Light Management Group Inc.
CONSOLIDATED FINANCIAL STATEMENTS
December 31, 1999
TABLE OF CONTENTS
PAGE
INDEPENDENT AUDITORS' REPORT................................ 1
BALANCE SHEET............................................. 2-3
STATEMENT OF OPERATIONS..................................... 4
STATEMENT OF STOCKHOLDERS' EQUITY........................... 5
STATEMENT OF CASH FLOWS...................................... 6
NOTES TO FINANCIAL STATEMENTS............................... 7
James E. Slayton, CPA
2858 W EST Market Street
Suite C
FAIRLAWN, Ohio 44333
INDEPENDENT AUDITORS' REPORT
Board of Directors March 16, 2000
Light Management Group Inc. (the Company)
I have audited the Consolidated Balance Sheet of Light Management
Group Inc., as of December 31, 1999, and the related Consolidated Statements of
Operations, Stockholders' Equity and Cash Flows for the year ending December 31,
1999. These financial statements are the responsibility of the Company's
management. My responsibility is to express an opinion on these financial
statements based on my audit. The financial statements of Light Management
Group, Inc. as of December 31, 1998, were audited by other auditors whose report
dated January 26, 1999, expressed an unqualified opinion on those statements and
was furnished to us, and our opinion, insofar as it relates to the amounts
included from December 31, 1998, is based solely on the report of the other
auditors.
I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the 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 statement presentation. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. I believe that my audit and the report of other auditors provide
provides a reasonable basis for our opinion.
In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Light Management Group,
Inc., at December 31, 1999, and the results of its operations and cash flows for
the year ended in conformity with generally accepted accounting principles.
James E. Slayton, CPA
Ohio License ID# 04-1-15582
Light Management Group Inc.
CONSOLIDATED BALANCE SHEET
as at December 31, 1999 and December 31, 1998
ASSETS
Unaudited
December 31, 1999 December 31, 1998
Current Assets
Receivables 1,366,038.00 0.00
Prepaid Expenses 11,227.00 0.00
Other Current Assets 4,279.00 0.00
----------------- ---------------------
Total Current Assets 1,381,544.00 0.00
OTHER ASSETS
Property and Equipment (net of depreciation) 656,045.00 0.00
--------------------- -------------------
Total Other Assets 656,045.00 0.00
TOTAL ASSETS 2,037,589.00 0.00
See accompanying notes to financial statements
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Light Management Group Inc.
CONSOLIDATED BALANCE SHEET
as at December 31, 1999 and December 31, 1998
Unaudited
LIABILITIES & EQUITY
Current Liabilities
Accounts Payable 610,509.00 4,451.00
Accrued Liabilities 30,662.00 0.00
------------------- ---------------------
Total Current Liabilities 641,171.00 4,451.00
Non Current Liabilities
Due to Omega 145,093.00 0.00
Loans Payable 86,401.00 1,000.00
------------------- ---------------------
Total Non Current Liabilities 231,494.00 1,000.00
Total Liabilities 872,665.00 5,451.00
EQUITY
Common Stock, authorized 100,000,000 common shares;
common shares; issued and outstanding at 12/31/99,
16,177,424 210,328.00 159,000.00
Additional paid in capital 1,500,537.00 277,114.00
Retained Earnings (545,941.00) (441,565.00)
Total Stockholders' Equity 1,164,924.00 (5,451.00)
-------------------- ---------------------
TOTAL LIABILITIES & OWNER'S EQUITY 2,037,589.00 0.00
==================== =====================
See accompanying notes to financial statements
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Light Management Group Inc.
