Umami Sustainable Seafood (UMAM) 8-K/A Financial Statements and Exhibits

Oceanic Enterprises, Inc.

Statements of Financial Position

As of 9/30/2010

(unaudited)

(in thousands)

	Oceanic
Current assets:
Cash and cash equivalents	$	78
Accounts receivable, trade		32
Accounts receivable, shareholder and other related party		2,922
Inventories		36
Other current assets		74
Total current assets		3,142
Property and equipment, net		173
Other assets		548
Total assets	$	3,863
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Borrowings from shareholder	$	-
Accounts payable, trade		187
Accounts payable to shareholder and other related parties		3,502
Accrued liabilities		15
Total current liabilities		3,704
Long term notes payable		-
Total liabilities		3,704
Commitments and contingencies
Stockholders’ equity:
Common stock		10
Additional paid-in capital		1,000
Retained earnings		(851	)
Accumulated other comprehensive income		-
Total Oceanic stockholders’ equity		159
Total liabilities and stockholders’ equity	$	3,863

Oceanic Enterprises, Inc.

Statements of Operations

Nine months ended 9/30/2010 and 9/30/2009

(unaudited)

(in thousands)

	9/30/2010			9/30/2009
Net revenue	$	1,800		$	10,507
Cost of goods sold		-			(9,069	)
Gross profit		1,800			1,438
Selling, general and administrative expenses		(1,473	)		(1,583	)
Operating income (loss)		327			(145	)
Exchange gains		-			115
Gain (loss) asset disposition		(2	)		-
Interest expense		(472	)		(91	)
Income (loss) before provision for income taxes		(147	)		(121	)
Income tax provision		-			-
Net income (loss)	$	(147	)	$	(121	)

Oceanic Enterprises, Inc.

Statement of Cash Flow

Nine months ended  9/30/2010 and 9/30/2009

(unaudited)

(in thousands)

	Nine months ended			Nine months ended
	September 30, 2010			September 30, 2009
Operating Activities
Net loss	$	(147	)	$	(121	)
Adjustments to reconcile to net cash used in operating activities:
Depreciation		-			-
Deferred income taxes		(432	)		(506	)
Changes in assets and liabilities:
Accounts receivable, trade		614			(364	)
Accounts receivable, shareholder and other related party		(65	)		110
Inventories		(30	)		(6	)
Other current assets		366			486
Accounts payable, trade		(77	)		(159	)
Accounts payable to shareholder and other related parties		2,018			(634	)
Accrued liabilities		(165	)		(49	)
Net cash used and provided in operating activities		2,082			(1,243	)
Investing activities
Purchases of property and equipment		(85	)		(11	)
Sale of fixed assets		13			-
Net cash used in investing activities		(72	)		(11	)
Financing activities
Borrowings from unrelated parties		-			100
Repayments of note payable to shareholder		(1,939	)		(1,464	)
Net cash used in financing activities		(1,939	)		(1,364	)
Subtotal		71			(2,618	)
Cash and cash equivalents at beginning of year		7			2,995
Cash and cash equivalents at end of period	$	78		$	377