Exhibit 99.2
Wellspring Partners Ltd. and Subsidiary
Financial Statements
December 31, 2005 and 2004
Wellspring Partners Ltd. and Subsidiary
Table of Contents
December 31, 2005 and 2004
| Page | ||
| Independent Auditors Report |
1 | |
| Financial Statements |
||
| Consolidated Balance Sheets |
2 | |
| Consolidated Statements of Operations |
3 | |
| Statements of Changes in Stockholders Equity |
4 | |
| Consolidated Statements of Cash Flows |
5 | |
| Notes to the Consolidated Financial Statements |
6 - 12 | |
| Supplementary Information |
13 | |
| Consolidating Statement of Operations |
14 | |
| Consolidated Schedules of Operations |
15 | |
Independent Auditors Report
Board of Directors of
Wellspring Partners Ltd. and Subsidiary
We have audited the consolidated balance sheets of Wellspring Partners Ltd. and Subsidiary as of December 31, 2005 and 2004 and the related consolidated statements of operations, changes in stockholders equity and cash flows for the years then ended. These financial statements are the responsibility of the Firms management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with U.S. 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 our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Wellspring Partners Ltd. and Subsidiary as of December 31, 2005 and 2004, and its results of operations and cash flows for the years then ended, in conformity with U.S. generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic consolidated financial statements taken as a whole. The supplementary information for 2005 and 2004 is presented for purposes of additional analysis and is not a required part of the basic consolidated financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic consolidated financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic consolidated financial statements taken as a whole. The supplementary information for 2003, 2002, 2001 and 2000 have been abstracted from financial statements audited by us, but not presented herein, and, in our opinion, is fairly stated in all material respects in relation to the basic consolidated financial statements from which they were derived.
| /s/ Altschuler, Melvoin and Glasser LLP |
| Chicago, Illinois |
| January 19, 2006 |
| 1 |
Wellspring Partners Ltd. and Subsidiary
Consolidated Balance Sheets
December 31, 2005 and 2004
| 2005 | 2004 | ||||||
| Assets |
|||||||
| Current assets |
|||||||
| Cash and cash equivalents |
$ | 1,763,453 | $ | 361,632 | |||
| Accounts receivable - trade (net of allowance of $25,000 in 2005 and 2004) |
1,726,694 | 1,038,947 | |||||
| Prepaid retirement benefits |
1,620,694 | 119,223 | |||||
| Prepaid and other assets |
370,919 | 129,957 | |||||
| Income taxes refundable |
67,266 | 14,000 | |||||
| Deferred tax asset |
24,000 | 24,000 | |||||
| 5,573,026 | 1,687,759 | ||||||
| Equipment (net of accumulated depreciation and amortization of $628,649 and 430,934) |
609,819 | 549,250 | |||||
| Intangible assets (net of accumulated amortization of $63,257 and $38,771) |
184,543 | 209,029 | |||||
| $ | 6,367,388 | $ | 2,446,038 | ||||
| Liabilities and Stockholders Equity |
|||||||
| Current liabilities |
|||||||
| Trade payables and other liabilities |
$ | 3,605,039 | $ | 1,354,856 | |||
| Accrued retirement benefits |
458,663 | 280,406 | |||||
| Income taxes payable |
28,341 | ||||||
| Unearned revenue |
450,000 | ||||||
| Deferred tax liability |
104,000 | 13,000 | |||||
| 4,167,702 | 2,126,603 | ||||||
| Long-term liabilities |
|||||||
| Additional minimum pension liability |
| 312,757 | |||||
| Stockholders equity |
|||||||
| Common stock (no par value; 10,000 shares authorized; 5,384 and 5,000 shares issued and outstanding) |
2,119,000 | 75,000 | |||||
| Additional minimum pension liability |
(312,757 | ) | |||||
| Retained earnings |
80,686 | 244,435 | |||||
| 2,199,686 | 6,678 | ||||||
| $ | 6,367,388 | $ | 2,446,038 | ||||
| See accompanying notes. | 2 |
Wellspring Partners Ltd. and Subsidiary
Consolidated Statements of Operations
