Filed Pursuant to Rule 424(b)(3) and (c)

File Number 333-201771

Prospectus Supplement No. 4 to Prospectus dated August 17, 2015

4,448,624 Shares of Common Stock of

EVANS BREWING COMPANY INC.

_____________________________________________

This Prospectus Supplement No. 4 supplements the Prospectus of Evans Brewing Company Inc. (“EBC”) dated August 17, 2015 (the “Prospectus”), which was part of the joint registration statement/proxy statement relating to the proposed purchase by EBC of the assets (the “Asset Purchase Transaction”) of Bayhawk Ales, Inc. (“Bayhawk”), as well as the proposed offer to exchange shares of EBC common stock (the “Exchange Offer”) for shares of Bayhawk common stock tendered in connection with the Exchange Offer. This Prospectus Supplement No. 2 should be read in conjunction with the Prospectus and Prospectus Supplement No. 1, and is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement No. 4 supersedes the information contained in the Prospectus or Prospectus Supplement No. 2.

This Prospectus Supplement No. 4 includes financial statements and notes of Bayhawk Ales, Inc. (“Bayhawk”), for the quarter ended September 30, 2015, as well as the Management’s Discussion and Analysis of the financial statements, provided by Bayhawk in connection with the proposed Asset Purchase Transaction referenced above and described in more detail in the Prospectus.

EBC’s common stock does not yet trade on any exchange or trading facility.

The purchase of our stock involves a high degree of risk. See “Risk Factors” beginning on page 3 of our Prospectus for a discussion of factors you should carefully consider before purchasing the shares offered by the Prospectus.

______________________________________________________

Neither the Securities and Exchange Commission nor any state securities commission has approved or disproved of these securities or determined of the accuracy or adequacy of this prospectus supplement. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement No. 4 is November 25, 2015.

Bayhawk Ales, Inc.

FINANCIAL STATEMENTS

For the Nine Months Ended September 30, 2015

Bayhawk Ales, Inc.

Financial Statements

For the Nine Months Ended September 30, 2015

TABLE OF CONTENTS

	Page(s)
FINANCIAL STATEMENTS
Condensed Unaudited Balance Sheets	1
Condensed Unaudited Statements of Operations	2
Condensed Unaudited Statements of Cash Flows	3
Notes to Condensed Unaudited Financial Statements	4 - 13

BAYHAWK ALES, INC.

CONDENSED UNAUDITED BALANCE SHEETS

	(Unaudited)
	September 30,			December 31,
	2015			2014
ASSETS
Current Assets
Cash	$	438,358		$	306,665
Accounts receivable, net		201,875			279,824
Inventory. net		216,134			213,143
Prepaid taxes		6,430			6,430
Insurance claim receivable		-			300,000
Total Current Assets		862,797			1,106,062
Fixed Assets
Property, plant and equipment, net		474,536			177,591
Other Assets
Deposits		135,500			221,000
Deferred tax assets		8,750			87,942
Total Other Assets		144,250			308,942
Total Assets	$	1,481,583		$	1,592,595
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable		44,225			245,724
Accrued liabilities		24,975			23,591
Refundable deposits		133,011			120,613
Current deferred tax liability		8,750			87,942
Capital lease payable, current portion		-			26,670
Auto loan – current portion		4,672			-
Notes payable - current portion		75,199			7,941
Total Current Liabilities		290,832			512,481
Long Term Liabilities
Auto loan – long term		6,887			-
Notes payable  - long term		125,493			-
Total Long-Term Liabilities		132,380			-
Total Liabilities		432,212			512,481
Stockholders' Equity
Common Stock, $0.001 par value; 10,000,000 shares authorized; 4,448,624 shares and 4,448,624 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively		4,449			4,449
Additional paid in capital		2,072,693			2,072,693
Accumulated deficit		(1,018,771	)		(997,028	)
Total Stockholders' Equity		1,058,371			1,080,114
Total Liabilities and Stockholders' Equity	$	1,481,583		$	1,592,595

The accompanying notes are an integral part of these unaudited financial statements.

1

BAYHAWK ALES, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended						Nine Months Ended
	September  30,						September 30,
	2015			2014			2015			2014
Income
Sales, net	$	411,039		$	504,148		$	1,514,259		$	1,664,751
Cost of Goods Sold
Cost of materials		122,429			370,152			696,988			610,718
Cost of Labor		25,322			60,543			95,973			188,184
Indirect costs		53,898			24,419			273,402			261,962
Total Cost of Goods Sold		201,649			455,114			1,066,363			1,060,864
Gross Profit		209,390			49,034			447,896			603,887
General and Administrative Expenses		121,290			186,782			299,750			300,595
Selling Expenses		72,375			125			173,768			118,413
Income(Loss) from Operations		15,725			(137,873	)		(25,622	)		184,879
Other Income (Expense):
Interest expense		(2,738	)		(624	)		(3,691	)		(624	)
Loss on prior year sale		(2,940	)		-			(2,940	)		-
Other income (expense)		13,391			17,774			22,410			3,902
Total other income (expenses)		7,713			17,150			15,779			3,278
Net Income (loss) before income taxes		23,438			(120,723	)		(9,843	)		188,157
Income taxes		11,650			(1,980	)		11,900			18,142
Net Income (Loss)	$	11,788		$	(118,743	)	$	(21,743	)	$	170,015
Earnings (loss) per share; Basic	$	0.003		$	0.064		$	(0.005	)	$	0.092
Weighted average number of shares outstanding		4,448,624			1,846,968			4,448,624			1,846,968

The accompanying notes are an integral part of these unaudited financial statements.

2

BAYHAWK ALES, INC.

STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine Months Ended
	September 30,
	2015			2014
Cash Flows from Operating Activities:
Net Income (Loss)	$	(21,743	)	$	170,015
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Stock based compensation		-			32,977
Depreciation		58,749			133,203
Changes in Operating Assets and Liabilities:
Accounts receivable		77,949			(64,206	)
Prepaid- deposits		85,500			(500	)
Inventory		(2.991	)		52,372
Insurance claim receivable		300,000			-
Deferred taxes		-			(1,981	)
Accounts payable		(201,499	)		(162,298	)
Accrued liabilities		1,384			15,931
Refundable deposits		12,398			8,213
Net Cash Provided by Operating Activities		309,747			183,726
Cash Flows from Investing  Activities:
Cash acquired during acquisition  of Evans Brewing Co		-			37,094
Purchase of property plant and equipment		(355,694	)		(149,616	)
Net Cash Used in Investing Activities		(355,694	)		(112,522	)
Cash Flows from Financing Activities:
Payments on notes payable		-			(47,647	)
Proceeds from note payable		204,310			-
Payments on capital lease financing		(26,670	)		(120,015	)
Net Cash Provided (Used) in Financing Activities		177,640			(167,662	)
Net Increase (Decrease) in Cash		131,693			(96,458	)
Cash at Beginning of Period		306,665			412,162
Cash at End of Period	$	438,358		$	315,704
Supplemental Disclosures of cash flow information:
Cash paid during the period for:
Interest	$	953		$	624
Income taxes	$	11,650		$	20,122
Non-cash investing and financing activities:
Stock issued for acquisition of Evans Brewing Company (CA)	$	-		$	229,662

The accompanying notes are an integral part of these unaudited financial statements.

3

Bayhawk Ales, Inc.

Notes to Condensed Unaudited Financial Statements

1. NATURE OF OPERATIONS

Bayhawk Ales, Inc. (“Bayhawk” or the “Company”) (a Delaware Corporation), produces and sells craft beer in the Western United States. The Company was incorporated in the state of Delaware in February 1994. During the year ended December 31, 2014, the Company acquired the assets and liabilities of Evans Brewing Company, Inc., a California corporation ("EBC-California"). EBC-California is a producer and distributor of craft beer. See Note 11. On October 15, 2014, Bayhawk and Evans Brewing Company, Inc., a Delaware corporation and public company (“EBC”) entered into an Asset Purchase and Share Exchange Agreement (the “Agreement”) subject to receiving approval of the independent Bayhawk shareholders. On September 17, 2015, the independent Bayhawk shareholders approved the agreement by a vote of 251,212 shares for and 1,600 shares against. As such Bayhawk will sell to EBC, and EBC will purchase from Bayhawk all of the assets of Bayhawk, including but not limited to: (A) all assets, including personal property, intellectual property, inventory, contracts, websites, documents, and all other assets however delineated relating to the Bayhawk Ales label (as defined in the Agreement and discussed in more detail below); and (B) all assets, including personal property, intellectual property, inventory, contracts, websites, documents, and all other assets however delineated relating to the Evans Brands (as defined in the Agreement and discussed in more detail below); and (C) 100% of the stock in EBC-California which has the brewers license at City Brewery in Lacrosse, WI (where the non-crafted brands will be brewed, with the balance of the craft brands being brewed in Irvine, California) (collectively, the “Transferred Assets”). Based on the affirmative vote by the independent Bayhawk shareholders to approve the Asset Purchase transaction, EBC proceeded with the share exchange and tender offer to the Bayhawk shareholders, pursuant to which as of the date of this prospectus supplement, EBC was offering to exchange shares of EBC common stock for shares of Bayhawk common stock, on a one-for-one basis (the “Exchange Offer”). –Bayhawk shareholders have until December 2, 2015, to tender their Bayhawk shares in the share exchange. Bayhawk shareholders also have until December 2, 2015, to rescind the exchange of shares, so as a result the Company’s equity position will not change until the closing of the exchange of shares on December 2, 2015. There also is no minimum number of shares of Bayhawk common stock that must be tendered for the Exchange Offer to close. Although the asset purchase agreement has been approved by the independent stockholders, as of the date of this prospectus supplement, the Company had not closed the Asset Purchase Transaction due to the fact that the required brewing licenses that had been applied for by Evans Brewing Company, Inc. had not yet been obtained.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles as promulgated in the United States of America ("U.S. GAAP").

Cash

All highly liquid investments with a remaining maturity of three months or less when purchased are considered to be cash equivalents. As of September 30, 2015, and December 31, 2014, there were no cash equivalents.

4

Accounts Receivable

Accounts receivable are customer obligations due under normal trade terms. The Company performs continuing credit evaluations of customers and allowances are maintained for potential credit losses. The Company determined that an allowance for doubtful accounts of $11,966 at September 30, 2015, and December 31, 2014, to be appropriate.

Inventories

Inventories are valued at the lower of cost or market. The Company regularly reviews its inventories for the presence of obsolete product attributed to age, seasonality, and quality and reduces its cost basis when its review indicates a reduction in utility below the inventory's carrying value. Inventories consisted of the following at September 30, 2015, and December 31, 2014:

	2015			2014
Raw materials	$	49,062		$	44,336
Work in process		14,012			48,781
Finished Product		169,560			132,942
Keg inventory		-			3,584
Less: reserve for obsolete inventory		(16,500	)		(16,500	)
Total Inventory	$	216,134		$	213,143

Insurance Claim Receivable

During the year ended December 31, 2014, a fire in the Company’s Orange County, California, brewery occurred, resulting in a short-term stoppage in operations, lost profits, and direct repair expenses.  The Company is insured for these losses and has estimated an insurance claim receivable earned as of December 31, 2014, of $300,000. The Company received a payment of $25,000 from its insurance carrier as an advance on the insurance claim during the year ended December 31, 2014. During the nine months ended September 30, 2015, the Company also received $322,410 which was applied to the claim receivable leaving a surplus of $22,410 which was included in Other Income on the financials. As of the date of this prospectus supplement, there were still several items outstanding that the Company is expecting payment on.

Deposits

The Company has fully refundable deposits related to a can deposit with a third-party that cans its product. As of September 30, 2015, the deposit total was $135,000. During the fiscal year ended December 31, 2014, the Company had a fully refundable deposit on keg leases along with a can deposit with a third-party that cans its products and the deposit total was $221,000. The Company purchased the kegs and is no longer leasing them.