CONSOLIDATED STATEMENT OF OPERATIONS
FOR YEARS ENDING DECEMBER 31, 1999 AND DECEMBER 31, 1998
Unaudited
REVENUE
Sales $1,061,572.00 $0.00
COSTS AND EXPENSES
General and Administrative 664,159.00 1,631.00
Management Salaries 145,833.00 0.00
Salaries and Wages 160,518.00 0.00
Advertising 100,151.00 0.00
Depreciation Expense 54,345.00 0.00
Interest Expense 40,942.00 0.00
Total Costs and Expenses 1,165,948.00 1,631.00
Other Income (Expense):
Net Income or (Loss) ($104,376.00) ($1,631.00)
Weighted average number of common shares
outstanding 15,568,611 7,950,000
Net Earnings Per Share (0.01) 0.00
See accompanying notes to financial statements
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Light Management Group Inc.
A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR YEAR ENDING
December 31, 1999
Additional Retained Total
Common Stock Paid-in Earnings or Stockholder's
Shares Amount Capital (Deficit) Equity
Balance December 31, 1997 7,950,000 $159,000.00 $277,144.00 ($493,934.00)
($3,820.00)
Net Loss for the year ($1,631.00) (1,631.00)
------------ ----------- ---------------- ----------------- ------------
Balance December 31, 1998 7,950,000 $159,000.00 $277,114.00 ($441,565.00)
($5,451.00)
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Reverse Split May, 1999 (5,300,000)
Issued for cash 10,527,424 51,328.00 51,328.00
Issued for acquisitions 3,000,000 1,223,423.00 1,223,423.00
Net Income (Deficit) January 1,
1999 to December 31, 1999 (104,376.00) (104,376.00)
----------------------------------------------------------------------------
Balance December 31, 1999 16,177,424 $210,328.00 $1,500,537.00 ($545,941.00)
$1,164,924.00
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=======
See accompanying notes to financial statements
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Light Management Group Inc.
STATEMENT OF CASH FLOWS
FOR YEAR ENDING DECEMBER 31, 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net income from operations (104,376.00) (1,631.00)
Adjustments to reconcile net income to net cash provided
Depreciation Expense 54,345.00 0.00
(Increase) Decrease in current assets (1,381,544.00) 0.00
Increase (Decrease) in current liabilities 641,171.00 631.00
Net Cash provided by Operating Activities (790,404.00) (1,000.00)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Property and Equipment (710,390.00) 0.00
Net cash provided by investing
activities (710,390.00) 0.00
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of Capital Stock 1,269,300.00 0.00
Increase in Loans Payable 231,494.00 0.00
Advances from controlling shareholder 1,000.00
Net cash provided by financing
activities 1,500,794.00 1,000.00
Net increase (decrease) in cash 0.00 0.00
Cash and cash equivalents, beginning
of period 0.00 0.00
Cash and cash equivalents, end of
year 0.00 0.00
See accompanying notes to financial statements
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Light Management Group Inc.
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
Triton Acquisition Corporation (formerly Triton Asset Management, Inc.)
(Company) was originally incorporated on March 4, 1985 under the laws of the
State of Florida as Vyquest International Capital, Inc. The Company was formed
for the purpose of seeking, investigating, and if warranted, acquiring an
interest in or merging with a suitable on-going business entity.
In 1989, the Company changed its corporate name to Triton Asset Management,
Inc. In 1991, concurrent with a pending transaction, the Company changed its
corporate name to Bio-Chem Technology, Inc. This pending transaction did not
consummate and, in 1993, the Company failed to file the required reports and pay
the requisite fees to the State of Florida and its corporate charter was
revoked. In September 1997, the Company reinstated its corporate charter and
changed its corporate name back to Triton Asset Management, Inc.
On December 28, 1998, the Company changed its State of Incorporation from
Florida to Nevada by means of a merger with and into Triton Acquisition
Corporation, a Nevada corporation formed solely for the purpose of effecting the
reincorporation.
Currently, the Company is organized under the laws of the State of Nevada, as
Light Management Group Inc. The Company is authorized to issue 100,000,000
shares of $.0001 par value common stock. The Company has issued and
outstanding 16,177,424 shares of its common stock.
In May of 1999, the Company purchased the outstanding stock of Laser Shows
Systems International, Inc.
