Exhibit 99.2
Lithium Corporation
(An Exploration Stage Company)
Pro-Forma Consolidated Financial Statements
July 31, 2009
LITHIUM CORPORATION
(AN EXPLORATION STAGE COMPANY)
INTRODUCTION AND BASIS OF PRESENTATION
FOR PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
The following pro forma consolidated financial statements give effect to the
acquisition of Nevada Lithium Corporation (called "Nevada Lithium") by Lithium
Corporation (called "Lithium").
By Agreement and Share Purchase Agreement dated October 9, 2009, Lithium, a
public corporation incorporated in Nevada on January 30, 2007, acquired 100% of
the issued and outstanding shares of Nevada Lithium, a private corporation
incorporated in Nevada on March 16, 2009, in exchange for 12,350,000 shares of
common stock of the Company representing 17.7% of its total issued and
outstanding shares at the time.
The acquisition of Nevada Lithium by Lithium is considered an acquisition and
was accounted for as such with Lithium being treated as the accounting and legal
parent and Nevada Lithium being treated as the accounting and legal subsidiary.
This means the consolidated results of operations of Lithium going forward will
include those of Lithium for the period from its inception on January 30, 2007
and those of Nevada Lithium since the date of the acquisition, October 9, 2009.
The following pro forma consolidated balance sheet includes the balance sheets
of Lithium and Nevada Lithium as of July 31, 2009, as if the acquisition of
Nevada Lithium occurred on that date.
The pro forma consolidated balance sheet and statement of net loss should be
read in conjunction with the separate historical audited financial statements
for both Lithium and Nevada Lithium, appearing elsewhere herein, as follows:
(i) for Lithium, audited financial statements for the years ended December
31, 2008 and 2007, as filed recently in Form 10K-SB;
(ii) for Nevada Lithium, audited financial statements for the year ended
July 31, 2009
The fiscal year ends of Lithium is June 30 and Nevada Lithium is July 31. The
pro forma condensed consolidated statement of net loss and deficit of Lithium is
within the allowable 135 days of its most recent year end. The pro forma balance
sheet and earnings (loss) per share data of Lithium and Nevada Lithium are
indicative of its consolidated financial position, had the acquisition occurred
on July 31, 2009.
LITHIUM CORPORATION
(An Exploration Stage Company)
PRO FORMA CONSOLIDATED BALANCE SHEET
As at July 31, 2009
Nevada Pro-Forma Pro-Forma
Lithium Lithium Adjustments Consolidated
------- ------- ----------- ------------
(A) (B) (Note 2)
$ $ $ $
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 1,559 $ 39,062 $ 40,621
Other current assets 2,300 26,628 28,928
------- -------- ----------
3,859 65,690 69,549
EQUIPMENT AND SOFTWARE 12,000 714 12,714
MINERAL PROPERTIES -- 196,147 (a) 2,587,500 2,709,692
(b) (73,955)
------- -------- ---------- ----------
$15,859 $262,551 $2,513,545 $2,791,955
======= ======== ========== ==========
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 3,848 $ 19,133 $ 22,981
Loan payable -- 169,463 169,463
Due to shareholders 10,500 -- 10,500
------- -------- ----------
14,348 188,596 202,944
------- -------- ----------
STOCKHOLDERS' EQUITY
CAPITAL STOCK
Authorized -
3,000,000,000 common shares $0.001 par value;
58,550,000 issued and outstanding 4,470 10,350 (a) 10,350 58,550
(b) (10,350)
(c) 263,730
(d) (220,000)
ADDITIONAL PAID IN CAPITAL 62,530 87,150 (a) 2,577,150 2,595,950
(b) (87,150
(c) (263,730)
(d) 220,000
DEFICIT (65,489) (23,545) (b) 23,545 (65,489)
------- -------- ---------- ----------
1,511 73,955 2,513,545 2,589,011
------- -------- ---------- ----------
$15,859 $262,551 $2,513,545 $2,791,955
======= ======== ========== ==========
The accompanying notes are an integral part of
these pro forma financial statements
LITHIUM CORPORATION
(An Exploration Stage Company)
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the Period Ended July 31, 2009
Nevada Pro-Forma
Lithium Lithium Consolidated
------- ------- ------------
$ $ $
(A) (B)
Net Loss (33,534) (23,545) (b) 23,545 (33,534)
Retained Earnings (Deficit), Beginning (31,955) -- (31,955)
----------- ----------- ------- -----------
Deficit, End (65,489) (23,545) (b) 23,545 (65,489)
=========== =========== ======= ===========
Basic and diluted net loss per share $ (0.00) $ (0.00) $ (0.00)
=========== =========== ===========
Weighted average number of
common shares outstanding 4,470,000 10,119,203 58,550,000
=========== =========== ===========
The accompanying notes are an integral part of
these pro forma financial statements
LITHIUM CORPORATION
(An Exploration Stage Company)
PRO FORMA CONSOLIDATED NOTES TO FINANCIAL STATEMENTS
As at July 31, 2009
NOTE 1 - SHARE EXCHANGE TRANSACTION
On October 9, 2009, Lithium a public shell company, entered into a share
exchange agreement with Nevada Lithium, a private corporation, whereby 100% of
the shares of Nevada Lithium were exchanged for 10,350,000 shares of Lithium
common. There was no change in beneficial ownership of Lithium as a result of
the transaction and accordingly, the acquisition of Nevada Lithium by Lithium is
considered an acquisition and was accounted for as a such.
NOTE 2 - PRO FORMA ADJUSTMENTS
The pro forma adjustments to the consolidated balance sheet give effect to the
acquisition of Nevada Lithium as if the transactions had occurred at July 31,
2009.
Balance Sheet as of July 31, 2009
A. Derived from the audited balance sheet of Nevada Lithium as of July
31, 2009.
B. Derived from the reviewed balance sheet of Lithium as of June 30,
2009.
a. Issuance of 10,350,000 shares at a value of $0.25 per share.
Allocated to assets and liabilities at fair value.
b. Elimination of share capital and retained earnings of Lithium.
c. Forward split at 60 new shares for 1 old share.
d. Cancellation of 220,000,000 common shares.