TITAN TRADING ANALYTICS INC. CONSOLIDATED FINANCIAL STATEMENTS OCTOBER 31,1995 Collins Barrow Chartered Accountants Suite 800 1030 West Georgia Street Vancouver, Canada V6E 3B9 AUDITORS' REPORT To the Shareholders of Titan Trading Analytics Inc. We have audited the consolidated balance sheets of Titan Trading Analytics Inc. as at October 31, 1995 and 1994 and the consolidated statements of operations and deficit and changes in financial position 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 generally accepted auditing standards. Those standards require that we plan and perform an audit to obtain reasonable assurance 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. In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the company as at October 31, 1995 and 1994 and the results of its operations and changes in financial position for the years then ended in accordance with generally accepted accounting principles, As required by the Company Act (B.C.), we- report that, in our opinion, these principles have been applied on a consistent basis. /S/ Collins Barrow CHARTERED ACCOUNTANTS Vancouver, Canada December 15, 1995 Founding Member of Moores Rowland International Represented in 60 Countries TITAN TRADING ANALYTICS INC. (Incorporated under the laws of British Columbia) CONSOLIDATED BALANCE SHEET OCTOBER 31,1995 ASSETS 1995 1994 Current assets Cash and short-term investments $ 873,552 $ 80,757 Accounts receivable 12,681 2,641 Prepaid expenses (note 3) 39,285 -- --------- -------- 925,518 83,398 Capital assets (note 4) 51,720 23,038 --------- -------- $ 977,238 $106,436 --------- -------- LIABILITIES Current liabilities Accounts payable and accrued liabilities $ 22,798 $ 5,493 --------- -------- SHAREHOLDERS' EQUITY Share subscriptions received (note 5) $ 30,000 176,000 Share capital (note 5) 1,314,901 1 Deficit (390,461) (75,058) --------- -------- 954,440 100,943 $ 977,238 $ 106,436 --------- -------- Approved by the Directors /S/ Michael Paauwe, Director /S/ Michael Gossland, Director See accompanying notes to the consolidated financial statements. TITAN TRADING ANALYTICS INC. CONSOLIDATED STATEMENT OF OPERATIONS AND DEFICIT FOR THE YEAR ENDED OCTOBER 31, 1995 1994 1995 (note 1) Revenue Software sales $ 11,165 $ -- Interest and other income 9,490 -- --------- --------- 20,655 -- --------- --------- Expenses Advertising 32,288 -- Amortization 11,104 4,065 Bank charges 768 -- Consulting fees 30,000 -- Management fees 34,160 11,778 Marketing and promotion 12,964 -- Office 12,735 3,359 Professional fees 12,587 5,564 Rent 5,715 3,550 Research and development (note 6) 161,442 43,376 Salaries and benefits 9,977 -- Telephone 8,434 1,151 Travel 8,884 2,215 --------- --------- 336,058 75,058 --------- --------- Net loss for the period (315,403) (75,058) Deficit, beginning of the period (75,058) -- --------- --------- Deficit, end of the period $ (390,461) $(75,058) --------- --------- Net loss per share for the period $ (.78) $(75,058) (note 8) --------- --------- See accompanying notes to the consolidated financial statements. TITAN TRADING ANALYTICS INC. CONSOLIDATED STATEMENT OF CHANGES IN FINANCIAL POSITION FOR THE YEAR ENDED OCTOBER 31,1995 1994 1995 (note 1) Cash from operating activities Net loss for the period $ (315,403) $ (75,058) Item not involving cash Amortization 11,104 4,065 --------- --------- (304,299) (70,993) Net change in non-cash working capital balances (32,020) 2,852 --------- --------- (336,319) (68,141) --------- --------- Cash used in investing activities Acquisition of capital assets (39,786) (27,103) --------- --------- Cash from financing activities Share subscriptions received and issuance of Common shares 1,168,900 176,001 --------- --------- Increase in cash during the period 792,795 80,757 Cash and short-term investments, beginning of the period 80,757 -- Cash and short-term investments, end of the period $ 873,552 $ 80,757 --------- --------- See accompanying notes to the consolidated financial statements. TITAN TRADING ANALYTICS INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OCTOBER 31,1995 1. General information The company was incorporated on November 30, 1993 as KBK No. 24 Ventures Ltd. and changed its name to Titan Trading Analytics Inc. on November 14, 1994. The company commenced operations in May 1994 and accordingly the comparative figures are for the period from May 1994 to October 31, 1994. The company develops and markets financial software systems. 