Years Ended December 31, 2005 and 2004
| 2005 | 2004 | |||||||
| Fees collected for professional services |
$ | 34,360,536 | $ | 23,103,339 | ||||
| Operating expenses |
||||||||
| Principal salaries, staff salaries and incentives |
10,979,501 | 7,637,406 | ||||||
| Fringe benefits |
1,310,390 | 1,117,061 | ||||||
| Independent contractors |
9,978,296 | 8,910,273 | ||||||
| Other operating and administrative |
4,737,569 | 3,279,852 | ||||||
| 27,005,756 | 20,944,592 | |||||||
| Income from operations before principal incentives, retirement plan provisions and income taxes |
7,354,780 | 2,158,747 | ||||||
| Principal incentives |
(6,019,000 | ) | (1,375,000 | ) | ||||
| Retirement plan provisions |
(1,473,629 | ) | (1,057,703 | ) | ||||
| Loss before income taxes |
(137,849 | ) | (273,956 | ) | ||||
| Provision (benefit) for income taxes |
25,900 | (103,000 | ) | |||||
| Net loss |
$ | (163,749 | ) | $ | (170,956 | ) | ||
| See accompanying notes. | 3 |
Wellspring Partners Ltd. and Subsidiary
Statements of Changes in Stockholders Equity
Years Ended December 31, 2005 and 2004
| Common Stock |
Additional Minimum Pension Liability |
Retained Earnings (Deficiency) |
Total | ||||||||||||
| Balance, December 31, 2003 |
$ | 75,000 | $ | (719,554 | ) | $ | 415,391 | $ | (229,163 | ) | |||||
| Comprehensive loss |
|||||||||||||||
| Additional minimum pension liability |
406,797 | 406,797 | |||||||||||||
| Net income |
(170,956 | ) | (170,956 | ) | |||||||||||
| Comprehensive loss |
235,841 | ||||||||||||||
| Balance, December 31, 2004 |
75,000 | (312,757 | ) | 244,435 | 6,678 | ||||||||||
| Issuance of stock |
2,044,000 | 2,044,000 | |||||||||||||
| Comprehensive income |
|||||||||||||||
| Additional minimum pension liability |
312,757 | 312,757 | |||||||||||||
| Net loss |
(163,749 | ) | (163,749 | ) | |||||||||||
| Comprehensive income |
149,008 | ||||||||||||||
| Balance, December 31, 2005 |
$ | 2,119,000 | $ | | $ | 80,686 | $ | 2,199,686 | |||||||
| See accompanying notes. | 4 |
Wellspring Partners Ltd. and Subsidiary
Consolidated Statements of Cash Flows
Years Ended December 31, 2005 and 2004
| 2005 | 2004 | |||||||
| Operating activities |
||||||||
| Net loss |
$ | (163,749 | ) | $ | (170,956 | ) | ||
| Issuance of stock grant |
714,000 | |||||||
| Deferred income taxes |
91,000 | (160,000 | ) | |||||
| Accrued rent |
6,746 | 14,542 | ||||||
| Depreciation |
197,715 | 169,788 | ||||||
| Amortization |
24,486 | 24,829 | ||||||
| Changes in |
||||||||
| Accounts receivable - trade |
(687,747 | ) | (662,163 | ) | ||||
| Income taxes refundable |
(53,266 | ) | 14,659 | |||||
| Prepaid expenses |
(1,742,433 | ) | (173,524 | ) | ||||
| Trade payables and other liabilities |
1,971,695 | 911,076 | ||||||
| Income taxes payable |
(28,341 | ) | 28,341 | |||||
| Net cash provided by (used in) operating activities |
330,106 | (3,408 | ) | |||||
| Investing activities |
||||||||
| Acquisition of property and equipment |
(258,285 | ) | (243,316 | ) | ||||
| Net cash used in investing activities |
(258,285 | ) | (243,316 | ) | ||||
| Financing activities |
||||||||
| Issuance of stock |
1,330,000 | |||||||
| Net cash provided by financing activities |
1,330,000 | | ||||||
| Increase (decrease) in cash and cash equivalents |
1,401,821 | (246,724 | ) | |||||
| Cash and cash equivalents |
||||||||
| Beginning of year |
361,632 | 608,356 | ||||||
| End of year |
$ | 1,763,453 | $ | 361,632 | ||||
| Supplemental schedule of noncash investing and financing activities |
||||||||
| Issuance of stock grant |
$ | 714,000 | $ | | ||||
| See accompanying notes. | 5 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 1 Organization and Significant Accounting Policies
Wellspring Partners Ltd. and Subsidiary (the Firm) was incorporated on January 10, 2000 and is engaged in the business of providing consulting related services to assist hospitals and health care organizations with improving their performance. Operations are conducted primarily from a leased facility located in Chicago, Illinois.
