EX-99.3
4
rivx_ex993.htm
EX-99.3
rivx_ex993.htm
EXHIBIT 99.3
Rivex Technology Corp.
Pro Forma
Balance Sheet - Unaudited
March 31, 2019
Rivex
BigBreak101
Technology Corp.
Limited Group
Proforma
Proforma
March 31, 2019
March 31, 2019
Adjustments*
AsAdjusted
ASSETS
Current Assets
Cash and cash equivalents
$
-
$
-
$
-
$
-
Other current assets
-
44,177
-
44,177
Total Current Assets
-
44,177
-
44,177
TOTAL ASSETS
-
44,177
-
44,177
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Accounts payable and accrued liabilities
$
21,921
$
-
$
-
$
21,921
Due to related parties
9,629
-
-
9,629
Total Current Liabilities
31,550
-
-
31,550
TOTAL LIABILITIES
31,550
-
-
31,550
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, par value $0.001 per share, 75,000,000 shares authorized, 6,180,000 shares issued and outstanding
6,180
-
20
6,200
Additional paid in capital (deficiency)
22,420
-
44,157
66,577
Retained earnings (deficit)
(60,150
)
120,271
(120,271
)
(60,150
)
Owner's withdraws
(76,094
)
76,094
-
Total stockholders' equity (deficit)
(31,550
)
44,177
-
12,627
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
$
-
$
44,177
$
-
$
44,177
* The adjustments included in the pro forma balance sheet and statement of operations are as follows:
-
To record 20,000 shares of Rivex Technology Corp. unregistered common stock issued in exchange for assets acquired of BigBreak 101 Limited Group
-
To eliminate the owner withdraws, and retained earnings of BigBreak101 Limited Group
Rivex Technology Corp.
Pro Forma
Statement of Operations - Unaudited
Year Ended March 31, 2019
Rivex
Technology Corp.
Year ended
March 31, 2019
BigBreak101
Limited Group
Year ended
December 31, 2018
Proforma
Adjustments
Proforma
As Adjusted
Revenue
$
-
$
113,150
$
-
$
113,150
Operating Expenses
General and administrative
55,982
14,258
-
70,240
Total Operating Expenses
55,982
14,258
-
70,240
Operating Income (Loss)
(55,982
)
98,892
-
42,910
Income (Loss) Before Income Taxes
(55,982
)
98,892
-
42,910
Provision for income taxes
-
-
-
-
Net Loss
$
(55,982
)
$
98,892
$
-
$
42,910
Basic and Diluted Income (Loss) per Common Share
$
(0.01
)
$
-
$
0.01
Basic and Diluted Weighted Average Common Shares Outstanding
6,180,000
-
20,000
6,200,000
Rivex Technology Corp.
NOTES TO THE UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS
Rivex Technology Corp. (the "Company"), a company incorporated under the laws of the State of Nevada, USA and Sungrow Venture Limited entered into a share exchange agreement in which Rivex Technology Corp. acquired assets, previously operating as BigBreak101 Limited Group, from Sungrow Venture Limited in exchange for 20,000 shares of Common Stock of Rivex Technology Corp.
1. BASIS OF PRO FORMA PRESENTATION
The unaudited pro forma condensed combined balance sheets have been derived from the historical March 31, 2019 balance sheet of Rivex Technology Corp., and balance sheet of BigBreak101 Limited Group as of March 31, 2019, after giving effect to asset acquisition. The pro forma balance sheet and statement of operations present this transaction as if they had been consummated as of March 31, 2019, as required under Article 11 of Regulation S-X.
Historical financial information has been adjusted in the pro forma balance sheet to pro forma events that are: (1) directly attributable to the asset acquisition; (2) factually supportable; and (3) expected to have a continuing impact on the Company's results of operations. The pro forma adjustments presented in the pro forma condensed combined balance sheet and statement of operations are described in Note 3- Pro Forma Adjustments.