Property and Equipment

Property and equipment are stated at cost. Depreciation is computed by using the straight-line method over the estimated useful lives:

Building improvements	20 years
Leasehold improvements	10 years
Brewery equipment	3 - 20 years
Keg assets	20 years
Furniture and fixtures	5 years
Vehicles	5 years

5

The Company capitalizes significant capital expenditures. Ordinary maintenance and repairs are charged to operations as expenses when incurred. When assets are sold or retired, the costs and related accumulated depreciation and amortization are removed from the accounts, and any resulting gain or loss is included in the income. Depreciation expense includes the depreciation of assets held under capital leases. Total depreciation expense for the nine months ended September 30, 2015, and September 30, 2014, was $58,749 and $133,203, respectively.

Impairment of long-lived assets

The Company evaluates its long-lived assets by measuring the carrying amount of the asset against the estimated undiscounted future cash flows associated with them. At the time such evaluations indicate that the future undiscounted cash flows of certain long lived assets are not sufficient to recover the carrying value of such assets, the assets are adjusted to their fair values. No adjustment to the carrying value of the assets has been made.

Accounts Payable

Accounts payable consists of unpaid expenses incurred in the normal course of business.

Refundable deposits

The Company distributes its draft beer in kegs that are owned by the Company. When a draft beer is shipped to the customer, the Company collects a refundable deposit and records a liability. Upon return of the keg, the deposit is refunded to the customer and the liability is reduced. As of September 30, 2015, and December 31 2014, the Company has refundable deposits in the amount of $133,011 and $120,613, respectively. The Company accounts for the loss, breakage, and deterioration of the kegs by crediting the customer’s deposits. The deposit approximates the Company’s cost of the keg. Any additional cost incurred for the loss, breakage, or deterioration of the kegs is then billed to the customer. Management periodically reviews its refundable deposits for any loss allowance on loss, breakage, or deterioration and has determined that no allowance is necessary as of September 30, 2015, and December 31, 2014.

Lease Accounting

The Company's leases are accounted for under the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 840, Leases. Minimum base rent for operating leases, which generally have escalating rentals over the terms of the leases, are recorded on a straight-line basis over the initial lease term and those renewal periods that are reasonably assured. The Company leased equipment under capital leases that expired in February of 2015. The Company purchased the equipment under lease during the quarter ended June 30, 2015. The assets and liabilities under capital leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the assets. The assets are amortized over the lower of their related lease terms or their estimated productive lives. Amortization of assets under capital leases is included in depreciation expense for September 30, 2015, and December 31, 2014.

6

Revenue Recognition

Revenue from product sales, net of sales and excise taxes, are recognized when the products are picked up by individual customers or shipped to wholesale customers. The following criteria are met before revenue is recognized: persuasive evidence of an arrangement exists, shipment of product pickup has occurred, selling price is fixed or determinable and collection is reasonably assured. Product returns are allowed, but are rare according to historical records for past years. The Company continuously monitors and evaluates product returns. There is no allowance for product returns as of September 30, 2015, and December 31, 2014.

Sales Tax

The Company excludes from its sales all sales taxes assessed to its customers. Sales taxes assessed are recorded as accrued liabilities on the balance sheet until remitted to the state agencies.

Excise Tax

The federal government levies excise taxes on the sale of alcoholic beverages, including beer. For brewers producing less than two million barrels of beer per calendar year, the federal excise tax is $7 per barrel on the first 60,000 barrels of beer removed for consumption or sale during the calendar year. The state of California imposes excise taxes on the sale and distribution of beer at a rate of $0.20 per gallon. Excise taxes due to federal and state agencies are not collected from customers. For the nine months ended September 30, 2015 and the year ended December 31, 2014, excise taxes amounted to approximately $49,796 and $57,125, respectively, which is treated as a reduction in revenue.

Shipping and Handling Costs

Shipping and handling costs associated with delivery of products to customers are included in cost of sales in the accompanying statement of loss.

Uncertain Tax Positions

The Company utilizes the asset and liability method of accounting for income taxes in accordance with the provisions of the “Expenses – Income Taxes Topic” of the FASB ASC. Under the asset and liability method, deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company considers certain tax planning strategies in its assessment as to the recoverability of its tax assets. Deferred income tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in earnings in the period that the tax rate changes. The Company recognizes, in its financial statements, the impact of a tax position, if that position is more likely than not to be sustained on audit, based on technical merits of the position. There are no material unrecognized tax positions in the financial statements.

The Company accounts for uncertain tax positions in accordance with FASB ASC 740 (formerly Financial Accounting Standards Boards Interpretation No. 48, Accounting for Uncertainty in Income Taxes an interpretation of FASB Statement No. 109). FASB ASC 740 prescribes a recognition threshold and measurement process for financial statement recognition of uncertain tax positions taken or expected to be taken in a tax return. The interpretation also provides guidance on recognition, de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company adopted the provisions of FASB ASC 740 and there was no impact on total liabilities or stockholder's equity as a result of the adoption of FASB ASC 740.

7

For federal tax purposes, the Company's 2011 through 2013 tax years remain open for examination by the tax authorities under normal three-year statute of limitations. Generally, for state tax purposes, the Company's 2010 through 2013 tax years remain open for examination by the tax authorities under a four-year statute of limitations.

Fair Value Measurements

The carrying amounts of our cash and cash equivalents, accounts receivable, accounts payable and other current assets and liabilities approximate fair value as recorded due to the short-term nature of these instruments. In addition, the carrying amounts of our deposits, approximate fair value. Based on current market rates for similar instruments, the fair value of capital lease payable is presented in Note 4, "Capital Lease Payable".

ASC 825-10 (formerly Statement of Financial Accounting Standards ("SFAS") 107, "Disclosures about Fair Value of Financial Instruments") defines financial instruments and requires disclosures of the fair value of financial instruments held by the Company. The Company considers the carrying amount of cash, accounts receivable, other receivables, accounts payable and accrued liabilities, to approximate their fair values because of the short period of time between the origination of such instruments and their expected realization.

The Company also analyzes all financial instruments with features of both liabilities and equity under ASC 480-10 (formerly SFAS 150, "Accounting for Certain Financial Characteristics of Both Liabilities and Equity"), ASC 815-10 (formerly SFAS 133, "Accounting for Derivative Instruments and Hedging Activities") and ASC 815-40 (formerly EITF 00-19, "Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company's Own Stock").

The Company adopted ASC 820-10 (formerly SFAS 157," Fair Value Measurements") and defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurements and enhances disclosure requirements for fair value measures. The three levels are defines as follows:

- Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets;

- Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments; and

- Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.

