Rogue One (ROAG) 8-K/A Entry into a Material Definitive Agreement

Exhibit 99.1 (Revised April 6, 2009)

Proforma

Unaudited Condensed Financial Information

Reflecting the Effects of the Acquisition

Introduction

The following unaudited condensed financial information presents the proforma unaudited consolidated balance sheets of Mod Hospitality, Inc. (f/k/a PSPP Holdings, Inc.) and Subsidiaries as of June 30, 2008 along with the proforma unaudited consolidated statements of operations for the three and six month periods ended June 30, 2008 and 2007 and the proforma unaudited consolidated statements of cash for the six months ended June 30, 2008 and 2007.  The information contained in these proforma unaudited statements were derived from the 10-QSBs of PSPP Holdings, Inc. as filed with the SEC, the internally prepared financial statements of ECV Holdings, Inc. and subsidiaries for the respective periods presented.

The following unaudited condensed financial information presents the proforma unaudited consolidated balance sheets of ECV Holdings, Inc. and Subsidiaries as of June 30, 2008 along with the proforma unaudited consolidated statements of operations for the three and six month periods ended June 30, 2008 and 2007and the proforma unaudited consolidated statements of cash flows for the six months ended June 30, 2008 and 2007.  The information contained in these proforma unaudited statements were derived from the 10-QSBs of PSPP Holdings, Inc. as filed with the SEC, the internally prepared financial statements of ECV Holdings, Inc. and subsidiaries and the audited combined financial statements of ECRV Hanover Hospitality Leaseco, LLC, ECRV Clinton Leaseco, LLC, and ECRV FM Leaseco, LLC. for the respective dates and periods presented.

The audited combined financial statements of ECRV Hanover Hospitality Leaseco, LLC, ECRV Clinton Leaseco, LLC, and ECRV FM Leaseco, LLC. for the year ended December 31, 2007 is being presented for comparison purposes only.

The unaudited condensed financial information that is being presented herein Exhibit 99.1 is not necessarily indicative of the results that actually would have occurred if the acquisition had been completed on the assumed date(s) nor are the statements necessarily indicative of future consolidated financial position or earnings.

All of the information, as presented, should be read in conjunction with Mod Hospitality, Inc. ‘s (f//k/a PSPP Holdings, Inc.) securities filings with the SEC under its current ticker symbol of “MODY”, the audited combined financial statements of ECRV Hanover Hospitality Leaseco, LLC, ECRV Clinton Leaseco, LLC, and ECRV FM Leaseco, LLC. for the year ended December 31, 2007 as presented elsewhere in this Form 8-K  filing and the share exchange agreements  that were effective in May 2008 and October 2008 also presented elsewhere in this From 8-K filing.

Mod Hospitality, Inc. (f/k/a PSPP Holdings, Inc.) and Subsidiaries

ECV Holdings, Inc. and Subsidiaries

June 30, 2008

Mod Hospitality, Inc. (f/k/a PSPP Holdings, Inc.) and Subsidiaries
Proforma Unaudited Consolidated Balance Sheets
June 30, 2008	1
Proforma Unaudited Consolidated Statements of Operations
For the three and six months ended June 30, 2008 and 2007	3
Proforma Unaudited Consolidated Statements of Operations
For the six months ended June 30, 2008	4
Proforma Unaudited Consolidated Statements of Operations
For the year ended December 31, 2007	5
ECV Holdings, Inc. and Subsidiaries
Proforma Unaudited Consolidated Balance Sheets
June 30, 2008 and December 31, 2007	6
Unaudited Consolidated Statements of Operations
Six months ended June 30, 2008 and 2007	8