On October 5, 2001, the Firm formed Wellspring Valuation Ltd. in exchange for a 75 percent ownership interest. The subsidiary is engaged in the business of providing valuation and financial consulting services throughout the United States.
Revenue RecognitionThe Firm performs various performance improvement related services for health care organizations, valuation services and other financial consulting services and recognizes revenue as the services are performed. Commitment fees are deferred and recognized as revenue over the expected period that fees are earned.
Principles of ConsolidationAll significant intercompany transactions and balances have been eliminated. The 25 percent ownership of Wellspring Valuation Ltd. not owned by Wellspring Partners Ltd has been removed from income and equity and reflected as minority interest. The minority interest is included with trade payables and other liabilities and in other operating and administrative expenses in the accompanying financial statements.
EquipmentEquipment is recorded at cost. The provision for depreciation and amortization has been computed using accelerated methods over an estimated life of five, seven and ten years.
Intangible AssetsSee Note 9 to the financial statements.
EstimatesIn preparing financial statements in conformity with generally accepted accounting principles, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash EquivalentsThe Firm considers all highly liquid debt instruments, acquired with a maturity of three months or less, to be cash equivalents.
Accounts ReceivableThe Firm grants trade credit to its clients located throughout the United States. Receivables are valued at managements estimate of the amount that will ultimately be collected. The allowance for doubtful accounts is based on specific identification of uncollectible accounts and the Firms historical collection experience.
Income TaxesThe Firm utilizes the asset and liability method of accounting for income taxes whereby it recognizes deferred tax assets and liabilities for the future tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements.
Accrued RentRental expense is recognized over the term of the lease, inclusive of the portion of the term for which a rental concession has been granted, with the amount of the concession being reflected in trade payables and other liabilities on the accompanying balance sheets. Such amounts will be amortized over the term of the lease during which the actual payments of rent are made.
| 6 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 1 Organization and Significant Accounting Policies, Continued
Concentration of Credit RiskThe Firm maintains funds in financial institutions that, from time to time, exceed the FDIC insured limit. The Firm has not experienced any losses in such accounts. Management believes that the Firm is not exposed to any significant credit risk on cash and cash equivalents.
ReclassificationCertain 2004 amounts have been reclassified to conform to the 2005 presentation. These reclassifications have not changed the 2004 results.
Stock OptionsThe Firm accounts for noncash stock-based compensation in accordance with the provisions of Accounting Principles Board Opinion No. 25 (Accounting for Stock Issued to Employees), and its related interpretations, which states that no compensation expense is recognized for stock options or other stock-based awards to employees that are granted with an exercise price equal to or above the estimated fair value per share of the Firms common stock on the grant date.
