Subsequent Events | Note 5 - Subsequent Events On August 8, 2017, the Company entered into a Share Exchange Agreement, as amended and restated on October 13, 2017, (the “Agreement”), with BioPharma. Pursuant to the terms of the Agreement, Kinder shall issue to the shareholders of BioPharma 42,642,712 post-reverse stock-split shares of Kinder’s common stock, par value $0.0001 (“Common Stock”), in exchange for all of the issued and outstanding shares of BioPharma capital stock, thereby making BioPharma a wholly-owned subsidiary of Kinder. As part of the Closing of the Agreement, the 20,000,000 pre-reverse split shares of Common Stock of Kinder previously purchased by Intiva USA, effective on June 26, 2017 in a change in control transaction from the control shareholders of Kinder, shall be canceled. Subsequent to the Closing, Kinder will undertake to implement certain corporate actions, to include filing with the State of Delaware a Certificate of Amendment to Kinder’s Articles of Incorporation to: ● Increase the number of shares of authorized Common Stock to 200,000,000 shares from 100,000,000 shares. ● Change the name of the company from Kinder Holding Corp. to Intiva BioPharma Inc. ● Implement a one for six (1:6) reverse stock split of Kinder’s issued and outstanding shares of common stock, par value $0.0001 per share. On October 13, 2017, the Closing of the Agreement became effective, and as a result of the share exchange, BioPharma became a wholly-owned subsidiary of the Company and the results of business will be consolidated on the Company’s consolidated financial statements. For financial reporting purposes, the transaction is to be accounted for as an additional capitalization of BioPharma with BioPharma as the accounting acquirer (reverse acquirer). The operations of BioPharma will be the continuing operations of the Company. The unaudited pro forma condensed consolidated financial information has been prepared in accordance with Rule 8-05 of Regulation S-X. The accompanying pro forma combined balance sheet as of September 30, 2017 has been prepared to give effect to the acquisition of BioPharma as if the reverse acquisition occurred on September 30, 2017. The combined balance sheet presents the historical financial information of Kinder as of September 30, 2017, as adjusted for the acquisition of BioPharma, accounted for as a reverse acquisition. The accompanying pro forma combined statements of operations for the three months ended September 30, 2017 combines the historical financial information of BioPharma for the three months ended September 30, 2017 with the historical information of the Company for the three months ended September 30, 2017 as if the reverse acquisition had occurred on July 1, 2017. The unaudited pro forma condensed consolidated financial information is presented for illustrative purposes only. The pro forma condensed consolidated financial statements do not necessarily reflect what the combined company’s financial condition or results of operations would have been had the Transaction occurred on the dates indicated. They also may not be useful in predicting the future financial condition and results of operations of the combined company. The actual financial position and results of operations may differ significantly from the pro forma amounts reflected herein due to a variety of factors. The unaudited pro forma condensed consolidated financial information does not reflect the realization of any expected cost savings or other synergies from the combination of Kinder and BioPharma as a result of restructuring activities and other planned cost saving initiatives following the completion of the Transaction. The assumptions and estimates underlying the unaudited adjustments to the pro forma condensed consolidated financial information are described in the accompanying notes, which should be read together with the pro forma condensed consolidated financial information. The unaudited pro forma condensed consolidated financial statements should be read together with (i) Kinder’s historical financial statements which are included herein and in the Company’s latest annual report on Form 10-K and (ii) BioPharma’s historical financial statements included in the Form 8-K filed October 16, 2017. |