Exhibit 99.1
CARBON CAPTURE USA, INC.
Audited Financial Statements
June 30, 2012
Carbon Capture USA, INC
Balance Sheet
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June 30, |
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2012 |
| Assets |
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| Cash |
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$ |
— |
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Total current assets |
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— |
| Total long-term assets |
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— |
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Total assets |
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$ |
— |
| Liabilities and Shareholders’ Deficit |
| Current liabilities: |
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| Accounts payable - related party (Note 1) |
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250,000 |
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Total current liabilities |
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250,000 |
| Commitments and contingencies |
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— |
| Shareholders’ deficit (Notes 1 & 3) |
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Common stock, $.001 par value; 10,000,000 shares authorized, |
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5,000 shares issued and outstanding |
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5 |
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Additional paid-in capital |
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(5) |
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Accumulated deficit |
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(250,000) |
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Total shareholders' deficit of the Company |
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(250,000) |
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Total liabilities and shareholders' deficit |
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$ |
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The
accompanying notes are an integral part of these financial statements
Carbon Capture USA, INC
Statement of Operations
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Period from |
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Inception |
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(May 25, 2012) |
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to |
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June 30, |
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2012 |
| Revenue |
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$ |
- |
| Impairment of assets |
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250,000 |
| General and administrative expenses |
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- |
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Total general and administrative expenses |
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(250,000) |
| Income tax provision (Note 1) |
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- |
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Net loss |
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$ |
(250,000) |
| Basic loss per common share (Note 1) |
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$ |
(50.00) |
| Weighted average common shares outstanding (Note 1) |
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5,000 |
The
accompanying notes are an integral part of these financial statements
Carbon Capture USA, INC
Statement of Stockholders’ Equity
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Common stock |
Additional paid-in |
Accumulated |
Total shareholders |
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Shares |
Par value |
capital |
deficit |
deficit |
| Balance at inception (May 25, 2012) |
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- |
$ |
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$ |
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$ |
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| May 2012, issuance of common stock to parent (Note3) |
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5,000 |
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5 |
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(5) |
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| Net loss |
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- |
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(250,000) |
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(250,000) |
| Balance at June 30, 2012 |
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5,000 |
$ |
5 |
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(5) |
$ |
(250,000) |
$ |
(250,000) |
The
accompanying notes are an integral part of these financial statements
Carbon Capture USA, INC
Statement of Cash Flows
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2012 |
| Cash flows from operating activities: |
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| Net loss |
$ |
(250,000) |
| Adjustments to reconcile net loss to net cash used by operating activities: |
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| Impairment of intellectual property (Note 4) |
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(250,000) |
| Changes in operating assets and liabilities: |
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Accounts payable and accrued expenses |
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250,000 |
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Net cash used in operating activities |
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(250,000) |
| Cash flows from investing activities: |
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Acquisition of intellectual property (Note 1) |
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250,000 |
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Net cash used in investing activities |
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250,000 |
| Cash flows from financing activities: |
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Net cash provided by financing activities |
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- |
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Net change in cash and cash equivalents |
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- |
| Cash and cash equivalents: |
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Beginning of period |
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- |
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End of period |
$ |
- |
The
accompanying notes are an integral part of these financial statements
R.R. Hawkins & Associates
International, a Professional Corporation
DOMESTIC & INTERNATIONAL
BUSINESS CONSULTING
A superior method to building
big business…”
To the Board of Directors and Shareholders
Carbon Capture USA, Inc.
Denver, Colorado
Report of Independent Registered Public
Accounting Firm
We have audited the balance sheets of Carbon
Capture USA, Inc. a development stage company as of June 30, and the related statements of operations, statement of shareholders’
deficit and cash flows from May 25, 2012(date of inception to June 30, 2012. 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 the
standards of the Public Company Accounting Oversight Board (United States). 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 our audit provides reasonable basis for our opinion.
In our opinion, the financial statements referred
to above present fairly, in all material respects, the financial position of Carbon Capture USA, Inc. as of June 30, 2012, and,
the results of operations, statement of shareholders’ deficit and its cash flows from May 25, 2012 (date of Inception) until
June 30, 2012, in conformity with generally accepted accounting principles in the United States of America.
The accompanying financial statements have been
prepared assuming the Company will continue as a going concern. As discussed in note 5 to the financial statements, the Company
has incurred net losses since inception, a retained deficit of $250,000 and no working capital, which raise substantial doubt about
its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
/S/ R.R. Hawkins and Associates International,
a PC
September 13, 2012
Los Angeles, CA
Note 1. Business, Organization and
Basis of Presentation
Carbon Capture USA, Inc. (the "Company") is a Colorado
corporation formed on May 25, 2012. The Company was formed to acquire an exclusive license to certain intellectual property related
to provisional patent Serial number 61/077,376 and a US Patent to be issued. The patent titled, “METHOD OF SEPARATING CARBON
DIOXIDE”, relates to methods of decomposing a gaseous medium, more specifically, relating to methods of utilizing radio frequency
energy to separate the elemental components of gases such as carbon dioxide.
