HST Global (HSTC) 8-K/A Completion of Acquisition or Disposition of Assets

INDEX TO FINANCIAL STATEMENTS

NT HOLDING CORP.

(PRO-FORMA FINANCIAL STATEMENTS)

PRO-FORMA CONSOLIDATED BALANCE SHEET	F-1
(UNAUDITED), DECEMBER 31, 2005
PRO-FORMA STATEMENT OF OPERATIONS	F-2
(UNAUDITED)FOR THE YEAR
ENDED DECEMBER 31, 2005.
PRO-FORMA CONSOLIDATED BALANCE SHEET	F-3
(UNAUDITED), JUNE 30, 2006
PRO-FORMA STATEMENT OF OPERATIONS	F-4
(UNAUDITED) FOR THE PERIOD
ENDED JUNE 30, 2006.
NOTES TO UNAUDITED PRO-FORMA	F-5
CONSOLIDATED FINANCIAL STATEMENTS.

NT HOLDING CORP.

PRO-FORMA CONSOLIDATED BALANCE SHEET (UNAUDITED)

DECEMBER 31, 2005

	NT Holding			American		Shanxi
	Corp.			Asia		Jinhai			Consolidation			Consolidated
	US $			US $		US $			Journal			US $
	(audited)			(unaudited)		(audited)
Current Assets
Cash and cash equivalents		97,169			-		329,139						426,308
Inventories		45,205			-		1,790,046						1,835,251
Prepayments and other receiavables		-			1,000,000		428,742						1,428,742
		142,374			1,000,000		2,547,927						3,690,301
Investment in subsidiaries		1,000,000			2,000,000		-			(3,000,000	)		-
Property, plant and equipment		-			-		6,573,275			(874,643	)		5,698,632
Construction in progress		409,104			-		7,613,233			(1,013,020	)		7,009,317
TOTAL ASSETS		1,551,478			3,000,000		16,734,435						16,398,250
Current Liabilities
Accounts payables		-			-		1,277,772						1,277,772
Accurals and other payables		1,888,744			2,000,000		607,838						4,496,582
Tax payable		-			-		274,923						274,923
Deferred income							3,046,775						3,046,775
Due to a director		-			-		1,840,988						1,840,988
Short-term loan		-			-		2,685,874						2,685,874
		1,888,744			2,000,000		9,734,170						13,622,914
Long term debt					-		297,398						297,398
TOTAL LIABILTIES		1,888,744			2,000,000		10,031,568						13,920,312
Minority Interest		-			-		-			2,815,204			2,815,204
Shareholders' Equity
Common Stock: par value USD0.001
100,000,0000 authorised
25,839,000 shares issued and outstanding		25,839			1,000,000		7,806,691			(8,806,691	)		25,839
Addition paid-in capital		859,061			-		-			-			859,061
Retained earnings		(1,139,221	)		-		(1,069,790	)		1,069,790			(1,139,221	)
Accumulated other comprehensive loss		(82,945	)		-		(34,034	)		34,034			(82,945	)
TOTAL SHAREHOLDERS' EQUITY		(337,266	)		1,000,000		6,702,867						(337,266	)
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY		1,551,478			3,000,000		16,734,435						16,398,250

See notes to unaudited pro-forma consolidated financial statements

F-1

NT HOLDING CORP.

PRO-FORMA STATEMENT OF OPERATIONS (UNAUDITED)

FOR THE YEAR ENDED DECEMBER 31, 2005

				Amercian		Shanxi
	NT			Asia		Jinhai			Consolidation			Consolidated
	US $			US $		US $			Journal			US $
	(audited)			(unaudited)		(audited)
Revenue		-			-		12,277,641			(12,277,641	)		-
Administrative expenses		(1,157,946	)		-		(11,118,809	)		11,118,809			(1,157,946	)
Operating income		(1,157,946	)		-		1,158,832						(1,157,946	)
Other income		413			-		126,765			(126,765	)		413
General and administrative expenses		-			-		(150,884	)		150,884			-
Provision for taxation		-			-		-						-
Income from operations		(1,157,533	)		-		1,134,713						(1,157,533	)
Finance cost		-			-		(305,648	)		305,648			-
Income before taxation		(1,157,533	)		-		829,065						(1,157,533	)
Taxation		-			-		(273,592	)		273,592			-
Income before minority interests		(1,157,533	)		-		555,473						(1,157,533	)
Minority interest in subsidiary loss		18,312			-		-			-			18,312
Net loss		(1,139,221	)		-		555,473			(555,473	)		(1,139,221	)

See notes to unaudited pro-forma consolidated financial statements

F-2

NT HOLDING CORP.

PRO-FORMA CONSOLIDATED BALANCE SHEET (UNAUDITED)

