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Exhibit 7.2
DCS BATTERY SALES LTD.
Financial Statements
October 31, 2002
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INDEPENDENT AUDITORS' REPORT
To the Directors of
DCS Battery Sales Ltd.
We have audited the accompanying balance sheet of DCS Battery Sales Ltd. as of
October 31, 2002 and the related statements of operations and cash flow for the
period 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 audit.
We conducted our audit in accordance with generally accepted auditing standards
in the United States of America. Those standards require that we plan and
perform an audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. 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 audit provides 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 DCS Battery Sales Ltd. as of
October 31, 2002 and the results of its operations and its cash flows for the
period then ended in conformity with generally accepted accounting principles in
the United States of America.
Toronto, Canada "MINTZ & PARTNERS LLP"
March 26, 2004
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DCS BATTERY SALES LTD.
Balance Sheet
October 31, 2002
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Assets
Current assets
Accounts receivable $ 9,506
Inventory 1,311
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Total assets $ 10,817
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Liabilities and Stockholders' Equity
Current liabilities
Accounts payable $ 6,002
Accrued liabilities 229
Income taxes payable 917
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Total current liabilities 7,148
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Stockholders' Equity
Class A shares, no par value, unlimited shares authorized,
one share issued and outstanding (note 2) 1
Class B shares, no par value, unlimited shares authorized,
no shares issued and outstanding (note 2) -
Retained earnings 3,668
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Total stockholders' equity 3,669
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Total liabilities and stockholders' equity $ 10,817
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See notes to financial statements
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DCS BATTERY SALES LTD.
Statement of Operations
For the period from June 10, 2002 to October 31, 2002
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Sales $ 8,884
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Cost of goods sold 4,299
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Gross profit 4,585
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Net income before taxes 4,585
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Provision for current income taxes (917)
Net income and retained earnings at end of period $ 3,668
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Earnings per share of common stock $ 3,668
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Weighted average number of common shares outstanding 1
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See notes to financial statements
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DCS BATTERY SALES LTD.
Statement of Cash Flows
For the period from June 10, 2002 to October 31, 2002
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Cash flows from operating activities
Net income $ 3,668
Adjustment to reconcile net income to net cash
(used) by operating activities
Changes in operating assets and liabilities
Accounts receivable (9,506)
Inventory (1,311)
Income taxes payable 917
Accounts payable and accrued liabilities 6,231
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Net cash (used) by operating activities (1)
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Cash flows from financing activities
Issuance of common stock 1
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Net cash provided by financing activities 1
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Net increase (decrease) in cash -
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Cash, end of period $ -
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There is no supplemental disclosure of non-cash financing activities as there
were no such activities.
See notes to financial statements
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DCS BATTERY SALES LIMITED
Notes to Financial Statements
October 31, 2002
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
DESCRIPTION OF BUSINESS
The Company commenced selling batteries and ancillary electronic products in
Canada on June 10, 2002 and ceased doing so on October 31, 2002.
BASIS OF PRESENTATION
The financial statements have been prepared in accordance with generally
accepted accounting principles in the United States.
USE OF ESTIMATES
Use of these accounting principles required management to make estimates and
assumptions that affect the reported amount of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the period.
These estimates are reviewed periodically, and, as adjustments become necessary,
they are reported in earnings in the period in which they become known. The
financial statements reflect the following policies.
REVENUE
Revenue from the sale of products is recognized at the time of delivery when all
requirements of a completed transaction have been met.
INVENTORY
Batteries and ancillary electronic products inventory is recorded at the lower
of cost and net realizable value with cost being determined on the first-in,
first-out basis.
INCOME TAXES
The Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards (SFAS) No. 109, Accounting for Income Taxes. Under SFAS No.
109, deferred tax assets and liabilities are determined based on temporary
differences between the financial statement and tax bases of assets and
liabilities and net operating loss and credit carryforwards using enacted tax
rates in effect for the year in which the differences are expected to reverse.
Valuation allowances are established when necessary to reduce deferred tax
assets to the amounts expected to be realized. A provision for income tax
expense is recognized for income taxes payable for the current period, plus the
net changes in deferred tax amounts.
EARNINGS PER SHARE
For the ten month period ended October 31, 2002, net income per share has been
computed using the net income for the period divided by the weighted average
number of shares outstanding.
Diluted loss per share is not presented as the Company has no diluting items.
OTHER COMPREHENSIVE INCOME
The Company does not have any other comprehensive income items.
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DCS BATTERY SALES LIMITED
Notes to Financial Statements (continued)
October 31, 2002
FOREIGN CURRENCY TRANSLATION
The functional currency of the Company is Canadian dollars. Certain purchases
are made in US dollars and have been translated into Canadian dollars, the
reporting currency, in accordance with Statement of Financial Accounting
Standards No. 52 "Foreign Currency Translation". Monetary assets and liabilities
are translated at the exchange rate at the balance sheet date and revenue and
expenses are translated at the exchange rate at the date those elements are
recognized.
NOTE 2 - CAPITAL STOCK
The Company was incorporated by articles of amendment dated June 10, 2002 under
the laws of province of Ontario, Canada.
The Company is authorized to issue an unlimited number of Class A and Class B
shares having the following rights, privileges, restrictions and conditions.
Class A
- without nominal or par value
- right to vote at all meetings of shareholders
- entitled to receive dividends on Class A shares as and when declared
by the board of directors
Class B
- not entitled to vote at any meetings of shareholders
- retractable by the Company and redeemable at the option of the holder
- shall rank senior to Class A shares in declaration and payment of
dividends
- entitled to receive dividends on Class B shares as and when declared
by the board of directors
Outstanding Class A shares: one
Outstanding Class B shares: none
NOTE 3 - INCOME TAXES
The Company's combined federal and provincial income tax rate is approximately
20% on income eligible as a Canadian controlled private corporation.
NOTE 4 - FAIR VALUE OF FINANCIAL INSTRUMENTS
The carrying value of accounts receivable, accounts payable and accrued
liabilities and income taxes payable approximates fair value because of the
short maturity of these instruments. Unless otherwise noted, it is management's
opinion that the Company is not exposed to significant interest, currency or
credit risk arising from these financial instruments.