EX-99.1
2
exh991.htm
PRO FORMA FINANCIAL STATEMENTS.
exh991.htm
Exhibit 99.1
Pro Forma Consolidated Financial Statement of
CORONUS SOLAR INC.
September 30, 2010
(Stated in US dollars)
(Unaudited)
Table of Contents
Page Number
Pro forma Consolidated Balance Sheet
F-2
Notes to the Pro forma Consolidated Balance Sheet
F-3 - F-4
F-1
CORONUS SOLAR INC.
PRO FORMA CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 2010
(Stated in US Dollars)
(Unaudited)
(LOOK FOR)
PRO-FORMA
ADJUSTMENTS
PRO-FORMA
ASSETS
CURRENT
Cash and cash equivalents
$
1,367
(a)
$
75,257
$
45,124
(b)
(31,500)
Sales tax receivable
3,006
3,006
Other receivable
5,000
5,000
Prepaid expenses and deposit
1,952
1,952
TOTAL CURRENT ASSETS
11,325
55,082
LAND DEPOSIT
2,000
(b)
(1,000)
1,000
LAND AND EQUIPMENT
271
(b)
32,000
32,271
INTANGIBLE ASSET
14,930
14,930
TOTAL ASSETS
$
28,526
$
74,757
$
103,283
LIABILITIES
CURRENT
Accounts payable and accrued liabilities
$
16,136
$
$
16,136
Loan from a shareholder
245,482
245,482
TOTAL CURRENT LIABILITIES
261,618
261,618
STOCKHOLDERS' DEFICIENCY
SHARE CAPITAL
692,751
(a)
75,257
768,008
ADDITIONAL PAID IN CAPITAL
346,541
346,541
ACCUMULATED OTHER COMPREHENSIVE LOSS
(20,728)
(20,728)
DEFICIT
, accumulated during the development stage
(1,251,656)
(500)
(1,252,156)
TOTAL STOCKHOLDERS' DEFICIENCY
(233,092)
(158,335)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY
$
28,526
$
74,757
$
103,283
See accompanying Notes to the Unaudited Pro Forma Consolidated Balance Sheet
F-2
CORONUS SOLAR INC.
Notes to the Pro Forma Consolidated Balance Sheet
September 30, 2010
(Stated in US dollars)
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited pro forma consolidated balance sheet of Coronus Solar Inc. (the "Company") has been prepared by management to give effect to the land acquisition (the "Acquisition") and the related transactions as more fully described in Note 2 on the basis of the assumptions described in Note 3. The Acquisition has been accounted for as an acquisition of asset in the consolidated pro forma balance sheet.
The unaudited pro forma consolidated balance sheet of the Company has been prepared from the unaudited balance sheet of the Company as at September 30, 2010.
Certain information and footnote disclosure included in the above financial statements has been condensed or omitted in the pro forma consolidated balance sheet. It is suggested that the accompanying pro forma balance sheet should be read in conjunction with the related financial statements.
The unaudited pro forma consolidated balance sheet has been prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP"), and should be read in conjunction with the foregoing financial statements and notes thereto.
The unaudited pro forma consolidated balance sheet is not necessarily indicative of the financial position of the Company had the Acquisition and related transactions and other pro forma adjustments been effected on the dates indicated. Further, the unaudited pro forma consolidated balance sheet is not necessarily indicative of the financial position that may be obtained in the future.
2. LAND ACQUISITION
On August 28, 2010, the Company's wholly-owned subsidiary, Coronus Energy Corp. ("Coronus"), entered into a Vacant Land Purchase Agreement to acquire a 30 acre parcel of vacant land, situated east of Twentynine Palms, in the County of San Bernardino, California, from Gary and Sylvia Wright (the "Acquisition"). The total purchase price was $32,000, all cash. A non-refundable deposit of $1,000 was paid and the balance was payable on November 30, 2010. On November 30, 2010, the balance payable was extended to December 29, 2010, in return for Coronus placing an additional $1,000, non-refundable deposit into escrow. On December 21, 2010, the balance payable was extended to January 21, 2011, in return for Coronus placing an additional $1,000, non-refundable deposit into escrow. On January 24, 2011, Coronus paid the balance of the $32,000 purchase price in cash, and thus completed the Acquisition.
