EX-99.1 4 ex99-1.htm Exhibit 99.1

 

Exhibit 99.1

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Financial Statements

 

    Index
     
Audited Financial Statements:    
     
Report of Independent Registered Public Accounting Firm   F-2
     
Balance Sheet   F-3
     
Statement of Operations   F-4
     
Statement of Stockholders’ Deficit   F-5
     
Statement of Cash Flows   F-6
     
Notes to the Financial Statements   F-7
     
Interim Financial Statements (Unaudited):    
     
Balance Sheets   F-9
     
Statements of Operations   F-10
     
Statement of Stockholders’ Equity (Deficit)   F-11
     
Statements of Cash Flows   F-12
     
Notes to the Financial Statements   F-13
     
Pro Forma Consolidated Financial Statements (Unaudited):    
     
Balance Sheet   PF-2
     
Statements of Operations   PF-3
     
Notes to the Pro Forma Financial Statements   PF-5

 

F-1
 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and

Stockholders of Pan Asia Infratech Corp.

Carson City, Nevada

 

We have audited the accompanying balance sheet of Pan Asia Infratech Corp. (A Development Stage Company) (the “Company”), as of September 30, 2012, and the related statements of operations, stockholders’ (deficit), and cash flows for the period from July 13, 2012 (inception) to September 30, 2012. The Company’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

 

We conducted our audit 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 audit 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 audit provides 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 Pan Asia Infratech Corp as of September 30, 2012, and the results of its operations and its cash flows for the period from July 13, 2012 (inception) to September 30, 2012 in conformity with accounting principles generally accepted in the United States of America.

 

The accompanying financial statements have been prepared assuming that Pan Asia Infratech Corp will continue as a going concern. As discussed in Note 1 to the financial statements, Pan Asia Infratech Corp has not generated significant revenue since inception and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

/s/ GBH CPAs, PC  
GBH CPAs, PC  
www.gbhcpas.com  
Houston, Texas  
February 11, 2013  

  

F-2
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Balance Sheet

 

   September 30, 2012 
     
ASSETS     
      
Total Assets  $ 
      
LIABILITIES AND STOCKHOLDERS’ DEFICIT     
      
Current Liabilities     
      
Due to related party  $1,100 
      
Total Liabilities   1,100 
      
Stockholders’ Deficit     
      
Common Stock      
75,000 shares authorized, without par value; nil shares issued and outstanding    
      
Deficit Accumulated During the Development Stage   (1,100)
Total Stockholders’ Deficit   (1,100)
      
Total Liabilities and Stockholders’ Deficit  $ 

 

The accompanying notes are an integral part of these financial statements.

 

F-3
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Statement of Operations

 

   Period from 
   July 13, 2012 
   (Inception) to 
   September 30, 2012 
     
Revenue  $ 
      
Expenses     
General and administrative   1,050 
Professional fees   50 
      
Total Expenses   1,100 
      
Net Loss  $(1,100)
      
Net Loss Per Common Share – Basic and Diluted  $ 
      
Weighted Average Common Shares Outstanding – Basic and Diluted    

 

The accompanying notes are an integral part of these financial statements.

 

F-4
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Statement of Stockholders’ Deficit

For the Period from July 13, 2012 (Inception) to September 30, 2012

 

           Deficit     
           Accumulated     
       During the     
   Common Stock   Development     
   Shares   Amount   Stage   Total 
                     
Balance – July 13, 2012 (Inception)      $   $   $ 
                     
Net loss           (1,100)   (1,100)
                     
Balance – September 30, 2012           (1,100)   (1,100)

 

The accompanying notes are an integral part of these financial statements.

 

F-5
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Statement of Cash Flows

 

   Period from
July 13, 2012
(Inception) to
September 30, 2012
 
     
Cash Flows from Operating Activities     
      
Net loss  $(1,100)
      
Changes in operating assets and liabilities:     
Due to related party   1,100 
      
Net Cash Used In Operating Activities    
Change in Cash    
Cash - Beginning of Period    
Cash - End of Period  $ 
      
Supplemental disclosures of cash flow information:     
Interest paid  $ 
Income taxes paid  $ 

 

The accompanying notes are an integral part of these financial statements.

