EX-99.1 2 a09-22584_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Company Contacts:

Investor Relations:

Roger Ward

Ron Both

V.P. of Marketing & Investor Relations

Managing Director

American Defense Systems, Inc.

Liolios Group, Inc.

Tel 516-390-5300, x326

Tel 949-574-3860

rward@adsiarmor.com

info@liolios.com

 

American Defense Systems Reports Record Second Quarter 2009 Financial Results

 

Record Revenue of $14 Million Drives Adjusted EBITDA to $1.1 Million or $0.03 Per Share

 

HICKSVILLE, N.Y. — August 12, 2009 — American Defense Systems, Inc. (ADSI) (AMEX: EAG), a leading provider of advanced transparent and opaque armor, architectural hardening and security products for Defense and Homeland Security, reported financial results for the second quarter ended June 30, 2009.

 

Q2 2009 Highlights

 

·      Revenues totaled a record $14.0 million, up 52% vs. Q2 2008

·      Income from operations totaled $1.3 million vs. $45,000 in Q2 2008

·      Contract backlog reached $48 million

 

Q2 2009 Financial Results

 

Revenues for the second quarter of 2009 increased 48% to a record $14.0 million from $9.5 million in the previous quarter, and increased 52% from $9.2 million in the same year-ago quarter.

 

Gross margin as a percentage of revenue for the second quarter was 38%, as compared to 43% in the previous quarter and 35% for the second quarter of 2008. The quarterly variation in gross margin is due primarily to the different mix of armor products sold in a particular quarter.

 

Income from operations totaled $1.3 million, an improvement from $40,000 in the previous quarter and $45,000 in the same period a year-ago.

 

Net loss totaled $2.6 million or $(0.07) per share, compared a loss of $1.3 million or $(0.03) per share in the previous quarter, and net income of $3.4 million or $0.09 per basic and diluted share in the same year-ago period.

 

Adjusted EBITDA for the quarter was $1.1 million or $0.03 per basic and diluted share, an improvement from a loss of $94,000 or $(0.00) per basic and diluted share in the previous quarter and a loss of $313,000 or $(0.01) per basic and diluted share in the same year-ago period (see the definition and important discussion about the presentation of adjusted EBITDA, a non-GAAP term, below).

 

Contract backlog at June 30, 2009 totaled $48 million, down 20% from $60 million at the end of the previous quarter and up 7% from $45 million at June 30, 2008.

 



 

Q2 2009 Operational Highlights

 

ADSI advanced in a number of areas during the second quarter of 2009, which are highlighted below:

 

·                  Received a $3.3 million contract from JCB Construction Equipment, the world’s largest privately-owned producer of construction machinery, for armored Crew Protection Kits (CPKs). The order is in fulfillment of new major U.S. Army and New Zealand Army contracts awarded to JCB. ADSI plans to deliver the order to JCB by October 2009.

 

·                  The $3.3 million JCB contract was in addition to a $10 million revenue expectation from JCB. ADSI announced this award on December 8, 2008 based on a $230 million procurement contract JCB was awarded by the US Army to equip approximately 800 JCB HMEEs.  During the second quarter of 2009, ADSI received and began processing an initial JCB order that represents approximately one-third of this $10 million revenue expectation, and plans to complete the order by the third quarter of 2009. On June 4, 2009, JCB announced the first nine of these 800 JCB HMEEs were deployed to Afghanistan by the U.S. Army (see: http://www.jcbna.com/news_and_events.htm?newsID=25). According to the JCB announcement, from this point forward, at least six HMEEs will be delivered every two weeks to various military installations around the globe.

 

·                  U.S. Marine Corps awarded ADSI a $30 million firm fixed price, indefinite delivery, indefinite quantity, three-year, sole-source contract to provide Add-on-Armor (AoA) CPKs and spare parts for various types of construction vehicles used in U.S. Marine Corps military operations.

 

·                  Awarded a three-year, $9.9 million, indefinite delivery, indefinite quantity, sole source contract by the U.S. Marine Corps Systems Command to install CPKs on Terex MAC-50 cranes, as well as supply spare parts and field service representatives (FSRs).

 

·                  ADSI’s physical security subsidiary, American Physical Security Group (APSG), received the highest level designation of Qualified Anti-Terrorism Technology for its Hi-Threat product line from the U.S. Department of Homeland Security (DHS). The Hi-Threat technology supports a product line of specially crafted doors, windows, louvers, and security stations designed to resist physical forced entry and bullets. The DHS designation also applies to APSG’s supervision of general contractor-provided installation services. The designation serves to reduce insurance costs and limit potential liabilities for the company, as well as its contractors and customers under the Safety Act.