The Firm has adopted the disclosure requirements of Statement of Financial Accounting Standards No. 123 (Accounting for Stock-Based Compensation), which requires certain pro forma disclosures as if compensation expense was determined based on the fair value of the options granted at the date of the grant.
Note 2 Stockholders Agreement
Pursuant to the terms of the Stockholders Agreement, as modified, in the event of a stockholders death, the Firm is required to purchase the shares for $10,000 per share. In the event of a voluntary termination of employment or involuntary transfer (as defined in the agreement), the Firm is required to purchase the shares for $15 per share.
The purchase price may be paid entirely in cash, but not less than 25 percent of the total price. The remaining balance is payable over a period not more than 60 months, and is evidenced by promissory notes bearing interest at 6 percent per annum. The price per share may be redetermined by the Managing Committee, as defined in the agreement. Furthermore, the Firm purchased life insurance policies on each of the stockholders with a cumulative face value aggregating $21,000,000 to assist in the redemption of the aforementioned shares. Life insurance proceeds which are received as the result of the death of a stockholder must be paid to the estate of the stockholder or its successors.
Note 3 Employee Benefit Plans
The Firm established the Wellspring Partners Ltd. Defined Benefit Pension Plan & Trust effective January 18, 2000 for all eligible employees. Employees vest in the Plan over a period of six years.
As of December 31, 2005, the fair value of the plan assets amounted to $4,946,240. Additionally, the Firm has provided a provision for the 2004 benefit cost in the amount of $855,000 for financial reporting purposes and $2,350,504 for tax reporting purposes.
| 7 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 3 Employee Benefit Plans
Defined Benefit Plans status as of December 31, 2005 and 2004 and certain other information regarding the Plan for the years then ended is as follows:
Obligations and Funded Status
| 2005 | 2004 | |||||||
| Benefit obligation |
$ | (3,983,313 | ) | $ | (2,674,880 | ) | ||
| Fair value of plan assets |
4,946,240 | 2,464,238 | ||||||
| $ | 962,927 | $ | (210,642 | ) | ||||
| Accrued (prepaid) pension cost |
$ | | $ | (102,115 | ) | |||
| Additional minimum liability |
312,757 | |||||||
| $ | | $ | 210,642 | |||||
Assumptions
| 2005 | 2004 | |||||||
| Weighted-average assumptions |
||||||||
| Discount rate |
7.50 | % | 7.50 | % | ||||
| Expected rate on plan assets |
7.50 | 7.50 | ||||||
| Benefit cost |
$ | 855,000 | $ | 613,000 | ||||
| Employer contribution |
$ | 2,350,504 | $ | 1,020,562 | ||||
| Plan participants contributions |
$ | | $ | | ||||
| Benefits paid |
$ | | $ | | ||||
Cash Flows
The following annual benefit payments, which reflect expected future service and compensation, as appropriate, are expected to be paid:
| 2006 |
$ | | |
| 2007 |
110,508 | ||
| 2008 |
157,308 | ||
| 2009 |
304,728 | ||
| 2010 |
304,728 | ||
| Years 2011 - 2015 |
2,471,140 | ||
| $ | 3,348,412 | ||
| 8 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 3 Employee Benefit Plans, Continued
Plan Assets
The Firms pension plan weighted-average asset allocations at December 31, 2005 and 2004 by asset category are as follows:
| 2005 | 2004 | |||||
| Asset category |
||||||
| Equity securities |
50.38 | % | 80.55 | % | ||
| Debt securities |
0.00 | 13.68 | ||||
| Real estate |
0.00 | 0.00 | ||||
| Cash |
49.62 | 5.77 | ||||
| 100.00 | % | 100.00 | % | |||
Additionally, the Firm established the Wellspring Partners Ltd. Money Purchase Pension Plan & Trust effective January 1, 2001. Contributions payable during 2005 and 2004 amounted to $458,663 and $287,000, respectively. As of December 31, 2005, the fair value of the plan assets amounted to $944,065. Pursuant to the Fifth Amendment of the Plan which was adopted January 1, 2003, the employer shall contribute 12.5 percent of each participants annual compensation. The vesting period was also changed to a period of six years. During the year, the Plan also established the guidelines under which the Participant Loan Program will be administered. As of December 31, 2005, no loans were outstanding. Pursuant to the Seventh Amendment of the Plan which was adopted April 2, 2004, minimum distribution requirements were established beginning with the 2002 calendar year. Minimum distribution requirements are outlined in Articles Two through Six in the Seventh Amendment of the Plan.
