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8-K/A - 8-K/A - Corix Bioscience, Inc.a1.htm
EX-10.1 - PORTFOLIO OF PROPERTIES - Corix Bioscience, Inc.e101.htm
EX-99.1 - FINANCIAL STATEMENTS - Corix Bioscience, Inc.e991.htm

AMERICAN HOUSING INCOME TRUST, INC.
Unaudited Pro Forma Consolidated Financial Statements
March 31, 2015

Index

Unaudited Pro Forma Consolidated Balance Sheet as at March 31, 2015
PF-1
Unaudited Pro Forma Consolidated Statement of Operations for the Three Months Ended March 31, 2015        
PF-3
Unaudited Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 2014
PF-2
Notes to the Unaudited Pro Forma Consolidated Financial Statements
PF-4


AMERICAN HOUSING INCOME TRUST, INC.
Unaudited Pro Forma Consolidated Balance Sheet
As at March 31, 2015


AHIT
As at
April 30,
2015
$
ARP
As at
March 31,
2015
$

Pro Forma
Adjustments
(Note 3)
Pro Forma
Consolidated
$






ASSETS











Investment in real estate:





     Land
4,500,484

-
4,500,484
     Building and improvements
           -
2,124,117

           -
2,124,117

-
6,624,601

-
6,624,601
Less: accumulated depreciation
           -
(138,666)

           -
(138,666)






Investment in real estate, net
-
6,485,935

-
6,485,935
Cash
-
240,330

-
240,330
Prepaid expenses and deposits
45,633
-
(b)
(42,817)
2,816
Accounts receivable
-
3,200

-
3,200
Notes receivable
-
120,000

-
120,000
Due from related parties
-
8,321

-
8,321
Other assets
           -
156,927

           -
156,927






Total Assets
45,633
7,014,713

(42,817)
7,017,529






LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY











LIABILITIES











     Accounts payable and accrued liabilities
12,694
51,902
(b)
(10,723)
53,873
     Due to related parties
87,996
37,106
(b)
(62,240)
62,862
     Prepaid rent received
-
3,500

-
3,500
     Notes payable
           -
2,936,325

           -
2,936,325






Total Liabilities
100,690
3,028,833

(72,963)
3,056,560






STOCKHOLDERS (DEFICIT) EQUITY











     Preferred stock
-
-

-
-
     Common stock
1,161
-
(a)
50,000
51,161
     Additional paid-in capital
4,456,998
10,017,511
(a)
(4,548,148)
9,926,361
    Deficit
(4,513,216)
(6,016,553)
(a)
4,513,216
(6,016,553)
Total American Housing Income Trust, Inc.'s Stockholders' (Deficit) Equity
(55,057)
4,000,958

15,068
3,960,969
Non-controlling interest
             -
(15,078)
(b)
15,078
3,960,969
Total Stockholders' (Deficit) Equity
(55,057)
3,985,880

30,146
3,960,969






Total Liabilities and Stockholders' (Deficit) Equity
45,633
7,014,713

(42,817)
7,017,529

(See accompanying notes to the unaudited pro forma consolidated financial statements)

Page PF-1

AMERICAN HOUSING INCOME TRUST, INC.
Unaudited Pro Forma Consolidated Statement of Operations
Three Months Ended March 31, 2015


AHIT
Three Months Ended
April 30,
2015
$
ARP
Three Months Ended
March 31,
2015
$

Pro Forma
Adjustments
(Note 3)
Pro Forma
Consolidated
$






Revenue





   Rental revenues
-
87,159

-
87,159
   Interest income
-
2,402

-
2,402
   Other income
-
500

-
500






Total revenue
-
90,061

-
90,061






Expenses





   Acquisition expense
-
325,000

-
325,000
   Consulting
4,167
-
(a)
(4,167)
-
   Depreciation
-
19,268

-
19,268
   General and administrative
9,603
498,106
(a)
(9,603)
498,106
   Interest expense
-
50,866

-
50,866
   Professional fees
42,172
             -
(a)
(42,172)
             -






Total expenses
55,942
893,240

(55,942)
893,240






Net loss
(55,942)
(803,179)

