EX-99.4 4 sollensys_ex99-4.htm EXHIBIT 99.4

Exhibit 99.4

Sollensys Corp., Celerit Corp. and Celerit Solutions Corp.

Unaudited Proforma Consolidated Balance Sheets

For the Year Ended December 31, 2021

	Sollensys			Celerit Solutions			Celerit					Preliminary
	Corp.			Corp.			Corp.					Consolidated
	December 31,			December 31,			December 31,					December 31,			Acquisition			Consolidated
	2021			2021			2021		Eliminations			2021			Entries			12/31/2021
Assets
Current assets:
Cash	$	592,534		$	82,879		$	30,845				$	706,258			(10,000	)(b)	$	696,258
Accounts receivable		1,717			95,968			1,254,076					1,351,761						1,351,761
Unbilled revenue		-			-			124,943					124,943						124,943
Inventory		78,000			-			-					78,000						78,000
Due from affiliates		-			-			523,495		(523,495	)(a)		-						-
Prepaid expenses		60,749			39,979			166,878					267,606						267,606
Total current assets		733,000			218,826			2,100,237		(523,495	)		2,528,568			(10,000	)		2,518,568
Property and equipment, net		2,944,830			471,726			-					3,416,556						3,416,556
Goodwill		200,199			-			-					200,199			11,702,445	(b)(c)(d)		11,902,644
Intangible Assets, net		194,638			-			-					194,638			1,950,407	(e)		2,145,045
Advances to officer		-			-			191					191						191
Other		17,994			-			12,429					30,423						30,423
Total assets	$	4,090,661		$	690,552		$	2,112,857		(523,495	)	$	6,370,575			13,642,852		$	20,013,427
																			-
Liabilities and Stockholder's Equity																			-
Current liabilities:																			-
Accounts payable	$	66,268		$	22,041		$	16,606					104,915						104,915
Accrued expenses		195,589			28,047			495,790					719,426						719,426
Deferred revenue		437,731			91,950			-					529,681						529,681
Current maturity of note payable to stockholder		-			-			276,136					276,136						276,136
Notes payable		2,505,553			-			-					2,505,553			2,695,000	(b)		5,200,553
Due to affiliates		-			538,098			-		(523,495	)(a)		14,603						14,603
Total current liabilities		3,205,141			680,136			788,532		(523,495	)		4,150,314			2,695,000			6,845,314
Notes payable long term		19,137			-			457,797					476,934						476,934
Deferred revenue-long term		205,714			-			-					205,714						205,714
Total liabilities		3,429,992			680,136			1,246,329		(523,495	)		4,832,962			2,695,000			7,527,962

Commitments and contingencies		-			-			-					-

Stockholder's equity:
Common shares		100,716			100			1,000					101,816			2,900	(b)(c)		104,716
Additional paid-in capital		8,527,616			282,919			-					8,810,535			12,513,081	(b)(c)		21,323,616
Accumulated deficit		(7,967,663	)		(272,603	)		865,528					(7,374,738	)		(1,568,129	)(c)		(8,942,867	)
Total stockholder's equity		660,669			10,416			866,528					1,537,613			10,947,852			12,485,465
Total liabilities and stockholder's equity	$	4,090,661		$	690,552		$	2,112,857		(523,495	)	$	6,370,575		$	13,642,852		$	20,013,427

Notes

(a) To eliminate intercompany activity between Celerit Corp. and Celerit Solutions Corp.

(b) To record the merger consideration which consisted of $10,000 in cash, 4,000,000 shares of the Company's common stock and the issuance of a promissory note of $2,695,000 payable to a shareholder of Celerit

(c) To eliminate the Celerit capital structure and record negative net assets acquired as a reduction of the purchase price

(d) To allocate an estimated 20% of goodwill to intangible assets subject to a full valuation report to be undertaken by the Company within the next year

(e) To record amortization expense assuming a three year life on intangible assets as if the acquisition had occurred on January 1, 2021. The life of the intangibles is an estimate subject to a full valuation report that will be undertaken by the Company within the next year

Sollensys Corp., Celerit Corp. and Celerit Solutions Corp.

Unaudited Proforma Consolidated Statements of Operations

For the Year Ended December 31, 2021

	Sollensys			Celerit Solutions			Celerit
	Corp.			Corp.			Corp.
	For the Year			For the Year			For the Year
	Ended			Ended			Ended
	December 31,			December 31,			December 31,			Acquisition			Consolidated
	2021			2021			2021			Entries			12/31/2021
Revenue	$	182,321		$	1,013,697		$	11,229,564					$	12,425,582
Cost of sales		384,908			974,893			6,637,941						7,997,742
Gross margin		(202,587	)		38,804			4,591,623						4,427,840

Operating expenses:
General and administrative expense		4,253,875			428,872			2,445,072			994,704	(b)		8,122,523
Total operating expenses		4,253,875			428,872			2,445,072			994,704			7,127,819
Income (loss) from operations		(4,456,462	)		(390,068	)		2,146,551			(994,704	)		(3,694,683	)
Other income (expense)
Other income		-			217,588			1,087,662						1,305,250
Interest expense-net		(69,123	)		-			(81,386	)					(150,509	)
Income (loss) before income taxes		(4,525,585	)		(172,480	)		3,152,827			(994,704	)		(3,534,645	)
Provision benefit for income taxes		-			-			-			-			-
Net income (loss)		(4,525,585	)		(172,480	)		3,152,827			(994,704	)		(3,534,645	)
														-
Basic and diluted earnings (loss) per common share	$	(0.05	)	$	(1,724.80	)	$	3,152.83					$	(0.03	)

Weighted-average number of common shares outstanding:
Basic and diluted		99,719,004			100			1,000			3,998,900	(a)		103,719,004

Notes

(a) Reflects the issuance of 4,000,000 Sollensys shares at acquisition minus the cancellation of 1,100 Celerit shares

(b) To record amortizion of intangible expense of $975,204 as if the acquisition had occurred on January 1, 2021 as well as $19,500 of expenses associated with the acquistion.