As of September 30, 2015, and December 31, 2014, the carrying value of cash, accounts receivables, accounts payable, refundable deposits and notes payable approximate their fair values due to their short term maturities.

Stock-Based Compensation

The accounting for transactions in which the Company receives employee services in exchange for common shares of the Company are accounted for using a fair value based method with a recognition of an expense for compensation cost related to share based payment arrangements.

8

Net Income (Loss) Per Share

Basic net income (loss) per share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is calculated in a manner consistent with basic net income (loss) per share except that the weighted average number of common shares outstanding also includes the dilutive effect of stock options outstanding (using the treasury stock method).

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of accounts receivable, inventory allowance, deferred taxes, and accrued liabilities, reported in the financial statements and accompanying notes. Actual results could differ from those estimates

3. PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at September 30, 2015, and December 31, 2014:

	2015			2014
Buildings	$	236,267		$	236,267
Leasehold improvements		7,951			7,951
Brewery equipment		483,686			482,488
Furniture and fixtures		3,978			3,978
Keg asset		311,598			-
Lease keg asset		-			480,060
Vehicles		54,898			12,000
Property and Equipment - cost		1,098,378			1,222,744
Accumulated depreciation		(623,842	)		(1,045,153	)
Property plant and equipment, net	$	474,536		$	177,591

After the capital lease agreement expired in February of 2015, the leased keg assets had been fully depreciated over the lease term. The Company renegotiated with the vendor and purchased the kegs for $311,598 in cash. This amount reflects the remaining value of the kegs, and the Company will amortize the $311,598 over the next 20 years, which is the remaining economic life of the kegs.

4. CAPITAL LEASE PAYABLE

Capital lease payable consists of the following at June 30, 2015, and December 31, 2014:

	2015		2014
Capital lease payable for the acquisition of 4,300 kegs with monthly obligations of $13,335 from March 2012 through February 2015. The Company purchased the kegs during the six months ended June 30, 2015, and no longer has a lease obligation.	$	-	$	26,670
Current portion		-		(26,670	)
Long-term portion	$	-	$	-

9

The equipment held through capital lease agreements at September 30, 2015, and December 31, 2014 are as follows:

	2015		2014
Costs included in brewing equipment	$	-	$	480,060
Less: accumulated depreciation		-		(293,370	)
Net book value	$	-	$	186,690

5. NOTE PAYABLE

Note payable balance as of September 30, 2015, was $200,692, with $75,199 being the current obligation and $125,493 being the long term obligation. The balance as of December 31, 2014, was $7,941 which was paid during the current quarter. The breakdown of the notes is as follows:

	2015		2014
Note payable for the acquisition of certain tangible and intangible assets of Pig's Eye Brewery with monthly obligations of $7,941 from September 15, 2013 through January 15, 2015. The balance of the note was paid in the quarter ended June 30, 2015.	$	-	$	7,941
Note payable for the acquisition of 4300 kegs with the monthly principal obligation of $6,267	$	200,692	$	-

6. STOCKHOLDERS' EQUITY

The Company has 10,000,000 shares authorized at a par value of $0.001. On March 31, 2014, the Company acquired substantially all of the assets and liabilities of Evans Brewing Company, Inc., a California corporation (“EBC-California”) for an aggregate purchase price of $229,662. The purchase price for the assets and liabilities transferred was determined to be the fair market value thereof. The Company issued 3,374,189 common shares pursuant to a business combination with Evans for an aggregate purchase price of $229,662 measured at the fair value of the net assets acquired. (See Note 12.)

During the year ended December 31, 2014, the Company issued 68,703 common shares of common stock in connection with stock based compensation to directors and employees with a fair value of $0.48 cents per share. No shares were issued during the nine months ended September 30, 2015.

10

7. EARNINGS PER SHARE

Basic net income (loss) per share was computed using the weighted-average number of shares of common stock outstanding during the period. The following summarized the earnings per share:

	September 30, 2015			September 30, 2014
Weighted average number of shares		4,448,624			1,846,968
Net income (loss)	$	(21,743	)	$	170,015
Net income (loss) per share	$	(0.005	)	$	0.09

8. INCOME TAXES

Deferred income taxes are provided for the temporary differences between the carrying values of the Company's assets and liabilities for financial reporting purposes and their corresponding income tax basis. The temporary differences give rise to either a deferred tax asset or liability in the consolidated financial statements, which is computed by applying current statutory tax rates to taxable and deductible temporary differences based upon the classification (i.e. current or non-current) of the asset or liability in the consolidated financial statements which relates to the particular temporary difference. Deferred taxes related to differences which are not attributable to a specific asset or liability are classified in accordance with the future period in which they are expected to reverse and be recognized for income tax purposes. The long-term deferred tax assets are fully valued as of September 30, 2015, and December 31, 2014.

As of September 30, 2015, and December 31, 2014, the components of the Company's deferred tax assets and liabilities primarily consist of temporary differences attributable to differing methods of depreciation, insurance claim receivables, net operating losses, allowances for obsolete inventory, and reserves for bad debt.

9. COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company operates out of three buildings in Irvine, California, and Santa Ana, California, under non-cancelable leases expiring between July 31, 2016, and January 31, 2019.

Total lease expense paid during the nine months ended September 30, 2015 and the year ended December 31, 2014, was $62,371 and $85,676, respectively.

Minimum future lease payments are as follows:

2015	$	20,790
2016		83,161
2017		33,889
2018		33,889
2019		2,824
	$	174,553

11

Notes payable commitment:

The Company purchased 4300 kegs that it had previously leased on a note payable with City National Bank.

Minimum future payments for keg assets note are as follows:

2015	$	18,961
2016		75,199
2017		75,199
2018		31,333
	$	200,692

The Company purchased a truck for the business that was financed through an auto loan with Ford Motors financing.

Minimum future payments for the auto loan are as follows:

2015	$	268
2016		4,672
2017		4,672
2018		1,947
	$	11,559

Litigation

The Company may be subject to legal proceedings and claims which arise in the ordinary course of business. In the opinion of management the ultimate outcome of the claims and litigation, if any, will not have a material adverse effect on the Company’s financial position.

