UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2016

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number: 333-209346

HIP CUISINE, INC.

(Exact name of Registrant as specified in its charter)

Florida	5812	47-3170676
(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)

2250 NW 114^th Ave. Unit 1P, PTY 11020,

Miami, FL 33172-3652

Ph: 011-507-6501-8105

(Address, including zip code, and telephone number, including area code,
of Registrant's principal executive offices)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (Exchange Act) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definition of "large accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer	¨	Accelerated Filer	¨
Non-accelerated Filer	¨	Smaller reporting company	x
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

As of November 14, 2016 there were outstanding 6,585,333 shares of the issuer's common stock, par value $0.001 per share.

TABLE OF CONTENTS

		Page
PART I – FINANCIAL INFORMATION
Item 1	Consolidated Financial Statements (Unaudited)		3
Item 2	Management's Discussion and Analysis of Financial Condition and Results of Operations		4
Item 3	Quantitative and Qualitative Disclosures About Market Risk		9
Item 4	Controls and Procedures		9
PART II – OTHER INFORMATION
Item 1	Legal Proceedings		10
Item 1A	Risk Factors		10
Item 2	Unregistered Sale of Equity Securities and Use of Proceeds		10
Item 3	Defaults Upon Senior Securities		10
Item 4	Other Information		10
Item 5	Exhibits		11
Signatures			12

2

PART I – FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Item Regulation S-X, Rule 10-01(c) Interim Financial Statements, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the nine months ended September 30, 2016, are not necessarily indicative of the results that can be expected for the year ended December 31, 2016.

3

HIP CUISINE, INC.

INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016

(UNAUDITED)

	Page
Consolidated Unaudited Condensed Balance Sheets	F-2
Consolidated Unaudited Condensed Statements of Operations	F-3
Consolidated Unaudited Condensed Statements of Cash Flows	F-4
Notes to the Unaudited Condensed Consolidated Financial Statements	F-5

F-1

HIP CUISINE, INC. 

Consolidated Condensed Balance Sheets 

(Unaudited)

	September 30, 2016			December 31, 2015
ASSETS
Current Assets
Cash and cash equivalents	$	94,236		$	2,354
Refundable sales taxes		2,560			2,761
Prepaid and deposits		32,494			11,785
Total Current Assets		129,290			16,900
Property, plant and equipment, net		95,913			87,353
Construction in Progress		82,776			-
TOTAL ASSETS	$	307,979		$	104,253
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Accounts payable and accrued liabilities	$	9,219		$	12,867
Due to shareholder		224,272			143,284
TOTAL LIABILITIES		233,491			156,151
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, $0.001 par value, 1,000,000 shares authorized; 0 shares issued and outstanding		-			-
Common stock, $0.001 par value, 100,000,000 shares authorized; 6,252,333 and 5,520,000 shares issued and outstanding, respectively		6,252			5,520
Additional paid-in capital		356,195			82,302
Accumulated Deficit		(287,959	)		(139,720	)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)		74,488			(51,898	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	307,979		$	104,253

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

F-2

HIP CUISINE, INC. 

Consolidated Condensed Statements of Operations 

(Unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
REVENUES	$	27,387		$	33,114		$	98,347		$	33,114
COST OF GOODS SOLD		10,883			14,078			32,341			14,078
GROSS PROFIT		16,504			19,036			66,006			19,036
OPERATING EXPENSES
Depreciation		7,088			6,472			20,947			6,472
General and administrative		60,859			29,190			110,647			58,678
Professional fees		25,085			5,375			55,859			18,015
Salaries and wages		8,351			7,757			26,793			7,757
Total Operating Expenses		101,383			48,794			214,246			90,922
LOSS FROM OPERATIONS		(84,879	)		(29,758	)		(148,240	)		(71,886	)
OTHER INCOME
Advances forgiven		-			-			-			7,443
Total Other Income		-			-			-			7,443
LOSS BEFORE INCOME TAXES		(84,879	)		(29,758	)		(148,240	)		(64,443	)
Provision for income taxes		-			-			-			-
NET LOSS	$	(84,879	)	$	(29,758	)	$	(148,240	)	$	(64,443	)
Basic and Diluted Income per Common Share	$	(0.01	)	$	(0.01	)	$	(0.03	)	$	(0.01	)
Basic and Diluted Weighted Average Common Shares Outstanding		5,809,022			5,500,000			5,617,504			5,500,000

The accompanying notes are an integral part of these financial statements

F-3

HIP CUISINE, INC. 