F-3
CORONUS SOLAR INC.
Notes to the Pro Forma Consolidated Balance Sheet
September 30, 2010
(Stated in US dollars)
(Unaudited)
3. PRO FORMA ASSUMPTIONS
The unaudited pro forma consolidated balance sheet incorporates the following pro forma assumptions:
(a)
The Company completed a private placement of 212,500 shares at a price of CAD$0.40 per share, for gross proceeds of CAD$85,000. F
inder's fees of CAD$7,500 were paid.
(b)
Payment of the outstanding balance payable for the land acquisition.
(c)
The Acquisition has been accounted for as an acquisition of asset on the pro forma consolidated balance sheet.
4. PRO FORMA ADJUSTMENTS
The unaudited pro forma consolidated balance sheet includes the following adjustments:
(a)
The recording of the completion of the private placement equity financing for gross proceeds of CAD$85,000 through the issuance of 212,500 shares at CAD$0.40 per share, with finder's fees of CAD$7,500, for net proceeds of CAD$77,500.
(b)
The recording of the payment of the outstanding balance payable for the land acquisition with related charges and the transfer of the land deposit to land and equipment.
5. SHARE CAPITAL
Upon completion of the transactions assumed under Note 3, the share capital of Coronus is as follows:
Authorized:
Unlimited number of common shares without par value
Issued and outstanding:
Number of
Note
Shares
Amount
Opening balance
15,542,586
$
692,751
Issued for cash on issuance of shares at CAD$0.40
per share, net
4(a)
212,500
75,257
15,755,086
$
768,008
F-4

EX - 99 . 1 2 exh991 . htm PRO FORMA FINANCIAL STATEMENTS . exh991 . htm Exhibit 99 . 1 Pro Forma Consolidated Financial Statement of CORONUS SOLAR INC . September 30 , 2010 ( Stated in US dollars ) ( Unaudited ) Table of Contents Page Number Pro forma Consolidated Balance Sheet F - 2 Notes to the Pro forma Consolidated Balance Sheet F - 3 - F - 4 F - 1 CORONUS SOLAR INC . PRO FORMA CONSOLIDATED BALANCE SHEET SEPTEMBER 30 , 2010 ( Stated in US Dollars ) ( Unaudited ) ( LOOK FOR ) PRO - FORMA ADJUSTMENTS PRO - FORMA ASSETS CURRENT Cash and cash equivalents $ 1,367 ( a ) $ 75,257 $ 45,124 ( b ) ( 31,500 ) Sales tax receivable 3,006 3,006 Other receivable 5,000 5,000 Prepaid expenses and deposit 1,952 1,952 TOTAL CURRENT ASSETS 11,325 55,082 LAND DEPOSIT 2,000 ( b ) ( 1,000 ) 1,000 LAND AND EQUIPMENT 271 ( b ) 32,000 32,271 INTANGIBLE ASSET 14,930 14,930 TOTAL ASSETS $ 28,526 $ 74,757 $ 103,283 LIABILITIES CURRENT Accounts payable and accrued liabilities $ 16,136 $ $ 16,136 Loan from a shareholder 245,482 245,482 TOTAL CURRENT LIABILITIES 261,618 261,618 STOCKHOLDERS ' DEFICIENCY SHARE CAPITAL 692,751 ( a ) 75,257 768,008 ADDITIONAL PAID IN CAPITAL 346,541 346,541 ACCUMULATED OTHER COMPREHENSIVE LOSS ( 20,728 ) ( 20,728 ) DEFICIT , accumulated during the development stage ( 1,251,656 ) ( 500 ) ( 1,252,156 ) TOTAL STOCKHOLDERS ' DEFICIENCY ( 233,092 ) ( 158,335 ) TOTAL LIABILITIES AND STOCKHOLDERS ' DEFICIENCY $ 28,526 $ 74,757 $ 103,283 See accompanying Notes to the Unaudited Pro Forma Consolidated Balance Sheet F - 2 CORONUS SOLAR INC . Notes to the Pro Forma Consolidated Balance Sheet September 30 , 2010 ( Stated in US dollars ) ( Unaudited ) 1 . BASIS OF PRESENTATION The accompanying unaudited pro forma consolidated balance sheet of Coronus Solar Inc . ( the " Company " ) has been prepared by management to give effect to the land acquisition ( the " Acquisition " ) and the related transactions as more fully described in Note 2 on the basis of the assumptions described in Note 3 . The Acquisition has been accounted for as an acquisition of asset in the consolidated pro forma balance sheet . The unaudited