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Report of Independent Registered Public Accounting Firm	F-1

Balance Sheets as of December 31, 2014 and 2013	F-2

Statements of Income and Comprehensive Income for the years ended December 31, 2014 and 2013	F-3

Statements of Stockholders’ Equity for the two years ended December 31, 2014	F-4

Statements of Cash Flows for the years ended December 31, 2014 and 2013	F-5

Notes to Financial Statements	F-6

We have audited the accompanying balance sheets of Global Telesat Communications Ltd (the “Company”), as of December 31, 2014 and 2013 and the related statements of income and comprehensive income, stockholders’ equity and cash flows for each of the two years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Global Telesat Communications Ltd as of December 31, 2014 and 2013 and the results of their operations and comprehensive income and their cash flows for each of the two years then ended in conformity with accounting principles generally accepted in the United States of America.

GLOBAL TELESAT COMMUNICATIONS LTD
BALANCE SHEETS AS OF

	December 31,			December 31,
	2014			2013
ASSETS
Current assets:
Cash	$	65,892		$	78,412
Accounts receivable, net		82,986			30,039
Inventory		183,780			132,695
Unbilled revenue		25,612			14,880
Other current assets		25,764			9,460
Total current assets		384,034			265,486

Property and equipment, net		58,413			47,380

Total assets	$	442,447		$	312,866

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable and accrued liabilities	$	299,877		$	184,092
Deferred revenue		28,891			18,838
Loan from funding circle		-			4,298
Note payable - related party		59,308			55,041
Total current liabilities		388,076			262,269

Total Liabilities		388,076			262,269

Stockholders' Equity:
Common Shares, 1,000 authorized, issued and outstanding, no par		2,492			2,492
Accumulated deficit		52,728			46,237
Accumulated other comprehensive (loss) income		(849	)		1,868
Total stockholder equity		54,371			50,597

Total liabilities and stockholders' equity	$	442,447		$	312,866

GLOBAL TELESAT COMMUNICATIONS LTD
STATEMENT OF INCOME AND COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

	December 31,			December 31,
	2014			2013

Net sales	$	2,420,645		$	1,536,129

Cost of sales		1,739,388			1,150,023

Gross profit		681,257			386,106

Operating expenses:
Selling, general and administrative		640,065			346,054
Depreciation		20,602			18,031
Total operating expenses		660,667			364,085

Income before other expenses and income taxes		20,590			22,021

Other (income) expense
Foreign currency exchange rate variance		7,325			4,264
Interest expense, net		-			2,006
Total other (income) expense		7,325			6,270

Income before income tax		13,265			15,751
Less income tax		(6,773	)		(6,098	)
Net income	$	6,492		$	9,652

Comprehensive Income:
Net income	$	6,492		$	9,652
Foreign currency translation adjustments		(2,717	)		5,938
Comprehensive Income	$	3,775		$	15,590

GLOBAL TELESAT COMMUNICATIONS LTD
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE TWO YEARS ENDED DECEMBER 31, 2014


							Accumulated			Total
	Ordinary				Accumulated		Comprehensive			Stockholders'
	Shares		Amount		Deficit		Income (Loss)			Equity
Balance, January 1, 2013		1,000	$	2,492	$	36,584	$	(4,070	)	$	35,006

Comprehensive income		-		-		-		5,938			5,938
Net income		-		-		9,652		-			9,652
Balance, December 31, 2013		1,000		2,492		46,237		1,868			50,597

Comprehensive loss		-		-		-		(2,717	)		(2,717	)
Net income		-		-		6,492		-			6,492
Balance, December 31, 2014		1,000	$	2,492	$	52,729	$	(849	)	$	54,371

GLOBAL TELESAT COMMUNICATIONS LTD
STATEMENTS OF CASH FLOWS FOR THE

	Year ended December 31,
	2014			2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	6,492		$	9,652
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense		20,602			18,031
Change in operating assets and liabilities:
Accounts receivable		(52,947	)		27,456
Inventory		(51,085	)		(45,362	)
Unbilled revenue		(10,732	)		(5,363	)
Other current assets		(16,305	)		(8,397	)
Accounts payable and accrued liabilities		115,785			47,989
Excess payment over bank balance		-			(13,850	)
Deferred revenue		10,053			15,785
Net cash provided by operating activities		21,863			45,941

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment		(31,635	)		(33,612	)
Net cash (used in) investing activities		(31,635	)		(33,612	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Funding Circle loan		-			49,464
Repayment of Funding Circle loan		(4,298	)		(45,166	)
Proceeds from note payable, related party, net		4,267			51,537
Net cash (used in) provided by financing activities		(31	)		55,835