55,942
(803,179)






Less: net loss attributable to non-controlling interest
            -
14,849
(a)
(14,849)
              -






Net loss attributable to American Housing Income Trust Inc.
(55,942)
(788,330)

41,093
(803,179)






Pro forma net loss per share - basic and diluted (Note 5)




(0.16)






Pro forma weighted average shares outstanding




5,116,069

(See accompanying notes to the unaudited pro forma consolidated financial statements)

Page PF-2

AMERICAN HOUSING INCOME TRUST, INC.
Unaudited Pro Forma Consolidated Statement of Operations
Year Ended December 31, 2014


AHIT
Year Ended
January 31,
2015
$
ARP
Year Ended
December 31,
2014
$

Pro Forma
Adjustments
(Note 3)
Pro Forma
Consolidated
$






Revenue





   Rental revenues
-
268,620

-
268,620
   Interest income
-
22,338

-
22,338
   Gain on sale of assets
-
38,244

-
38,244






Total revenue
-
329,202

-
329,202






Expenses





   Consulting
16,906
-
(a)
(16,906)
-
   Depreciation
-
74,670

-
74,670
   General and administrative
3,345
1,533,869
(a)
(3,345)
1,533,869
   Interest expense
3,107
201,765
(a)
(3,107)
201,765
   Professional fees
30,795
-
(a)
(30,795)
-
   Rent
3,000
-
(a)
(3,000)
-






Total expenses
57,153
1,810,304

(57,153)
1,810,304






Net loss
(57,153)
(1,481,102)

57,153
(1,481,102)






Pro forma net loss per share - basic and diluted (Note 5)




(0.29)






Pro forma weighted average shares outstanding




5,116,069

(See accompanying notes to the unaudited pro forma consolidated financial statements)

Page PF-3

AMERICAN HOUSING INCOME TRUST, INC.
Notes to the Unaudited Pro Forma Consolidated Financial Statements

1.   Basis of Presentation

These unaudited pro forma financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("US GAAP") and are expressed in US dollars. These pro forma financial statements do not contain all of the information required for annual financial statements. Accordingly, they should be read in conjunction with the most recent annual financial statements of American Housing Income Trust, Inc. ("AHIT") and American Realty Partners, LLC ("ARP").

These pro forma financial statements have been compiled from and include:

(a) an unaudited pro forma consolidated balance sheet combining the unaudited balance sheet of AHIT as at April 30, 2015, with the unaudited consolidated balance sheet of ARP as at March 31, 2015, giving effect to the transaction as if it occurred on March 31, 2015; and

(b) an unaudited pro forma consolidated statement of operations combining the unaudited statement of operations of AHIT for the three months ended April 30, 2015, with the unaudited consolidated statement of operations of ARP for the three months ended March 31, 2015, giving effect to the transaction as if it occurred on January 1, 2015; and

(c) an unaudited pro forma consolidated statement of operations combining the audited statement of operations of AHIT for the year ended January 31, 2015, with the audited statement of operations of ARP for the year ended December 31, 2014, giving effect to the transaction as if it occurred on January 1, 2014.

The unaudited pro forma consolidated financial statements have been compiled using the significant accounting policies as set out in the audited financial statements of AHIT and ARP for the years ended January 31, 2015, and December 31, 2014, respectively. The unaudited pro forma consolidated financial statements should be read in conjunction with the historical financial statements and notes thereto of AHIT and ARP.

It is management's opinion that these pro forma consolidated financial statements include all adjustments necessary for the fair presentation, in all material respects, of the proposed transaction described above in accordance with US GAAP applied on a basis consistent with AHIT 's accounting policies. No adjustments have been made to reflect potential cost savings that may occur subsequent to completion of the transaction. The pro forma consolidated statement of operations does not reflect non-recurring charges or credits directly attributable to the transaction, of which none are currently anticipated.