 

F-6
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Notes to the Financial Statements

September 30, 2012

 

1.   Nature of Operations
     
    Pan Asia Infratech Corp. (the “Company”) was incorporated in the State of Nevada on July 13, 2012. The Company is a Development Stage Company, as defined by Accounting Standards Codification (“ASC”) 915, Development Stage Entities. The Company’s principal business is the development of projects in renewable energy and energy efficiency technology that comprise innovative solutions for basic infrastructure. The Company intends to generate revenue through project consulting and development fees, business advisory services, and project management fees on operations of facilities.
     
    These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated significant revenue since inception and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As of September 30, 2012, the Company has accumulated losses of $1,100 since inception. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
     
2.   Summary of Significant Accounting Policies
     
    a)   Basis of Presentation
         
        These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company’s fiscal year-end is September 30.
         
    b)   Use of Estimates
         
        The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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 regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
         
    c)   Cash and Cash Equivalents
         
        The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.
         
    d)   Basic and Diluted Earnings (Loss) Per Share (“EPS”)
         
        At September 30, 2012, the Company had no common shares outstanding. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method for options and warrants and the if-converted method for convertible preferred stock. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. The Company had no potentially dilutive securities at September 30, 2012.
         
    e)   Foreign Currency Translation
         
        The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. The Company has not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

 

F-7
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Notes to the Financial Statements

September 30, 2012

 

    f)   Income Taxes
     
        The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.
     
    g)   Revenue Recognition
     
        The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured.
         
    h)   Subsequent Events
         
        The Company evaluated subsequent events through the date these financial statements were issued. There were no material subsequent events that required recognition or additional disclosure in these financial statements.
     
    i)   Recent Accounting Pronouncements
     
        The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
     
3.   Related Party Transactions
     
    At September 30, 2012, the Company was indebted to the Treasurer of the Company for $1,100 for expenses paid on behalf of the Company. The amount is unsecured, non-interest bearing and due on demand.
     
4.   Income Taxes
     
    The Company is subject to United States federal and state income taxes at an approximate rate of 34%. The estimated net operating loss carry forwards of approximately $1,100 at September 30, 2012 begin to expire in 2032. The reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company’s income tax expense as reported is as follows:

 

   Period from
July 13, 2012
(Inception) to
September 30, 2012
 
     
Net income (loss) before income taxes  $1,100 
      
Income tax (payable) recovery at statutory rate  $374 
      
Valuation allowance change   (374)
      
Provision for income taxes  $ 

 

The significant components of deferred income tax assets and liabilities at September 30, 2012 are as follows:

 

   September 30, 2012 
     
Net operating loss carryforward  $374 
      
Valuation allowance   (374)
      
Net deferred income tax asset  $ 

 

F-8
 

Pan Asia Infratech Corp.

(A Development Stage Company)

Balance Sheets

(Unaudited)

 

   December 31, 2012   September 30, 2012 
         
ASSETS          
           
Current Assets          
           
Cash  $862   $ 
Prepaid expenses   5,500     
           
Total Assets  $6,362   $ 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)          
           
Current Liabilities          
           
Accounts payable and accrued liabilities  $25   $ 
Due to related party   1,100    1,100 
           
Total Liabilities   1,125    1,100 
           
Stockholders’ Equity (Deficit)          
           
Common Stock          
75,000 shares authorized, without par value; 15,000 and 0 shares issued and outstanding, respectively   5,500     
           
Deficit Accumulated During the Development Stage   (263)   (1,100)
Total Stockholders’ Equity (Deficit)   5,237    (1,100)
           
Total Liabilities and Stockholders’ Equity (Deficit)  $6,362   $ 
           

 

The accompanying notes are an integral part of these financial statements.