Effect of exchange rate on cash		(2,717	)		5,938

Net (decrease ) increase in cash		(12,520	)		74,102

Cash beginning of period		78,412			4,310
Cash end of period	$	65,892		$	78,412


SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid during the period for
Interest	$	-		$	2,006
Income tax	$	6,425		$	-

GTC provides mobile voice and data communications services globally via satellite to government, defense industry and commercial users. GTC has an e-commerce mobile satellite solutions portal and is an authorized reseller of satellite telecommunications equipment and services offered by other leading satellite network providers such as Inmarsat, Iridium, Globalstar and Thuraya. GTC also has a new subscription based online tracking portal called GTCTrack, designed to attract new satellite and GSM tracking customers by offering an easy-to-use interface and compatibility with a wide range of devices.

The preparation of financial statements in accordance with U.S. GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. The Company’s financial statements include amounts that are based on management’s best estimates and judgments. Actual results could differ from those estimates.

The Company recognizes revenue when all four of the following criteria are met: 1) persuasive evidence of an arrangement exists; 2) delivery has occurred and title has transferred or services have been rendered; 3) our price to the buyer is fixed or determinable; and 4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded.

The Company records unearned contract revenues and subscription fees as deferred revenues and their associated costs of sales as prepaid expenses. As of December 31, 2014 and 2013, the Company recognized $28,891 and $18,838 as deferred revenue ie revenue pertaining to next year or years but invoiced in that year. Deferred revenues from subscription fees and their related costs are amortized over the subscription term. Also during the year ended December 31, 2014 and 2013 recorded $25,612 and $14,880, respectively as unbilled revenue ie revenue pertaining to current year but invoiced in next year.

The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company’s estimate of the allowance for doubtful accounts will change. At December 31, 2014 and 2013, the Company has deemed that no allowance for doubtful accounts was necessary.

The Company’s reporting currency is US Dollars. The accounts of the Company’s are maintained using the local currency (Great British Pound) as the functional currency. All assets and liabilities are translated into U.S. Dollars at balance sheet date, shareholders' equity is translated at historical rates and revenue and expense accounts are translated at the average exchange rate for the year or the reporting period. The translation adjustments are deferred as a separate component of stockholders’ equity, captioned as accumulated other comprehensive (loss) gain. Transaction gains and losses arising from exchange rate fluctuation on transactions denominated in a currency other than the functional currency are included in the statements of operations.

The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC740-10”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce the deferred tax assets to an amount that will more likely than not be realized.

U.S. GAAP requires that, in applying the liability method, the financial statement effects of an uncertain tax position be recognized based on the outcome that is more likely than not to occur. Under this criterion the most likely resolution of an uncertain tax position should be analyzed based on technical merits and on the outcome that will likely be sustained under examination. There were no adjustments related to uncertain tax positions recognized during the years ended December 31, 2014 and 2013, respectively.

The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company did not incur research and development expenses for the years ended December 31, 2014 and 2013.

Inventories are valued at the lower of cost or market, using the first-in first-out cost method. The Company assesses the valuation of its inventories and reduces the carrying value of those inventories that are obsolete or in excess of the Company’s forecasted usage to their estimated net realizable value. The Company estimates the net realizable value of such inventories based on analysis and assumptions including, but not limited to, historical usage, expected future demand and market requirements. A change to the carrying value of inventories is recorded to cost of goods sold.

The Company computes earnings per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock. Diluted net income (loss) per share is computed using the weighted average number of common and common stock equivalent shares outstanding during the period. Dilutive common stock equivalents consist of shares issuable upon conversion of convertible notes, exercise of warrants and options. As of December 31, 2014 and 2013 the Company didn’t have any common stock equivalents.

Property and equipment are carried at historical cost less accumulated depreciation. Depreciation is based on the estimated service lives of the depreciable assets and is calculated using the straight-line method. Expenditures that increase the value or productive capacity of assets are capitalized. Fully depreciated assets are retained in the property and equipment, and accumulated depreciation accounts until they are removed from service. When property and equipment are retired, sold or otherwise disposed of, the asset’s carrying amount and related accumulated depreciation are removed from the accounts and any gain or loss is included in operations. Repairs and maintenance are expensed as incurred.

The Company evaluates the fair value of long-lived assets on an annual basis or whenever events or changes in circumstances indicate that its carrying amounts may not be recoverable. Accordingly, any impairment of value is recognized when the carrying amount of a long-lived asset exceeds its fair value. The Company’s evaluations have not indicated any impairment of fair values.