Mod Hospitality, Inc. f/k/a PSPP Holdings, Inc.and Subsidiaries Proforma Unaudited Consolidated Balance Sheets
Assets
								Consolidated
	PSPP Holdings, Inc.		ECV Holdings, Inc			Adjustments		Proforma
	6/30/2008		6/30/2008			Reverse Merger		6/30/2008
	Unaudited		Unaudited			Unaudited		Unaudited
Current assets
Cash	$	7	$	1,483,728		$	-	$	1,483,735
Accounts receivable		-		122,758			-		122,758
Prepaid expenses		-		33,452			-		33,452
Ledger accounts		-		48,287			-		48,287
Inventory		-		1,469			-		1,469
Total current assets		7		1,689,694					1,689,701
Fixed assets
Construction in progress (PIP)		-		295,669			-		295,669
Furniture and fixtures		-		3,720,925			-		3,720,925
Less: accumulated depreciation		-		(605,956	)		-		(605,956	)
Total fixed assets		-		3,410,639					3,410,639
Other assets
Investments		58,000		-			-		58,000
Franchise fee, net		-		135,900			-		135,900
Deposits		-		41,103			-		41,103
Total other assets		58,000		177,003			-		235,003
Total assets	$	58,007	$	5,277,336		$	-	$	5,335,343
The financial information presented herein has been prepared by management without audit by independent certified public accountants

1

Mod Hospitality, Inc. f/k/a PSPP Holdings, Inc. and Subsidiaries Proforma Unaudited Consolidated Balance Sheets
Liabilities and Stockholders' Equity
	PSPP Holdings, Inc. 6/30/2008 Unaudited			ECV Holdings, Inc. 6/30/2008 Unaudited				Adjustments Reverse Merger Unaudited			Consolidated Proforma 6/30/2008 Unaudited
Current liabilities
Accounts payable and accrued expenses	$	-		$	948,456			$	-		$	948,456
Loans payable		294,561			-				-			294,561
Accrued salaries and wages		-			100,171				-			100,171
Management fees payable		-			37,029				-			37,029
Taxes payable, rooms		-			67,828				-			67,828
Taxes payable, other		-			273,511				-			273,511
Total liabilities
		294,561			1,426,995				-			1,721,556
Long term liabilities
Advances from shareholder		-			260,000				-			260,000
Total liabilities		294,561			1,686,995				-			1,981,556
Commitments and contingencies		-			-				-			-
Stockholders' equity
Preferred stock		10,000			-				-			10,000
Common stock		680			-				-			680
Additional paid-in capital		5,457,150			4,338,797		A		(5,704,384	)		4,091,563
Accumulated deficit		(5,704,384	)		(748,456	)	A		5,704,384			(748,456	)
Total stockholders' equity (deficit)		(236,554	)		3,590,341				-			3,353,787
Total liabilities and stockholders' equity	$	58,007		$	5,277,336			$	-		$	5,335,343
A - adjustment to eliminate the historical accumulated deficit of the accounting acquiree in the reverse merger
Net assets acquired upon reverse merger	$	(236,554	)
The financial information presented herein has been prepared by management without audit by independent certified public accountants

2

Mod Hospitality, Inc. f/k/a PSPP Holdings, Inc and Subsidiaries Proforma Consolidated Statements of Operations
	For the three			For the three			For the six			For the six
	months ended			months ended			months ended			months ended
	June 30, 2008			June 30, 2007			June 30, 2008			June 30, 2007
	Unaudited			Unaudited			Unaudited			Unaudited
Revenue
Rooms	$	2,996,922		$	1,370,371		$	5,931,122		$	2,515,411
Food and beverage		28,929			28,233			66,160			47,520
Other income		256,295			29,715			487,558			149,870
Total operating revenue		3,282,146			1,428,319			6,484,840			2,712,801
Operating expenses
Rooms		781,605			318,803			1,461,848			584,931
Food and beverage		8,454			3,675			22,665			6,663
Rent		825,366			615,673			1,897,518			1,140,135
Management and franchise fees		342,260			225,264			767,853			408,092
General and administrative		257,495			98,823			539,928			179,193
Depreciation and amortization		180,531			11,031			361,061			22,063
Other expenses		511,535			216,234			1,319,632			415,758
Total operating expenses		2,907,246			1,489,503			6,370,505			2,756,835
Income (loss) from operations		374,901			(56,069	)		114,335			(44,034	)
Other income (expenses)
Forgiveness of debt income		255,189			-			255,189			-
Write-off of investments		(300,000	)		-			(300,000	)		-
Interest income		531			1,460			1,193			1,997
Interest expense		(7,072	)		-			(399,464	)		(25,105	)
Total other (income) expense		(51,352	)		1,460			(443,082	)		(23,108	)
Income (loss) before provision
for income taxes		323,549			(54,609	)		(328,747	)		(67,142	)
Provision for income taxes		-			-			-			-
Net income (loss)	$	323,549		$	(54,609	)	$	(328,747	)	$	(67,142	)
Weighted average number of common
shares outstanding		644,499			574,994			671,750			574,994
Basic and diluted (loss) per common share	$	0.50		$	(0.09	)	$	(0.49	)	$	(0.12	)
The financial information presented herein has been prepared by management without audit by independent certified public accountants