Consolidated Condensed Statements of Cash Flows 

(Unaudited)

	Nine Months Ended
	September 30,
	2016			2015
CASH FLOWS FROM OPERATING ACTIVITIES
NET LOSS	$	(148,240	)	$	(64,443	)
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation		20,947			6,472
Share issued for consulting services		9,500			-
Changes in operating assets and liabilities:
Refundable sales taxes		201			(2,478	)
Prepaid expenses		(20,709	)		5,643
Accounts payable and accrued liabilities		(3,647	)		(23,231	)
Net cash used in operating activities		(141,948	)		(78,037	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment		(14,507	)		(55,693	)
Construction work in progress		(82,776	)		-
Net cash used in investing activities		(97,283	)		(55,693	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock		250,125			-
Advances from shareholder		80,988			140,501
Net cash provided by financing activities		331,113			140,501
Net increase in cash and cash equivalents		91,882			6,771
Cash and cash equivalents - beginning of period		2,354			2,420
Cash and cash equivalents - end of period	$	94,236		$	9,191
Supplemental Cash Flow Disclosures
Cash paid for interest	$	-		$	-
Cash paid for income taxes	$	-		$	-
Non-cash Financing and Investing Activities
Shares issued for asset purchase	$	15,000		$	-
Advances forgiven by prior officer	$	-		$	7,443

The accompanying notes are an integral part of these financial statements

 

F-4

HIP CUISINE, INC. 

Notes to the Condensed Consolidated Financial Statements 

For The Nine Months Ended September 30, 2016 

(Unaudited)

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

Hip Cuisine, Inc. (the “Company” or “HIP”) was incorporated in the State of Florida on March 19, 2014. The Company’s sole subsidiary Hip Cuisine, Inc. (“HCP”) was incorporated in Panama on February 24, 2014. The Company’s fiscal year end is December 31.

The Company intends to open Latin American fusion restaurants that deliver fast nutritious healthy food in Panama, Colombia and Miami, Florida, USA.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information regarding the Company's significant accounting policies, refer to the audited financial statements and for the year ended December 31, 2015. The financial statements are stated in United States dollars.

Basis of Consolidation

These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Hip Cuisine, Inc. (Panama). All material intercompany balances and transactions have been eliminated.

Recent Accounting Pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on our financial statements.

NOTE 3 – GOING CONCERN AND LIQUIDITY CONSIDERATIONS

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not yet generated significant revenues since inception. As at September 30, 2016, the Company has an accumulated loss from operations of $287,959. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The continuing operations of the Company are dependent upon its ability to continue to raise adequate financing and to commence profitable operations in the future and repay its liabilities arising from normal business operations as they become due.

F-5

NOTE 4 – PROPERTY, PLANT AND EQUIPMENT

	September 30, 2016			December 31, 2015
Equipment	$	74,184		$	45,331
Furniture		10,113			9,459
Leasehold improvement		45,572			45,572
Less accumulated depreciation		(33,956	)		(13,009	)
	$	95,913		$	87,353

The Company started to depreciate its fixed assets from July 1, 2015. During the nine months ended September 30, 2016 and 2015, the depreciation cost was $20,947 and $6,472, respectively.

In August 2016, the Company has acquired a Juice Press at $18,500 to be used in the production kitchen in the restaurant located at Plaza 770 in Costa del Este, Panama currently under construction. Depreciation will be taken on the Juice Press when placed into operation upon the anticipated completion of the restaurant in December 2016.

NOTE 5 – CONSTRUCTION IN PROGRESS

On August 18, 2016, the Company entered into an agreement for the construction of a restaurant located in Costa del Este, Panama. The construction project started in September 2016 and is scheduled to be completed in December 2016.

As of September 30, 2016, the total costs of the construction project have been capitalized in the amount of $82,776.

NOTE 6 – RELATED PARTIES TRANSACTIONS

During the period ended December 31, 2015, the sole officer advanced $143,284 by the way of loans to the Company to finance the startup and general operation of the Company. During the period ended September 30, 2016, this officer advanced another $80,988 to the Company by the way of loans.

As at September 30, 2016 and December 31, 2015, the Company owed $224,272 and $143,284 to this officer, respectively. These loans are non-interesting bearing and due on demand.

NOTE 7 – SHARE CAPITAL

Preferred Stock

The Company has 1,000,000 authorized preferred shares at $0.001 par value.