The unaudited pro forma combined financial information is for illustrative purposes only. These companies may have performed differently had they actually been combined for the periods presented. You should not rely on the pro forma condensed combined financial information as being indicative of the historical results that would have been achieved had the companies always been combined or the future results that the combined companies will experience after the merger. Unaudited pro forma financial information and the notes thereof should be read in conjunction with the accompanying historical financial statements of BigBreak101 Limited Group included elsewhere in this report.
2. ACCOUNTING PERIODS PRESENTED
Certain pro forma adjustments were made to conform BigBreak101 Limited Group's accounting policies to the Company's accounting policies.
The unaudited pro forma condensed combined balance sheet as of March 31, 2019 is presented as if the asset purchase had occurred on March 31, 2019, and combines the historical balance sheet of Rivex Technology Corp. at March 31, 2019 and the historical balance sheet of BigBreak101 Limited Group at March 31, 2019.
The unaudited pro forma condensed statement of operations for the period ended March 31, 2019 combines the twelve month historical results of Rivex Technology Corp. for the year ended March 31, 2019 and the twelve month historical results of BigBreak101 Limited Group for the year ended December 31, 2018.
3. PRO FORMA ADJUSTMENTS
The adjustments included in the pro forma balance sheet and statement of operations are as follows:
-
To record 20,000 shares of Rivex Technology Corp. unregistered common stock issued in exchange for assets acquired of BigBreak101 Limited Group
-
To eliminate the owner withdraws, and retained earnings of BigBreak101 Limited Group.

EX - 99 . 3 4 rivx _ ex993 . htm EX - 99 . 3 rivx _ ex993 . htm EXHIBIT 99 . 3 Rivex Technology Corp . Pro Forma Balance Sheet - Unaudited March 31 , 2019 Rivex BigBreak101 Technology Corp . Limited Group Proforma Proforma March 31 , 2019 March 31 , 2019 Adjustments * AsAdjusted ASSETS Current Assets Cash and cash equivalents $ - $ - $ - $ - Other current assets - 44,177 - 44,177 Total Current Assets - 44,177 - 44,177 TOTAL ASSETS - 44,177 - 44,177 LIABILITIES AND STOCKHOLDERS ' EQUITY ( DEFICIT ) Current Liabilities Accounts payable and accrued liabilities $ 21,921 $ - $ - $ 21,921 Due to related parties 9,629 - - 9,629 Total Current Liabilities 31,550 - - 31,550 TOTAL LIABILITIES 31,550 - - 31,550 STOCKHOLDERS ' EQUITY ( DEFICIT ) Common stock , par value $ 0.001 per share , 75,000,000 shares authorized , 6,180,000 shares issued and outstanding 6,180 - 20 6,200 Additional paid in capital ( deficiency ) 22,420 - 44,157 66,577 Retained earnings ( deficit ) ( 60,150 ) 120,271 ( 120,271 ) ( 60,150 ) Owner 's withdraws ( 76,094 ) 76,094 - Total stockholders ' equity ( deficit ) ( 31,550 ) 44,177 - 12,627 TOTAL LIABILITIES AND STOCKHOLDERS ' EQUITY ( DEFICIT ) $ - $ 44,177 $ - $ 44,177 * The adjustments included in the pro forma balance sheet and statement of operations are as follows : - To record 20,000 shares of Rivex Technology Corp . unregistered common stock issued in exchange for assets acquired of BigBreak 101 Limited Group - To eliminate the owner withdraws , and retained earnings of BigBreak101 Limited Group Rivex Technology Corp . Pro Forma Statement of Operations - Unaudited Year Ended March 31 , 2019 Rivex Technology Corp . Year ended March 31 , 2019 BigBreak101 Limited Group Year ended December 31 , 2018 Proforma Adjustments Proforma As Adjusted Revenue $ - $ 113,150 $ - $ 113,150 Operating Expenses General and administrative 55,982 14,258 - 70,240 Total Operating Expenses 55,982 14,258 - 70,240 Operating Income ( Loss ) ( 55,982 ) 98,892 - 42,910 Income ( Loss ) Before Income Taxes ( 55,982 ) 98,892 - 42,910 Provision for income taxes - - - - Net Loss $ ( 55,982 ) $ 98,892 $ - $ 42,910 Basic and Diluted Income ( Loss ) per Common Share $ ( 0 . 01 ) $ - $ 0 . 