The FASB has issued ASU No. 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Accounting Standards Codification 605 - Revenue Recognition and most industry-specific guidance throughout the Codification. The standard requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU is effective on January 1, 2017 and should be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASU recognized at the date of initial application. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s financial position and results of operations.

There were various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's financial position, results of operations or cash flows.

On January 28, 2013 the Company entered into a loan for $49,464 (GBP 30,000) with Funding Circle. The loan is repayable in 12 equal monthly payments of $4,298 (GBP 2,606) and bears interest of 7.81% per annum. Interest paid as of December 31, 2014 and 2013 are $176 and $1,936, respectively.

The Company’s headquarters are located in Poole, UK. The lease was initially entered into in December 2010 and has a minimum three month term. The Company intends to continue to renew its lease agreement in three month terms. Currently, the Company is paying office rent on basis of $2,404 (GBP 1,450) per month. In December 2014, the Company renewed its lease agreement for office space at $2,404 per month.

The Company has received financing from the Company’s Managing Director. No formal repayment terms or arrangements exist. The stockholder loans bear no interest and are due on demand. The accounts payable due to related party includes advances for inventory due to David Phipps. Total payments due to David Phipps as of December 31, 2014 and 2013 are $59,308 and $55,041, respectively.

In the ordinary conduct of business, the Company is subject to periodic lawsuits, investigations and litigation claims, which the Company accrues for where appropriate and can be reasonably estimated. The Company cannot predict with certainty the ultimate resolution of such lawsuits, investigations and claims asserted against it. At December 31, 2014, the Company had no material contingencies.

		Year Ended December 31,
	2014			2013
Income tax (benefit) provision at Federal statutory rate	$	4,510		$	5,355
State Income taxes, net of Federal tax benefit		-			-
Tax effect of non-deductible expense		7,005			6,131
Foreign Rate Adjustment		(4,742	)		(5,388	)
Tax Provision	$	6,773		$	6,098

The provisions of ASC 740 require companies to recognize in their financial statements the impact of a tax position if that position is more likely than not to be sustained upon audit, based upon the technical merits of the position. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken on a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods and disclosure.

Management does not believe that the Company has any material uncertain tax positions requiring recognition or measurement in accordance with the provisions of ASC 740. Accordingly, the adoption of these provisions of ASC 740 did not have a material effect on the Company’s financial statements. The Company’s policy is to record interest and penalties on uncertain tax positions, if any, as income tax expense.

On February 19, 2015, Orbital Tracking Corp. (“OTC”) entered into a Share Exchange Agreement (the “Exchange Agreement”) with Global Telesat Communications Limited, a Private Limited Company formed under the laws of England and Wales (“GTCL”) and all of the holders of the outstanding equity of GTCL (the “GTCL Shareholders”). Upon closing of the transactions contemplated under the Exchange Agreement (the “Share Exchange”), the GTCL Shareholders (7 members) transferred all of the issued and outstanding equity of GTCL to the OTC in exchange for (i) an aggregate of 2,540,000 shares of the common stock of the OTC and 8,746,000 shares of the newly issued Series E Convertible Preferred Stock of the OTC with each share of Series E Convertible Preferred Stock convertible into ten shares of common stock, (ii) a cash payment of $375,000 (the “Cash Payment”) and (iii) a one-year promissory note in the amount of $122,536 (the “Note”). Such exchange caused GTCL to become a wholly owned subsidiary of the OTC.

The completion of the Share Exchange resulted in a change of control. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The GTCL Shareholders obtained approximately 39% of voting control on the date of Share Exchange. GTCL was the acquirer for financial reporting purposes and the Orbital Tracking Corp. was the acquired company. Following the closing of the Share Exchange, Orbital Tracking Corp. will have expanded its global satellite based business launched with the acquisition of various contracts by Orbital Satcom in December 2014 and will allow it to operate as a vertically integrated satellite services business with experienced management operating from additional locations in Poole, England in the United Kingdom and Aventura, Florida.

		Years
	Office furniture and fixtures	4
	Computer equipment	4
	Website development	4

	December 31,			December 31,
	2014			2013
Office furniture and fixtures	$	69,411		$	50,563
Computer equipment		11,155			8,913
Website development		42,283			35,500
		122,849			94,976
Less accumulated depreciation		(64,436	)		(47,596	)

Total	$	58,413		$	47,380

	December 31,		December 31,
	2014		2013
Accounts payable	$	225,745	$	166,948
Rental deposits		19,276		10,058
VAT liability		48,453		658

Total	$	293,474	$	177,664

Supplier	2014			2013
Company A		21.4	%		35.5	%
Company B		20.8	%		9.2	%
Company C		17.7	%		20.5	%