 

F-9
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Statements of Operations

(Unaudited)

 

   For the   Period from 
   Three Months   July 13, 2012 
   Ended   (Inception) to 
   December 31, 2012   December 31, 2012 
         
Revenue  $9,500   $9,500 
           
Expenses          
General and administrative   163    1,213 
Management fees   1,000    1,000 
Professional fees   7,500    7,550 
           
Total Expenses   8,663    9,763 
           
Income (loss) before income tax   837    (263)
           
Income tax expense (benefit)        
           
Net Income (Loss)  $837   $(263)
           
Net Income (Loss) Per Common Share – Basic and Diluted  $0.18      
           
Weighted Average Common Shares Outstanding – Basic and Diluted   4,620      

 

The accompanying notes are an integral part of these financial statements.

 

F-10
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Statement of Stockholders’ Equity (Deficit)

For the Period from July 13, 2012 (Inception) to December 31, 2012

(Unaudited)

 

           Deficit     
           Accumulated     
       During the     
   Common Stock   Development     
   Shares   Amount   Stage   Total 
                 
Balance – July 13, 2012 (Inception)      $   $   $ 
                     
Net loss           (1,100)   (1,100)
                     
Balance – September 30, 2012           (1,100)   (1,100)
                     
Common stock issued for cash at $0.10 per share   5,000    500        500 
Common stock issued for cash at $0.50 per share   10,000    5,000        5,000 
Net income           837    837 
                     
Balance – December 31, 2012   15,000   $5,500   $(263)  $5,237 

 

The accompanying notes are an integral part of these financial statements.

 

F-11
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Statements of Cash Flows

(Unaudited)

 

   For the
Three Months
Ended
December 31, 2012
   Period from
July 13, 2012
(Inception) to
December 31, 2012
 
         
Cash Flows from Operating Activities          
           
Net income (loss)  $837   $(263)
           
Changes in operating assets and liabilities:          
Accounts payable and accrued liabilities   25    25 
Prepaid expenses   (5,500)   (5,500)
Due to related party       1,100 
           
Net Cash Used In Operating Activities   (4,638)   (4,638)
Cash Flows from Financing Activities          
           
Proceeds from sale of common stock   5,500    5,500 
Net Cash Provided by Financing Activities   5,500    5,500 
Increase in Cash   862    862 
           
Cash - Beginning of Period        
Cash - End of Period  $862   $862 
           
Supplemental disclosures of cash flow information:          
Interest paid  $   $ 
Income taxes paid  $   $ 

 

The accompanying notes are an integral part of these financial statements.

 

F-12
 

  

Pan Asia Infratech Corp.

(A Development Stage Company)

Notes to the Financial Statements

December 31, 2012

(Unaudited)

 

1.Nature of Operations

 

Pan Asia Infratech Corp. (the “Company”) was incorporated in the State of Nevada on July 13, 2012. The Company is a Development Stage Company, as defined by Accounting Standards Codification (“ASC”) 915, Development Stage Entities. The Company’s principal business is the development of projects in renewable energy and energy efficiency technology that comprise innovative solutions for basic infrastructure. The Company intends to generate revenue through project consulting and development fees, business advisory services, and project management fees on operations of facilities.

 

These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated significant revenue since inception and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As of December 31, 2012, the Company has accumulated losses of $263 since inception. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

2.Summary of Significant Accounting Policies

 

a)Basis of Presentation

 

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company’s fiscal year-end is September 30.

 

b)Use of Estimates

 

The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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 regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

 

c)Cash and Cash Equivalents

 

The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.

 

d)Basic and Diluted Earnings (Loss) Per Share (“EPS”)

 

Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method for options and warrants and the if-converted method for convertible preferred stock. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive.

 

e)Foreign Currency Translation

 

The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. The Company has not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

 

F-13
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Notes to the Financial Statements

December 31, 2012

(Unaudited)

 

f)Income Taxes

 

The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

 

g)Revenue Recognition

 

The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured.

 

h)Subsequent Events

 

The Company evaluated subsequent events through the date these financial statements were issued. There were no material subsequent events that required recognition or additional disclosure in these financial statements.

