EXHIBIT 99.2


CALLAWAY PARTNERS, LLC
FINANCIAL STATEMENTS

INDEX

 
Page
 
Balance Sheets at June 30, 2007 and December 31, 2006
 
1
 
Statements of Operations for the six months ended June 30, 2007 and June 30, 2006
 
2
 
Statement of Members' Equity for the six months ended June 30, 2007
 
3
 
Statements of Cash Flows for the six months ended June 30, 2007 and June 30, 2006
 
4
 
Notes to Financial Statements
 
 5 - 6
 
 
 
 
 


CALLAWAY PARTNERS, LLC
BALANCE SHEETS
UNAUDITED
 
   
June 30,
2007
 
December 31, 2006
 
Assets
         
Current assets:
             
Cash and cash equivalents
 
$
2,717,479
 
$
1,909,156
 
Accounts receivables, net
   
10,047,015
   
8,862,626
 
Prepaid expenses
   
401,541
   
213,813
 
    Total current assets 
   
13,166,035
   
10,985,595
 
Property and equipment, net 
   
725,242
   
813,347
 
Deposits 
   
40,737
   
41,427
 
Total assets 
 
$
13,932,014
 
$
11,840,369
 
               
Liabilities and members’ equity
             
Current liabilities:
             
Accounts payable and accrued expenses
 
$
1,460,414
 
$
2,091,575
 
Accrued distributions and compensation
   
2,712,123
   
2,046,855
 
Client payables
   
¾
   
1,004,539
 
    Total current liabilities 
   
4,172,537
   
5,142,969
 
Non-current liabilities:
             
Deferred rent payable
   
131,057
   
87,226
 
Customer deposits
   
73,828
   
95,000
 
    Total non-current liabilities 
   
204,885
   
182,226
 
Commitments and contingencies 
   
¾
   
¾
 
Members’ equity 
   
9,554,592
   
6,515,174
 
Total liabilities and members’ equity 
 
$
13,932,014
 
$
11,840,369
 
 
The accompanying notes are an integral part of the financial statements.

 
- 1 - -


CALLAWAY PARTNERS, LLC
STATEMENTS OF OPERATIONS
UNAUDITED

   
Six Months Ended
June 30,
 
   
2007
 
2006
 
Revenues and reimbursable expenses:
             
Revenues 
 
$
30,329,857
 
$
42,965,592
 
Reimbursable expenses 
   
4,135,441
   
6,923,375
 
Total revenues and reimbursable expenses
   
34,465,298
   
49,888,967
 
Direct costs and reimbursable expenses (exclusive of depreciation shown in operating expenses):
             
Direct costs 
   
19,554,640
   
31,530,967
 
Reimbursable expenses 
   
4,135,441
   
6,923,375
 
Total direct costs and reimbursable expenses
   
23,690,081
   
38,454,342
 
Operating expenses:
             
Selling, general and administrative 
   
6,605,595
   
4,857,647
 
Depreciation 
   
168,675
   
164,010
 
Total operating expenses
   
6,774,270
   
5,021,657
 
Operating income 
   
4,000,947
   
6,412,968
 
Interest income (expense), net 
   
38,394
   
(27,101
)
Net income 
 
$
4,039,341
 
$
6,385,867
 

The accompanying notes are an integral part of the financial statements.

- 2 - -

 
CALLAWAY PARTNERS, LLC
STATEMENT OF MEMBERS’ EQUITY
UNAUDITED

   
Members’ Equity
 
 
Balance at December 31, 2006 
 
$
6,515,174
 
 
Net income
   
4,039,341
 
 
Distributions to members
   
(999,923
)
 
Balance at June 30, 2007 
 
$
9,554,592
 
 
The accompanying notes are an integral part of the financial statements.

 
- 3 - -

 
CALLAWAY PARTNERS, LLC
STATEMENTS OF CASH FLOWS
UNAUDITED

   
Six Months Ended
June 30,
 
   
2007
 
2006
 
Net income 
 
$
4,039,341
 
$
6,385,867
 
Adjustments to reconcile net income to net cash provided by operating activities:
             
Depreciation 
   
168,675
   
164,010
 
Gain on disposal of property and equipment 
   
(17,754
)
 
¾
 
Allowances for doubtful accounts 
   
270,540
   
(350,000
)
Changes in operating assets and liabilities:
             
 Increase in accounts receivables 
   
(1,454,929
)
 
(2,999,104
)
 Increase in prepaid expenses 
   
(187,729
)
 
(109,025
)
 Decrease (increase) in deposits 
   
690
   
(32,493
)
  Decrease in accounts payable and accrued expenses 
   
(631,161
)
 
(83,404
)
 Increase in accrued compensation 
   
1,633,569
   
781,927
 
 Decrease in client payables 
   
(1,004,539
)
 
¾
 
 Decrease in deferred revenues 
   
¾
   
(214,059
)
 Increase in deferred rent payable 
   
43,831
   
¾
 
 (Decrease) increase in customer deposits 
   
(21,172
)
 
57,500
 
Net cash provided by operating activities 
   
2,839,362
   
3,601,219
 
Cash flows from investing activities:
             
Purchases of property and equipment 
   
(87,614
)
 
(151,131
)
Proceeds from sale of property and equipment 
   
24,798
   
¾
 
Net cash used in investing activities
   
(62,816
)
 
(151,131
)
Cash flows from financing activities:
             
Proceeds from borrowings under line of credit 
   
¾
   
1,500,000
 
Distributions to members 
   
(1,968,223
)
 
(7,218,390
)
Net cash used in financing activities
   
(1,968,223
)
 
(5,718,390
)
               
Net increase (decrease) in cash and cash equivalents 
   
808,323
   
(2,268,302
)
Cash and cash equivalents:
             
Beginning of the period 
   
1,909,156
   
2,357,319
 
End of the period 
 
$
2,717,479
 
$
89,017
 

The accompanying notes are an integral part of the financial statements.

