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EXHIBIT 99.1 |
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Financial Statements of Business Acquired: |
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Page |
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1. |
The Combined Companies of Televideo, Inc. and MGB Entertainment, Inc. |
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Report of Independent Accountants |
F-1 |
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Combined Balance Sheets as of December 31, 1999 and June 30, 2000 (unaudited) |
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Combined Statements of Operations for the year ended December 31, 1999 and for six months ended June 30, 2000 and 1999 (unaudited) |
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Combined Statements of Cash Flows for the year ended December 31, 1999 and for six months ended June 30, 2000 and 1999 (unaudited) |
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Notes to Financial Statements |
F-5 - F-6 |
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2. |
Pro Forma Financial Information |
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Unaudited Pro Forma Combined Balance Sheet as of December 31, 1999 |
F-7 |
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Unaudited Pro Forma Combined Statement of Operations for the year ended December 31, 1999 |
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Notes to Unaudited Pro Forma Financial Statements |
F-9 |
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Unaudited Pro Forma Combined Balance Sheet as of June 30, 2000 |
F-10 |
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Unaudited Pro Forma Combined Statement of Operations for the six month period ended June 30, 2000 |
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Notes to Unaudited Pro Forma Financial Statements |
F-12 |
______________________________________________________________________________
To the Board of Directors and Stockholders of
MGB Entertainment, Incorporated
We have audited the accompanying balance sheet of MGB Entertainment, Incorporated (a Texas corporation) as of December 31, 1999, and the related statements of income, retained earnings, and cash flows for the year 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. Those standards require that we 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 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 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 MGB Entertainment, Incorporated as of December 31, 1999, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Frank A. Kuhn,
Certified Public Accountant
San Antonio, Texas
August 31, 2000
F-1
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Televideo, Inc. and MGB Entertainment, Inc.
Combined Balance Sheets
December 31, |
June 30, 2000 |
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Assets |
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Current assets |
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Cash |
$ |
$ 253 |
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Accounts receivable-trade |
17,899 |
31,630 |
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Total current assets |
17,899 |
31,883 |
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Property and equipment |
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Furniture, fixtures and equipment |
371,389 |
372,289 |
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Less accumulated depreciation |
(307,059) |
(319,159) |
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Net property and equipment |
64,330 |
53,130 |
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Other asset - programming inventory |
103,500 |
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Total Assets |
$ 82,229 |
$ 188,513 |
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Liabilities and Stockholders' Equity |
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Current liabilities |
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Trade payables |
$ 8,697 |
$ 198,974 |
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Current maturities of long-term debt |
22,831 |
22,831 |
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Line of credit |
100,000 |
100,000 |
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Loans from shareholders |
141,022 |
33,190 |
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Total current liabilities |
272,550 |
352,287 |
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Long-term debt |
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Notes payable |
20,088 |
20,142 |
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Total long-term debt |
20,088 |
20,142 |
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Stockholders' equity (deficit) |
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Common stock |
100 |
1,100 |
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Additional paid in capital |
13,248 |
13,248 |
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Retained earnings (deficit) |
(223,757) |
(198,264) |
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Total stockholders' equity |
(210,409) |
(183,916) |
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Total liabilities and stockholders' equity |
$ 82,229 |
$ 188,513 |
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Notes to financial statements form an integral part of this statement. |
F-2
______________________________________________________________________________
Televideo, Inc. and MGB Entertainment, Inc.
Combined Statement of Income
Year Ended |
Six Month |
Six Month |
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Revenue |
$ 47,157 |
$ 282,572 |
$ 46,973 |
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Operating expenses |
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Administrative expenses |
23,066 |
157,327 |
17,362 |
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Salaries and wages |
21,250 |
87,652 |
13,308 |
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Depreciation |
35,575 |
12,100 |
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Total expenses |
79,891 |
257,079 |
30,670 |
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Income/ Loss from Operations |
$ (32,734) |
$ 25,493 |
$ 16,303 |
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Notes to financial statements form an integral part of this statement. |
F-3
______________________________________________________________________________
Televideo, Inc. and MGB Entertainment, Inc.