 

Management Commentary

 

“This was another quarter of solid performance,” said Anthony J. Piscitelli, chairman and CEO of American Defense Systems, “which brought our revenues to a new record. Before the non-cash charges related to warrants and preferred stock dividends, we also posted a net profit as the result of generating the highest income from operations as a public company.”

 

“During the quarter, we finally received and began processing the first CPK orders from the world’s largest privately-owned producer of construction machinery, JCB Construction, in accordance with their contract with the U.S. Army. With this initial order, we’re more than a third of the way toward the $10 million revenue expectation we announced last November, and given their announced delivery ramp up, our revenue expectation will likely be increased over time.”

 

“While the military armor segment of our business has been strong, our American Physical Security Group subsidiary also began to realize significant revenue in the second quarter from its backlog of more than $8 million in architectural security-related orders. The new designation issued by DHS reflects that our APSG products and services have received thorough and rigorous testing by DHS in order to meet their highest standards. Along with the reduced insurance costs, we expect this to encourage more extensive adoption of APSG’s architectural hardening products and related services.”

 



 

Added Piscitelli, “Our progress year-to-date and strong order backlog keeps us well on track to exceed our original 2009 revenue goal of more than $52 million.”

 

Conference Call and Webcast

 

The company will hold a conference call today at 4:30 p.m. Eastern time to discuss its second quarter performance. Members of ADSI’s executive management team will host the presentation, followed by a question and answer period.

 

Date: Wednesday, August 12, 2009

Time: 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time)

Dial-In Number: 1-800-862-9098

International: 1-785-424-1051

Conference ID#: 7DEFENSE

 

The conference call will be broadcast simultaneously and available for replay via the investor section of the company’s Web site at www.adsiarmor.com.

 

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization and ask you to wait until the call begins. If you have any difficulty connecting with the conference call, please contact the Liolios Group at 1-949-574-3860.

 

A replay of the call will be available after 7:30 p.m. Eastern time on the same day and until September 12, 2009:

 

Toll-free replay number: 1-800-677-6124

International replay number: 1-402-220-0664

(No passcode required)

 

Use of Non-GAAP Financial Information

 

Adjusted EBITDA is not a financial measure calculated and presented in accordance with U.S. generally accepted accounting principles (“GAAP”) and should not be considered as an alternative to net income, operating income or any other financial measures so calculated and presented, nor as an alternative to cash flow from operating activities as a measure of the company’s liquidity. ADSI defines adjusted EBITDA as net income/(loss) before interest; taxes; depreciation; and unrealized (gain) loss on adjustment of fair value series a convertible preferred stock classified as a liability and unrealized (gain) loss on investor warrant liability. Other companies (including the company’s competitors) may define adjusted EBITDA differently. The company presents adjusted EBITDA because it believes it to be an important supplemental measure of performance that is commonly used by securities analysts, investors and other interested parties in the evaluation of companies in a similar industry. Management also uses this information internally for forecasting and budgeting. It may not be indicative of the historical operating results of ADSI nor is it intended to be predictive of potential future results. Investors should not consider adjusted EBITDA in isolation or as a substitute for analysis of results as reported under GAAP. See “Reconciliation of GAAP Income (Loss) to adjusted EBITDA (Loss)” below for further information on this non-GAAP measure and reconciliation of adjusted EBITDA to GAAP net loss for the periods indicated.

 



 

American Defense Systems, Inc. and Subsidiaries

Reconciliation of GAAP Income (Loss) to Adjusted EBITDA (Loss)

(in thousands, except per share amounts)

(unaudited)

 

 

 

June 30,

 

March 31,

 

June 30,

 

 

 

2009

 

2009

 

2008

 

 

 

 

 

 

 

 

 

GAAP net income (loss)

 

$

(2,647

)

$

(1,297

)

$

3,370

 

 

 

 

 

 

 

 

 

Reconciling items from GAAP to Adjusted EBITDA (loss)

 

 

 

 

 

 

 

Interest expense, net

 

302

 

282

 

196

 

Income tax provision (benefit)

 

500

 

 

 

Depreciation

 

278

 

241

 

148

 

Unrealized (gain) loss on adjustment of fair value Series A convertible preferred stock classified as a liability

 

279

 

694

 

(2,605

)

Unrealized (gain) loss on investor warrant liability

 

2,435

 

(14

)

(1,421

)

Adjusted EBITDA (loss)

 

$

1,146

 

$

(94

)

$

(313

)

 

 

 

 

 

 

 

 

Adjusted EBITDA (loss) per common share:

 

 

 

 

 

 

 

Basic and diluted

 

$

0.03

 

$

(0.00

)

$

(0.01

)

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

Basic and diluted

 

41,484

 

39,586

 

39,205

 

 

About American Defense Systems, Inc.