On May 25, 2012, the Company executed a license agreement with Carbon
Capture Corporation, at that date its wholly-owned parent Company, in exchange for $250,000; payable within six months from the
execution date of the license agreement. The Company recorded an asset of $250,000 for the intellectual property as of the license
agreement execution date.
On May 25, 2012, an Agreement Concerning the Exchange of Securities
(the “Agreement”) by and among FastFunds Financial Corporation, (“FFFC”), Advanced Technology Development,
Inc. ("ATD"), the Company and Carbon Capture Corporation ("CCC") was executed. ATD is a 100% wholly owned subsidiary
of the FFFC. Pursuant to the Agreement, ATD acquired from CCC all of the issued and outstanding common stock of Carbon in exchange
for thirty million (30,000,000) newly issued unregistered shares of FFFC common stock. ATD also assumed the unpaid license fee
of $250,000 due from the Company to CCC.
In the opinion of management, all adjustments (consisting only of
normal recurring adjustments) which are necessary to provide a fair presentation of operating results for the periods presented
have been made.
The accompanying financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.
As shown in the accompanying financial statements, the Company has incurred operating losses since inception and will require additional
capital to sustain its operations for the foreseeable future. These factors, among others, may indicate that the Company will be
unable to continue as a going concern for a reasonable period of time.
The financial statements do not include any adjustments relating
to the recoverability and classification of assets and liabilities that might be necessary should the Company be unable to continue
as a going concern. The Company’s continuation as a going concern is dependent on its ability to receive capital from its
parent company to meet its obligations on a timely basis and ultimately to attain profitability through the successful commercialization
of its products.
The accompanying financial statements
are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“USGAAP”).
Note 2. Summary of Significant Accounting
Policies
Accounting Method
The Company’s financial statements are
prepared using the accrual method of accounting. The Company has elected a fiscal year ending on December 31.
Use of Estimates
The preparation of financial statements in accordance with generally
accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets
and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid securities with original
maturities of three months or less when acquired to be cash equivalents. Cash equivalents at June 30, 2012 were $-0-.
Loss per Common Share
Basic net loss per share amounts is computed by dividing the net
income by the weighted average number of common shares outstanding during the year. Diluted per share amounts are computed using
the weighted average number of common shares outstanding during the year and diluted potential common shares. Diluted potential
common shares consist of stock options, stock warrants and redeemable convertible stock and are calculated using the treasury stock
method. As of June 30, 2012, there were no dilutive convertible common shares outstanding.
Long-lived assets:
Long-lived assets are reviewed for impairment when events or changes
in circumstances indicate that the carrying amount of an asset may not be recoverable. During the period ended June 30, 2012, management
determined the license agreement for our intellectual property was impaired. See Note 4, "Impairment Charge" for a description
of the impairment charges recorded as of June 30, 2012.
Income Taxes
Income taxes are provided in accordance with Accounting Standard
Code 740 (ASC 740), Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between
financial and tax reporting and net operating loss carryforwards. Deferred tax expense (benefit) results from the net change during
the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion
of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets
and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment
Recently issued accounting pronouncements
In June 2011, the FASB issued ASU 2011-05 to require an entity to
present the total of comprehensive income, the components of net income, and the components of other comprehensive income either
in a single continuous statement of comprehensive income, or in two separate but consecutive statements. ASU 2011-05 eliminates
the option to present components of other comprehensive income as part of the statement of equity. ASU 2011-05 will
be effective for the Company beginning February 1, 2012, and the Company will be required to apply it retrospectively. The adoption
of this standard may only impact the presentation of our financial statements and will have no impact on the reported results.
In May 2011, the FASB issued new authoritative guidance to provide
a consistent definition of fair value and ensure that fair value measurements and disclosure requirements are similar between GAAP
and International Financial Reporting Standards. This guidance changes certain fair value measurement principles and enhances the
disclosure requirements for fair value measurements. This guidance is effective for interim and annual periods beginning after
December 15, 2011 and is applied prospectively. The Company does not expect that the adoption of this guidance will have a material
impact on its financial statements.
The Company does not expect that adoption of these or other recently
issued accounting pronouncements will have a material impact on its financial position, results of operations or cash flows.
Note 3. Stockholders' Equity
The Company’s Articles of Incorporation authorize 10,000,000
shares of $0.001 par value common stock.
On May 25, 2012, we issued 5,000 shares of our common stock to our
parent Carbon Capture Corporation at par value of $0.001.
Note 4. Impairment Charges
Long-lived assets are reviewed for impairment
when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. As of June 30, 2012,
management used estimates of the present value of future cash flows (Level 3) based upon the anticipated future use of its intellectual
property license agreement to determine that the carrying value of the license is not recoverable. The Company recorded an impairment
charge of $250,000 in the period ended June 30, 2012, reducing the book value of the license
to zero.
Note 5. Going Concern
The financial statements have been prepared on a going concern basis,
which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for
the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $250,000 as
of June 30, 2012 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s
ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating
profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities
arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve
months with loans from directors and/or private placement of common stock. There is no assurance that the Company will be successful
in raising additional capital or in further developing its operations
Note 6. Subsequent Events
Management has determined that there are no further events subsequent
to the balance sheet date that should be disclosed in these financial statements.