EX-99 6 ex99-4.txt EX. 99.4 - 9 MONTHS COMBINED STMT. - 3/31/2003 PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED DECEMBER 31, 2003 (UNAUDITED)
MTM TECHNOLOGIES, VECTOR GLOBAL INC. AND NETWORK SERVICES, INC. AND INFO SYSTEMS, PRO FORMA PRO FORMA SUBSIDIARIES(a) CATALYST, INC.(b) SUBSIDIARIES (c) INC. (d) ADJUSTMENTS COMBINED --------------- ----------------- ------------------- ---------------- ------------ ------------- Net Revenues: Products 30,572,749 18,652,616 24,785,569 28,837,602 102,848,536 Services 13,335,272 5,745,415 10,814,350 12,304,687 42,199,724 --------------- ----------------- ------------------- ---------------- ------------ ------------- 43,908,021 24,398,031 35,599,919 41,142,289 145,048,260 --------------- ----------------- ------------------- ---------------- ------------ ------------- Costs and expenses: Cost of products sold 29,065,168 16,699,210 20,987,082 24,494,609 91,246,069 Cost of services provided 8,961,483 4,512,312 5,725,077 8,833,137 28,032,009 Selling, general and 7,633,823 3,221,465 10,124,408 8,292,299 29,271,995 administrative expenses --------------- ----------------- ------------------- ---------------- ------------ ------------- 45,660,474 24,432,986 36,836,567 41,620,045 148,550,072 --------------- ----------------- ------------------- ---------------- ------------ ------------- Other (Income) (5,606) - (101) (5,707) Income tax expense (benefit) (198,469) (198,469) Interest expense (income) 330,431 285,040 (18,520) 18,416 5,860,863 (A) 7,444,435 968,205 (B) --------------- ----------------- ------------------- ---------------- ------------ ------------- NET (LOSS) INCOME (2,077,278) (319,995) (1,218,027) (297,703) (6,829,068) (10,742,071) =============== ================= =================== ================ ============ ============= Net (loss) income per common shares: Basic and diluted $ (0.44) $ (1.90) ================ ============= Weighted average number of common shares outstanding: Basic and diluted 4,723,052 500,000 (C) 5,656,892 ================ ============= 433,840 (D) 868,150 (E) (a) Represents historical balance sheet of MTM Technologies, Inc. as of December 31, 2003 derived from the consolidated financial statements included in MTM Technologies, Inc. Quarterly Report on Form 10-Q for the nine months ended December 31, 2004. (b) Represents historical financial data of Network Catalyst, Inc. as of December 31, 2003 derived from the financial records of Network Catalyst, Inc. for the nine months ended December 31, 2003. (c) Represents the historical financial data of Vector Global Services, Inc. and Subsidiaries as of December 31, 2003 derived from the financial records of Vector for the nine months ended December 31, 2003. (d) Represents the historical financial data of Info Systems, Inc. derived from the financial records of Info Systems, Inc. for the nine months ended September 30, 2003. (A) Represents non-cash debt discount amortization and interest expense related to theA-4 $10,000,000 Convertible Subordinated Promissory Notes investment by Pequot Private Equity Fund III, LLP and Pequot Offshore Private Equity Partners III, L.P. and Constellation Venture Capital II, L.P., Constellation Venture Capital Offshore II, L.P., The BSC Employee Fund VI, L.P. and CVC Partners II, LLC, as if the transaction took place at the beginning of the period shown. (B) Represents non-cash debt discount amortization and interest expense related to the A-4 $6,000,000 Convertible Subordinated Promissory Notes investment by Pequot Private Equity Fund III, LLP and Pequot Offshore Private Equity Partners III, L.P. and Constellation Venture Capital II, L.P., Constellation Venture Capital Offshore II, L.P., The BSC Employee Fund VI, L.P. and CVC Partners II, LLC, as if the transaction took place at the beginning of the period shown. (C) Represents the stock consideration given as part of the Network Catalyst, Inc. acquisition of net assets, as if shares were considered outstanding for the full period shown. (D) Represents the stock consideration given as part of the Vector Global Services, Inc. acquisition of net assets, as if shares were considered outstanding for the full period shown. (E) Represents the stock consideration given as part of the Info Systems, Inc. stock purchase, as if shares were considered outstanding for the full period shown.