10. CONCENTRATIONS

Cash

The Company maintains cash balances at financial institutions insured by the Federal Deposit Insurance Corporation (FDIC). The FDIC insures cash balances up to $250,000 per institution. As of September 30, 2015, the Company had one bank account that exceeded the insured balance by $5,917. Normally the Company has no problem with uninsured balances as its deposits are separated across financial institutions.

Accounts Receivable

At September 30, 2015, three customers accounted for approximately 32%, 23%, and 18%, respectively, of the Company’s accounts receivable. At December 31, 2014, three customers accounted for approximately 26%, 20%, and 12%, respectively, of the Company's accounts receivable.

12

Accounts Payable

At September 30, 2015, four vendors accounted for approximately 27%, 22%, 14% and 14%, respectively, of the Company’s accounts payable. At December 31, 2014, three vendors accounted for approximately 47%, 22% and 13%, respectively, of the Company's accounts payable. For the nine months ended September 30, 2015, two vendors accounted for approximately 82% and 16% of total purchases. For the year ended December 31, 2014, two vendors accounted for approximately 71% and 24% of total purchases.

Sales

For the nine months ended September 30, 2015, three customers accounted for approximately 35%, 22%, and 15%, respectively, of the Company’s sales. For the nine months ended September 30, 2014, three customers accounted for approximately 53%, 15%, and 14%, respectively, of the Company's sales.

11. BUSINESS COMBINATION

On March 31, 2014, the Company acquired substantially all of the assets and liabilities of Evans Brewing Company, Inc., a California corporation ("EBC-California"), for an aggregate purchase price of $229,662. The purchase price for the assets and liabilities transferred was determined to be the fair market value thereof.  The purchase was made with issuance of 3,374,189 shares of the Company's common stock. The acquisition of assets is intended to assist the company in expanding its brands, customer base, and expertise in the craft beer market. As part of the combination, the Company employs one of the shareholders of EBC-California as its President.

The following summarizes the fair value of the identifiable and tangible assets and liabilities acquired in consideration:

Cash	$	37,094
Accounts Receivable		73,484
Inventory		226,648
Other Current Assets		135,000
Property and Equipment		12,000
Total identifiable assets		484,226
Accounts Payable	$	96,548
Accrued Liabilities		158,016
Total identifiable liabilities		254,564
Total consideration	$	229,662

12. SUBSEQUENT EVENTS

Subsequent events have been evaluated through November 15, 2015, which is the date the financial statements were available to be issued.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Overview

The following discussion and analysis of the results of operations and financial condition of Bayhawk Ales, Inc. (“Bayhawk”) should be read in conjunction with the Selected Combined Financial Data, Bayhawk’s financial statements, and the notes to those financial statements that are included elsewhere in this registration statement/proxy statement on Form S-4.

Company Background

As noted above, Bayhawk was formed in February 1994 for the purpose of developing and operating one or more breweries in California for the production of high quality, hand-crafted ales for sale in bottle and draft. Bayhawk built a 17-barrel showcase brewery (the "Southern California Brewery") in a leased building in the McCormick & Schmick’s Seafood Restaurant in Irvine, California. During the year ended December 31, 2014, the Company acquired the assets and liabilities of Evans Brewing Company, Inc., a California corporation ("EBC-California"). EBC-California is a producer and distributor of craft beer.

Bayhawk has continued to operate at the Southern California Brewery location throughout its history. In September 2014, there was a fire at the Southern California Brewery location that resulted in damage to the production facility such that Bayhawk was unable to produce any product for approximately two months. Repairs to the facility were completed by November 17, 2014, but the first batch of beer was not ready for sale for another two weeks. The total cost to repair the fire damage was $102,512 and the projected loss in profits from sales during the repair period is $240,482. This along with inventory of $62,960 that was lost because of the fire brought the total loss to Bayhawk to $405,954. Bayhawk’s insurance company has paid $347,410 of this loss and is still pursuing several additional items that it feels are still due.

The Company received a $25,000 payment from the insurance company in the year ended December 31, 2014. Also, in the fiscal year ended December 31, 2014, Bayhawk accrued a $300,000 claim receivable based on a conservative estimate of what Bayhawk could receive on its claim. Bayhawk received payments totaling $322,410 during the nine months ended September 30, 2015, which was applied to the claim receivable leaving a surplus of $22,410 which was included in Other Income on the financial statements.

On October 15, 2014, Bayhawk and Evans Brewing Company, Inc., a Delaware corporation and public company (“EBC”) entered into an Asset Purchase and Share Exchange Agreement (the “Agreement”) subject to receiving approval of the independent Bayhawk shareholders. On September 17, 2015, the independent Bayhawk shareholders approved, by a vote of 251,212 shares for and 1,600 shares against, the Asset Purchase Transaction, pursuant to which, Bayhawk will sell to EBC, and EBC will purchase from Bayhawk all of the assets of Bayhawk, including but not limited to: (A) all assets, including personal property, intellectual property, inventory, contracts, websites, documents, and all other assets however delineated relating to the Bayhawk Ales label (as defined in the Agreement and discussed in more detail below); and (B) all assets, including personal property, intellectual property, inventory, contracts, websites, documents, and all other assets however delineated relating to the Evans Brands (as defined in the Agreement and discussed in more detail below); and (C) 100% of the stock in EBC-California, which has the brewers license at City Brewery in Lacrosse, WI (where the on-crafted brands will be brewed, with the balance of the craft brands being brewed in Irvine, California) (collectively, the “Transferred Assets”). ”). Collectively, the purchase of the Transferred Assets and the assumption of the Assumed Liabilities by EBC are referred to in this Agreement as the “Asset Purchase Transaction.” Based on the affirmative vote by the independent Bayhawk shareholders to approve the Asset Purchase Transaction, EBC proceeded with the share exchange and tender offer to the Bayhawk shareholders, pursuant to which, as of the date of this prospectus supplement, EBC was offering to exchange shares of EBC common stock for shares of Bayhawk common stock, on a one-for-one basis (the “Exchange Offer”). Bayhawk shareholders have until December 2, 2015, to complete the share exchange. Bayhawk shareholders also have until December 2, 2015, to rescind the exchange of shares, so as a result the Company’s equity position will not change until the closing of the exchange of shares on December 2, 2015. There also is no minimum number of shares of Bayhawk common stock that must be tendered for the Exchange Offer to close. Although the asset purchase agreement had been approved by the independent stockholders, as of the date of this prospectus supplement, the Company had not finalized the asset purchase agreement due to the fact that the required licenses that have been applied for by Evans Brewing Company, Inc. had not yet been obtained.

