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SEC Filings

SEVEN STARS CLOUD GROUP, INC. filed this Form 8-K/A on 08/14/2017
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Notes to Unaudited Pro Forma Combined Financial Information


1.Basis of pro forma presentation


An unaudited pro forma combined balance sheet as of December 31, 2016 is not presented for the acquisition of SVG and WAG because the balance sheets of SVG and WAG, including related acquisition adjustments, is included in our consolidated balance sheet presented in our quarterly report on Form 10-Q as of March 31, 2017. The unaudited pro forma combined statements of income for the year ended December 31, 2016 combine our historical consolidated statements of income with SVG’s and WAG’s historical statements of operations and have been prepared as if the acquisition had occurred on January 1, 2016. WAG acquired Amer Global Technology Limited ("Amer")’s 100% equity interest on September 2, 2016 under non-common control. According to FRM Section 3110.2, the unaudited pro forma also included Amer’s unaudited results from inception to the acquisition by WAG. The historical financial information is adjusted in the unaudited pro forma combined financial information to give effect to pro forma events that are (1) directly attributable to the proposed acquisition, (2) factually supportable, and (3) with respect to the combined statements of income, expected to have a continuing impact on the combined results.


We have accounted for the acquisition in this unaudited pro forma combined financial information using the “Transactions between Entities under Common Control” subsections of ASC 805-50.


The unaudited pro forma combined financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations or the consolidated financial position of the combined company would have been had the acquisition occurred on the dates assumed, nor are they necessarily indicative of future consolidated results of operations or financial position.


The unaudited pro forma combined financial information does not reflect any integration activities or cost savings from operating efficiencies, synergies, asset dispositions or other restructurings that could result from the acquisition.