2. Significant accounting policies a) Consolidation - The financial statements include the accounts of the company and of its wholly-owned inactive subsidiary, Titan Trading Corp. b) Capital assets - Capital assets are recorded at coot and amortized at the following annual rates: Computer equipment - 30% declining balance Furniture and equipment - 20% declining balance Copyrights and trademarks - 20% Straight line c) Research and development - Research costs are expensed when incurred. Development costs are expensed when incurred unless a commercial product is developed for which adequate resources exist to market the product. d) Foreign currency translation - Foreign currency transactions are translated using the temporal method, whereby: i) monetary items are translated at the rate of exchange in effect at the balance sheet date; ii) non-monetary items are translated at historical exchange rates; and iii) revenue and expense items are translated at the average rate of exchange for the year. 3. Prepaid expenses Prepaid expenses includes prepaid royalties of $10,000 paid pursuant to an agreement entered into by the company during the year. TITAN TRADING ANALYTICS INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OCTOBER 31,1995 4. Capital assets 1995 --------------------------------------- Accumulated Cost Amortization Net ---------- ------------ ---------- Computer equipment $ 52,643 $ 14,345 $ 38,298 Furniture and equipment 4,246 824 3,422 Copyrights and trademarks 10,000 -- 10,000 ---------- ------------ ---------- $ 66,889 $ 15,169 $ 51,720 ---------- ------------ ---------- 1994 --------------------------------------- Accumulated Cost Amortization Net ---------- ------------ ---------- Computer equipment $ 25,289 $ 3,793 $ 21,496 Furniture and equipment 1,814 272 1,542 ---------- ------------ ---------- $ 27,103 $ 4,065 $ 23,038 ---------- ------------ ---------- 5. Share capital 1995 1994 ---- ---- Authorized 100,000,000 Common shares, without par value Issued 4,114,001 (1994 - 1) Common shares $ 1,314,901 $ 1 ----------- ------- During the year the company changed its authorized share capital from 10,000 Common shares without par value. During the year the company issued the following Common shame for cash. Number of Common Shares Consideration ----------------------- ------------- 2,600,000 $ 650,000 614,000 214,900 900,000 450,000 --------- ----------- 4,114,000 $ 1,314,900 --------- ----------- During the year the company received share subscriptions for, and allotted, 3,000,000 Common shares at $.01 per share which, when issued, will be held in escrow with their release being subject to regulatory approval, At October 31, 1995 the shares had not been issued. Subsequent to October 31, 1995 the company issued 52,000 Common shares for $13,000 pursuant to a share subscription received during the year. In 1994 the company received share subscriptions for 704,000 Common shares at $.25 per share and during 1995 the shares were issued. See note 10. TITAN TRADING ANALYTICS INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OCTOBER 31, 1995 6. Research and development 1995 1994 ---- ---- Computer services and software $ 10,709 $ 6,268 Contract services 115,000 32,500 Other 26,133 4,608 Product research 6,100 -- Rent 3,500 -- --------- -------- $ 161,442 $ 43,376 --------- -------- 7. Income taxes The financial statements do not reflect the potential tax reductions which may be available through the application of losses of $379,000 carried forward against future years' earnings otherwise subject to income taxes. The losses expire as follows: 2001 $ 65,000 2002 314,000 --------- $ 379,000 --------- 8. Loss per share The loss per share is calculated on the basis of the weighted average number of shares outstanding during the year of 405,764 (1994 - 1). At October 31, 1995 there were 4,114,001 shares outstanding (1994 - 1). See note 5. 9. Related party transactions Included in the statement of operations and deficit am the following transactions with related individuals. 1995 1994 ---- ---- Expenses Consulting fees $ 30,000 $ -- Management fees $ 32,600 $ 7,500 Office $ 2,300 $ -- Rent $ 4,200 $ 1,750 Research and development $ 57,500 $22,500 At October 31, 1995 $6,427 (1994 - $1,750) due to related individuals is included in accounts payable and accrued liabilities. During the year the company purchased copyrights, trademarks, and other rights under an agreement for $20,000 from a related individual. During 1994 the company purchased a capitol asset for $2,400 from a related individual. TITAN TRADING ANALYTICS INC. NOTES TO THE CONSOLIDATED FINANCIAL SIATEMENTS OCTOBER 31, 1995 10. Subsequent events Subsequent to October 31, 1995 the company continued to take steps in connection with its plan to file a preliminary prospectus in British Columbia and Alberta for the purpose of completing an initial public offering of the company's Common shares. See note 5.