pro forma consolidated balance sheet of the Company has been prepared from the unaudited balance sheet of the Company as at September 30 , 2010 . Certain information and footnote disclosure included in the above financial statements has been condensed or omitted in the pro forma consolidated balance sheet . It is suggested that the accompanying pro forma balance sheet should be read in conjunction with the related financial statements . The unaudited pro forma consolidated balance sheet has been prepared in accordance with accounting principles generally accepted in the United States of America ( " US GAAP " ) , and should be read in conjunction with the foregoing financial statements and notes thereto . The unaudited pro forma consolidated balance sheet is not necessarily indicative of the financial position of the Company had the Acquisition and related transactions and other pro forma adjustments been effected on the dates indicated . Further , the unaudited pro forma consolidated balance sheet is not necessarily indicative of the financial position that may be obtained in the future . 2 . LAND ACQUISITION On August 28 , 2010 , the Company 's wholly - owned subsidiary , Coronus Energy Corp . ( " Coronus " ) , entered into a Vacant Land Purchase Agreement to acquire a 30 acre parcel of vacant land , situated east of Twentynine Palms , in the County of San Bernardino , California , from Gary and Sylvia Wright ( the " Acquisition " ) . The total purchase price was $ 32,000 , all cash . A non - refundable deposit of $ 1,000 was paid and the balance was payable on November 30 , 2010 . On November 30 , 2010 , the balance payable was extended to December 29 , 2010 , in return for Coronus placing an additional $ 1,000 , non - refundable deposit into escrow . On December 21 , 2010 , the balance payable was extended to January 21 , 2011 , in return for Coronus placing an additional $ 1,000 , non - refundable deposit into escrow . On January 24 , 2011 , Coronus paid the balance of the $ 32,000 purchase price in cash , and thus completed the Acquisition . F - 3 CORONUS SOLAR INC . Notes to the Pro Forma Consolidated Balance Sheet September 30 , 2010 ( Stated in US dollars ) ( Unaudited ) 3 . PRO FORMA ASSUMPTIONS The unaudited pro forma consolidated balance sheet incorporates the following pro forma assumptions : ( a ) The Company completed a private placement of 212,500 shares at a price of CAD $ 0.40 per share , for gross proceeds of CAD $ 85,000 . F inder 's fees of CAD $ 7,500 were paid . ( b ) Payment of the outstanding balance payable for the land acquisition . ( c ) The Acquisition has been accounted for as an acquisition of asset on the pro forma consolidated balance sheet . 4 . PRO FORMA ADJUSTMENTS The unaudited pro forma consolidated balance sheet includes the following adjustments : ( a ) The recording of the completion of the private placement equity financing for gross proceeds of CAD $ 85,000 through the issuance of 212,500 shares at CAD $ 0.40 per share , with finder 's fees of CAD $ 7,500 , for net proceeds of CAD $ 77,500 . ( b ) The recording of the payment of the outstanding balance payable for the land acquisition with related charges and the transfer of the land deposit to land and equipment . 5 . SHARE CAPITAL Upon completion of the transactions assumed under Note 3 , the share capital of Coronus is as follows : Authorized : Unlimited number of common shares without par value Issued and outstanding : Number of Note Shares Amount Opening balance 15,542,586 $ 692,751 Issued for cash on issuance of shares at CAD $ 0.40 per share , net 4 ( a ) 212,500 75,257 15,755,086 $ 768,008 F - 4