 

i)Recent Accounting Pronouncements

 

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

3.Related Party Transactions

 

At December 31, 2012, the Company was indebted to the Treasurer of the Company for $1,100 (September 30, 2012 - $1,100) for expenses paid on behalf of the Company. The amount is unsecured, non-interest bearing and due on demand.

 

4.Common Stock

 

a)On November 27, 2012, the Company issued 5,000 shares of common stock at $0.10 per share for proceeds of $500.

 

b)On December 7, 2012, the Company issued 10,000 shares of common stock at $0.50 per share for proceeds of $5,000.

 

5.Income Taxes

 

The Company is subject to United States federal and state income taxes at an approximate rate of 34%. The estimated net operating loss carry forwards of approximately $263 at December 31, 2012 begin to expire in 2032. The reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company’s income tax expense as reported is as follows:

 

   Three Months
Ended
December 31, 2012
   Period from
July 13, 2012
(Inception) to
December 31, 2012
 
         
Net income (loss) before income taxes  $837   $(263)
           
Income tax (expense) benefit at statutory rate  $(285)  $89 
           
Net operating loss carry forward applied   285     
           
Valuation allowance change       (89)
           
Provision for income taxes  $   $ 

 

F-14
 

 

Pan Asia Infratech Corp.

(A Development Stage Company)

Notes to the Financial Statements

December 31, 2012

(Unaudited)

 

The significant components of deferred income tax assets and liabilities at December 31, 2012 and September 30, 2012 are as follows:

 

   December 31, 2012   September 30, 2012 
         
Net operating loss carryforward  $89   $374 
           
Valuation allowance   (89)   (374)
           
Net deferred income tax asset  $   $ 

 

6.Subsequent Event

 

On April 26, 2013, Pan Global, Corp. (formerly Savvy Business Support, Inc.) (“Pan Global”) acquired all of the issued and outstanding shares of with Pan Asia Infratech Corp. (“Pan Asia”) in consideration for 90,000,000 shares of Pan Global’s common stock.

 

F-15
 

 

Pan Global, Corp.

(formerly Savvy Business Support, Inc.)

Pro Forma Consolidated Financial Statements

(Expressed in US dollars)

(Unaudited)

 

On April 26, 2013, Pan Global, Corp. (formerly Savvy Business Support, Inc.) (“Pan Global”) acquired all of the issued and outstanding shares of with Pan Asia Infratech Corp. (“Pan Asia”) in consideration for 90,000,000 shares of Pan Global’s common stock. This transaction was considered a combination of entities under common control due to Brookstone Partners, LLC controlling both companies.

 

Pro Forma Consolidated Balance Sheet as of December 31, 2012   PF - 2
     
Pro Forma Consolidated Statement of Operations for the Three Months Ended December 31, 2012   PF - 3
     
Pro Forma Consolidated Statement of Operations for the Year Ended September 30, 2012   PF - 4
     
Notes to the Pro Forma Consolidated Financial Statements   PF - 5

 

PF - 1
 

 

Pan Global, Corp.

(formerly Savvy Business Support, Inc.)

Pro Forma Consolidated Balance Sheet

As of December 31, 2012

(Expressed in US dollars)

(Unaudited)

  

    Pan Global     Pan Asia     Pro Forma        
    As of     As of     Adjustments     Pro Forma  
    December 31, 2012     December 31, 2012     (Note 2)     Total  
    $     $     $     $  
                         
ASSETS                              
                               
Current assets                              
Cash           862           862  
Prepaid expenses           5,500           5,500  
                               
Total assets           6,362           6,362  
                               
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)                              
                               
Current liabilities                              
                               
Accounts payable and accrued liabilities     7,594       25           7,619  
Due to related party     30,233       1,100           31,333  
Note payable     193,000                 193,000  
                               
Total liabilities     230,827       1,125           231,952  
                               
Shareholders’ equity (deficit)                              
                               
Series A convertible preferred stock     450                 450  
                               
Series B non-convertible preferred stock     10                 10  
                               
Series C convertible preferred stock                      
                               
Common stock     235       5,500 (a)     9,000     9,235  
                (a)     (5,500 )      
                               
Additional paid-in capital (deficit)     (178,736 )     (a)     (3,500 )   (182,236
                               
Deficit accumulated during the development stage     (52,786 )     (263 )         (53,049
                               
Total stockholders’ equity (deficit)     (230,827 )     5,237           (225,590
                               
Total liabilities and stockholders’ equity (deficit)           6,362           6,362  

 

PF - 2
 

 

Pan Global, Corp.