3

Mod Hospitality, Inc. f/k/a PSPP Holdings, Inc and Subsidiaries Proforma Consolidated Statements of Operations For the six months ended June 30, 2008
	PSPP			ECV Holdings,			Adjustments		Proforma
	Holdings, Inc.			Inc.			Reverse Merger		Consolidation
	Unaudited			Unaudited			Unaudited		Unaudited
Revenue
Rooms	$	-		$	5,931,122		$	-	$	5,931,122
Food and beverage		-			66,160			-		66,160
Other income		-			487,558			-		487,558
										-
Total operating revenue		-			6,484,840			-		6,484,840
										-
Operating expenses										-
Rooms		-			1,461,848			-		1,461,848
Food and beverage		-			22,665			-		22,665
Rent		-			1,897,518			-		1,897,518
Management and franchise fees		-			767,853			-		767,853
General and administrative		-			539,928			-		539,928
Depreciation and amortization		-			361,061			-		361,061
Other expenses		204			1,319,428			-		1,319,632
										-
Total operating expenses		204			6,370,301			-		6,370,505
										-
Income (loss) from operations		(204	)		114,539			-		114,335
										-
Other income (expenses)										-
Forgiveness of debt income		255,189			-			-		255,189
Write-off of investments		(300,000	)		-			-		(300,000	)
Interest income		-			1,193			-		1,193
Interest expense		(14,322	)		(385,142	)		-		(399,464	)
										-
Total other (income) expense		(59,133	)		(383,949	)		-		(443,082	)
										-
Income (loss) before provision										-
for income taxes		(59,337	)		(269,410	)		-		(328,747	)
										-
Provision for income taxes		-			-		��	-		-
										-
Net income (loss)	$	(59,337	)	$	(269,410	)	$	-		(328,747	)
Weighted average number of common
shares outstanding										671,750
Basic and diluted (loss) per common share									$	(0.49	)

The financial information presented herein has been prepared by management without audit by independent certified public accountants

4

Mod Hospitality, Inc. f/k/a PSPP Holdings, Inc. and Subsidiaries Proforma Consolidated Statements of Operations For the year ended December 31, 2007
						Adjustments		Consolidated
			PSPP Holdings, Inc		ECV Holdings, Inc	Reverse Merger		Proforma
			Unaudited		Unaudited	Unaudited		Unaudited
Revenue
	Rooms	$	-	$	6,918,220	-	$	6,918,220
	Food and beverage		-		159,782	-		159,782
	Other income		-		475,044	-		475,044
Total operating revenue			-		7,553,046	-		7,553,046
Operating expenses
	Rooms		-		1,967,157	-		1,967,157
	Food and beverage		-		56,188	-		56,188
	Rent		-		3,288,643	-		3,288,643
	Management and franchise fees		-		894,287	-		894,287
	General and administrative		2,821		585,532	-		588,353
	Depreciation and amortization		-		233,863	-		233,863
	Consulting services		464,421		-	-		464,421
	Other expenses		58,690		1,134,421	-		1,193,111
	Total operating expenses		525,932		8,160,091	-		8,686,023
Income (loss) from operations			(525,932)		(607,045)	-		(1,132,977)
Other income (expenses)
	Forgiveness of debt income		-		-	-		-
	Write-off of investments		-		-	-		-
	Interest income		-		5,383	-		5,383
	Interest expense		(42,622)		(66,836)	-		(109,458)
	Total other (income) expense		(42,622)		(61,453)	-		(104,075)
Income (loss) before provision
	for income taxes		(568,554)		(668,498)	-		(1,237,052)
	Provision for income taxes		-		-	-		-
	Net income (loss)	$	(568,554)	$	(668,498)	-	$	(1,237,052)
The financial information presented herein has been prepared by management without audit by independent certified public accountants

