XT Energy Group, Inc. - FORM 8-K - EX-99.2 - THE UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION OF HUBEI JINLI RELATING T

Attached files

file	filename
EX-99.1 - UNAUDITED FINANCIAL STATEMENTS AS OF APRIL 30, 2018 AND FOR THE NINE MONTHS ENDE - XT Energy Group, Inc.	f8k0818ex99-1_xiangtian.htm
EX-10.4 - AMENDMENT TO THE SUPPLEMENTAL AGREEMENT, DATED AS OF AUGUST 24, 2018, BY AND AMO - XT Energy Group, Inc.	f8k0818ex10-4_xiangtianusa.htm
EX-10.3 - AMENDMENT TO THE SHARE PURCHASE AGREEMENT, DATED AS OF AUGUST 11, 2018, BY AND A - XT Energy Group, Inc.	f8k0818ex10-3_xiangtianusa.htm
EX-10.2 - SUPPLEMENTAL AGREEMENT, DATED AS OF JUNE 21, 2018, BY AND AMONG XIANNING SANHE, - XT Energy Group, Inc.	f8k0818ex10-2_xiangtianusa.htm
EX-10.1 - SHARE PURCHASE AGREEMENT, DATED AS OF JUNE 21, 2018, BY AND AMONG XIANNING SANHE - XT Energy Group, Inc.	f8k0818ex10-1_xiangtianusa.htm
8-K - CURRENT REPORT - XT Energy Group, Inc.	f8k0818_xiangtianusa.htm

Exhibit 99.2

XIANGTIAN (USA) AIR POWER CO., LTD. AND SUBSIDIARIES

Unaudited Pro Forma Combined Balance Sheet

As of April 30, 2018

						Adjustment for
						Business				Pro Forma
	Xiangtian (USA)			Hubei Jinli		Combination			Note	Combined
	(Unaudited)			(Unaudited)						(Unaudited)

CURRENT ASSETS
Cash and cash equivalents	$	2,926,769		$	1,479	$	-			$	2,928,248
Notes receivable		-			82,696		-				82,696
Accounts receivable, net		1,362			1,300,571		-				1,301,933
Inventories		1,627,063			555,576		-				2,182,639
Prepayments		2,109,693			92,026		-				2,201,719
Costs in excess of billings		3,031,786			-		-				3,031,786
Other receivables		924,964			2,132		-				927,096
Other receivables - related parties		-			1,936,021		-				1,936,021
Total current assets		10,621,637			3,970,501		-				14,592,138

PLANT AND EQUIPMENT, NET		6,386,764			4,088,087		2,766,760		(a)		13,241,611

OTHER ASSETS
Intangible assets, net		-			583,770		7,677,244		(a)		8,261,014
Deposit for property, plant and equipment		98,642			-		-				98,642
Deposit for investment		473,747			-		-				473,747
Deferred tax assets		-			9,721		-				9,721
Goodwill		-			-		4,711,524		(a)		4,711,524
Total other assets		572,389			593,491		12,388,768				13,554,648

Total assets	$	17,580,790		$	8,652,079	$	15,155,528			$	41,388,397

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES
Short-term loans - banks	$	-		$	1,421,128	$	-			$	1,421,128
Current maturities of long-term loan		-			3,305,318		-				3,305,318
Notes payable		2,179,234			-		-				2,179,234
Accounts payable		4,092,099			271,476		-				4,363,575
Customer deposits		2,872,122			790		-				2,872,912
Other payables and accrued liabilities		331,063			605,261		-				936,324
Other payables - related party		3,071,370			-		-				3,071,370
Due to director		2,303,028			-		-				2,303,028
Taxes payable		566,536			244,873		-				811,409
Investment payable		-			-		10,085,177		(a)		10,085,177
Contingent liabilities		-			-		143,845		(a)		143,845
Total current liabilities		15,415,452			5,848,846		10,229,022				31,493,320

OTHER LIABILITIES
Investment payable - noncurrent		-			-		7,729,739				7,729,739
Total liabilities		15,415,452			5,848,846		17,958,761				39,223,059

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ EQUITY
Preferred stock: $0.001 par value, 100,000,000 shares authorized, none issued and outstanding		-			-		-				-
Common stock: $0.001 par value, 1,000,000,000 shares authorized, 591,042,000 shares issued and outstanding		591,042			-		-				591,042
Registered capital		-			604,120		(604,120	)	(a)		-
Additional paid-in capital		9,967,055			1,157,084		(1,157,084	)	(a)		9,967,055
Subscription receivable		(310,000	)		-		-				(310,000	)
Statutory reserves		-			47,807		(47,807	)	(a)		-
Retained earnings (Accumulated deficit)		(7,583,376	)		496,085		(496,085	)	(a)		(7,583,376	)
Accumulated other comprehensive income (loss)		(496,022	)		498,137		(498,137	)	(a)		(496,022	)
Total Xiangtian (USA) Air Power Co. Ltd. common shareholders’ equity		2,168,699			2,803,233		(2,803,233	)			2,168,699