There were no shares of preferred stock issued and outstanding as of September 30, 2016.

F-6

Common Stock

On June 29, 2016, the Company issued 25,333 restricted common shares at $0.375 as partial deposit payment for a consulting contract on the second restaurant location in Costa del Este, Panama which started in September 2016.

During the nine months ended September 30, 2016, the Company issued 667,000 unrestricted common shares for cash at $0.375.

On August 29, 2016, the Company issued 40,000 restricted common shares at $0.375 as partial payment for the acquisition of kitchen equipment and supplies.

There were 6,252,333 shares of common stock issued and outstanding as of September 30, 2016.

NOTE 8 – COMMITMENTS AND CONTINGENCIES

The Company currently leases 152.18 square meters of space at Balboa Boutiques located in Panama City, Panama. The current lease term began on July 1, 2015 and expires on February 27, 2017, but is automatically renewable for an additional thirty-six months under the original lease terms. The Company intends to renew the lease when the term expires. The monthly lease payment is $3,671 per month. This location serves as the Company’s only facility for day to day operations.

On January 22, 2016, the Company entered into a 5 year lease agreement, which will start from 2016 August, for a second restaurant location in Costa del Este Panama. The total square meters is 182.72 and the rent for the location will be approximately $8,222 per month. On March 1, 2016, the Company added a mezzanine level to the location and entered into an addition to the original lease to add 99.63 square meters to the location with the addition of a mezzanine level. The additional rent for the mezzanine will be approximately $2,200 per month. The lease automatically goes to a month to month rental after 5 years until a new contract is entered into.

The Company has no other commitments or contingencies as of September 30, 2016.

The following is a schedule by years of minimum future rentals on leases as of September 30, 2016:

Year Ending December 31:
2016	$	11,013
2017		169,116
2018		169,116
2019		169,116
2020		132,406
Later Years		125,064
Total minimum future rentals	$	775,831

From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that it is adequately insured for its operations and there are no current matters that would have a material effect on the Company's financial position or results of operations.

NOTE 9 – SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date these consolidated financial statements were available to be issued. Based on our evaluation no other material events have occurred that require disclosure, other than stated below.

On October 12, 2016, the Company issued 333,000 common shares at $0.375 to complete and close its registered public offering of 1,000,000 shares of its common stock.

On October 24, 2016, the Company entered into an asset purchase agreement whereby the Company has agreed to acquire the assets included in the purchase agreement, in exchange for the Company assuming liabilities of approximately $300,000. The closing on the assets will occur on February 15, 2017.

F-7

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of such financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. On an ongoing basis, we evaluate these estimates, including those related to useful lives of real estate assets, bad debts, impairment, contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. There can be no assurance that actual results will not differ from those estimates. The analysis set forth below is provided pursuant to applicable SEC regulations and is not intended to serve as a basis for projections of future events. See "Cautionary Statement Regarding Forward Looking Statements" above.

Plan of Operation

Our Business

Hip Cuisine, Inc. was incorporated in the state of Florida on March 24, 2014. Our United States offices are currently located at 2250 NW 114^th Ave. Unit 1P, PTY 11020, Miami, FL 33172-3652. Our Panama offices are located at Balboa Boutiques, Ave. Balboa, Local B104, Panama City, Panama. Our telephone number is 011-507-6501-8105.

On September 30, 2014, we entered into a Share Exchange Agreement (the "Share Exchange Agreement") with Hip Cuisine, Inc., a Panamanian corporation incorporated pursuant to the laws of the Republic of Panama on February 24, 2014 ("Hip Panama"), and its sole shareholder, and our Chief Executive Officer, President and Director, Natalia Lopera, whereby we acquired one hundred percent (100%) of the issued and outstanding common stock of Hip Panama in exchange for 5,000,000 shares of our Common Stock. Upon the consummation of the Share Exchange Agreement, Hip Panama became a wholly-owned subsidiary of our Company.

Hip Cuisine, Inc. has created a restaurant concept that combines the Health Food restaurant which uses the brand Healthy, Vegan & Raw to identify to the public what it has to offer which is low sodium, low calorie, high in protein dishes and the ingredients are Vegan Friendly, Vegetarian and a full menu with fresh fish, chicken and steak the vegetables are purchased fresh daily from the local farmers market. We also added with the restaurant a full array of "Cold Press Juices & Smoothies". The United States is exploding with the Cold Press juice stores to meet the demand of the general public who have moved to a Healthier Diet and who are becoming more conscience of what foods they are consuming into their bodies.