5

ECV Holdings Inc. and Subsidiaries
Consolidated Balance Sheets
Assets
	6/30/2008			12/31/2007
	Unaudited			Unaudited
Current assets
Cash	$	1,483,728		$	806,806
Accounts receivable		122,758			107,821
Prepaid expenses		33,452			141,013
Ledger accounts		48,287			179,025
Inventory		1,469			-
Total current assets		1,689,694			1,234,665
Fixed assets
Property improvement plan (PIP)		295,669			-
Furniture and fixtures		3,720,925			3,727,591
Less: accumulated depreciation		(605,956	)		(233,863	)
Total fixed assets		3,410,639			3,493,728
Other assets
Escrow reserves		-			(54,956	)
Franchise fee, net		135,900			144,500
Deposits		41,103			17,412
Total other assets		177,003			106,956
Total assets	$	5,277,336		$	4,835,349
The financial information presented herein has been prepared by management without audit by independent certified public accountants

6

ECV Holdings Inc. and Subsidiaries
Unaudited Consolidated Balance Sheets
Liabilities and Stockholders' Equity
	6/30/2008			12/31/2007
	Unaudited			Unaudited
Current liabilities
Accounts payable and accrued expenses	$	948,456		$	351,361
Accrued salaries and wages		100,171			91,144
Management fees payable		37,029			35,164
Taxes payable, rooms		67,828			69,214
Taxes payable, other		273,511			146,138
Total liabilities		1,426,995			693,021
Long term liabilities
Advances from shareholder		260,000			260,000
Total liabilities		1,686,995			953,021
Commitments and contingencies		-			-
Stockholders' equity
Capital stock		-			-
Additional paid-in capital		4,338,797			4,349,121
Accumulated deficit		(748,456	)		(466,794	)
Total stockholders' equity		3,590,341			3,882,328
Total liabilities and stockholders' equity	$	5,277,336		$	4,835,349
The financial information presented herein has been prepared by management without audit by independent certified public accountants

7

ECV Holdings, Inc. and Subsidiaries Consolidated Statements of Operations For the six months ended June 30, 2008 and 2007
	For the six			For the six
	months ended			months ended
	June 30, 2008			June 30, 2007
	Unaudited			Unaudited
Revenue
Rooms	$	5,993,844		$	1,370,371
Food and beverage		57,858			28,233
Other income		512,590			34,830
Total operating revenue		6,564,292			1,433,434
Operating expenses
Rooms		1,563,210			318,803
Food and beverage		16,908			3,675
Rent		1,650,732			396,615
Management and franchise fees		684,520			225,264
General and administrative		514,582			98,823
Depreciation and amortization		372,092			11,031
Other expenses		1,647,782			499,995
Total operating expenses		6,449,826			1,554,206
Income (loss) from operations		114,466			(120,772	)
Other income (expenses)
Interest income		1,062			1,460
Interest expense		(392,392	)		-
Total other (income) expense		(391,330	)		1,460
Income (loss) before provision
for income taxes		(276,864	)		(119,312	)
Provision for income taxes		-			-
Net income (loss)	$	(276,864	)	$	(119,312	)
The financial information presented herein has been prepared by management without audit by independent certified public accountants

8