office equipment $ 389,785 $ 468,197 Leaseholder improvements 109,696 106,344 Machinery and equipment 91,662 95,976 Vehicle 36,217 36,217 ---------- ---------- 627,360 706,734 Less: Accumulated depreciation and amortization (452,240) (505,211) ---------- ---------- Net Book Value $ 175,120 $ 201,523 ========== ========== Depreciation and amortization expense for the years ended December 31, 2003 and 2002 was $56,318 and $49,718, respectively. NOTE 3 - OPERATING LEASE COMMENTS - --------------------------------- The Company is obligated under a lease for the premises located on Commerce Way, Longwood, Florida. The lease expires on July 31, 2004. Lease expense under this lease for the years ended December 31, 2003 and 2002 was $170,719 and $166,225, respectively. NOTE 4 -RELATED PARTY LOAN - -------------------------- Included in other assets is a $75,000 unsecured note receivable from a major shareholder. 8 CYBER-TEST, INC. STATEMENT OF CASH FLOWS For the Years Ended December 31, 2003 and 2002 NOTE 5 - ADDITIONAL DISCLOSURES FOR CASH FLOWS - ---------------------------------------------- For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. 2003 2002 ---- ---- Cash paid during the first year for interest $ - $ - Cash paid during the year for income taxes $ - $ - NOTE 6 - OTHER LIABILITIES During 2002 the Company acquired a vehicle through a zero interest loan. The balance at December 31, 2003, is $16.097. Future principal payments are $12,072 for 2004 and $4,025 for 2005. NOTE 7 - CONCENTRATION OF CREDIT RISK The Company places cash balances in excess of the limit insured by the Federal Deposit Insurance Corporation with high credit quality financial institutions. The excess amounts are therefore at risk of loss, although management believes the likelihood of loss is remote. 9 CYBER-TEST, INC. SUPPLEMENTARY SCHEDULES For the Years Ended December 31, 2003 and 2002 SUPPLEMENTARY SCHEDULES ----------------------- 2003 2002 ---- ---- SCHEDULE #1 - COST OF SALES - --------------------------- Purchase - parts $ 902,909 $1,397,005 Labor and benefits 924,992 1,220,727 Shipping 690,627 935,840 Other 459,548 588,545 ---------- ---------- TOTAL $2,978,076 $4,142,117 ========== ========== SCHEDULE #2 - PERSONNEL COSTS - ----------------------------- Officers $ 205,965 $ 303,975 Employees 973,999 940,998 Employee taxes and benefits 211,666 253,482 ---------- ---------- TOTAL $1,391,630 $1,498,455 ========== ========== SCHEDULE #3 - OCCUPANCY EXPENSES - -------------------------------- Rent and Utilities $ 288,909 $ 290,163 ---------- ---------- TOTAL $ 288,909 $ 290,163 ========== ========== 10 CYBER-TEST, INC. SUPPLEMENTARY SCHEDULES For the Years Ended December 31, 2003 and 2002 SUPPLEMENTARY SCHEDULES ----------------------- 2003 2002 ---- ---- SCHEDULE #4 - GENERAL AND ADMINISTRATIVE EXPENSES - ------------------------------------------------- Advertising $ 40,898 $ 69,973 Depreciation and amortization 56,318 49,718 Credit card fees 29,549 21,464 Printing 4,655 8,643 Subscriptions and internet connection 5,636 3,708 Meals and entertainment 10,316 13,519 Taxes and licenses 4,123 2,905 Insurance 23,413 14,383 Repairs and maintenance 14,256 21,301 Professional fees 53,929 65,756 Telephone 116,792 90,404 Office 9,600 18,717 Postage 7,242 7,701 Vehicle expense 5,952 3,228 Training and seminars 150 693 Travel 30,733 25,662 -------- -------- TOTAL $413,562 $414,775 ======== ======== 11