(formerly Savvy Business Support, Inc.)

Pro Forma Consolidated Statement of Operations

For the Three Months Ended December 31, 2012

(Expressed in US dollars)

(Unaudited)

 

   Pan Global
Three Months
Ended
   Pan Asia
Three Months
Ended
   Pro Forma
Adjustments
   Pro Forma 
   December 31, 2012
$
   December 31, 2012
$
   (Note 2)
$
   Total
$
 
                 
Revenue       9,500        9,500 
                     
Operating Expenses                    
                     
General and administrative   4,455    163        4,618 
Management fees       1,000        1,000 
Professional fees       7,500        7,500 
                     
Total expenses   (4,455)   (8,663)       (13,118)
                     
Income (loss) before other income   (4,455)   837        (3,618)
                     
Other Expense                    
                     
Interest expense   (2,359)           (2,359) 
                     
Total other expense   (2,359)            (2,359) 
                     
Net (loss) income   (6,814)   837        (5,977)
                     
Basic and diluted loss per common share  $(0.00)            $(0.00)
                     
Weighted average common shares outstanding   4,462,642         90,000,000    94,462,642 

 

PF - 3
 

 

Pan Global, Corp.

(formerly Savvy Business Support, Inc.)

Pro Forma Consolidated Statement of Operations

For the Year Ended September 30, 2012

(Expressed in US dollars)

(Unaudited)

 

   Pan Global
Year
Ended
   Pan Asia
Period from
July 13, 2012
(Inception) to
   Pro Forma
Adjustments
   Pro Forma 
   September 30, 2012
$
   September 30, 2012
$
   (Note 2)
$
   Total
$
 
                 
Revenue                
                     
Operating Expenses                    
                     
General and administrative   18,717    1,050        19,767 
Professional fees       50        50 
                     
Total expenses   (18,717)   (1,100)       (19,817)
                     
Net loss   (18,717)   (1,100)       (19,817)
                     
Basic and diluted loss per common share  $(0.00)            $(0.00)
                     
Weighted average common shares outstanding   5,055,000         19,726,026    24,781,026 

 

PF - 4
 

 

Pan Global, Corp.

(formerly Savvy Business Support, Inc.)

Notes to Pro Forma Consolidated Financial Statements

(Expressed in US dollars)

(Unaudited)

 

1.Basis of Presentation

 

On April 26, 2013, Pan Global, Corp. (formerly Savvy Business Support, Inc.) (“Pan Global”) acquired all of the issued and outstanding shares of common stock of Pan Asia Infratech Corp. (“Pan Asia”) in exchange for the issuance by Pan Global to the shareholders of Pan Asia of an aggregate of 90,000,000 shares of common stock.

 

On the date of acquisition, Brookstone Partners LLC controlled both Pan Global and Pas Asia. As a result, the stock exchange was treated as a combination of entities under common control.

 

These unaudited pro forma consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP) and are expressed in US dollars. These pro forma financial statements do not contain all of the information required for annual financial statements. Accordingly, they should be read in conjunction with the most recent annual and interim financial statements of Pan Global and Pan Asia.

 

These pro forma financial statements have been compiled from and include:

 

(a)an unaudited pro forma consolidated balance sheet combining the unaudited interim balance sheet of Pan Global as of December 31, 2012, with the unaudited interim balance sheet of Pan Asia as of December 31, 2012, giving effect to the transaction as if it occurred on October 1, 2012.

