Home Bistro (HBIS) 8-K/A Index to the Financial Statements

Exhibit 99.3

VAPIR ENTERPRISES, INC.

PRO FORMA COMBINED FINANCIAL INFORMATION

(UNAUDITED)

VAPIR ENTERPRISES, INC.

Index to Unaudited Pro Forma Combined Financial Information

	Pages
Introduction to Unaudited Pro Forma Combined Financial Information	2
Unaudited Pro Forma Combined Balance Sheet	3
Unaudited ProForma Combined Statements of Operations	4
Notes to Unaudited Pro Forma Combined Balance Sheet	5

1

VAPIR ENTERPRISES, INC.

Introduction to Unaudited Pro Forma Combined Financial Information

The following unaudited pro forma combined financial information is presented to illustrate the estimated effects of our merger with Vapir, Inc.

On December 30, 2014, we entered into a Share Exchange Agreement (the “Exchange Agreement”) with Vapir, Inc., a California corporation (“Vapir”), all of the stockholders of Vapir (the “Vapir Shareholders”), and our controlling stockholders.

Pursuant to the Exchange Agreement, we will acquire all of the outstanding shares of Vapir in exchange for the issuance of 38,624,768 shares of our common stock to the Vapir Shareholders.  The shares to be issued to the Vapir Shareholders shall constitute 80% of our issued and outstanding shares of common stock as of and immediately after the consummation of the Exchange Agreement.

Upon closing of the Exchange Agreement, Vapir became our wholly owned subsidiary and the Company ceases its prior operations.

The Exchange Agreement is being accounted for as a reverse merger and recapitalization of Vapir whereby Vapir is deemed to be the acquirer in the reverse merger for accounting purposes. The consolidated financial statements after the acquisition include the balance sheets of both companies at historical cost, the historical results of Vapir and the results of the Company from the acquisition date.

Upon the closing of the transaction, a new board of directors and new officers were appointed which consists of Mr. Hamid Emarlou and Dr. Shadi Shayegan. Following the closing, Mr. Emarlou was also appointed as Chief Executive Officer and President of the Company.

The unaudited pro forma combined financial information assumes the Exchange Agreement was consummated as of September 30, 2014. The financial statements of the Company included in the following unaudited pro forma combined financial information are derived from the unaudited financial statements of the Company for the interim period September 30, 2014 contained on Form 10-Q as filed with the Securities and Exchange Commission. The financial statements of Vapir, included in the following unaudited pro forma combined financial information are derived from the unaudited  financial statements for the interim period ended September 30, 2014 contained elsewhere in the Form 8-K. The unaudited pro forma combined balance sheet is prepared as though the transactions occurred at the close of business on January 1, 2014.

The information presented in the unaudited pro forma combined financial information does not purport to represent what our financial position would have been had the Exchange Agreement occurred as of the dates indicated, nor is it indicative of our future financial position for any period. You should not rely on this information as being indicative of the historical results that would have been achieved had the companies always been consolidated or the future results that the consolidated company will experience after the Share Exchange Agreement Transaction.

The pro forma adjustments are based upon available information and certain assumptions that the Company believes is reasonable under the circumstances. The unaudited pro forma combined financial information should be read in conjunction with the historical financial statements and related notes of the Company.

2

VAPIR ENTERPRISES, INC.