- 4 - -


CALLAWAY PARTNERS, LLC
NOTES TO FINANCIAL STATEMENTS
 
1.    Description of Business
 
Callaway Partners, LLC (the “Company”), a Georgia limited liability company, was formed in March 2002 and began operations in September 2002. The Company hires experienced professionals who specialize in general accounting and finance, internal audit, bankruptcy support, and technical accounting services and provides their services to clients on a staff augmentation or project basis. The Company has offices in Atlanta, Georgia; Birmingham, Alabama; Reston, Virginia; and Southfield, Michigan.

2.    Basis of Presentation
 
The accompanying interim financial statements as of June 30, 2007 and for the six months ended June 30, 2007 and 2006 are unaudited. In the opinion of management, these interim financial statements have been prepared on the same basis as the audited financial statements and reflect all adjustments of a normal, recurring nature necessary for the fair presentation of the Company’s financial position, results of operations and cash flows. These interim financial statements should be read in conjunction with the audited financial statements and notes thereto for the years ended December 31, 2006 and 2005 included as Exhibit 99.1 in this Current Report on Form 8-K/A. The Company’s results for any interim period are not necessarily indicative of results for a full year or any other interim period.

3.    Accounts Receivable
 
Accounts receivable consists of the following:

   
June 30,
2007
 
December 31,
2006
 
Accounts receivable 
 
$
10,310,509
 
$
8,852,039
 
Unbilled accounts receivable 
   
298,320
   
301,861
 
Total accounts receivable
   
10,608,829
   
9,153,900
 
Less: Allowance for doubtful accounts 
   
(561,814
)
 
(291,274
)
Total accounts receivable, net
 
$
10,047,015
 
$
8,862,626
 

4.    Property and Equipment
 
Property and equipment consists of the following:

   
June 30,
2007
 
December 31,
2006
 
Computer equipment 
 
$
908,467
 
$
935,083
 
Office furniture and equipment 
   
307,657
   
275,023
 
Leasehold improvements 
   
34,279
   
26,474
 
Total property and equipment, at cost
   
1,250,403
   
1,236,580
 
Less: Accumulated depreciation 
   
(525,161
)
 
(423,233
)
Total property and equipment, net
 
$
725,242
 
$
813,347
 

 
- 5 - -

CALLAWAY PARTNERS, LLC
NOTES TO FINANCIAL STATEMENTS
 
5.    Line of Credit
 
The Company has available a $5,000,000 revolving line of credit that bears interest at the one month LIBOR plus 1.75%. Prior to September 8, 2008, the Company has a one time option to request an increase in its revolving line of credit up to $8,000,000, provided it meets certain covenants as defined in the line of credit loan agreement. On September 8, 2009, the line of credit will expire, upon which time any unpaid principal and interest are due. The Company will pay an availability fee equal to 0.20% per annum on the unused portion of the line of credit for each day during the preceding fiscal quarter. No availability fee will be due for any quarter in which the average line of credit balance outstanding is greater than $3,000,000. The line of credit requires annual audited financial statements to be submitted within 120 days after year end.

As of both June 30, 2007 and December 31, 2006, the Company’s total available credit was $5,000,000, with no outstanding balance. The line of credit is collateralized by all personal property of the Company (including a continuing perfected security interest in all accounts, documents, line of credit rights, chattel paper, accessions, inventory, equipment, general intangibles, deposit accounts, instruments, investment property, and financial assets). The Company is required to meet certain debt service coverage ratios as defined in the line of credit loan agreement, and maintain all operating and deposit cash accounts with the financial institution providing the line of credit. As of December 31, 2006, the Company was transitioning its operating and deposit cash accounts from the old financial institution to the new financial institution and has obtained a waiver for this debt covenant.

The revolving line of credit was subsequently closed upon the sale of the Company as described in note 7 below.

6.    Concentrations
 
Concentration by revenue source - For the six months ended June 30, 2007, the three largest clients accounted for approximately 17%, 15% and 12% of the Company’s revenues. For the six months ended June 30, 2006, the two largest clients accounted for approximately 53% and 15% of the Company’s revenues.

Concentration by financial institution - At various times throughout the year, the Company maintains cash and cash equivalents in accounts with various financial institutions in excess of the amount insured by the Federal Deposit Insurance Corporation. The Company’s management regularly monitors the financial stability of these financial institutions and does not believe there is a significant credit risk associated with deposits in excess of federally insured amounts.

Concentration by financial instrument - Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of trade receivables. The Company monitors its exposure to credit losses and maintains an allowance for doubtful accounts.

As of June 30, 2007, two clients accounted for approximately 21% and 17% of trade receivables. As of December 31, 2006, three clients accounted for approximately 22%, 17%, and 10% of trade receivables.

7.    Subsequent Event
 
On July 29, 2007, Huron Consulting Group Inc. (“Huron”) acquired the Company for $60,000,000 in cash paid at closing, subject to standard post-closing adjustments. Additional purchase consideration in cash may be payable by Huron if specific performance targets are met over the five-year period beginning on January 1, 2008 and ending on December 31, 2012.
 
- 6 - -