The unaudited pro forma consolidated financial statements are not intended to reflect the results of operations or the financial position of AHIT which would have actually resulted had the proposed transaction been effected on the dates indicated. Further, the unaudited pro forma financial information is not necessarily indicative of the results of operations that may be obtained in the future. The actual pro forma adjustments will depend on a number of factors, and could result in a change to the unaudited pro forma consolidated financial statements.

Page PF-4

AMERICAN HOUSING INCOME TRUST, INC.
Notes to the Unaudited Pro Forma Consolidated Financial Statements

2.    Stock Exchange and Restructuring Agreement

On May 15, 2015, AHIT entered into a Stock Exchange and Restructuring Agreement (the "Stock Exchange Agreement") with American Reality Partners ("ARP"). As part of the Agreement, AHIT will issue 5,000,000 share of common stock in exchange for all of the membership units in ARP on a pro rata basis. The transaction closed on July 6, 2015 and was treated as a reverse merger, with ARP deemed the accounting acquirer and AHIT deemed the accounting acquire for financial reporting purposes. The reverse merger is deemed a recapitalization and the pro forma consolidated financial statements represent the continuation of the financial statements of ARP (the accounting acquirer/legal subsidiary) except for its capital structure. Assets acquired and liabilities assumed are reported at their historical amounts. The equity structure reflects the equity structure of AHIT, the legal parent, and the equity structure of ARP, the accounting acquirer, as restated to reflect the number of shares of the legal parent.

3.    Pro Forma Adjustments

The unaudited pro forma financial statements incorporate the following pro forma adjustments:

(a) The acquisition has been accounted for as a reverse merger with ARP identified as the accounting acquirer for financial reporting purposes. The pro forma adjustment reflects the purchase price of 5,000,000 shares of common stock. The accumulated deficit of $4,513,216 and the additional paid-in capital of $4,456,998 of AHIT as at April 30, 2015, are eliminated upon recapitalization. Upon recapitalization, a charge of $91,150 was recognized against additional paid-in capital, reflecting the recapitalization and the difference between the purchase price and the net book value of the net liabilities of AHIT acquired.

(b) Effective February 13, 2015, AHIT and ARP completed a Share Purchase Agreement, pursuant to which ARP acquired 58,810 shares of common stock of AHIT, representing 50.67% of the total issued and outstanding shares of common stock of AHIT, and 20,000 shares of Series A preferred stock of AHIT, representing 100% of the total issued and outstanding shares of Series A preferred stock of AHIT. As a result, the balance sheet of ARP includes the assets and liabilities of AHIT at March 31, 2015, which consisted of prepaid expenses of $42,817, accounts payable and accrued liabilities of $10,723, and due to related parties of $62,240, offset by non-controlling interest of $15,078. Upon recapitalization, the assets and liabilities of AHIT at March 31, 2015, were de-consolidated from the ARP balance sheet to properly reflect the pro forma consolidation and change in ownership to a 100% interest in AHIT.

4.    Pro Forma Common Stock:

Pro forma common stock as at March 31, 2015, has been determined as follows:


Number
of common stock
Amount



Issued shares of common stock of AHIT
116,069
$        1,161
AHIT common shares issued in connection with Agreement
5,000,000
50,000



Pro forma balance
5,116,069
$     51,161

Page PF-5

AMERICAN HOUSING INCOME TRUST, INC.
Notes to the Unaudited Pro Forma Consolidated Financial Statements

5.    Pro Forma Net Loss Per Share:

Pro forma basic and diluted net loss per share for the three months ended March 31, 2015, and for the year ended December 31, 2014, have been calculated based on actual weighted average number of AHIT's common shares outstanding for the periods and the assumed number of AHIT shares issued to ARP shareholders.


Three Months Ended
March 31,
2015
Year
Ended
December 31,
2014



Basic pro forma net loss per share computation





Numerator:


     Pro forma net loss available to shareholders
$ (803,179)
$ (1,481,102)



Denominator:


     AHIT weighted average shares outstanding
116,069
116,069
    Shares issued to ARP
5,000,000
5,000,000



Pro forma weighted average shares outstanding, basic and diluted
5,116,069
5,116,069



Pro forma net loss per share, basic and diluted
$ (0.16)
$  (0.29)