Exhibit 99.3
CHINA GREEN, INC.
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED JUNE 30, 2009
(Stated in US dollars)
CHINA GREEN, INC.
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED JUNE 30, 2009
(Stated in US dollars)
Basis of Presentation
On August 13, 2009, China Green Inc. entered into a Share Exchange Agreement with Glorious Pie Limited and its stockholders, pursuant to which the company acquired all of the issued and outstanding capital stock of Glorious Pie Limited in exchange for a total of 10,355,000 shares of our common stock, constituting 82.84% shares of our issued and outstanding common stock, $0.00001 par value per share.
On August 13, 2009, China Green Inc. completed an acquisition of Glorious Pie Limited pursuant to the Share Exchange Agreement. The acquisition was accounted for as a recapitalization effected by a share exchange, wherein Glorious Pie Limited is considered the acquirer for accounting and financial reporting purposes.
The unaudited pro forma consolidated financial statements of China Green, Inc. in the opinion of management include all material adjustments directly attributable to the share exchange contemplated by the Agreement. The unaudited pro forma consolidated balance sheet reflects the financial position of the company had the share exchange occurred on June 30, 2009. The pro forma consolidated statements of operations were prepared as if the transactions were consummated on July 1, 2008. These pro forma consolidated financial statements have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had the transaction occurred on the date indicated and are not necessarily indicative of the results that may be expected in the future.
CHINA GREEN, INC.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEAR ENDED JUNE 30, 2009
(Stated in US dollars)
| | Glorious | | | China | | | | | | | |
| | Pie | | | Green | | | Pro forma | | | | |
| | Limited | | | Inc. | | | Adjustment | | | Pro forma | |
| | $ | | | | $ | | | | $ | | | | $ | | |
| | | | | | | | | | | | | | | | |
Service income | | | 11,676,141 | | | | - | | | | - | | | | 11,676,141 | |
| | | | | | | | | | | | | | | | |
Cost of services | | | (5,416,156 | ) | | | - | | | | - | | | | (5,416,156 | ) |
| | | | | | | | | | | | | | | | |
Gross profit | | | 6,259,985 | | | | - | | | | - | | | | 6,259,985 | |
| | | | | | | | | | | | | | | | |
General and administrative expenses | | | (81,806 | ) | | | (24,281 | ) | | | - | | | | (106,087 | ) |
| | | | | | | | | | | | | | | | |
Income/(loss) before taxation | | | 6,178,179 | | | | (24,281 | ) | | | - | | | | 6,153,898 | |
| | | | | | | | | | | | | | | | |
Income tax | | | (72,056 | ) | | | - | | | | - | | | | (72,056 | ) |
| | | | | | | | | | | | | | | | |
Net income/(loss) | | | 6,106,123 | | | | (24,281 | ) | | | - | | | | 6,081,842 | |
| | | | | | | | | | | | | | | | |
Other comprehensive income - Foreign currency translation adjustments | | | 46,766 | | | | - | | | | - | | | | 46,766 | |
| | | | | | | | | | | | | | | | |
Total comprehensive income | | | 6,152,889 | | | | (24,281 | ) | | | - | | | | 6,128,608 | |
| | | | | | | | | | | | | | | | |
CHINA GREEN, INC.
UNAUDITED PRO FORMA CONSOLIATED BALANCE SHEETS
AS OF JUNE 30, 2009
(Stated in US dollars)
| | Glorious | | | China | | | | | | | |
| | Pie | | | Green | | | Pro forma | | | | |
| | Limited | | | Inc. | | | Adjustment | | | Pro forma | |
ASSETS | | $ | | | | $ | | | | $ | | | | $ | | |
Current assets | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | 849,457 | | | | - | | | | - | | | | 849,457 | |
Accounts receivables | | | 5,036,977 | | | | - | | | | - | | | | 5,036,977 | |
Deposit paid for labour services | | | 2,028,713 | | | | - | | | | - | | | | 2,028,713 | |
Deposit for contract procurements | | | 1,413,879 | | | | - | | | | - | | | | 1,413,879 | |
Deposit paid for hotel investment negotiation | | | 1,025,677 | | | | - | | | | - | | | | 1,025,677 | |
| | | | | | | | | | | | | | | | |
Total current assets | | | 10,354,703 | | | | - | | | | - | | | | 10,354,703 | |
| | | | | | | | | | | | | | | | |
Plant and equipment, net | | | 1,083,011 | | | | - | | | | - | | | | 1,083,011 | |
Investment in a subsidiary | | | - | | | | 100 | | | | (100 | ) | | | - | |
| | | | | | | | | | | | | | | | |
TOTAL ASSETS | | | 11,437,714 | | | | 100 | | | | (100 | ) | | | 11,437,714 | |
| | | | | | | | | | | | | | | | |
LIABILITIES AND STOCKHOLDER’S EQUITY | |
LIABILITIES | | | | | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | | | | | |
Amount due to a director | | | 64,499 | | | | - | | | | - | | | | 64,499 | |
Amount due to a shareholder | | | - | | | | 23,899 | | | | - | | | | 23,899 | |
Accrued expenses | | | 10,034 | | | | 377 | | | | - | | | | 10,411 | |
Tax payable | | | 72,303 | | | | - | | | | - | | | | 72,303 | |
| | | | | | | | | | | | | | | | |
TOTAL LIABILITIES | | | 146,836 | | | | 24,276 | | | | - | | | | 171,112 | |
| | | | | | | | | | | | | | | | |
STOCKHOLDERS’ EQUITY | | | | | | | | | | | | | | | | |
Common shares | | | 100 | | | | 105 | | | | (100 | ) | | | 105 | |
Accumulated other comprehensive income | | | 836,560 | | | | - | | | | - | | | | 836,560 | |
Retained earnings | | | 10,454,218 | | | | (24,281 | ) | | | - | | | | 10,429,937 | |
| | | | | | | | | | | | | | | | |
| | | 11,290,878 | | | | (24,176 | ) | | | (100 | ) | | | 11,266,602 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | | | 11,437,714 | | | | 100 | | | | (100 | ) | | | 11,437,714 | |
CHINA GREEN, INC.
NOTES TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED JUNE 30, 2009
(Stated in US dollars)
The following adjustment to the unaudited pro forma balance sheet is based on the assumption that the share exchange was consummated on July 1, 2008.
(a) | Adjustment to reflect the capital amounts had the share exchange occurred on June 30, 2009. |
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