The Company formerly reported as a developmental stage company. The Company
is producing significant revenues from its planned principal operations is not
now considered a development stage company.
The Company's transfer agent issued 2,650,000 shares of common in error, which
is being returned to the Company.
NOTE 2 - ACCOUNTING POLICIES AND PROCEDURES
Accounting polices and procedures have been determined except as follows:
1. The Company uses the accrual method of accounting, recording revenues when
invoiced and there is a realistic expectation of receiving payment.
2. Basic earnings per share is computed using the weighted average number of
shares of common stock outstanding. There were no items which would have
diluted earnings per share.
3. The Company has adopted December 31 as its fiscal year end.
4. The Company has not yet adopted any policy regarding payment of dividends.
No dividends have been paid since inception.
5. The Company has not yet adopted all accounting pronouncements issued. The
effect on the financial statements is deemed insignificant and immaterial and
there were no adjustments made to the financial statements.
6. Organization costs were expensed in 1999 to conform with accounting
policies.
7. The Company records its inventory at cost.
8. The preparation of financial statements in conformity with generally
accepted accounting principles requires that management make estimates and
assumptions which affect the reported amounts of assets and liabilities as at
the date of the financial statements and revenues and expenses for the period
reported. Actual results may differ from these estimates.
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Light Management Group Inc.
NOTES TO FINANCIAL STATEMENTS
9. The cost of plant and equipment is recorded at cost and depreciated over
the estimated useful life of the equipment utilizing the straight line method of
depreciation. The amount of depreciation recorded during this period was
$54,345.00.
10. The Company's Statement of Cash Flows is reported utilizing cash
(currency on hand and demand deposits) and cash equivalents( short-term, highly
liquid investments). The Company's Statement of Cash Flows is reported
utilizing the indirect method of reporting cash flows. There were no cash
equivalents during the reporting period.
11. The Company has adopted FASB 109 for reporting income taxes. The
Company's marginal tax rate is 30% with an effective tax rate for 1999 of 0%.
12. The Company's financial statements are stated in US Dollars. The balance
sheet was translated as at December 31, 1999. The income statement was
translated at an average exchange rate for the year of 1999.
NOTE 3 - GOING CONCERN
The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. Previously, the Company had no source of revenue and financial
reports included an explanatory paragraph regarding going concern. The Company
is now generating revenues through operations which exceed its expected
operating expenses for the next twelve months.
NOTE 4 - RELATED PARTY TRANSACTION
Since July 1997, a total of $178,800 consulting and management fees have been
incurred by the company and the previously operating company known as Laser Show
Systems International Inc. to a company related through a common shareholder.
All of these amounts have been capitalized as they were used in purchasing
equipment. During 1999, a company with a common director advanced the company
$145,093 which is recorded as a long term liability.
NOTE 5 - FOREIGN EXCHANGE RISK
The Company purchases its laser projection systems in U.S. dollars and is
therefore subject to foreign exchange fluctuations.
NOTE 6 - LITIGATION
The company and some of its officers are being sued by a shareholder of a
company that formerly had a contractual relationship with LaserShow Systems,
Moscow, who owned patents that have been transferred to LaserShow Systems(U.K.),
with whom the Company has a purchase agreement.
The Company and its officers denied all allegations and vigorously defended the
charges and has resolved the litigation.
NOTE 7 - SUBSEQUENT EVENTS
On March 24, 2000, the Company completed the purchase of a 100% interest in
Exclusive Advertising Inc. (Exclusive). Terms of the purchase called for the
issuance of 500,000 shares in the Company at a deemed value of $5.00 pr share.
Exclusive is an Ontario incorporated company active in advertising on the GO
transit system of Ontario. It has an exclusive contract to provide such
advertising. The contract has 4 years left and has a renewal clause for a
further five years. During 1999, the Company advanced Exclusive $115,085.00
which are shown on these statements as accounts receivable.
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