We made the decision to open the first location in Panama City Panama for several reasons. The main reason was the fact that the Health & Fitness market in Central and South America was growing at a very rapid pace and compared to the United States the Cold Press and Healthy Food restaurants were virtually nonexistent. In fact we know of only four Vegan restaurants in all of Panama City. In addition, Panama City is one of the fastest growing cities in Latin America and with the expansion of the Panama Canal there is a very large international population and they are looking for Healthy alternative than what is currently being offered in Panama. The labor is substantially less yet the prices of the dishes are equal to that of the United States.

We opened for business in July of 2015 after 15 months of construction at the Balboa Boutiques shopping mall located on Ave. Balboa, which is a prime location in Panama City near the financial district and on the water. A major renovation to the "Cinta Costera" along Balboa now offers a biking and jogging trail along with exercise equipment, basketball and tennis courts and this extends for 5 kilometers along Balboa Ave. and continues over the water all the way to the Amador which is Panama City's main marina. Every Sunday they close Ave. Balboa and set up biking events and other events like Yoga classes and more.

4

We have entered into a lease to open a second restaurant location, and this location will be 120 square meters larger than our first location in the Balboa Boutiques shopping center in Panama City. The extra meters will be used to build the production kitchen where we will prepare the meal packages and juices for the restaurant and deliveries. We will use the funds raised in the initial round of financing to build the restaurant and the production kitchen. The cost to buildout the second restaurant and production kitchen is estimated to cost approximately $225,000.

Once completed, we have already designed and can order the packaging, labels and bottles for delivery. We currently use a POS system called LAVU and this can handle everything from inventory control, orders, menu and employee payroll. It is a complete system designed for restaurants and is scalable. The only additional cost is for the equipment for the additional restaurants, such as I-Pads, kitchen printer, fiscal printer and cashier I-pad and register, which is approximately $4,500 per location. Then we pay a monthly service fee that is approximately $105.00 per month.

We currently offer to our customers at the Balboa Boutiques locations the ability to purchase one day detox (6 juices) or 3 day detox (18 juices), as well as weekly meal plans. These plans range from $37.50 for the 1 day, $112.50 for the 3 day detox and $150 for the weekly meal plan.

We have budgeted a total cost of $16,000 to complete the website which will allow us to accept on line orders for our customers who want deliveries. Currently we use a delivery service to deliver orders, and they charge $3.50 per delivery and pay for the order when they pick up.

The initial financing round will cover the second location as well as the production kitchen and website for our deliveries and meal plans. It will be necessary to raise additional capital until we have at least 10 locations opened and operating. There can be no assurance that we will be successful or that any additional funds will be available to us.

Our goals over the next twelve (12) months are to:

· Use the Balboa location to offer Cold Press juices along with daily dishes to customers who commit to a 30 day diet program.

· Locate and start construction of the second location in Costa del Este, Panama.

· Locate and start construction of the "Hub & Spoke" location which will produce and bottle the juices and smoothies then deliver to the restaurants and other outlets throughout Panama such as local gyms and Health Food stores.

· Develop the online ordering system for deliveries through the website.

Expenditures

The following chart provides an overview of our budgeted expenditures by significant area of activity over the next twelve (12) months, assuming we are able to attract sufficient debt or equity financing. There can be no assurance that we will be able to attract financing and we may be required to scale back operations accordingly (See "Risk Factors").

The following table outlines the planned use of working capital. There can be no assurance that such financing will be available to us, and our inability to obtain such financing would materially impact our ability to execute our business plan as outlined in this Registration Statement (See "Risk Factors").

5

	Months 1-3		Months 4 - 6		Months 7-9		Months 10-12		Total 12 months
Rent	$	14,400	$	14,400	$	14,400	$	28,800	$	72,000
Payroll	$	36,000	$	36,000	$	36,000	$	72,000	$	180,000
Loans	$	10,000	$	10,000	$	15000	$	25,000	$	60,000
Supplies	$	24,000	$	24,000	$	24,000	$	48,000	$	120,000
Utilities	$	3,000	$	3000	$	3,000	$	6,000	$	15,000
Accounting	$	4,500	$	4,500	$	4,500	$	4,500	$	18,000
Legal	$	6,000	$	6,000	$	6,000	$	6,000	$	24,000
Auditing	$	5,000	$	5,000	$	5,000	$	15,000	$	30,000
CFO	$	4,500	$	4,500	$	4,500	$	4,500	$	18,000
Advertising	$	3,000	$	3,000	$	3,000	$	4,500	$	13,500
Investor Relations	$	15,000	$	15,000	$	15,000	$	15,000	$	60,000
Total Expenditures	$	125,400	$	125,400	$	130,400	$	229,300	$	-

