CIMG (IMG) 8-K Financial Statements and Exhibits

Exhibit 99.3

INTRODUCTION TO UNAUDITED PRO FORMA FINANCIAL INFORMATION

The accompanying unaudited pro forma condensed financial statements present NuZee, Inc. (the "Company" or the "Purchaser") and NuZee JAPAN Co., Ltd. ("NuZee JP") as follows: (i) unaudited pro forma condensed consolidated statements of operations for the year ended June 30, 2016 for NuZee, Inc. and NuZee JP; (ii) unaudited pro forma condensed statements of operations for the six (6) months ended June 30, 2016 for the Purchaser and NuZee JP (iii) unaudited pro forma condensed balance sheet as of June 30, 2016 for the Purchaser and NuZee JP. The unaudited pro forma condensed statements of operations are presented as if the acquisition had occurred on January 1, 2015. The unaudited pro forma condensed consolidated balance sheets gives effect to the transaction as if it occurred on June 30, 2016.

The unaudited pro forma condensed consolidated financial information is based on estimates and assumptions, which are preliminary and subject to change, as set forth in the notes to such statements and which are provided for informational purposes only. The unaudited pro forma condensed consolidated financial information is not necessarily indicative of the financial position or operating results that would have been achieved had the merger been consummated as of the dates indicated, nor is it necessarily indicative of future financial position or operating results. This information should be read in conjunction with the historical financial statements and related notes of NuZee, Inc. and NuZee JP included in this Form 8-K.

We anticipate that the acquisition will provide the Company the ability to integrate the business of NuZee JP into the Company's existing staffing business within the expected timeframe which would enable the Company to operate more effectively and efficiently and to create synergy hence lower costs of operations. The pro forma information, while helpful in illustrating the financial characteristics of the combined company under one set of assumptions, does not reflect the benefits of increased revenues due to synergies or cost savings on operating expenses and, accordingly, does not attempt to predict or suggest future results. It also does not necessarily reflect what the historical results of the combined company would have been had the companies been combined during these periods.

The actual amounts recorded as of the completion of the acquisition may differ materially from the information presented in these unaudited pro forma condensed consolidated financial statements as a result of:

· changes in the trading price for NuZee, Inc.'s common stock;

· other changes in NuZee JP's net assets that occur prior to the completion of the acquisition, which could cause material changes in the information presented below;

· changes in the financial results of the combined company; and

· changes in the estimated fair value of the acquired intangible assets

The unaudited pro forma condensed consolidated financial statements are provided for informational purposes only. The unaudited pro forma condensed consolidated financial statements are not necessarily, and should not be assumed to be, an indication of the results that would have been achieved had the merger been completed as of the dates indicated or that may be achieved in the future. The preparation of the unaudited pro forma condensed consolidated financial statements and related adjustments required management to make certain assumptions and estimates. The unaudited pro forma condensed consolidated financial statements should be read together with:

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· the accompanying notes to unaudited pro forma consolidated financial information;

· the audited financial statements of NuZee JP for the years ended January 31, 2016 and 2015 and the notes relating thereto;

· the unaudited consolidated financial statements of NuZee, Inc. as of June 30, 2016 and the notes relating thereto;

Acquisition of NuZee JAPAN Co., Ltd.
Value of NuZee, Inc's stock		$	258,465
Acquired Assets	508,410
Acquired Liabilities	232,158
Net assets acquired			276,252
70% of net assets			193,377
TOTAL		$	65,088
Breakdown of Total:
Goodwill		$	65,088

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Nuzee, Inc.
Pro Forma Condensed Balance Sheet
As at June 30, 2016
(Unaudited)
	Nuzee, Inc.			NuZee JAPAN Co., Ltd			Pro Forma			Note			Pro Forma
	June 30, 2016			July 31, 2016			Adjustment			Reference			Consolidated
ASSETS
Current assets:
Cash	$	17,047		$	165,831		$	-					$	182,878
Accounts receivable		13,534			59,598			-						73,132
Inventories		213,684			196,161			-						409,845
Other current assets		12,938			70,038			-						82,976
Total current assets		257,203			491,628			-						748,831
Equipment, net		163,444			16,782			-						180,226
Other assets-Goodwill		-			-			65,088						65,088
Total assets	$	420,647		$	508,410		$	65,088					$	994,145
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	103,555		$	4,357		$	-					$	107,912
Loan payable - short term - related party		45,148			9,577			-						54,725
Loan payable - short term		-			29,152			-						29,152
Convertible Notes payable		601,496			-			-						601,496
Other current liabilities		416			76,968			-						77,384
Total current liabilities		750,615			120,054			-						870,669
Non-current liabilities:
Loan payable - long term	$	-		$	112,104		$	-					$	112,104
Total non-current liabilities		-			112,104			-						112,104
Stockholders' equity (deficit):
Capital stock	$	311		$	545,844		$	(545,844	)		(1	)	$	322
								11			(1	)
Additional paid in capital		6,752,564			-			258,454			(1	)		7,011,018
								-			(1	)
Retained earnings (deficit)		(7,005,477	)		(249,002	)		249,002			(1	)		(7,005,477	)
Less: treasury stock, at cost		(77,366	)		-			-			(1	)		(77,366	)
Accumulated other comprehensive loss		-			(20,590	)		20,590			(1	)		-
Noncontrolling interest								82,875			(1	)		82,875
Total stockholders' equity (deficit)		(329,968	)		276,252			65,088						11,372
Total liabilities and stockholders' equity (deficit)	$	420,647		$	508,410		$	65,088					$	994,145