On August 18, 2003, the Firm established the Wellspring Valuation Ltd. 401(k) Profit Sharing Plan (the Plan). The Plan is offered to all eligible employees. Employee contributions are generally limited to the IRS annual limitation amounts. The Firm matches the employee contribution 100 percent. The Plan also allows for an additional Firm discretionary contribution. No discretionary contributions were made for 2005 and 2004. The Firms matching contributions amounted to $161,629 and $15,374 for 2005 and 2004, respectively.
| 9 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 4 Stock Option Plan
During 2003, the Firm adopted the Wellspring Partners Ltd. 2003 Stock Option Plan to be administered by the Managing Committee. 1,000 shares of voting common stock are to be reserved. The shares are authorized but unissued. Under the Plan, stock options will be granted in whole or in part as an incentive stock option to selected employees who are not an owner of 10 percent or more of the total combined voting power of the Firm and its Subsidiaries (except as noted in the plan document). Each option shall provide for a fixed expiration date of not later than 10 years from the date granted. Should the award expire or be forfeited, the shares shall become available for use once again. The price shall be fixed by the Managing Committee at the time of granting and in no event shall be less than 100 percent of the fair market value on the date granted. To date, an aggregate of 380 shares have been granted in accordance with the Plan, of which 165 shares (options) were exercised during 2005. The remaining 215 shares are still available, of which 110 shares have been vested. The options expire at various date to March 31, 2009.
The Firm has elected to follow APB Opinion No. 25, Accounting for Stock Issued to Employees, in accounting for its employee stock options. Accordingly, no compensation expense is recognized in the Firms financial statements because the exercise price of the Firms employee stock options equals the market price of the Firms common stock on the date of grant. If under Financial Accounting Standards Board Statement No. 123, Accounting for Stock-Based Compensation, the Firm determined compensation costs based on the fair value at the grant date for its stock options, net earnings would have been reduced by a de-minimus amount.
The weighted-average estimated fair value of stock options granted during 2005 and 2004 were determined using the Black-Scholes option-pricing model, which values options based on the Firms market value at the grant date, the expected life of the option, the estimated volatility of the stock (assumed to be zero), the expected dividend payments, and the risk-free interest rate over the expected life of the option. The Black-Scholes option valuation model was developed for estimating the fair value of traded options that have no vesting restrictions and are fully transferable. Because option valuation models require the use of subjective assumptions, changes in these assumptions can materially affect the fair value of the options, and the Firms options do not have the characteristics of traded options, the option valuation models do not necessarily provide a reliable measure of the fair value of its options.
Note 5 Financing Arrangement
The Northern Trust Company (the Bank), issued an irrevocable standby letter of credit, dated November 1, 2005 and expiring November 1, 2006, in the amount of $200,000, in connection with the Firms lease (see Note 8). Additionally, the Bank has agreed to loan the Firm up to $1,000,000 (increased from $600,000) as evidenced by a note expiring July 1, 2006 (extended from September 30, 2005). As of December 31, 2005 no loans had been advanced against this agreement.