UNAUDITED PRO FORMA COMBINED BALANCE SHEET

	Vapir Enterprises, Inc.			Vapir, Inc.
	September 30,			September 30,
	2014			2014			Pro Forma Adjustments					Pro Forma
	Historical			Historical			Dr			Cr.		Balances
ASSETS	( see Note)			( see Note)								(Unaudited)
CURRENT ASSETS:
Cash	$	140,065		$	-		$	-		$	-	$	140,065
Accounts receivable		-			944			-			-		944
Inventory		-			56,253			-			-		56,253
Total Current Assets		140,065			57,197			-			-		197,262
Other assets:
Property and equipment, net		400,000			4,122			-			-		404,122
Intangible assets, net		-			459,146			-			-		459,146
Total other assets		400,000			463,268			-			-		863,268
Total Assets	$	540,065		$	520,465		$	-		$	-	$	1,060,530
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Bank overdraft	$	-		$	1,434		$	-		$	-	$	1,434
Accounts payable and accrued expenses		54,181			68,276			-			-		122,457
Interest payable		947			-			-			-		947
Accounts payable and accrued expenses - related party		54,500			-			-			-		54,500
Loan payable		-			197,000			-			-		197,000
Notes payable - current maturities		45,000			19,800			-			-		64,800
Customer deposits		-			188,809			-			-		188,809
Total Current Liabilities		154,628			475,319			-			-		629,947
LONG-TERM LIABILITIES:
Notes payable, net of current maturities		137,500			30,000			-			-		167,500
Notes payable - related party		62,500			-			-			-		62,500
Interest payable - net of current portion		240			-			-			-		240
Interest payable - related party		109			-			-			-		109
Total Long-term Liabilities		200,349			30,000			-			-		230,349
Total Liabilities		354,977			505,319			-			-		860,296
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS'  EQUITY  :
Preferred stock $0.001 par value; 20,000,000 shares authorized; none issued and outstanding		-			-			-			-		-
Common stock ($0.001 par value; 100,000,000 shares authorized; 6,816,194 shares issued and outstanding prior to merger; $0.001 par value; 100,000,000 shares authorized; 45,440,962 issued and outstanding after the merger)		6,816			-				(a)		38,625		45,441
Additional paid-in capital		3,107,752			400,000	(a)		2,968,105					539,647
Accumulated deficit		(2,929,480	)		(384,854	)			(a)		2,929,480		(384,854	)
Total Stockholders'  Equity		185,088			15,146			2,968,105			2,968,105		200,234
Total Liabilities and Stockholders'  Equity	$	540,065		$	520,465		$	2,968,105		$	2,968,105	$	1,060,530

See accompanying notes to unaudited pro forma combined financial statements.

3

VAPIR ENTERPRISES, INC.

UNAUDITED PRO FORMA COMBINED STATEMENTS OF OPERATIONS

	Vapir Enterprises, Inc.			Vapir, Inc.
	For the Nine Months			For the Nine Months
	Ended September 30, 2014			Ended September 30, 2014			Pro Forma Adjustments				Pro Forma
	Historical			Historical			Dr		Cr.		Balances
	( see Note)			( see Note)							(Unaudited)
Net sales	$	-		$	1,136,886		$	-	$	-	$	1,136,886
Cost of sales		-			564,124			-		-		564,124
Gross profit		-			572,762			-		-		572,762
Operating expenses:
Depreciation and amortization		-			73,435			-		-		73,435
Marketing and selling expenses		-			41,467			-		-		41,467
Compensation		64,000			516,587			-		-		580,587
Professional fees		30,792			47,573			-		-		78,365
Research and development		-			54,039			-		-		54,039
Rent		-			57,894			-		-		57,894
General and administrative expenses		11,283			189,854			-		-		201,137
Total operating expenses		106,075			980,849			-		-		1,086,924
Loss from continuing operations		(106,075	)		(408,087	)		-		-		(514,162	)
OTHER INCOME (EXPENSE):
Interest expense		(1,296	)		(11,458	)		-		-		(12,754	)
Loss on disposal of property and equipment		(631	)		-			-		-		(631	)
Gain from settlement of accounts payable		16,376			-			-		-		16,376
Gain from settlement of accounts payable - related party		37,130			-			-		-		37,130
Total other income (expense), net		51,579			(11,458	)		-		-		40,121
Loss from continuing operation before income taxes		(54,496	)		(419,545	)		-		-		(474,041	)
Provision for income taxes		-			-			-		-		-
Net loss from continuing operations		(54,496	)		(419,545	)		-		-		(474,041	)
Discontinued operations:
Loss from discontinued operations, net of tax
		13,122			-			-		-		13,122
Net loss	$	(41,374	)	$	(419,545	)	$	-	$	-	$	(460,919	)
Net loss per common share, Basic and Diluted:
Net loss from continuing operations	$	(0.01	)								$	(0.07	)
Net loss from discontinued operations	$	0.00									$	0.00
Weighted average shares outstanding:
Basic and Diluted		6,456,963										6,456,963

See accompanying notes to unaudited pro forma combined financial statements.

4

NOTES TO UNAUDITED PRO FORMA COMBINED BALANCE SHEET

Unaudited pro forma adjustments reflect the following transaction:

a)
Additional paid in capital	2,968,105
Common stock, at par		38,625
Accumulated deficit		2,929,480
To recapitalize for the Share Exchange Agreement. On December 30, 2014, the Company entered into a Share Exchange Agreement with Vapir and the shareholders of Vapir whereby the Company agreed to acquire all of the issued and outstanding capital stock of Vapir in exchange for 38,624,768 shares of the Company’s common stock.

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