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Exhibit 7.5
DECADE BATTERY LTD.
DCS BATTERY SALES LTD.
DCS ELECTRONICS LIMITED
PRIME BATTERY PRODUCTS LIMITED
Combined Statement of Battery Operations
December 31, 2002
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DECADE BATTERY LTD.
DCS BATTERY SALES LTD.
DCS ELECTRONICS LIMITED
PRIME BATTERY PRODUCTS LIMITED
Combined Statement of Battery Operations
January 1, 2002 to December 31, 2002
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<Caption>
Prime
Decade DCS Battery
Battery DCS Battery Electronics Products
Ltd. Sales Ltd. Limited Limited Adj. Combined
------------- -------------- --------------- ------------- -------------- --------------
Sales $ 298,127 8,884 331,767 304,030 (109,267) 833,541
Cost of goods sold 258,204 4,299 308,437 256,892 (109,267) 718,565
------------- -------------- --------------- ------------- -------------- --------------
Gross profit 39,923 4,585 23,330 47,138 - 114,976
------------- -------------- --------------- ------------- -------------- --------------
Selling, general
& administrative expenses - - 363,526 40,296 - 403,822
------------- -------------- --------------- ------------- -------------- --------------
Net income before taxes $ 39,923 4,585 (340,196) 6,842 - (288,846)
Provision for current
income taxes (7,985) (917) - (3,010) - (11,912)
------------- -------------- --------------- ------------- -------------- --------------
Net income/(loss) $ 31,938 3,668 (340,196) 3,832 - (300,758)
------------- -------------- --------------- ------------- -------------- --------------
------------- -------------- --------------- ------------- -------------- --------------
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DECADE BATTERY LTD.
DCS BATTERY SALES LTD.
DCS ELECTRONICS LIMITED
PRIME BATTERY PRODUCTS LIMITED
Notes to Combined Statement of Battery Operations
January 1, 2002 to December 31, 2002
BASIS OF PRESENTATION
The Combined Statement of Battery Operations for the period when the battery
sales operations commenced on January 1, 2002 until December 31, 2002 the point
in time which the business was sold to Pivotal Self-Service Technologies Inc.,
contains the revenues and direct expenses for the battery business conducted
through Decade Battery Ltd., DCS Battery Sales Ltd., DCS Electronics Limited and
Prime Battery Products Limited. The Statement of Battery Operations includes all
revenues related to the battery business and all directly related costs of sales
and other selling, general and administrative costs associated with producing
the revenues. Costs not directly related to the battery business have been
excluded.
For the period January 1, 2002 to October 31, 2002, the battery sales operations
were conducted through Decade Battery Ltd., DCS Battery Sales Ltd. and DCS
Electronics Limited. These entities are owned by David C. Simmonds. Effective
October 31, 2002 Decade Battery Ltd. and DCS Battery Sales Ltd. ceased
operations. In addition, DCS Electronics Limited, which had non-battery sales
operations, ceased selling battery products effective October 31, 2002. The
battery sales operations were effectively conducted through Prime Battery
Products Limited beginning on November 1, 2002.
On December 31, 2002, Pivotal Self-Service Technologies Inc. acquired the
battery business from David C. Simmonds.
Pivotal Self-Service Technologies Inc. (at December 31, 2002) and Prime Battery
Products Limited (at November 1, 2002) did not acquire any assets or liabilities
of the battery business held by Decade Battery Ltd. DCS Battery Sales Ltd., or
DCS Electronics Limited. However, the assets and liabilities of Prime Battery
Products Limited as at December 31, 2002 were acquired by Pivotal Self-Service
Technologies Inc. (please see Exhibit 7.4 herein for audited information of
assets and liabilities acquired by Pivotal on December 31, 2002).
During the period January 1, 2002 through October 31, 2002, battery purchases
were financed by 541445 Ontario Limited, a third party. Financing of battery
purchases during the period November 1, 2002 through December 31, 2002, were
provided by Pivotal Self-Service Technologies Inc. In addition during the two
month period ended December 31, 2002, Prime Wireless Corporation a subsidiary of
Pivotal Self-Service Technologies Inc. paid for certain operating costs on
behalf of Prime Battery Products Limited.
The battery business was operated during the period January 1, 2002 through
October 31, 2002, utilizing infrastructure including logistics, accounting,
marketing and administrative support available from DCS Electronics Limited.
During the period November 1, 2002 through December 31, 2002, logistics and
selling support was provided by representatives of DCS Electronics Limited
financed by a profit sharing arrangement with Prime Battery Products Limited and
additional accounting and administrative support from Pivotal Self-Service
Technologies Inc. on a fee basis.
The functional currency of the battery business 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". Revenue and expenses are
translated at the exchange rate at the date those elements are recognized.