Perk International (PRKI) 8-K/A Entry into a Material Definitive Agreement

Exhibit 99.3

Unaudited Pro Forma Condensed Financial Statements

As of August 31, 2014and

For the Year Ended May 31, 2014 & the Three Months Ended August 31, 2014

On January 8, 2015 PERK INTERNATIONAL INC., a Nevada corporation ( “Perk” or the “Company” or the “Registrant”) entered into a Share Exchange Agreement with TECH 9 INC., a corporation existing under the laws of Ontario (“Tech9”).  Pursuant to the share exchange, the Registrant acquired all of the outstanding common shares of Tech9 through the issuance of common shares of the Registrant to the shareholders of Tech9.

As a result of the share exchange, Tech9 has become a wholly-owned subsidiary of the Registrant and the Registrant issued shares of its common stock to shareholders of Tech9 at rate of 350,000 shares of the Registrant’s common stock for each Tech9 common share resulting in issue of a total of 70,000,000 common shares. Immediately prior to the share exchange, the Registrant had 75,133,132 shares of common stock outstanding.

Following the share exchange and the issuance of 70,000,000 common shares to the shareholders of Tech9, the Registrant has 145,133,132 shares of common stock outstanding.

At closing, the Registrant cancelled 45,000,000 common shares of the Registrant in accordance with the Transfer and Assumption Agreement between the Registrant and shareholders of the Registrant. Following the share exchange and the Transfer and Assumption Agreement, the Registrant has 100,133,132 shares of common stock outstanding and 29,866,668 warrants outstanding.

The accompanying unaudited pro forma condensed financial statements have been prepared to present the balance sheet and statements of operations of the Registrant to indicate how the consolidated financial statements of the Registrant might have looked like if the share exchange with Tech9 and transactions related to the share exchange had occurred as of the beginning of the periods presented.

In a business combination effected primarily by exchanging equity interests, the acquirer usually is the entity that issues its equity interests. However, in some business combinations, commonly called reverse acquisitions, the issuing entity is the acquiree. SubTopic 805-40 provides guidance on accounting for reverse acquisitions. The acquirer usually is the combining entity whose owners as a group retain or receive the largest portion of the voting rights in the combined entity. In determining which group of owners retains or receives the largest portion of the voting rights, an entity shall consider the existence of any unusual or special voting arrangements and options, warrants, or convertible securities.

Company conclusion:  After considering the warrants of the combined company, on a fully diluted basis, it is estimated that Tech9 shareholders will hold 53.8% of the outstanding shares of the combined company. Thus, this supports the position that Tech9 is the accounting acquirer.

The transaction has been accounted for as a reverse merger, with Tech9 shareholders acquiring approximately 53.8% of the outstanding shares on a fully diluted basis of Registrant’s common stock immediately after the closing of the transactions contemplated herein, and also on the basis that Tech9’s senior management became the senior management of the merged entity and there is a change of control of the Company. In accordance with Accounting Standards Codification (“ASC”) 805-10-40, Business Combinations; Reverse Acquisitions, Tech9 was the acquiring entity for accounting purposes. While the transaction is accounted for using the purchase method of accounting, in substance the transaction was a recapitalization of the Tech9’s capital structure.

PERK INTERNATIONAL INC.

Unaudited Pro Forma Condensed Balance Sheet

August 31, 2014

	Historical						Pro Forma
	Tech 9 Inc.			Perk International Inc.			Adjustments			Notes		Combined
Assets
Current assets:
Accounts Receivable	$	133,172		$	-		$	-				$	133,172
Due from related party		570			-			-					570
Website development, net					5,625			(5,625	)		d		0
Total assets		133,742			5,625			(5,625	)				133,742
Liabilities
Current liabilities
Accounts payable and accrued liabilities	$	219,124		$	17,085		$	(17,085	)		d	$	219,124
Bank Indebtedness		3,471			25			(25	)		d		3,471
Shareholders loans		-			3,949			(3,949	)		d		0
Current portion of term loan		3,197			-								3,197
Total Current Liabilities		225,792			21,059			(21,059	)				225,792
Term Loan		10,802											10,802
Total liabilities		236,594			21,059			(21,059	)				236,594
Stockholders’ Deficiency
Common stock, $0.0001 par value,								7,000			a
250,000,000 shares authorized;								(200	)		a
100,133,132 shares issued and outstanding		200			7,513			(4,500	)		b		10,013
								(7,000	)		a
								200			a
								4,500			b
								31,362
Additional paid-in capital		-			48,672			(77,734	)		c		-
Stock warrants		-			6,115								6,115
								15,434			d
								(31,362	)
Accumulated deficit		(103,667	)		(77,734	)		77,734			c		(119,595	)
Accumulated other comprehensive income		615						-					615
Total stockholders’ deficiency		(102,852	)		(15,434	)		15,434					(102,852	)
Total liabilities and stockholders’ deficiency	$	133,742		$	5,625		$	(5,625	)			$	133,742

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PERK INTERNATIONAL INC.