 

American Defense Systems, Inc. (“ADSI”) offers advanced solutions in the design, fabrication, and installation of transparent and opaque armor, security doors, windows and curtain wall systems for use by military, law enforcement, homeland defense and corporate customers. ADSI engineers also specialize in developing innovative, functional and aesthetically pleasing security applications for the mobile and fixed infrastructure physical security industry. For more information, visit the ADSI corporate Web site at www.adsiarmor.com.

 

Some of the statements made by American Defense Systems, Inc. (“ADSI”) in this press release, including, without limitation, statements regarding ADSI’s anticipated future growth, are forward-looking in nature. ADSI intends that any forward-looking statements shall be covered by the safe harbor provisions for such statements contained in the Private Securities Litigation Reform Act of 1995. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as “may,” “will,” “should,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “predicts,” “potential,” “continues” and similar expressions are forward-looking statements. ADSI cautions you that forward-looking statements are not guarantees of performance. ADSI undertakes no obligation and disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Forward-looking statements involve known and unknown risks and uncertainties that may cause ADSI’s actual future results to differ materially from those projected or contemplated in the forward-looking statements. ADSI believes that these risks include, but are not limited to: ADSI’s reliance on the U.S. government for a substantial amount of its sales and growth; decreases in U.S. government defense spending; ADSI’s ability to contract further with the U.S. Department of Defense; ADSI’s ability to comply with complex procurement laws and regulations; competition and other risks associated with the U.S. government bidding process; changes in the U.S. government’s procurement practices; ADSI’s ability to obtain and maintain required security clearances; ADSI’s ability to realize the full amount of revenues reflected in its backlog; ADSI’s ability to finance the redemption of ADSI’s series A convertible preferred

 



 

stock in accordance with the terms of such stock and ADSI’s settlement agreement with the holders of stock; ADSI’s reliance on certain suppliers; and intense competition and other risks associated with the defense industry in general and the security-related defense sector in particular. There also can be no assurance that ADSI will obtain a sufficient number of orders from JCB to generate more than $10 million in revenue or that such orders will be placed during the two year period referenced in the ADSI press release announced on November 8, 2008. Accordingly, ADSI revenues in connection with the matters referenced herein could be significantly less than the $10 million and may not be realized during such two year period.

 

Additional information concerning these and other important risk factors can be found under the heading “Risk Factors” in ADSI’s filings with the Securities and Exchange Commission, including, without limitation, its most recent annual report on Form 10-K and quarterly report on Form 10-Q, and its registration statement on Form S-1 filed with the SEC on August 6, 2009. Statements in this press release should be evaluated in light of these important factors.

 



 

AMERICAN DEFENSE SYSTEMS, INC. and SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

CONTRACT REVENUES EARNED

 

$

14,033,575

 

$

9,224,451

 

$

23,523,277

 

$

17,959,361

 

 

 

 

 

 

 

 

 

 

 

COST OF REVENUES EARNED

 

8,659,865

 

6,009,447

 

14,112,974

 

11,344,483

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

5,373,710

 

3,215,004

 

9,410,303

 

6,614,878

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

2,009,767

 

993,429

 

3,658,245

 

2,367,680

 

General and administrative salaries

 

1,022,366

 

1,097,243

 

2,095,403

 

2,254,651

 

Marketing

 

603,779

 

727,260

 

1,337,573

 

1,359,567

 

T2 expenses

 

124,070

 

 

237,672

 

 

Research and development

 

16,841

 

203,956

 

203,227

 

369,152

 

Settlement of litigation

 

63,441

 

 

63,441

 

57,377

 

Depreciation

 

278,083

 

147,666

 

519,412

 

282,435

 

Total operating expenses

 

4,118,347

 

3,169,554

 

8,114,973

 

6,690,862

 

 

 

 

 

 

 

 

 

 

 

INCOME (LOSS) FROM OPERATIONS

 

1,255,363

 

45,450

 

1,295,330

 

(75,984

)

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain (loss) on adjustment of fair value Series A convertible preferred stock classified as a liability

 

(278,507

)

2,605,159

 

(972,961

)

1,176,494

 

Unrealized gain (loss) on investor warrant liability

 

(2,434,725

)

1,421,432

 

(2,420,671

)

1,313,843

 

Other income (expense)

 

(12,730

)

10,159

 

(12,730

)

(3,423

)

Interest expense

 

(301,857

)

(244,264

)

