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EXHIBIT 99.2
CORNELIUS NURSERIES, INC., TURKEY CREEK FARMS, INC. AND
WHOLESALE LANDSCAPE DISTRIBUTORS, INC.
CONDENSED COMBINED FINANCIAL STATEMENTS
AS OF AND FOR THE NINE-MONTH PERIOD ENDED JUNE 30, 1999
INDEX TO FINANCIAL STATEMENTS
Condensed Combined Balance Sheet as of June 30, 1999. 2
Condensed Combined Statement of Operations for the nine-month
period ended June 30, 1999. 3
Condensed Combined Statement of Cash Flows for the nine-month
period ended June 30, 1999. 4
Notes to condensed combined financial statements. 5
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CORNELIUS NURSERIES, INC., TURKEY CREEK FARMS, INC. AND
WHOLESALE LANDSCAPE DISTRIBUTORS, INC.
CONDENSED COMBINED CONSOLIDATED BALANCE SHEET
(UNAUDITED)
(AMOUNTS IN THOUSANDS)
ASSETS
JUNE 30,
1999
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Cash and cash equivalents $ 1,548
Accounts receivable 2,611
Inventories 7,951
Deferred income taxes 111
Prepaids and other assets 119
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Total current assets 12,340
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Property and equipment, net 3,767
Deferred income taxes 706
Other assets 1,450
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Total assets $ 18,263
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LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable $ 3,120
Accrued expenses 2,079
Accrued income taxes 540
Current portion of long-term debt 94
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Total current liabilities 5,833
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Deferred rent payable --
Long-term debt, net of current portion 4,886
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Total liabilities 10,179
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Commitments and contingencies
Shareholders' equity:
Common stock 4,800
Additional paid-in capital 99
Retained earnings 2,720
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8,159
Less: Treasury stock, at cost (75)
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Total shareholders' equity 8,084
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Total liabilities and shareholders' equity $ 18,263
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See accompanying notes to condensed combined financial statements.
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CORNELIUS NURSERIES, INC., TURKEY CREEK FARMS, INC. AND
WHOLESALE LANDSCAPE DISTRIBUTORS, INC.
CONDENSED COMBINED STATEMENTS OF OPERATIONS
(UNAUDITED)
(AMOUNTS IN THOUSANDS)
NINE-MONTH
PERIOD ENDED
JUNE 30,
1999
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Net sales $ 19,214
Cost of goods sold 10,380
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Gross profit 8,834
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Operating expenses 6,272
Occupancy expenses 81
Advertising expenses 164
Net interest expense 135
Depreciation and amortization 152
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Total expenses 6,804
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Income before provision for income taxes 2,030
Income tax expense 540
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Net income $ 1,490
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See accompanying notes to condensed combined financial statements.
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CORNELIUS NURSERIES, INC., TURKEY CREEK FARMS, INC. AND
WHOLESALE LANDSCAPE DISTRIBUTORS, INC.
CONDENSED COMBINED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(AMOUNTS IN THOUSANDS)
NINE-MONTH
PERIOD ENDED
JUNE 30,
1999
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Cash Flows from Operating Activities:
Net income $ 1,490
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 152
Net change in operating assets and liabilities (1,533)
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Net cash provided by operating activities 109
Cash Flows from Investing Activities:
Additions to property and equipment (212)
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Net cash used in investing activities (212)
Cash Flows from Financing Activities:
Net borrowings of debt 1,287
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Net cash provided by financing activities 1,287
Net increase in cash 1,184
Cash at beginning of period 364
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Cash at end of period $ 1,548
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See accompanying notes to condensed combined financial statements.
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CORNELIUS NURSERIES, INC., TURKEY CREEK FARMS, INC. AND
WHOLESALE LANDSCAPE DISTRIBUTORS, INC.
NOTES TO CONDENSED COMBINED FINANCIAL STATEMENTS
(UNAUDITED)
1. Basis of Presentation
The interim financial statements contained herein have been prepared by
Cornelius Nurseries, Inc., Turkey Creek Farms, Inc. and Wholesale
Landscape Distributors, Inc. (together "Cornelius") pursuant to the
rules and regulations of the Securities and Exchange Commission. In the
opinion of management, all adjustments considered necessary for a fair
presentation of the financial position at June 30, 1999 and the results
of operations and cash flows for the nine-month period ended June 30,
1999 have been made. Such adjustments are of a normal recurring nature.
Because of seasonal and other factors, the results of operations and
cash flows for the nine-month period ended June 30, 1999 are not
necessarily indicative of expected results of operations and cash flows
for the fiscal year ending September 30, 1999.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to the
rules and regulations of the Securities and Exchange Commission.
Accordingly, these financial statements should be read in conjunction
with the audited financial statements and related notes of Cornelius
for the fiscal year ended September 30, 1998 included in this Form 8-K.
2. Wholesale Landscape Distributors, Inc.
During the nine-month period ended June 30, 1999, Cornelius created
Wholesale Landscape Distributors, Inc. consisting of its two wholesale
landscape distribution centers, one in Houston and one near Austin. For
the fiscal years ended September 30, 1998 and 1997 those centers were
operated as Turkey Creek Distribution Centers, a division of Turkey
Creek Farms, Inc.
See notes to unaudited pro forma condensed consolidated financial information
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