Milestones

Months 1 through 9

During the first nine (9) months we plan to:

O	Prove out the Hip Cuisine restaurant concept
O	Enter into deliveries and monthly diet programs
O	Complete Trademark registration to protect our business names, logos and slogans
O	Enter contract with second restaurant and Hub & Spoke location for processing facility

Months 9 through 12

During the following three (3) months, we expect to achieve the following:

O	Complete the construction of the second restaurant location.
O	Complete the construction of the "Hub & Spoke" Cold Press processing facility.
O	Launch new website to handle online deliveries and POS processing.

We do not currently have any arrangements for financing and we can provide no assurance to investors we will be able to find such financing. There can be no assurance that additional financing will be available to us, or on terms that are acceptable. Consequently, we may not be able to proceed with our intended business plan.

6

Liquidity and Results of Operations

The following table summarizes our results of operations for the nine month and three month period ended September 30, 2016 and 2015:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Statement of Operations Data:
Revenue	$	27,387		$	33,114		$	98,347		$	33,114
Cost of Goods Sold		10,833			14,078			32,341			14,078
Gross Profit		16,504			19,036			66,006			19,036
Operating Expenses		101,383			48,794			214,246			90,922
Loss From Operations		(84,879	)		(29,758	)		(148,240	)		(71,886	)
Other Income		0			0			0			7,443
Net Loss	$	(84,879	)	$	(29,758	)	$	(148,240	)	$	(64,443	)

For the nine months ended September 30, 2016 Compared to the nine months ended September 30, 2015

For the nine months ended September 30, 2016, we earned revenue of $98,347 compared to $33,114 for the nine months ended September 30, 2015. Cost of goods sold for the nine months ended September 30, 2016 were $32,341 resulting in a gross profit of $66,006, compared to cost of goods sold of $14,078 and gross profit $19,036 from the nine months ended September 30, 2015.

Operating expenses were $214,246 for the nine months ended September 30, 2016, compared to $90,922 from the nine months ended September 30, 2015, due to additional costs related to the completion and opening of our restaurant and costs associated with our current offering.

Operating expenses for the nine months ended September 30, 2016 were comprised of $20,947 for depreciation, $55,859 for professional fees, $110,647 for general and administrative, and $26,793 for salaries and wages. Operating expenses for the nine months ended September 30, 2015 were comprised of $6,472 for depreciation, $18,015 for professional fees, $58,678 for general and administrative, and $7,757 for salaries and wages.

For the three months ended September 30, 2016 Compared to the three months ended September 30, 2015

For the three months ended September 30, 2016, we earned revenue of $27,387, compared to $33,114 for the three months ended September 30, 2015. Cost of goods sold for the three months ended September 30, 2016 were $10,883 resulting in a gross profit of $16,504 compared to cost of goods sold of $14,078 and gross profit $19,036 from the three months ended September 30, 2015.

Operating expenses were $101,383 for the three months ended September 30, 2016, compared to $48,794 from the three months ended September 30, 2015, due to additional costs related to the completion and opening of our restaurant and costs associated with our current offering.

Operating expenses for the three months ended September 30, 2016 were comprised of $7,088 for depreciation, $25,085 for professional fees, $60,859 for general and administrative, and $8,351 for salaries and wages. Operating expenses for the three months ended September 30, 2015 were comprised of $6,472 for depreciation, $5,375 for professional fees, $29,190 for general and administrative, and $7,757 for salaries and wages.

7

Liquidity and Capital Resources

Cash Flows

We fund our operations with cash generated from restaurant sales revenue, capital contributions, and issuances of common stock.

For the nine months ended September 30, 2016 Compared to the nine months ended September 30, 2015

Operating Activities

For the nine months ended September 30 2016, net cash used in operating activities was $141,948. This negative cash flow related to our net loss of $148,240, depreciation of $20,947, shares issued for consulting services of $9,500, a decrease in refundable sales taxes of $201, an increase in prepaid expenses of $20,709, and a decrease of $3,647 in accounts payables.