(592,177

)

(310,651

)

Interest income

 

10

 

48,305

 

8,856

 

90,081

 

Finance charge

 

 

 

 

 

Total other income (expense)

 

(3,027,809

)

3,840,791

 

(3,989,683

)

2,266,344

 

 

 

 

 

 

 

 

 

 

 

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES

 

(1,772,446

)

3,886,241

 

(2,694,353

)

2,190,360

 

 

 

 

 

 

 

 

 

 

 

INCOME TAX PROVISION

 

500,000

 

 

500,000

 

 

 

 

 

 

 

 

 

 

 

 

INCOME (LOSS) FROM CONTINUING OPERATIONS

 

(2,272,446

)

3,886,241

 

(3,194,353

)

2,190,360

 

 

 

 

 

 

 

 

 

 

 

LOSS FROM DISCONTINUED OPERATIONS, NET OF TAXES

 

 

 

 

 

 

 

 

 

Loss from operations of discontinued division

 

 

(115,007

)

 

(115,496

)

Loss from disposal of discontinued division

 

 

 

 

 

 

 

 

(115,007

)

 

(115,496

)

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS)

 

(2,272,446

)

3,771,234

 

(3,194,353

)

2,074,864

 

 

 

 

 

 

 

 

 

 

 

PREFERRED STOCK DIVIDENDS ACCRUED

 

(375,000

)

(401,252

)

(749,380

)

(401,252

)

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS) ALLOCATED TO COMMON SHAREHOLDERS

 

$

(2,647,446

)

$

3,369,982

 

$

(3,943,733

)

$

1,673,612

 

 

 

 

 

 

 

 

 

 

 

Basic and Fully Diluted Net Income (Loss) Per Share

 

$

(0.064

)

$

0.086

 

$

(0.095

)

$

0.043

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Shares Outstanding

 

41,484,307

 

39,204,753

 

41,484,307

 

39,069,337

 

 

 

 

 

 

 

 

 

 

 

EARNINGS PER SHARE - Basic

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

(0.06

)

$

0.10

 

$

(0.08

)

$

0.06

 

(Loss) from discontinued operations

 

$

 

$

(0.00

)

$

 

$

(0.00

)

Net income (loss)

 

$

(0.07

)

$

0.09

 

$

(0.10

)

$

0.04

 

 



 

AMERICAN DEFENSE SYSTEMS, INC. and SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

 

 

June 30,

 

December 31,

 

 

 

2009

 

2008

 

 

 

(Unaudited)

 

(Audited)

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash

 

$

348,662

 

$

374,457

 

Accounts receivable, net

 

8,610,578

 

4,981,150

 

Inventory

 

837,597

 

621,048

 

Prepaid expenses and other current assets

 

4,933,040

 

3,144,601

 

Costs in excess of billings on uncompleted contracts

 

8,292,995

 

7,143,089

 

Deposits

 

309,685

 

437,496

 

 

 

 

 

 

 

TOTAL CURRENT ASSETS

 

23,332,557

 

16,701,841

 

 

 

 

 

 

 

PROPERTY and EQUIPMENT, net

 

3,524,693

 

3,743,936

 

DEFERRED FINANCING COSTS, net

 

979,917

 

1,277,833

 

NOTES RECEIVABLE

 

925,000

 

925,000

 

GOODWILL

 

450,000

 

450,000

 

ADVANCES for FUTURE ACQUISITIONS

 

159,560

 

159,560

 

DEFERRED TAX ASSET

 

1,167,832

 

1,167,832

 

ASSETS of DISCONTINUED OPERATIONS

 

 

736,613

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

30,539,559

 

$

25,162,615

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Accounts payable

 

$

6,519,987

 

$

2,480,652

 

Accrued payroll

 

485,431

 

 

Accrued expenses

 

412,732

 

755,615

 

Loan payable

 

55,490

 

 

Line of credit

 

1,429,789

 

76,832

 

 

 

 

 

 

 

TOTAL CURRENT LIABILITIES

 

8,903,429

 

3,313,099

 

 

 

 

 

 

 

LONG TERM LIABILITIES

 

 

 

 

 

Preferred stock, $.001 par value, 5,000,000 shares authorized, 15,000 shares designated as mandatorily redeemable Series A Convertible Preferred Stock (cumulative), 15,000 shares issued and outstanding

 

12,223,642

 

10,981,577

 

Investor warrant liability

 

 

90,409

 

Liabilities of discontinued operations

 

 

736,613

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

21,127,071

 

15,121,698

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

Common Stock, $.001 par value: 100,000,000 shares authorized, 45,281,000 and 39,585,960 shares issued and outstanding as of June 30, 2009 and December 31, 2008, respectively

