Exhibit 9.01 (b)
The unaudited pro forma consolidated balance sheet and statement of operations reflects amounts as if the transaction had occurred on March 31, 2015. As a result of this business combination, Greenlife Botanix . a Nevada corporation became a wholly owned subsidiary of Mountain High Acquisitions Corp. A Colorado corporation.
The information presented in the unaudited pro forma combined financial statements does not purport to represent what the financial position or results of operations would have been had the acquisition occurred as of March 31, 2015, nor is it indicative of future financial position or results of operations. You should not rely on this information as being indicative of the historical results that would have been achieved had the companies always been combined, or the future result that the combined company will experience after the transaction is consummated.
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 financial statements should be read in conjunction with the accompanying notes and assumptions and the historical financial statements of the Company, and Greenlife Botanix.
MOUNTAIN HIGH ACQUISITIONS CORP. |
PRO FORMA CONSOLIDATED BALANCE SHEETS |
MARCH 31, 2015 |
(Unaudited) |
| | | | | | | | |
| | GreenLife | | Audited | | | | Unaudited |
| | 3 Months | | MYHI | | | | Pro Forma |
| | Ended 3/31 | | March 31, | | Pro Forma | | March 31, |
| | 2015 | | 2015 | | Adjustments | | 2015 |
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ASSETS | | | | | | | | | | | | | | | | |
CURRENT ASSETS | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 33,645 | | | $ | 45 | | | | | | | $ | 33,690 | |
Inventory | | | 5413 | | | | — | | | | | | | | 5,413 | |
TOTAL CURRENT ASSETS | | | 39058 | | | | 45 | | | | | | | | 39,103 | |
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ADVANCES TO AFFILIATE | | | (50,000 | ) | | | 50,000 | | | | | | | | | |
INVESTMENT IN SUBSIDIARY | | | — | | | | — | | | | 2,300,000a | | | | 2,300,000 | |
TOTAL ASSETS | | $ | (10,942 | ) | | $ | 50,045 | | | | | | | $ | 2,339,103 | |
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | | | | | | | | | | | | | | | | |
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CURRENT LIABILITIES | | | | | | | | | | | | | | | | |
Accounts payable | | $ | (14 | ) | | $ | 97,479 | | | | | | | $ | 97,465 | |
Notes payable | | | — | | | | 48,521 | | | | | | | | 48,521 | |
Advances from Stockholder | | | 16,100 | | | | 441,895 | | | | | | | | 457,995 | |
TOTAL CURRENT LIABILITIES | | $ | 16,086 | | | $ | 587,895 | | | | | | | $ | 603,981 | |
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COMMITMENTS AND CONTINGENCIES | | | — | | | | — | | | | | | | | — | |
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STOCKHOLDERS' EQUITY (DEFICIT) | | | | | | | | | | | | | | | | |
Preferred stock, $0.0001 par value; 250,000,000 shares authorized, nil shares issues and outstanding | | | — | | | | — | | | | | | | | — | |
Common stock, $0.0001 par value; 250,000,000 shares authorized, 24,142,000 and 23,892,000 shares issued and outstanding respectively | | | — | | | | 2,439 | | | | 230a | | | | 2,669 | |
Additional paid in capital | | | (13,909 | ) | | | 1,917,951 | | | | 2,299,770a | | | | 4,203,812 | |
Accumulated (deficit) | | | (13,119 | ) | | | (2,458,240 | ) | | | | | | | (2,471,359 | ) |
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) | | | (27,028 | ) | | | (537,850 | ) | | | | | | | 1,735,122 | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | | $ | (10,942 | ) | | $ | 50,045 | | | | | | | $ | 2,339,103 | |
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a. To reflect the issuance of 10,000,000 shares to Greenlife shareholders at market value of $0.23 per share |
MOUNTAIN HIGH ACQUISITIONS CORP. |
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS |
FOR THE YEAR ENDED MARCH 31, 2015 |
(Unaudited) |
| | | | | | |
| | MYHI | | Greenlife | | MYHI |
| | AUDITED | | 3 Months | | PRO FORMA |
| | Year Ended | | Ended | | Year Ended |
| | March 31, 2015 | | March 31, 2015 | | March 31, 2015 |
| | | | | | (Unaudited) |
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Revenue | | $ | — | | | $ | — | | | $ | — | |
Cost of revenue | | | — | | | | — | | | | — | |
Gross profit | | | — | | | | — | | | | — | |
| | | | | | | | | | | | |
Selling, general and administrative expenses | | | 1,474,633 | | | | 13,119 | | | | 1,487,752 | |
(Loss) from operations | | | (1,474,633 | ) | | | (13,119 | ) | | | (1,487,752 | ) |
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Other income (expense) | | | (850,000 | ) | | | — | | | | (850,000 | ) |
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Net (loss) | | $ | (2,324,633 | ) | | $ | (13,119 | ) | | $ | (2,337,752 | ) |
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Weighted average shares outstanding - basic and diluted | | | 23,982,315 | | | | 27,472 | b | | | 24,009,787 | |
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(Loss) per shares - basic and diluted | | $ | (0.10 | ) | | $ | — | | | $ | (0.10 | ) |
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b. Reflects the effect of 10,000,000 shares issued on 3/31/2015 on average shares outstanding |