 

(b)an unaudited pro forma consolidated statement of operations combining the unaudited interim statement of operations of Pan Global for the three months ended December 31, 2012, with the unaudited interim statement of operations of Pan Asia for the three months ended December 31, 2012, giving effect to the transaction as if it occurred on October 1, 2012.

 

(c)an unaudited pro forma consolidated statement of operations combining the audited statement of operations of Pan Global for the year ended September 30, 2012, with the audited statement of operations of Pan Asia for the period from July 13, 2012 (Inception), to December 31, 2012, giving effect to the transaction as if it occurred on July 13, 2012.

 

The unaudited pro forma financial statements have been compiled using the significant accounting policies as set out in the audited financial statements of Pan Global for the year ended September 30, 2012. Based on the review of the accounting policies of Pan Asia, it is Pan Global management’s opinion that there are no material accounting differences between the accounting policies of Pan Global and Pan Asia. The unaudited pro forma financial statements should be read in conjunction with the historical financial statements and notes thereto of Pan Global.

 

It is management’s opinion that these pro forma financial statements include all adjustments necessary for the fair presentation, in all material respects, of the proposed transaction described above in accordance with US GAAP applied on a basis consistent with Pan Global’s accounting policies. No adjustments have been made to reflect potential cost savings that may occur subsequent to completion of the transaction.

 

The unaudited pro forma financial statements are not intended to reflect the results of operations or the financial position of Pan Global which would have actually resulted had the proposed transaction been effected on the dates indicated. Further, the unaudited pro forma financial information is not necessarily indicative of the results of operations that may be obtained in the future. The pro forma adjustments and allocations of the purchase price for Pan Asia are based in part on provisional estimates of the fair value of the assets acquired and liabilities assumed. Any final adjustments may change the allocation of purchase price which could affect the fair value assigned to the assets and liabilities and could result in a change to the unaudited pro forma consolidated financial statements.

 

2.Pro Forma Assumptions and Adjustments

 

The unaudited pro forma financial statements incorporate the following pro forma assumptions and adjustments:

 

(a)In connection with the closing of the Stock Exchange Agreement, Pan Global agreed to acquire all of the issued and outstanding common shares of Pan Asia from the shareholders of Pan Asia in exchange for the issuance by Pan Global to the shareholders of Pan Asia of an aggregate of 90,000,000 shares of common stock.

 

PF - 5
 

 

3.Pro Forma Common Stock

 

Pro forma common stock as of December 31, 2012, has been determined as follows:

 

   Number
of shares
   Par value
$
   Additional
paid-in
capital
(deficit)
$
 
             
Issued shares of common stock of Pan Global, December 31, 2012   2,355,000    235    (178,736)
Issued shares of common stock of Pan Asia, December 31, 2012   15,000    5,500     
Shares of common stock issued pursuant to Stock Exchange Agreement   90,000,000    9,000    (3,500)
Share capital of Pan Asia eliminated on merger   (15,000)   (5,500)    
                
Pro forma balance   92,355,000    9,235    (182,236)

 

4.Pro Forma Loss Per Share

 

Pro forma basic and diluted loss per share for the three months ended December 31, 2012, and for the year ended September 30, 2012, has been calculated based on the weighted average number of shares of common stock issued during the respective periods plus all shares of common stock issuances relating to the Stock Exchange Agreement. The shares of common stock have been treated as issued on October 1, 2012, and October 1, 2011, respectively.

 

   Three Months
Ended
December 31, 2012
   Year
Ended
September 30, 2012
 
         
Basic pro forma loss per share computation          
           
Numerator:          
Pro forma net loss available to shareholders  $(5,977)  $(19,817)
           
Denominator:          
Weighted average Pan Global common shares outstanding   4,462,642    5,055,000 
Total common shares issued pursuant to stock exchange agreement   90,000,000    19,726,026 
Pro forma weighted average common shares outstanding   94,462,642    24,781,026 
           
Basic and diluted pro forma loss per share  $(0.00)  $(0.00)

 

PF - 6