Combined Statements of Cash Flows
Year Ended |
Six Month |
Six Month |
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Net Income (Loss) |
$ (32,734) |
$ 25,493 |
$ 16,303 |
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Add (deduct) items not affecting cash flows: |
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Depreciation |
35,575 |
12,100 |
1,850 |
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Changes in operating assets and liabilities |
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Receivables |
1,007 |
(13,731) |
(71,638) |
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Trade Payables |
(29,804) |
190,277 |
(38,500) |
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Other assets - Programming Inventory |
- |
(103,500) |
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Cash flows provided by (used in) operating activities |
(25,956) |
110,639 |
(91,985) |
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Purchase of property and equipment |
(92,860) |
(900) |
- |
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Cash flow used in investing activities |
(92,860) |
(900) |
- |
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Proceeds from line of credit |
100,000 |
100,000 |
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Loans from shareholders |
13,785 |
(106,823) |
- |
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Payments on long term debt |
(24,390) |
(2,654) |
(37,111) |
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Cash flows provided by (used in) financing |
89,395 |
(109,486) |
62,889 |
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Increase (decrease) in cash |
(29,421) |
253 |
(29,096) |
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Beginning cash |
29,421 |
-0- |
29,421 |
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Ending cash |
$ -0- |
$ 253 |
$ 325 |
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F-4
______________________________________________________________________________
Televideo, Inc. and MGB Entertainment, Incorporated
Combined Notes to Financial Statements
(The information subsequent to and as of June 30, 2000 and for the six months ended June 30, 1999 and 2000 is unaudited)
1. |
Summary of Significant Accounting Policies |
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Nature of Operations |
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The Company generates substantially all of its revenue through the production of entertainment videos and management of entertainment acts primarily for customers of Spanish language entertainment. |
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Revenue |
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Revenue from entertainment videos is recognized when videos are broadcast. Revenue from management of entertainment acts is recognized when acts are performed. |
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Property and Equipment |
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Property and equipment are presented at cost. Depreciation of property and equipment is provided using the straight-line for financial reporting purposes at rates based on the following estimated useful lives: |
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Machinery and equipment |
5 years |
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Transportation equipment |
5 years |
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Furniture and fixtures |
7 years |
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Income Taxes |
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The Company has elected with the Internal Revenue Service to be taxed under the provision of Subchapter S. The taxable income of the Company is therefore reported by the individual shareholders and any corresponding tax is the responsibility of the respective shareholder. Consequently, no provision for federal income taxes is presented on these financial statements. |
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Use of Estimates |
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The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. |
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F-5
______________________________________________________________________________
Unaudited Interim Financial Statements |
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The unaudited interim combined financial statements as of June 30, 2000 and for the six months ended June 30, 1999 and 2000 have been prepared in accordance with generally accepted accounting principles for interim financial information and with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. They do reflect all adjustments (consisting only of normal recurring entries), which, in the opinion of the Company's management, are necessary for a fair presentation of the results for the interim periods presented. |
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The results of operations for the six month period ended June 30, 2000, are not necessarily indicative of the results that may be expected for any other interim period or for the full year. |
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2. |
Line of Credit |
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The Company has a line of credit provided by Texas State Bank - Harlingen. The balance at December 31, 1999 and June 30, 2000 is $100,000. The line bears interest at prime plus 1% (9.5% at December 31, 1999). The Line is secured by guarantees of the principle stockholders. |
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3. |
Related Party Transactions |
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From time to time as economic circumstances require the stockholders have loaned cash to the business for the purpose of meeting current obligations. The Company generally repays the advances as cash becomes available. As of December 31, 1999 and June 30, 2000, the Company owed stockholders $141,022 and $33,190, respectively. |
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4. |
Long-term Debt |
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The Company has a note payable to Texas State Bank - Harlingen secured by substantially all machinery and equipment. This note bears interest at 8.5% and matures on April 22, 2002. The note requires monthly payments of $1,897. The balance at December 31, 1999 is $40,677. The current maturities of this note (the principle scheduled for repayment within one year) are $20,123. |
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The Company also has a note payable to Ford Motor Credit Company secured by a vehicle. At December 31, 1999 the balance of the note is $2,242 and matures May 18, 2000. |
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F-6
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