| 10 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 6 Income Taxes
The reconciliation of income taxes at statutory rates as of December 31, 2005, is as follows:
| Income tax (benefit) at statutory rate |
$ | (55,000 | ) | |
| Income effect of various permanent differences |
94,200 | |||
| Carryback of net operating loss |
(65,100 | ) | ||
| $ | (25,900 | ) | ||
The provision (benefit) for income taxes for the years ended December 31, 2005 and 2004, is as follows:
| 2005 | 2004 | |||||||
| Current provision |
$ | (65,100 | ) | $ | 57,000 | |||
| Deferred (benefit) obligation |
91,000 | (160,000 | ) | |||||
| $ | 25,900 | $ | (103,000 | ) | ||||
The net deferred tax liability of $79,000 as of December 31, 2005 and the net deferred tax asset in the amount of $11,000 as of December 31, 2004, primarily results from the retirement plan obligations provided for financial reporting purposes as compared to tax reporting purposes.
No valuation allowance against the deferred tax asset was deemed necessary as of December 31, 2005 and 2004.
Note 7 Commitment
Each of the employee/stockholders have entered into three-year employment agreements which provide for severance payments in the event of termination with or without cause (as further defined in the agreements). The agreements automatically renew for a specified period (as defined). A stockholder terminating without cause (as defined) would receive severance based upon three times their annual compensation, payable over three years. A stockholder who is terminated with cause (as defined) would receive severance based upon one time their annual salary, payable over 12 months.
Note 8 Future Minimum Lease Payments
The Firm entered into a lease effective November 2001 providing for annual minimum rents. The operating lease was amended on August 16, 2002 to expand the premises to 14,036 square feet, expiring October 31, 2011 and also provided for rent abatement for a portion of the space. The benefit of the rent abatement has been recorded as accrued rent and will be amortized over the life of the lease.
In addition to the future minimum lease payments below, the Firm pays 2.6679 percent of the operating costs of the building, payable monthly. The lease is secured by an irrevocable letter of credit in the amount of $200,000 (which may be reduced after the third year of occupancy to $120,000). As of December 31, 2005, the letter of credit was not reduced.
| 11 |
Wellspring Partners Ltd. and Subsidiary
Notes to the Consolidated Financial Statements
Years Ended December 31, 2005 and 2004
Note 8 Future Minimum Lease Payments, Continued
Future minimum lease payments required are as follows:
| 2006 |
$ | 329,841 | |
| 2007 |
339,736 | ||
| 2008 |
349,928 | ||
| 2009 |
360,426 | ||
| 2010 |
371,239 | ||
| Thereafter |
317,144 | ||
| $ | 2,068,314 | ||
Rent expense for 2005 and 2004 amounted to $720,825 and $623,454, respectively.
Note 9 Asset Purchase
On June 24, 2003 the Firm purchased the assets of Healthcare Valuation Services, LLC (HVS) for $287,800. The assets purchased were fixed assets comprised of computer equipment and software, as well as intangible assets comprised of a client listing, which is being amortized over a 10-year period. The assets were purchased at their fair market value (FMV). To the extent that the purchase price exceeded the FMV, the difference was recorded as goodwill, in the amount of $8,800, and will be evaluated on an annual basis. As of December 31, 2005 and 2004, there were no impairment issues.
Note 10 Subsequent Event
On January 9, 2006, the Firm formed Wellspring Advisors, LLC in exchange for a 65 percent ownership interest. The subsidiary is engaged in the business of providing financial restructuring for healthcare organizations under bankruptcy throughout the United States.