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Once the Asset Purchase Transaction is complete Bayhawk will become a subsidiary of EBC, following which, EBC management anticipates that Bayhawk would have no ongoing business operations, and that EBC would be the operating entity going forward.

The transaction will be accounted for as a business combination under common control, a method similar to the pooling-of-interest method ("Pooling-of-Interest") as the Company and Bayhawk are both under common control by our majority shareholder prior to the share exchange.

The following tables set forth key components of Bayhawk’s results of operations for the periods indicated. The discussion following the table is based on these results.

Bayhawk Ales, Inc.	Three Months Ended		Three Months Ended			Nine Months  Ended			Nine Months Ended
Statement of Operations	30-Sep-15		30-Sep-14			30-Sep-15			30-Sep-14
Revenue	$	411,039	$	504,148		$	1,514,259		$	1,664,751
Cost of Goods Sold		201,649		455,114			1,066,363			1,060,864
Gross Margin		209,390		49,034			477,896			603,887
Less
General & Administrative		121,290		186,782			299,750			300,595
Selling Expense		72,375		125			173,768			118,413
Income (Loss) from Operations		15,725		(137,873	)		(25,622	)		184,879
Other Income (Expense)		7,713		17,150			15,779			3,278
Net Income (Loss) Before Taxes		23,438		(120,723	)		(9,843	)		188,157
Income Tax- Provision (Credit)		11,650		(1,980	)		11,900			18,142
Net  Profit (Loss)	$	11,788	$	(118,743	)	$	(21,743	)	$	170,015

Results of operations for the three months ended September 30, 2015, and September 30, 2014 and the nine months ended September 30, 2015 and September 30, 2014.

Revenue:

Sales for the three months ended September 30, 2015, were $411,039 compared to $504,148 for the three months ended September 30, 2014. Sales for the nine months ended September 30, 2015, were $1,514,259 compared to $1,664,751 for the nine months ended September 30, 2014. Sales are down for both three months ended September 30, 2015 and the nine month period ended September 30, 2015 due to the fact that Bayhawk lost customers due to the fire that shut the brewery down for three months last September. The Company does expect sales to recover though in the coming months.

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Cost of Goods Sold:

For the quarter ended September 30, 2015, Bayhawk is reporting Cost of Goods Sold of $201,649, which is 49% of sales reported for the quarter, compared to Cost of Goods Sold of $455,114, which is 90% of sales reported for the quarter ended September 30, 2014. The decrease in Cost of Goods Sold for quarter ended September 30, 2015 compared to quarter ended September 30, 2014, is due to the fact that the cost of goods sold in the quarter ended September 30, 2014 are out of proportion to the sales due to the fire that took place in the Bayhawk brewery in September 2014. Bayhawk is reporting Cost of Goods Sold of $1,066,363, which is 70% of sales for the nine month period ended September 30, 2015, compared to Cost of Goods Sold of $1,060,864, which is 64% of sales for the nine month period ended September 30, 2014. The increase in Cost of Goods Sold for nine months ended September 30, 2015 compared to nine months ended September 30, 2014, is due to the sales of EBC-California being proportionally higher for the current period compared to the prior period. Bayhawk brews the beers and ales that are sold to others, and EBC-California buys the beers that it sells from others. As such, the Cost of Goods Sold for the sales for EBC-California cost more per unit of sale.

Gross Margins:

The Gross Margins for the quarter ended September 30, 2015, were $209,390 compared to $49,034 for the quarter ended September 30, 2014. The Gross Margins were down considerably in the prior quarter due to the fire in the Bayhawk brewery. The Gross Margins for the nine months ended September 30, 2015, were $447,896 compared to $603,887 for the nine months ended September 30, 2014. The margins are lower for the current fiscal year compared to the prior fiscal year because of the decrease in sales due to loss of customers as a result of the fire that occurred in the Bayhawk brewery in September, 2014. Also, the brewery producing the product for EBC-California has increased its cost but EBC-California has not increased its sales price. Management is evaluating the market at the present time and will be increasing its price sometime later this year when it determines the price that the market will bear without materially affecting sales volume.

Operating Expenses:

The General & Administrative expenses for Bayhawk for the quarter ended September 30, 2015, were $121,292 compared to $186,782 for the quarter ended September 30, 2014. The General & Administrative expenses for Bayhawk for the nine months ended September 30, 2015, were $299,750 compared to $300,595 for the nine months ended September 30, 2014. General & Administrative expenses were essentially the same in both the current and prior periods. The Company has incurred higher than normal professional fees because of the acquisition of EBC-California and the preparation for the proposed Asset Purchase Transaction with EBC. Future operating expenses will not include these costs.

Bayhawk incurred selling expense of $72,375 for the quarter ended September 30, 2015, compared to $125 for the quarter ended September 30, 2014. The big discrepancy in the current quarter expenses compared to the prior year quarter is mostly due to the fire in the Bayhawk brewery that occurred in September of 2014. Bayhawk incurred selling expense of $173,768 for the nine months ended September 30, 2015, compared to $118,413 for the nine months ended September 30, 2014. Again the prior period expenses are lower due to the suspension of selling expenses as a result of the fire in the Bayhawk brewery.

Landry’s Lease; Office and Mill Leases

In January 1994, Bayhawk’s prior parent entity, Willamette Valley, Inc. Microbreweries Across America (“WVI”) entered into a lease of an approximately 2,000 square foot leased facility adjacent to the McCormick & Schmick's Seafood Restaurant in Irvine, California. The lease for the brewery location originally was set to expire in January 2010, and included the right to renew the lease for two additional terms of five years each. The location includes a 17-barrel brewhouse and has a current annual production capacity of 10,000 barrels. Due to space limitations, the annual production capacity of the brewery cannot be increased beyond 10,000 barrels.