Unaudited Pro Forma Condensed Statement of Operations

For the Three Months Ended August 31, 2014

	Historical					Pro Forma
	Tech 9 Inc.		Perk International Inc.			Adjustments		Notes		Combined
Sales	$	-	$	-		$	-			$	-
Products		96,909		-			-				96,909
Services		60,752		-			-				60,752
		157,661		-			-				157,661
Cost of sales
Products		35,162		-			-				35,162
Services		23,913		-			-				23,913
		59,075		-			-				59,075
Gross profit		98,586		-			-				98,586
Operating expenses
Consulting and professional		39,244		6,030			-				45,274
General and administrative		20,437		(1,055	)						19,382
Amortization		-		375			-				375
Total operating expenses		59,681		5,350			-				65,031
Operating profit (Loss)		38,905		(5,350	)		-				33,555
Other income (expenses)
Miscellaneous		-		-			15,434		d		15,434
Net (loss) before income taxes		38,905		(5,350	)		15,434				48,989
Income tax		-		-			-				-
Net income (loss)	$	38,905	$	(5,350	)	$	15,434			$	48,989
Foreign exchange translation adjustment		116		-			-				116
Comprehensive income (loss)	$	39,021	$	(5,350	)	$	15,434			$	49,105
Earnings per share-basic and diluted										$	0.0005
Weighted average number of shares outstanding											100,133,132

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PERK INTERNATIONAL INC.

Unaudited Pro Forma Condensed Statement of Operations

For the Year Ended May 31, 2014

	Historical						Pro Forma
	Tech 9 Inc.			Perk International Inc.			Adjustments		Notes		Combined
Sales	$	-		$	-		$	-			$	-
Products		151,311			-			-				151,311
Services		165,740			-			-				165,740
		317,051			-			-				317,051
Cost of sales
Products		128,507			-			-				128,507
Services		86,974			-			-				86,974
		215,481			-			-				215,481
Gross profit		101,570			-			-				101,570
Operating expenses
Consulting and professional		208,549			37,588			-				246,137
General and administrative		99,653			22,217							121,870
Amortization		4,308			1500			-				5,808
Total operating expenses		312,510			61,305			-				373,815
Operating profit (Loss)		(210,940	)		(61,305	)		-				(272,245	)
Other income (expenses)
Miscellaneous revenue		17,510			-			20,084		d		37,594
gain on disposition of equipment		13,227			-			-				13,227
Net (loss) before income taxes		(180,203	)		(61,305	)		20,084				(221,424	)
Income tax recovery		5,833			-			-				5,833
Net income (loss)	$	(174,370	)	$	(61,305	)	$	20,084			$	(215,591	)
Foreign exchange translation adjustment		1,530			-			-				1,530
Comprehensive income (loss)	$	(172,840	)	$	(61,305	)	$	20,084			$	(214,061	)
Loss per share-basic and diluted											$	(0.0022	)
Weighted average number of shares outstanding												100,066,666

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PERK INTERNATIONAL INC.

Notes to Unaudited Condensed Combined Pro Forma Financial Statements

1. Basis of Presentation.

These unaudited condensed combined pro forma financial Statements have been prepared in order to present combined financial position and results of operations of the Registrant and Tech9 as if the acquisition had occurred as of the beginning of the periods presented.

The unaudited pro forma condensed balance sheet has been prepared using the unaudited consolidated balance sheet of the Registrant and unaudited consolidated balance sheet of Tech9 as of August 31, 2014. The unaudited pro forma condensed statements of operations dated August 31, 2014, have been prepared using the unaudited historical statements of operations of the Registrant for the three month period ended August 31, 2014 and unaudited statements of operations of Tech9 for the three month period ended August 31, 2014. The unaudited pro forma condensed statements of operations dated May 31, 2014 have been prepared using the audited historical statements of operations of the Registrant for the year ended May 31, 2014 and audited statements of operations of Tech9 for the year ended May 31, 2014

The pro forma condensed financial statements should be read in conjunction with the financial statements of the Registrant as previously filed and the financial statements of Tech9 which can be found as attachments to the Form 8-K. These pro forma condensed financial statements are presented for illustrative purposes only and are not intended to be indicative of actual consolidated financial condition and consolidated results of operations had the share exchange been in effect during the periods presented, or of consolidated financial condition or consolidated results of operations that may be reported in the future.

2. Adjustments

The following pro forma adjustments are incorporated into the condensed combined pro forma balance sheet as of August 31, 2014 and the condensed combined pro forma statement of operations for the periods ended August 31, 2014 and May 31, 2014.

a)	To adjust the 70,000,000 shares issuance to Tech 9 share capital from having no par value to having a par value of $0.0001.
b)	To record the cancellation of 45,000,000 shares on close of the merger and transfer and assumption agreement.
c)	To eliminate the Registrant’s accumulated deficit of $77,734.
d)	To record the cancellation of assets and liabilities of registrant on close of the transfer and assumption agreement.

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