For the nine months ended September 30, 2015, net cash used in operating activities was $78,037. This negative cash flow related to our net loss of $64,443, depreciation of $6,472, an increase in refundable sales taxes of $2,478, a decrease in prepaid expenses of $5,643, and a decrease of $23,231 in accounts payables.

The increase of net cash used in operating cash flow was primarily due to an increase of net loss of $83,797.

Investing Activities

For the nine months ended September 30, 2016, net cash used in investing activities was $97,282 compared to net cash of $55,693 used during the nine months ended September 30, 2015. The cash used for both periods was primarily driven by the cost of building and purchasing equipment for the restaurant during those periods. Additional cash was used in the nine months ended September 30, 2016 related to construction in progress.

Financing Activities

Net cash provided by financing activities was $331,113 for the nine months ended September 30, 2016. This was the result of $80,988 loans from related parties and proceeds from issuance of common stock for $250,125. Net cash provided by financing activities for the nine months ended September 30, 2015 was $140,501 through advances from related parties.

Material Commitments

The Company had no material commitments as of September 30, 2016.

Going Concern.

The accompanying financial statements have been prepared assuming that the company will continue as a going concern which contemplates, amongst other things, the realization of assets and satisfaction of liabilities in the course of business.

We anticipate that our future liquidity requirements will arise from the need to fund our growth, pay our current obligations and future capital expenditures. The primary sources of funding for such requirements are expected to be cash generated from operations and raising additional funds from private sources and/or debt financing.

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Going Concern Consideration

Our independent auditors included an explanatory paragraph in their report on the accompanying financial statements expressing concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors.

Critical Accounting Policies

The preparation of our financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses and related disclosures about contingent assets and liabilities. We base these estimates and assumptions on historical experience and on various other information and assumptions that are believed to be reasonable under the circumstance. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as additional information is obtained, as more experience is acquired, as our operating environment changes and as new events occur. Our critical accounting policies are listed in the notes to our audited financial statements included in this registration Statement.

Future Financings.

We will continue to rely on equity sales of the Company's Common Stock in order to continue to fund business operations. Issuances of additional shares will result in dilution to existing shareholders. There is no assurance that the Company will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned operations

Recently Issued Accounting Pronouncements.

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued but not yet adopted that might have a material impact on its financial position or results of operations.

Off-Balance Sheet Arrangements.

The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.

During the period covered by this report, the Company has had no changes in or disagreements with its accountants.

Quantitative and Qualitative Disclosures about Market Risk

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a "smaller reporting company", we are not required to provide the information required by this Item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluations of Disclosure Controls and Procedures

Under the supervision and with the participation of our management team, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended, as of December 31, 2004. Based on this evaluation, we concluded that our disclosure controls and procedures are effective in timely alerting them to material information required to be included in our periodic reports.

Changes in Internal Control over Financial Reporting

During the period covered by this report, there has been no change in our internal control over financial reporting that has materially affected or is reasonably likely to materially affect our internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

The Company has no knowledge of existing or pending legal proceedings against the Company, nor is the Company involved as a plaintiff in any proceeding or pending litigation. There are no proceedings in which any of the Company's directors, officers or any of their respective affiliates, or any beneficial stockholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A. RISK FACTORS

As a "smaller reporting company", we are not required to provide the information required by this Item.

ITEM 2. UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

We did not sell or issue any shares of unregistered securities during the three month period ended September 30, 2016.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable

ITEM 4. OTHER INFORMATION

On October 12, 2016, the Company issued 333,000 common shares at $0.375 to complete and close its registered public offering of 1,000,000 shares of its common stock.

On September 1, 2016 and October 12, 2016, respectively, Frank Gillen, the husband of our Chief Executive Officer and Sole Director, Natalia Lopera, purchased 25,000 and 150,600 shares, respectively, in the S-1 offering at a purchase price of $0.375 per share, for an aggregate value to the Company of $65,850. With these purchases, Mr. Gillen owns a total of 195,600 shares of the Company’s common stock, or 2.9% of the total shares of our common stock outstanding.

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ITEM 5. EXHIBITS

INDEX TO EXHIBITS

Exhibit	Description
31.1	Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HIP CUISINE, INC.
(Registrant)

Signature	Title	Date
/s/ Natalia Lopera	Chief Executive Officer	November 14, 2016
Natalia Lopera
/s/ Douglas W. Samuelson	Chief Financial Officer	November 14, 2016
Douglas W. Samuelson

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