| 12 |
Supplementary Information
| 13 |
Wellspring Partners Ltd. and Subsidiary
Consolidating Statement of Operations
Year Ended December 31, 2005
| Wellspring Partners Ltd. |
Wellspring Valuation Ltd. |
Eliminations | Consolidated | |||||||||||||
| Fees collected for professional services |
$ | 30,094,834 | $ | 4,385,702 | $ | (120,000 | ) | $ | 34,360,536 | |||||||
| Operating expenses |
||||||||||||||||
| Principal salaries, staff salaries and incentives |
8,836,107 | 2,143,394 | 10,979,501 | |||||||||||||
| Fringe benefits |
918,056 | 392,334 | 1,310,390 | |||||||||||||
| Independent contractors |
9,332,851 | 645,445 | 9,978,296 | |||||||||||||
| Other operating and administrative |
3,810,769 | 1,048,100 | (120,000 | ) | 4,738,869 | |||||||||||
| Minority interest in net loss |
(1,300 | ) | (1,300 | ) | ||||||||||||
| 22,897,783 | 4,229,273 | (121,300 | ) | 27,005,756 | ||||||||||||
| Income from operations before stockholders compensation and retirement plan provisions |
7,197,051 | 156,429 | 1,300 | 7,354,780 | ||||||||||||
| Principal incentives |
(6,019,000 | ) | (6,019,000 | ) | ||||||||||||
| Retirement plan provisions |
(1,312,000 | ) | (161,629 | ) | (1,473,629 | ) | ||||||||||
| Income (loss) before income taxes |
$ | (133,949 | ) | $ | (5,200 | ) | $ | 1,300 | $ | (137,849 | ) | |||||
| 14 |
Wellspring Partners Ltd. and Subsidiary
Consolidated Schedules of Operations
Initial Period January 10, 2000 through December 31, 2000 and the
Years Ended December 31, 2001, 2002, 2003, 2004, 2005
| 2000 | 2001 | 2002 | 2003 | 2004 | 2005 | |||||||||||||||||||
| Revenue |
$ | 4,026,000 | $ | 7,191,000 | $ | 11,478,000 | $ | 18,750,000 | $ | 23,103,000 | $ | 34,361,000 | ||||||||||||
| Expenses |
||||||||||||||||||||||||
| Salaries |
||||||||||||||||||||||||
| Principal base salaries, staff base salaries and staff incentives |
1,328,000 | 3,017,000 | 3,346,000 | 5,549,000 | 7,637,000 | 10,980,000 | ||||||||||||||||||
| Fringe benefits |
65,000 | 141,000 | 234,000 | 726,000 | 1,117,000 | 1,310,000 | ||||||||||||||||||
| 1,393,000 | 3,158,000 | 3,580,000 | 6,275,000 | 8,754,000 | 12,290,000 | |||||||||||||||||||
| Independent contractors |
1,240,000 | 2,135,000 | 4,533,000 | 7,184,000 | 8,910,000 | 9,978,000 | ||||||||||||||||||
| Other operating and administrative (excluding depreciation and amortization) |
536,000 | 1,115,000 | 1,730,000 | 2,306,000 | 3,030,000 | 4,409,000 | ||||||||||||||||||
| Operating expenses |
3,169,000 | 6,408,000 | 9,843,000 | 15,765,000 | 20,694,000 | 26,677,000 | ||||||||||||||||||
| Income from operations before principal incentives, retirement plan, depreciation and taxes |
857,000 | 783,000 | 1,635,000 | 2,985,000 | 2,409,000 | 7,684,000 | ||||||||||||||||||
| Percent |
21.29 | % | 10.89 | % | 14.24 | % | 15.92 | % | 10.43 | % | 22.36 | % | ||||||||||||
| Principal incentives |
600,000 | 526,000 | 650,000 | 1,320,000 | 1,375,000 | 6,019,000 | ||||||||||||||||||
| Retirement plan contribution |
307,000 | 336,000 | 821,000 | 618,000 | 1,058,000 | 1,474,000 | ||||||||||||||||||
| Depreciation and amortization expense |
7,000 | 38,000 | 88,000 | 142,000 | 195,000 | 222,000 | ||||||||||||||||||
| Provision for income taxes |
(59,000 | ) | 403,000 | |||||||||||||||||||||
| Taxes |
48,000 | 56,000 | 107,000 | |||||||||||||||||||||
| Net income (loss) |
$ | (57,000 | ) | $ | (117,000 | ) | $ | 87,000 | $ | 502,000 | $ | (275,000 | ) | $ | (138,000 | ) | ||||||||
| 15 |