GreenHouse Holdings, Inc.

CIK:0001444177|SEC Filings

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		9 Months Ended
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Revenues	$ 470,392	$ 1,724,277	$ 2,871,583	$ 4,427,951
Cost of goods sold	479,930	1,081,904	1,863,681	2,594,196
Gross profit (loss)	(9,538)	642,373	1,007,902	1,833,755
Operating expenses:
Compensation	675,444	728,547	1,922,708	2,010,553
Selling, general and administrative	763,161	876,424	2,550,536	2,310,409
Total operating expenses	1,438,605	1,604,971	4,473,244	4,320,962
Loss from operations	(1,448,143)	(962,598)	(3,465,342)	(2,487,207)
Other income (expense):
Interest	(267,889)	(28,867)	(641,521)	(237,416)
Change in acquisition liability	33,810		167,580
Other expense				(250,000)
Loss before income taxes	(1,682,222)	(991,465)	(3,939,283)	(2,974,623)
Benefit for income taxes	(42,500)		(127,465)
Net loss	(1,639,722)	(991,465)	(3,811,818)	(2,974,623)
Other comprehensive loss:
Foreign currency translation loss	(33,705)		(32,963)
Total comprehensive loss	$ (1,673,427)	$ (991,465)	$ (3,844,781)	$ (2,974,623)
Net loss per share - basic and diluted (in Dollars per share)	$ (0.06)	$ (0.04)	$ (0.14)	$ (0.13)
Basic and Diluted (in Shares)	27,027,625	23,979,685	26,569,030	22,840,848

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	9 Months Ended
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	Sep. 30, 2011	Sep. 30, 2010
Cash flows from operating activities:
Net loss	$ (3,811,818)	$ (2,974,623)
Adjustments to reconcile net loss to net cash flows used in operating activities:
Depreciation and amortization	315,311	38,890
Loss on disposal of property and equipment	4,783
Common stock and options issued for services	481,293	79,991
Stock issued in consideration for extension of debenture payment	50,000
Interest expense related to converted debt		154,153
Interest expense related to converted accounts payable	47,374
Accretion of deferred interest on debentures payable	101,361
Accretion of warrant discount to debentures payable	353,071
Interest accrued on notes payable, related parties	23,982
Change in acquistion liability	(167,580)
Deferred income taxes	(127,500)
Change in allowance for doubtful accounts	9,857
Changes in operating assets and liabilities:
Accounts receivable	1,763,987	(1,337,368)
Costs and estimated earnings in excess of billings	35,051
Prepaid expenses and other assets	67,465	(159,406)
Accounts payable	(477,183)	403,892
Accrued expenses	225,089	219,602
Billings in excess of costs and estimated earnings	(1,118,826)	924,776
Net cash flows used in operating activities	(2,224,283)	(2,650,093)
Cash flows from investing activities:
Purchase of other intangibles		(3,600)
Net cash received from acquisition	42,030	42,333
Purchase of property and equipment	(3,630)	(366,769)
Net cash flows provided by (used in) investing activities	38,400	(328,036)
Cash flows from financing activities:
Deferred issuance costs	(43,620)	(121,233)
Advances from shareholder	7,400
Advances from officers	360,271	94,527
Repayments to shareholder	(12,500)
Repayments to officers	(309,855)	(101,109)
Payments on notes payable	(96,824)	(105,221)
Payments on notes payable, related parties	(111,817)	(610,364)
Proceeds from notes payable		310,802
Proceeds from issuance of debentures	700,000
Proceeds from notes payable, related parties	1,166,020	389,828
Stock issuance costs	(51,500)
Proceeds from share issuances	552,000	3,396,607
Net cash flows provided by financing activities	2,159,575	3,253,837
Effect of exchange rate fluctuations on cash	(5,660)
Net increase (decrease) in cash	(31,968)	275,708
Cash at beginning of period	63,373	3,869
Cash at end of period	31,405	279,577
Cash paid during the period for:
Interest	113,107	114,361
Income taxes		800
Non-cash investing and financing activities:
Conversion of notes payable to common stock		873,533
Issuance of common stock for payment of accounts payable	94,748
Deferred issuance costs adjusted to additional paid in capital in conjunction with share issuances		273,973
Issuance of shares of common stock for acquisition of companies	987,323	3,504,105
Contingent acquisition liability	221,970
Issuance of 19,800,000 shares of common stock in exchange for retirement of 800,000 shares of common stock in Green House Holdings		12,560
Issuance of 1,200,000 shares of common stock for reverse merger		1,200
Issuance of 50,000 shares of common stock in exchange for assignment of distribution rights		200,000
Issuance of shares of common stock for prepaid services	9,449	60,750
Issuance of 321,839 warrants as discount to debentures payable in conjunction with issuance of debentures	551,748
The following were the fair value of identifiable assets acquired and liabilities assumed in the acquisition of Control Engineering, Inc.
Accounts receivable	119,853
Prepaid expenses	2,325
Property and equipment	96,234
Accounts payable	(93,757)
Accrued expenses	(541)
Notes payable	(147,339)
Notes payable, related parties	(140,047)
Goodwill	$ 1,330,535

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Sep. 30, 2011	Dec. 31, 2010
Current assets:
Cash	$ 31,405	$ 63,373
Accounts receivable, net	277,417	1,931,408
Costs and estimated earnings in excess of billings	64,014	99,065
Prepaid expenses and other current assets	96,470	151,973
Deferred issuance costs	43,620
Total current assets	512,926	2,245,819
Property and equipment, net	513,442	487,513
Non-current assets:
Goodwill	3,574,902	2,244,367
Intangible assets, net	1,713,933	1,957,395
Security deposits	9,139	9,327
Distribution rights, net	656,667	686,667
Total assets	6,981,009	7,631,088
Current liabilities:
Accounts payable	1,275,991	1,754,165
Accrued expenses	523,429	297,799
Billings in excess of costs and estimated earnings	148,900	1,267,726
Advances from shareholders	44,900	50,000
Advances from officers	107,906	57,489
Current portion of notes payable	873,610	197,250
Current portion of notes payable, related parties	571,286	366,330
Total current liabilities	3,546,022	3,990,759
Notes payable, net of current portion	148,089	171,251
Notes payable, net of current portion, related parties	1,361,946	348,670
Acquisition liability	54,390
Deferred income taxes	672,500	800,000
Total liabilities	5,782,947	5,310,680
Commitments and contingencies - Note 10
Preferred stock, $.001 par value, 10,000,000 shares authorized, none outstanding	0	0
Common stock, $.001 par value, 300,000,000 shares authorized, 27,077,566 and 25,738,831 shares issued and outstanding at September 30, 2011 and December 31, 2010, respectively	27,078	25,739
Additional paid in capital	11,768,801	9,047,705
Accumulated deficit	(10,564,854)	(6,753,036)
Accumulated other comprehensive loss	(32,963)
Total shareholders' equity	1,198,062	2,320,408
Total liabilities and shareholders' equity	$ 6,981,009	$ 7,631,088