JUNE 30, 2006

	NT Holding			American		Shanxi
	Corp.			Asia		Jinhai			Consolidation			Consolidated
	US $			US $		US $			Journal			US $
	(unaudited)			(unaudited)		(unaudited)
Current Assets
Cash and cash equivalents		7,316			-		611,376						618,692
Inventories		-			-		3,688,130						3,688,130
Prepayments and other receiavables		800,000			1,000,000		2,923,752						4,723,752
		807,316			1,000,000		7,223,258						9,030,574
Investment in subsidiaries		1,000,000			2,000,000		-			(3,000,000	)		-
Property, plant and equipment		-			-		6,293,197			(1,420,597	)		4,872,600
Construction in progress		-			-		8,022,541			(1,810,971	)		6,211,570
TOTAL ASSETS		1,807,316			3,000,000		21,538,996						20,114,744
Current Liabilities
Accounts payables		-			-		2,072,218						2,072,218
Accurals and other payables		1,001,850			2,000,000		1,204,907						4,206,757
Tax payable		-			-		364,273						364,273
Deferred income		-			-		3,909,951						3,909,951
Due to a director		150,000			-		2,119,259						2,269,259
Short-term loan		-			-		2,548,277						2,548,277
		1,151,850			2,000,000		12,218,885						15,370,735
Long term debt					-		300,166						300,166
TOTAL LIABILTIES		1,151,850			2,000,000		12,519,051						15,670,901
Minority Interest		-			-		-			3,788,377			3,788,377
Shareholders' Equity
Common Stock: par value USD0.001
100,000,0000 authorised
25,839,000 shares issued and outstanding		25,839			1,000,000		18,587,361			(19,587,361	)		25,839
Addition paid-in capital		859,061			-		(8,880,985	)		8,880,985			859,061
Retained earnings		(229,711	)		-		(815,425	)		815,425			(229,711	)
Accumulated other comprehensive loss		277			-		128,994			(128,994	)		277
TOTAL SHAREHOLDERS' EQUITY		655,466			1,000,000		9,019,945						655,466
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY		1,807,316			3,000,000		21,538,996						20,114,744

See notes to unaudited pro-forma consolidated financial statements

F-3

NT HOLDING CORP.

PRO-FORMA STATEMENT OF OPERATIONS (UNAUDITED)

FOR THE PERIOD ENDED JUNE 30, 2006

				Amercian		Shanxi
	NT			Asia		Jinhai			Consolidation			Consolidated
	US $			US $		US $			Journal			US $
	(unaudited)			(unaudited)		(unaudited)
Revenue		-			-		10,875,024			(10,875,024	)		-
Administrative expenses		(29,204	)		-		(10,080,334	)		10,080,334			(29,204	)
Operating income		(29,204	)		-		794,690						(29,204	)
Other income		-			-		12,345			(12,345	)		-
General and administrative expenses		-			-		(158,863	)		158,863			-
Provision for taxation		-			-		-						-
Income from operations		(29,204	)		-		648,172						(29,204	)
Finance cost		-			-		(266,659	)		266,659			-
Income before taxation		(29,204	)		-		381,513						(29,204	)
Taxation		-			-		(127,148	)		127,148			-
Loss before extraordinary item		(29,204	)		-		254,365						(29,204	)
Gain on disposal of subsidiary		938,714			-		-			-			938,714
Net loss		909,510			-		254,365			(254,365	)		909,510
Foreign currency translation adjustment		(1,011	)		-		163,028			(163,028	)		(1,011	)
Comprehensive income		908,499			-		417,393			(417,393	)		908,499

See notes to unaudited pro-forma consolidated financial statements

F-4

NT HOLDING CORP.

NOTES TO UNAUDITED PRO-FORMA CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

The unaudited pro-forma consolidated financial statements include the accounts of NT Holding Corp. (“NT”), American Asia Metallurgical Industry Ltd (“AAMI”) and Shanxi Jinhai Metal Group Limited (“Shanxi Jinhai”). NT acquired 58% of the issued and outstanding shares of PT Borneo through AAMI at USD2,000,000 as the consideration.

On March 12, 2006, the Company entered into a definitive agreement with Shanxi Jinhai Metal Group Limited ("Jinhai") in which the Company and Jinhai form a Sino foreign joint venture company in China under the name of "American - Asia Metallurgical Industry Limited"("AAMI"). The Company will have a 70% interest in AAMI and Jinhai will have a 30% interest in AAMI. On June 5, 2006, the Ministry of Foreign Trade and Economic Cooperation (“MOFTEC”) of the People’s Republic of China (“China”) issued a “Certificate of Approval for the Establishment of Enterprises with Foreign Investment in the People’s Republic of China” to authorize and approve the Company’s formation and ownership of AAMI. The terms of the Acquisition were amended on June 27, 2006 and the transaction took the form of an acquisition by the Company through AAMI, not a joint venture as was originally contemplated in the agreement. On June 30, 2006, the Acquisition was completed and closed. Such acquisition was accounted for in the financial statements of the Company under purchase accounting. The balance sheets of AAMI and Jinhai as of June 30, 2006 were consolidated into the balance sheet of NTHH and no profit and loss of AAMI or Jinhai was consolidated into the statement of operations of NTHH for the current quarter and for the period ended June 30, 2006.

NT is the registrant, a Nevada company incorporated on April 11, 1984. NT has a fiscal year end of December 31. The balance sheet date used for the pro forma consolidation is December 31. During the six months ended June 30, 2006, PT Borneo had no operations.

The company is a limited liability company incorporated in the People’s Republic of China (“PRC”). The principal activities of the company are trading of coke, metal and related machinery.

Shanxi Jinhai's audited statement of operations for the year ended December 31, 2005 is included in the pro-forma consolidated statement of operations for the year ended December 31, 2005, and its unaudited statement of operations for the six months ended June 30, 2006 is included in the pro-forma consolidated statement of operations for the six months ended June 30, 2006.

2. CONSOLIDATING ENTRIES

The consolidating entries on the pro-forma consolidated balance sheet to eliminate investments in subsidiary accounts. The consolidating entries on the pro-forma consolidated statement of operations for the year ended December 31, 2005 and six months ended June 30, 2006 eliminate the effect of Shanxi Jinhai.

F-5