01 Basic and Diluted Weighted Average Common Shares Outstanding 6,180,000 - 20,000 6,200,000 Rivex Technology Corp . NOTES TO THE UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS Rivex Technology Corp . ( the " Company " ) , a company incorporated under the laws of the State of Nevada , USA and Sungrow Venture Limited entered into a share exchange agreement in which Rivex Technology Corp . acquired assets , previously operating as BigBreak101 Limited Group , from Sungrow Venture Limited in exchange for 20,000 shares of Common Stock of Rivex Technology Corp . 1 . BASIS OF PRO FORMA PRESENTATION The unaudited pro forma condensed combined balance sheets have been derived from the historical March 31 , 2019 balance sheet of Rivex Technology Corp . , and balance sheet of BigBreak101 Limited Group as of March 31 , 2019 , after giving effect to asset acquisition . The pro forma balance sheet and statement of operations present this transaction as if they had been consummated as of March 31 , 2019 , as required under Article 11 of Regulation S - X . Historical financial information has been adjusted in the pro forma balance sheet to pro forma events that are : ( 1 ) directly attributable to the asset acquisition ; ( 2 ) factually supportable ; and ( 3 ) expected to have a continuing impact on the Company 's results of operations . The pro forma adjustments presented in the pro forma condensed combined balance sheet and statement of operations are described in Note 3 - Pro Forma Adjustments . The unaudited pro forma combined financial information is for illustrative purposes only . These companies may have performed differently had they actually been combined for the periods presented . You should not rely on the pro forma condensed combined financial information as being indicative of the historical results that would have been achieved had the companies always been combined or the future results that the combined companies will experience after the merger . Unaudited pro forma financial information and the notes thereof should be read in conjunction with the accompanying historical financial statements of BigBreak101 Limited Group included elsewhere in this report . 2 . ACCOUNTING PERIODS PRESENTED Certain pro forma adjustments were made to conform BigBreak101 Limited Group 's accounting policies to the Company 's accounting policies . The unaudited pro forma condensed combined balance sheet as of March 31 , 2019 is presented as if the asset purchase had occurred on March 31 , 2019 , and combines the historical balance sheet of Rivex Technology Corp . at March 31 , 2019 and the historical balance sheet of BigBreak101 Limited Group at March 31 , 2019 . The unaudited pro forma condensed statement of operations for the period ended March 31 , 2019 combines the twelve month historical results of Rivex Technology Corp . for the year ended March 31 , 2019 and the twelve month historical results of BigBreak101 Limited Group for the year ended December 31 , 2018 . 3 . PRO FORMA ADJUSTMENTS The adjustments included in the pro forma balance sheet and statement of operations are as follows : - To record 20,000 shares of Rivex Technology Corp . unregistered common stock issued in exchange for assets acquired of BigBreak101 Limited Group - To eliminate the owner withdraws , and retained earnings of BigBreak101 Limited Group .
O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O B-Generic_Info.ANNUAL_REVENUES I-Generic_Info.ANNUAL_REVENUES I-Generic_Info.ANNUAL_REVENUES I-Generic_Info.ANNUAL_REVENUES O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O B-Parties.BUYING_COMPANY I-Parties.BUYING_COMPANY I-Parties.BUYING_COMPANY I-Parties.BUYING_COMPANY O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O B-Parties.BUYING_COMPANY I-Parties.BUYING_COMPANY I-Parties.BUYING_COMPANY I-Parties.BUYING_COMPANY O O O O O O B-Parties.ACQUIRED_COMPANY I-Parties.ACQUIRED_COMPANY I-Parties.ACQUIRED_COMPANY O O B-Parties.SELLING_COMPANY I-Parties.SELLING_COMPANY I-Parties.SELLING_COMPANY O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O