Exhibit 10.4
Pro-Forma Financial Statements :
On
May 5, 2008, with an effective date of April 30, 2008,
Technology Solutions Company (the “Company”) and
EnteGreat Solutions, LLC (“EnteGreat”) entered into an
Asset Purchase Agreement (the “Purchase Agreement”)
pursuant to which the Company agreed to sell and EnteGreat agreed
to acquire substantially all of the assets and assume certain
liabilities of the Company’s SAP practice (the
“Practice”) together with certain other assets,
liabilities, properties and rights of the Company relating to its
SAP services business.
The
accompanying unaudited pro-forma consolidated balance sheet as of
March 31, 2008 presents our historical amounts, adjusted for
the effects of the sale of the SAP Practice, as if such sale had
occurred on March 31, 2008. The accompanying unaudited
pro-forma consolidated statements of operations are a summary of
the Company’s operating results, excluding the SAP Practice
on a stand-alone basis. It was derived by adjusting the financial
information found in the Company’s Annual Report on Form 10-K
of the year ended December 31, 2007 and the financial results
for the first quarter of 2008. The accompanying unaudited
consolidated pro-forma financial statements should be read in
conjunction with the Company’s historical consolidated
financial statements and related notes thereto, and
Management’s Discussion and Analysis of Financial Condition
and Results of Operations, included in the Company’s Annual
Report on Form 10-K for the year ended December 31, 2007. The
accompanying unaudited pro-forma consolidated financial statements
and related notes are provided for information purposes only and do
not purport to be indicative of results which may be expected to
occur in the future or which would have been actually obtained had
the sale of the SAP Practice been completed on the date
indicated.
a. Pro-forma condensed balance sheet — post sale of SAP
Practice:
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Pro-forma Balance Sheet -
Post Sale of SAP Practice |
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Pre-Transaction |
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Post-Transaction |
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As reported |
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Transaction |
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Pro-forma |
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March 31, 2008 (1) |
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Adjustments (2) |
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March 31, 2008 (3) |
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(Unaudited) |
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(Unaudited) |
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(Unaudited) |
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Cash and
short-term investments
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$ |
9,557 |
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$ |
4,150 |
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$ |
13,707 |
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Promissory Note
from EnteGreat
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— |
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750 |
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750 |
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Other current
asse
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