2. Kush Merger

6 Months Ended

Jun. 30, 2014

Notes

2. Kush Merger

2.   Kush Merger

On June 30, 2014, the Company, CBDS Merger Corp., a Nevada corporation (“Merger Corp.”), and KUSH, a Nevada corporation (“Kush”) entered into an Agreement and Plan of Reorganization dated as of June 30, 2014 (the “ Reorganization Agreement”) pursuant to which the Company formed Merger Corp. as a new, wholly-owned subsidiary of the Registrant, Merger Corp. was merged into Kush with Kush continuing as the surviving corporation, and the Company issued 3,300,667 shares of its restricted common stock to the stockholders of Kush in exchange for all the issued and outstanding shares of Kush capital stock (the “Reorganization”).  As a result of the Reorganization, Kush became a wholly owned subsidiary of the Company and the Company had a total of 15,014,738 shares of common stock outstanding, of which 3,300,667 or approximately 22.0% were issued to the Kush stockholders.  The excess of the fair value of stock the stock issued in the transaction over the value of the assets acquired resulted in goodwill of $13,070,346.

Pursuant to the terms of the Reorganization Agreement, at the closing of the Reorganization, the size of the Company’s board of directors was increased from three to five and Steven Kubby and Gary Johnson, directors of Kush, were appointed as directors.  In addition, Steven Kubby was appointed as the Chairman of the Board, David Tobias resigned from his positions as President, CEO and Secretary of the Company and Gary Johnson was appointed as the President, CEO and Secretary, to fill the vacancies created by Mr. Tobias’ resignation.  Mr. Tobias will continue to serve as a director of the Company and as President and Secretary of Wild Earth Naturals, Inc.

The following unaudited proforma condensed combined statement of operations reflects the results of operations of CANNABIS SATIVA (formerly Ultra Sun Corp.) for the six months ended June 30, 2014, the results of operations for WILD EARTH NATURALS for the six months ended June 30, 2014, and the results of operations for KUSH for the six months ended June 30, 2014 as if the Companies had been consolidated effective January 1, 2014.

	Cannabis Sativa	Wild Earth Naturals	Kush	Proforma
Revenue	$-	$1,672	$-	$1,672
Cost of revenue	-	1,631	-	1,631
Gross profit	-	41	-	41
General and administrative expense	3,940	161,221	278,374	443,535
Other expense
Realized loss on available-for-sale securities	-	-	337,440	337,440
Interest expense	6,908	6,188	-	13,096
Loss from continued operations	(10,848)	(167,368)	(615,814)	(794,030)
Net loss	$(10,848)	$(167,368)	$(615,814)	$(794,030)

The following unaudited proforma condensed combined statement of operations reflects the results of operations of CANNABIS SATIVA (formerly Ultra Sun Corp.) for the six months ended June 30, 2013, the results of operations for WILD EARTH NATURALS for the period from the date of inception (April 9, 2013) through June 30, 2013, and the results of operations for KUSH for the period from the date of inception (January 24, 2013) through June 30, 2013 as if the Companies had been consolidated effective January 1, 2014.

	Cannabis Sativa	Wild Earth Naturals	Kush	Proforma
Revenue	$-	$-	$-	$-
Cost of revenue	-	-	-	-
Gross profit	-	-	-	-
General and administrative expense	-	35,322	29,852	65,174
Loss from continued operations	-	(35,322)	(29,852)	(65,174)
Income (loss) from discontinued operations	(7,764)	-	-	(7,764)
Net loss	$(7,764)	$(35,322)	$(29,852)	$(72,938)