In May 1994, WVI assigned the lease to Bayhawk (under its prior name of Orange County Brewing Company). Bayhawk has exercised both of the existing extensions, extending the lease through January 31, 2019.

Bayhawk’s lease payments for the brewery location are $2,824 per month.

Bayhawk also leases office/storage space property and a grain milling facility near the brewery location, in Santa Ana, California. Bayhawk leases office and storage space under a renewed lease that is set to expire on July 31, 2016. Monthly payments for the office space are $2,464 per month, and the office space is approximately 2,415 square feet. The lease for the grain milling facility also expires on July 31, 2016, and the lease payments are $1,642 per month. The grain milling facility lease is for an area consisting of approximately 1,610 square feet.

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Income/Loss from Operations:

The Income from operations was $15,725 for the quarter ended September 30, 2015, compared to a Loss from operations of $137,873 for the quarter ended September 30, 2014. Loss from operations was $25,622 for the nine months ended September 30, 2015, compared to Income of $184,879 for the nine months ended September 30, 2014. The loss in the quarter ended September 30, 2014 was a result of the fire that occurred in the Bayhawk brewery in September, 2014. The Loss from Operations in the current fiscal period compared to a Profit in the prior fiscal year is again due to the loss of customers as a result of the fire that took place in the prior year. The Company is steadily adding new customers though and sales are steadily increasing.

Other Income/Expenses:

Bayhawk recorded Other Income of $7,713 for the quarter ended September 30, 2015, compared to Other Income of $17,774 for the period ended September 30, 2014. Bayhawk recorded Other Income of $15,779 for the nine months ended September 30, 2015, compared to Other Income of $3,278 for the nine months ended September 30, 2014. The Other Income is mainly due to the surplus from the Insurance claim that was accrued due to the fire that took place in the Bayhawk brewery.

Net Income (Loss):

Net Income from operations for the quarter ended September 30, 2015, was $23,438, compared to a Loss of $120,723 for the quarter ended September 30, 2014. Net Loss from operations for the nine months ended September 30, 2015, was $9,843 compared to Income of $188,157 for the nine months ended September 30, 2014.

Income Tax

Bayhawk has recorded income tax of $11,650 for the quarter ended September 30, 2015, leaving net Income for the period of $11,788, compared to recording a credit for income tax of $1,980 for the quarter ended September 30, 2014, leaving a net Loss of $118,743. Bayhawk has recorded income taxes of $11,900 for the nine months ended September 30, 2015, leaving a Net Loss after tax of $21,743 compared to recording a tax provision of $18,142 for the nine months ended September 30, 2014 leaving a Net Income after tax of $170,015.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2015, Bayhawk had current liabilities of $423,212 compared to $512,481 as of December 31, 2014. The decrease in net current liabilities for the current period is due mainly to decrease in accounts payable. Bayhawk’s balance of cash at September 30, 2015, was $438,358 compared to $306,665 for December 31, 2014. Continued operations will be funded from its current cash position and profits from operations.

The table below breaks down the current liabilities as of September 30, 2015: 

Payments Due By Period

Contractual obligations	Total		Less than 1 year		1 – 3 years
Accounts payable		44,225		44,225
Accrued liabilities		24,975		24,975
Deferred tax liability		8,750		8,750
Refundable deposits		133,011		133,011
Total		210,961		210,961
Car loan		11,559		4,672		6,887
Note- purchase of kegs		200,692		75,199		125,493
Total cash needed		423,212		290,832		132,380
Cash Provided by:
Cash		425,468		425,468		217,021
Accounts receivable		214,765		214,765
Total funds provided		640,233		640,233
Net cash position		217,021		349,401		84,641

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Operational Activities

Bayhawk had cash provided in operating activities of $309,747 in the nine months ended September 30, 2015, and $183,726 for the nine months ended September 30, 2014. Bayhawk’s primary uses of cash have been for working capital, professional support, and marketing expenses. All cash received has been expended in the furtherance of growing future operations.

Investing Activities

Bayhawk had cash used in investing activities of $355,694 for the nine months ended September 30, 2015, and $112,522 for the nine months ended September 30, 2014. The invested amounts were for the purchase of equipment.

Financing Activities

Bayhawk had cash Provided in financing activities of $177,640 in the nine months ended September 30, 2015, compared cash used in financing activities of $167,662 for the nine months ended September 30, 2014, which was used for Capital lease financing and provided by notes payable.

Impact of Inflation

If the Asset Purchase Transaction is not approved by the holders of the Independent Shares and EBC does not proceed with the Asset Purchase Transaction, Bayhawk’s business will have to absorb any inflationary increases in the costs of goods in the short-term, with the expectation that it will be able to pass inflationary increases on costs on to customers through price increases into the market and hence management does not expect inflation to be a significant factor in our business.

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements between Bayhawk and any other entity that have, or are reasonably likely to have, a current or future effect on the financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Critical Accounting Policies

The discussion and analysis of Bayhawk’s financial condition and results of operations are based upon Bayhawk’s financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The preparation of these financial statements requires Bayhawk’s management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, Bayhawk’s management evaluates Bayhawk’s estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Bayhawk’s Management believes that the application of these policies on a consistent basis enables Bayhawk to provide useful and reliable financial information about Bayhawk’s operating results and financial condition. Some of the critical accounting estimates are detailed below.

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Critical Accounting Estimates and New Accounting Pronouncements

Critical Accounting Estimates

The preparation of financial statements in accordance with U.S GAAP requires management to make estimates and assumptions that affect reported amounts and related disclosures in the financial statements. Management considers an accounting estimate to be critical if:

● it requires assumptions to be made that were uncertain at the time the estimate was made, and

● changes in the estimate or different estimates that could have been selected could have a material impact on our results of operations or financial condition.

Bayhawk bases its estimates and judgments on our experience, our current knowledge, and our beliefs of what could occur in the future, our observation of trends in the industry, information provided by our customers and information available from other sources. Actual results may differ from these estimates under different assumptions or conditions. Bayhawk’s management has identified the following accounting policies and estimates as those that management believes are most critical to Bayhawk’s financial condition and results of operations and that require management’s most subjective and complex judgments in estimating the effect of inherent uncertainties: share-based compensation expense, income taxes, and derivative financial instruments.