 

45,281

 

39,586

 

Additional paid in capital

 

12,844,845

 

9,534,616

 

Retained earnings (accumulated deficit)

 

(3,477,638

)

466,715

 

 

 

 

 

 

 

TOTAL SHAREHOLDERS’ EQUITY

 

9,412,488

 

10,040,917

 

 

 

 

 

 

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$

30,539,559

 

$

25,162,615

 

 



 

AMERICAN DEFENSE SYSTEMS, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

For the Six Months Ended June 30,

 

 

 

2009

 

2008

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

Net income (loss)

 

$

(3,194,972

)

$

2,074,864

 

 

 

 

 

 

 

Adjustments to reconcile net loss to net cash used in continuing operating activities:

 

 

 

 

 

Change in fair value associated with preferred stock and warrants

 

3,662,736

 

(2,490,337

)

Stock based compensation expense

 

54,845

 

54,297

 

Amortization of deferred financing costs

 

297,916

 

147,747

 

Discount on Series A preferred stock

 

269,104

 

154,604

 

Depreciation and amortization

 

519,412

 

282,435

 

Issuance of stock toward payment of accrued dividends

 

750,000

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(3,581,870

)

1,219,538

 

Inventories

 

(216,549

)

(533,907

)

Deposits and other assets

 

127,811

 

(48,410

)

Cost in excess of billing on uncompleted contracts

 

(1,149,906

)

(3,450,334

)

Prepaid expenses and other assets

 

(1,788,439

)

(1,485,548

)

Deferred tax assets

 

 

 

Deferred financing costs

 

 

(416,886

)

Advances for future acquisitions

 

 

(387,350

)

Accounts payable and accrued expenses

 

3,651,280

 

(604,801

)

Accrued payroll

 

 

 

Accrued liabilities

 

(342,883

)

169,617

 

Investment in affiliate

 

 

(1,669,350

)

Due to related party

 

(47,558

)

262,741

 

 

 

 

 

 

 

Net cash used in operating activities

 

(989,073

)

(6,721,080

)

 

 

 

 

 

 

Cash flows from continuing investing activities:

 

 

 

 

 

Purchase of equipment

 

(300,169

)

(2,239,575

)

Increase in deferred financing costs

 

(145,000

)

 

Cash paid for acquisition in excess of cash received

 

 

(100,000

)

 

 

 

 

 

 

Net cash used in investing activities

 

(445,169

)

(2,339,575

)

 

 

 

 

 

 

Cash flows from continuing financing activities:

 

 

 

 

 

Proceeds from notes payable

 

 

62,970

 

Proceeds from line of credit

 

1,352,957

 

 

Proceeds from sale of stock

 

 

194,000

 

Repayments of short term financing

 

55,490

 

(12,684

)

Proceeds from sale of Series A Convertible Preferred Shares, net of of capitalization costs of $270,000

 

 

13,950,000

 

 

 

 

 

 

 

Net cash provided by financing activities

 

1,408,447

 

14,194,286

 

 

 

 

 

 

 

Discontinued operations

 

 

 

 

 

Cash used in operating activities

 

 

 

Net cash used in discontinued operations

 

 

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH

 

(25,795

)

5,133,631

 

 

 

 

 

 

 

CASH AT BEGINNING OF YEAR

 

374,457

 

1,479,886

 

 

 

 

 

 

 

CASH AT END OF PERIOD

 

$

348,662

 

$

6,613,517

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

Cash paid during the year for interest

 

$

25,157

 

$

 

Cash paid for taxes

 

$

 

$

 

 

 

 

 

 

 

Supplemental disclosure of non-cash financing activities

 

 

 

 

 

Stock options issued in lieu of cash for compensation

 

$

54,845

 

$

 

Common stock issued as payment toward accrued and future dividends

 

$

1,125,000

 

$

 

Common stock issued in connection with investor warrants

 

$

2,550,000

 

$

 

 

 

 

 

 

 

Assets and liabilities received in acquisition of American Anti-Ram, Inc.

 

 

 

 

 

 

 

 

 

 

 

Fixed assets

 

$

 

$

30,000

 

Inventory

 

$

 

$

120,000

 

Goodwill

 

$

 

$

280,000

 

Accounts payable and accrued expense

 

$

 

$

(30,000

)

Notes payable

 

$

 

$

 

Shares issuable in connection with acquisition

 

$

 

$

(200,000

)

Cash paid in connection with acquisition

 

$

 

$

(100,000

)

Amounts due to American Anti-Ram, Inc.

 

$

 

$

(100,000

)