NONCONTROLLING INTEREST		(3,361	)		-		-				(3,361	)

Total stockholders’ equity		2,165,338			2,803,233		(2,803,233	)			2,165,338

Total liabilities and stockholders’ equity	$	17,580,790		$	8,652,079	$	15,155,528				41,388,397

Note

(a)

To record the acquisition of Jinli with total consideration of approximately $19.1 million (RMB 121.0 million), of which, approximately $6.3 million (RMB 40 million) are due on June 28, 2018, approximately $12.6 million (RMB 80.1 million) are paid in three installments with present value of approximately $11.5 million (RMB 72.8 million), and potential contingent labilities of annual net profit commission with estimated fair value of $144,000 (RMB 0.9 million).

XIANGTIAN (USA) AIR POWER CO., LTD. AND SUBSIDIARIES

Unaudited Pro Forma Combined Statement of Operations and Comprehensive Income (Loss)

For the Nine Months Ended April 30, 2018

							Adjustment for
							Business			Pro Forma
	Xiangtian (USA)			Hubei Jinli			Combination		Note	Combined
	(Unaudited)			(Unaudited)						(Unaudited)

REVENUES	$	1,011,081		$	2,369,217		$	-		$	3,380,298

COST OF REVENUES		801,840			1,308,461			-			2,110,301

GROSS PROFIT		209,241			1,060,756			-			1,269,997

OPERATING EXPENSES:
Selling, general and administrative expenses		2,408,782			702,173			-			3,110,955

INCOME (LOSS) FROM OPERATIONS		(2,199,541	)		358,583			-			(1,840,958	)

OTHER INCOME (EXPENSE)
Interest income		4,436			143			-			4,579
Other expense, net		(6,348	)		(182,787	)		-			(189,135	)
Total other expense, net		(1,912	)		(182,644	)		-			(184,556	)

INCOME BEFORE INCOME TAXES		(2,201,453	)		175,939			-			(2,025,514	)

PROVISION FOR INCOME TAXES		8,190			43,985			-			52,175

NET INCOME (LOSS)		(2,209,643	)		131,954			-			(2,077,689	)

LESS: NET INCOME (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST		(3,361	)		-			-			(3,361	)

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS OF XIANGTIAN (USA) AIR POWER CO., LTD.		(2,206,282	)		131,954			-			(2,074,328	)

OTHER COMPREHENSIVE INCOME
Foreign currency translation adjustment		364,347			159,591			-			523,938

COMPREHENSIVE INCOME (LOSS)	$	(1,841,935	)	$	291,545		$	-		$	(1,550,390	)

EARNINGS (LOSS) PER COMMON SHARE
Basic and diluted	$	(0.00	)							$	(0.00	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
Basic and diluted		591,042,000									591,042,000

XIANGTIAN (USA) AIR POWER CO., LTD. AND SUBSIDIARIES

Unaudited Pro Forma Combined Statement of Operations and Comprehensive Income (Loss)

For the Year Ended July 31, 2017

							Adjustment for
							Business			Pro Forma
	Xiangtian (USA)			Hubei Jinli			Combination		Note	Combined
										(Unaudited)

REVENUES	$	9,521,371		$	2,128,293		$	-		$	11,649,664

COST OF REVENUES		8,543,207			953,745			-			9,496,952

GROSS PROFIT		978,164			1,174,548			-			2,152,712

OPERATING EXPENSES:
Selling, general and administrative expenses		2,593,916			841,596			-			3,435,512
Provision for doubtful accounts		1,395,152			-			-			1,395,152
Impairment of advances to suppliers		1,404,565			-			-			1,404,565
Total operating expenses		5,393,633			841,596						6,235,229

INCOME (LOSS) FROM OPERATIONS		(4,415,469	)		332,952			-			(4,082,517	)

OTHER INCOME (EXPENSE)
Interest income		1,329			201			-			1,530
Other income (expense), net		8,222			(23,548	)		-			(15,326	)
Total other (expense) income, net		9,551			(23,347	)		-			(13,796	)

INCOME BEFORE INCOME TAXES		(4,405,918	)		309,605			-			(4,096,313	)

PROVISION FOR INCOME TAXES		158,241			84,581			-			242,822

NET INCOME (LOSS)		(4,564,159	)		225,024			-			(4,339,135	)

OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustment		(180,921	)		(27,011	)		-			(207,932	)

COMPREHENSIVE INCOME (LOSS)	$	(4,745,080	)	$	198,013		$	-		$	(4,547,067	)

EARNINGS (LOSS) PER COMMON SHARE
Basic and diluted	$	(0.01	)							$	(0.01	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
Basic and diluted		591,042,000									591,042,000

XT Energy Group, Inc. - FORM 8-K - EX-99.2 - THE UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION OF HUBEI JINLI RELATING T - September 4, 2018

Attached files

XT Energy Group, Inc. Reports