Exhibit 99.2
GUAR GLOBAL LTD.
PRO-FORMA COMBINED FINANCIAL STATEMENTS
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GUAR GLOBAL LTD.
INTRODUCTION AND BASIS OF PRESENTATION
FOR PRO FORMA COMBINED FINANCIAL STATEMENTS
The following pro forma combined financial statements give effect to the
acquisition of Pure Guar India Private Limited. (called "Target") by Guar Global
Ltd. (called "Guar").
By Stock Purchase Agreement dated July 31, 2013, Guar, a public corporation
incorporated in Nevada on May 29, 2007, acquired 99.99% of the issued and
outstanding shares of Target, a private corporation incorporated in India on
February 19, 2013, in exchange for $1,692.43 (the "Exchange").
The following unaudited pro forma combined financial statements are presented to
illustrate the estimated effects of the Exchange. The following pro forma
combined balance sheet includes the balance sheets of Guar as of April 30, 2013
and Target as of May 31, 2013, as if the acquisition of Target occurred on that
date.
The pro forma combined balance sheet and statement of operations should be read
in conjunction with the separate historical audited financial statements for
both Guar and Target, appearing elsewhere, as follows:
(i) for Guar, financial statements for the period ended April 30, 2013 and
2012, as filed recently in Form 10Q;
(ii) for Target, audited financial statements for the period from inception
(February 19, 2013) to May 31, 2013
The fiscal year ends of Guar is July 31 and Target is May 31. The pro forma
balance sheet and earnings (loss) per share data of Guar and Target are
indicative of its combined financial position, had the acquisition occurred on
May 31, 2013 for the combined balance sheet and the unaudited pro forma combined
statements of operations assumes that the Exchange was consummated at the
beginning of the period presented.
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GUAR GLOBAL LTD.
PRO FORMA COMBINED BALANCE SHEET
Pro-Forma Pro-Forma
Guar Target Adjustments Combined
---------- ---------- ----------- ----------
April 30, May 31, May 31, May 31,
2013 2013 2013 2013
---------- ---------- ---------- ----------
(Note 2-A) (Note 2-B) (Note 2)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 135,101 $ 1,915 (C) $ (2,000) $ 2,341
(D) (132,675)
Prepaid expenses 2,405 -- 2,405
Prepaid agricultural costs -- 11,453 11,453
Prepaid harvest -- 32,030 32,030
Prepaid land lease -- 68,634 68,634
Cultivation -- 1,125 1,125
---------- ---------- ---------- ----------
$ 137,506 $ 115,157 $ (134,675) $ 117,988
========== ========== ========== ==========
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 22,768 $ 1,125 $ -- $ 23,893
Interest payable 11,918 -- -- 11,918
Convertible notes payable 445,000 -- -- 445,000
Due to related party 76,815 -- -- 76,815
Advanced payable -- 132,675 (D) (132,675) --
---------- ---------- ---------- ----------
556,501 133,800 -- 557,626
---------- ---------- ---------- ----------
STOCKHOLDERS' DEFICIT
CAPITAL STOCK
Authorized -
300,000,000 common shares $0.0001 par value;
73,200,000 issued and outstanding 7,320 1,826 (C) (1,826) 7,320
ADDITIONAL PAID IN CAPITAL 41,180 -- 41,180
RETAINED EARNINGS (DEFICIT) (467,495) (20,469) (C) 20,469 (467,495)
(C) (20,643) (20,643)
---------- ---------- ---------- ----------
(418,995) (20,469) (2,000) (439,638)
---------- ---------- ---------- ----------
$ 137,506 $ 115,157 $ (134,675) $ 117,988
========== ========== ========== ==========
The accompanying notes are an integral part of these
pro forma financial statements
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GUAR GLOBAL LTD.
PRO FORMA COMBINED STATEMENT OF OPERATIONS
Guar Target
------------ ------------
Nine Months Period
April 30, May 31,
2013 2013 Pro Forma
------------ ------------ ------------
(Note 2-A) (Note 2-B)
Expenses and other items:
Professional fees $ 107,766 $ -- $ 107,766
Rent 1,381 -- 1,381
Consulting fees 40,956 -- 40,956
Travel 33,953 -- 33,953
Website 35,000 -- 35,000
Salaries -- 4,718 4,718
Land lease expense -- 13,727 13,727
General and administrative 3,078 2,024 5,102
------------ ------------ ------------
Total expenses and other items 220,134 20,469 240,603
------------ ------------ ------------
Income before income taxes (220,134) (20,469) (240,603)
Income tax -- -- --
------------ ------------ ------------
Net Loss $ (220,134) $ (20,469) $ (240,603)
============ ============ ============
Loss per Share - basic and diluted $ (0.00) $ (2.05) $ (0.00)
Shares used in calculating basic and
diluted loss per share 73,200,000 10,000 73,200,000
The accompanying notes are an integral part of these
pro forma financial statements
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GUAR GLOBAL LTD.
PRO FORMA CONSOLIDATED NOTES TO FINANCIAL STATEMENTS
NOTE 1 - SHARE EXCHANGE TRANSACTION
On July 31, 2013, Guar, a public shell company, entered into a stock purchase
agreement with Target, a private corporation, whereby 99.99% of the shares of
Target were exchanged for $1,692.43.
The unaudited Pro Forma Combined Balance Sheet represents the combined financial
position of Guar as of April 30, 2013 and Target as of May 31, 2013.
The unaudited Pro Forma Combined Statements of Operations represents the
combined results of operations of Guar for the nine months ended April 30, 2013
and Target for the period from inception to May 31, 2013.
NOTE 2 - PRO FORMA ADJUSTMENTS
The pro forma adjustments to the consolidated balance sheet give effect to the
acquisition of Target as if the transactions had occurred at the company's
respective balance sheet date of the most recent audit.
A. Derived from the balance sheet of Guar as of April 30, 2013 and the
period then ended.
B. Derived from the balance sheet of Target as of May 31, 2013 and the
period then ended.
C. Pro forma adjustment to reflect the issuance of $2,000 for 99.99% of
outstanding shares of Target.
D. To account for the inter-company debt between Guar and Target incurred
subsequent to April 30, 2013 (date of Guar pro-forma balance sheet).