The accompanying notes are an integral part of the unaudited pro forma condensed consolidated financial statements

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Nuzee, Inc.
Pro Forma Condensed Statement of Operations
Six months ended June 30, 2016
(Unaudited)
	Nuzee, Inc.			NuZee JAPAN Co., Ltd
	Six Months Ended June 30, 2016			Six Months Ended July 31, 2016			Pro Forma Adjustment		Note  Reference	Pro Forma Consolidated
Revenues	$	187,222		$	496,314		$	-		$	683,536
Cost of sales		102,820			366,473			-			469,293
Gross Profit		84,402			129,841			-			214,243
Operating expenses		757,853			148,366			-			906,219
Loss from operations		(673,451	)		(18,525	)		-			(691,976	)
Other income		11,605			19,921						31,526
Other expense		(912	)		(2,306	)		-			(3,218	)
Net loss		(662,758	)		(910	)		-			(663,668	)
Net loss attributable to
noncontrolling interest		-			-			273			273
Net loss attributable to the Company	$	(662,758	)	$	(910	)	$	273		$	(663,395	)
Net loss per share, basic and fully diluted											(0.02	)
Weighted average of shares outstanding											31,730,747

The accompanying notes are an integral part of the unaudited pro forma condensed consolidated financial statements

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Nuzee, Inc.
Pro Forma Condensed Statement of Operations
Year Ended December 31, 2015
(Unaudited)
	Nuzee, Inc.			NuZee JAPAN Co., Ltd			Pro Forma Adjustment			Note Reference			Pro Forma Consolidated
Revenues	$	118,466		$	800,585		$	-					$	919,051
Cost of sales		65,620			503,790			-						569,410
Gross Profit		52,846			296,795			-						349,641
Operating expenses		1,471,860			363,480			45,000			(2	)		1,880,340
Loss from operations		(1,419,014	)		(66,685	)		(45,000	)					(1,530,699	)
Other income		669			22,823			-						23,492
Other expense		58,325			22,535			-						80,860
Net loss		(1,476,670	)		(66,397	)		(45,000	)					(1,588,067	)
Net loss attributable to
noncontrolling interest		-			-			19,919						19,919
Net loss attributable to the Company	$	(1,476,670	)	$	(66,397	)	$	(25,081	)				$	(1,568,148	)
Net loss per share, basic and fully diluted														(0.05	)
Weighted average of shares outstanding														31,153,074

The accompanying notes are an integral part of the unaudited pro forma condensed consolidated financial statements

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Notes to the Unaudited Pro Forma Condensed Financial Statements

To reflect the acquisition of NuZee JAPAN Co., Ltd. ("NuZee JP") through a Stock Exchange. NuZee, Inc. (the "Company") entered into a Share Exchange Agreement with NuZee JP and its shareholders whereby the Company exchanged 1,148,734 shares of its Common Stock, par value $0.00001 per share, for seventy percent (70%) of the issued and outstanding common stock of NuZee JP.  The fair market value of the Company's common stock was $0.225 per share.

The resultant Goodwill from the acquisition of NuZee JP has been deemed cost in excess of assets. The value of stock was $258,465 and net assets of Japan at seventy percent (70%) was $193,377. The difference of these amounts is Goodwill. The resultant of Noncontrolling interest is calculated at thirty percent (30%) of net assets of NuZee JP.

Entry #1	Dr.		Cr.
Common Stock-NuZee JAPAN Co., Ltd	$	545,844
Goodwill		65,088
Retained Earnings			$	249,002
Common stock				11
Additional paid in capital				258,454
Accumulated Other Comprehensive Income				20,590
Noncontrolling interest				82,875

To reflect professional fees associated with acquisition of NuZee Japan Co., Ltd.

Entry #2	Dr.		Cr.
Operating expenses	$	45,000
Accounts payable			$	45,000

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