Inventories and Provision for Excess or Expired Inventory Inventories consist of raw materials, work in process, and finished goods. Raw materials, which principally consist of hops, other brewing materials and packaging, are stated at the lower of cost (first-in, first-out basis) or market value. The cost elements of work in process and finished goods inventory consist of raw materials and direct labor.

The provisions for excess or expired inventory are based on management's estimates of forecasted usage of inventories on hand and under contract. A significant change in the timing or level of demand for certain products as compared to forecasted amounts may result in recording additional provisions for excess or expired inventory in the future. Provisions for excess inventory are included in cost of goods sold and have historically been immaterial but adequate to provide for losses on its raw materials.

Inventories are valued at the lower of cost or market. Bayhawk regularly reviews its inventories for the presence of obsolete product attributed to age, seasonality, and quality and reduces its cost basis when its review indicates a reduction in utility below the inventory's carrying value.

Refundable Deposits on Kegs Bayhawk distributes its draft beer in kegs that are owned by Bayhawk. When a draft beer is shipped to the customer, Bayhawk collects a refundable deposit and records a liability. Upon return of the keg, the deposit is refunded to the customer and the liability is reduced. As of September 30, 2015, Bayhawk had refundable deposits in the amounts of $133,011. Bayhawk accounts for the loss, breakage, and deterioration of the kegs by crediting the customer’s deposits. The deposit approximates Bayhawk’s cost of the keg. Any additional cost incurred for the loss, breakage, or deterioration of the kegs is then billed to the customer. Management periodically reviews its refundable deposits for any loss allowance on loss, breakage, or deterioration and has determined that no allowance is necessary as of September 30, 2015.

Bayhawk has experienced some loss of kegs and anticipates that some loss will occur in future periods due to the volume of kegs handled by each wholesaler and retailer, the homogeneous nature of kegs owned by most brewers and the relatively small deposit collected for each keg when compared with its market value. Bayhawk believes that this is an industry-wide issue and that Bayhawk’s loss experience is not atypical. Bayhawk believes that the loss of kegs, after considering the forfeiture of related deposits, has not been material to the financial statements. Bayhawk uses internal records, records maintained by wholesalers, records maintained by other third party vendors and historical information to estimate the physical count of kegs held by wholesalers. These estimates affect the amount recorded as property, plant and equipment and current liabilities as of the date of the financial statements. The actual liability for refundable deposits could differ from these estimates.

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Revenue Recognition Revenue from product sales, net of sales and excise taxes, are recognized when the products are picked up by individual customers or shipped to wholesale customers. The following criteria are met before revenue is recognized: persuasive evidence of an arrangement exists, shipment of product or pickup has occurred, selling price is fixed or determinable and collection is reasonably assured. Product returns are allowed, but are rare according to historical records for past years. Bayhawk continuously monitors and evaluates product returns. There was no allowance for product returns as of September 30, 2015.

Income Taxes. As part of the process of preparing the financial statements, Bayhawk will be required to estimate income taxes in each of the jurisdictions in which we operate. Management’s provision for income taxes is determined using the asset and liability approach to account for income taxes. A current liability is recorded for the estimated taxes payable for the current year. Deferred tax assets and liabilities are recorded for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates in effect for the year in which the timing differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of changes in tax rates or tax laws are recognized in the provision for income taxes in the period that includes the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount more-likely-than-not to be realized. Changes in valuation allowances will flow through the statement of operations unless related to deferred tax assets that expire unutilized or are modified through translation, in which case both the deferred tax asset and related valuation allowance are similarly adjusted. Where a valuation allowance was established through purchase accounting for acquired deferred tax assets, any future change will be credited or charged to income tax expense.

The determination of management’s provision for income taxes requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. In the ordinary course of Bayhawk’s business, there are transactions and calculations for which the ultimate tax determination is uncertain. In spite of management’s belief that management has appropriate support for all the positions taken on Bayhawk’s tax returns, management acknowledges that certain positions may be successfully challenged by the taxing authorities. Management determines the tax benefits more likely than not to be recognized with respect to uncertain tax positions. Although management believes the recorded tax assets and liabilities are reasonable, tax laws and regulations are subject to interpretation and inherent uncertainty; therefore, our assessments can involve both a series of complex judgments about future events and rely on estimates and assumptions. Although management believes these estimates and assumptions are reasonable, the final determination could be materially different from that which is reflected in management’s provision for income taxes and recorded tax assets and liabilities.

New Accounting Pronouncements

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. Bayhawk adopted ASU 2014-10 during the quarter ended May 31, 2014, thereby no longer presenting or disclosing any information required by Topic 915.

Bayhawk has implemented all new accounting pronouncements that are in effect.  These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and Bayhawk’s management does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. 

Off Balance Sheet Arrangements

As of September 30, 2015, Bayhawk had no material off-balance sheet arrangements.

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In the ordinary course of business, Bayhawk enters into agreements with third parties that include indemnification provisions which, in the judgment of Bayhawk’s management, are normal and customary for companies in Bayhawk’s industry sector. These agreements are typically with business partners, and suppliers. Pursuant to these agreements, Bayhawk generally agrees to indemnify, hold harmless, and reimburse indemnified parties for losses suffered or incurred by the indemnified parties with respect to Bayhawk’s product candidates, use of such product candidates, or other actions taken or omitted by Bayhawk. The maximum potential amount of future payments Bayhawk could be required to make under these indemnification provisions is unlimited. Bayhawk has not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. As a result, the estimated fair value of liabilities relating to these provisions is minimal. Accordingly, Bayhawk has no liabilities recorded for these provisions as of September 30, 2015, or December 31, 2014.

In the normal course of business, Bayhawk may be confronted with issues or events that may result in a contingent liability. These generally relate to lawsuits, claims, environmental actions or the actions of various regulatory agencies. Bayhawk consults with counsel and other appropriate experts to assess the claim. If, in the opinion of Bayhawk’s management, Bayhawk has incurred a probable loss as set forth by U.S. GAAP, an estimate is made of the loss and the appropriate accounting entries are reflected in Bayhawk’s financial statements.

Effects of Inflation

During the periods for which financial information is presented, Bayhawk’s business and operations have not been materially affected by inflation.

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