CELLTECK, INC. AND

EOS PETRO, INC.

PRO FORMA COMBINED FINANCIAL STATEMENTS

(unaudited)

Contents

CELLTECK, INC. and EOS PETRO INC.

PRO FORMA COMBINED BALANCE SHEET

AS OF SEPTEMBER 30, 2012

(unaudited)

(1) Source: unaudited financial statements of Cellteck, Inc. as of September 30, 2012 filed in Form 10-Q.

(2) Source: unaudited financial statements of EOS Petro, Inc. as of September 30, 2012 included elsewhere in this form 8-K.

See accompanying notes to unaudited pro forma combined financial statements

CELLTECK, INC. and EOS PETRO INC.

PRO FORMA COMBINED STATEMENT OF OPERATIONS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012

(unaudited)

(1) Source: unaudited financial statements of Cellteck, Inc. for the nine months ended September 30, 2012 filed in Form 10-Q.

(2) Source: unaudited financial statements of EOS Petro, Inc. for the nine months ended September 30, 2012 included elsewhere in this form 8-K.

See accompanying notes to unaudited pro forma combined financial statements

CELLTECK, INC. and EOS PETRO INC.

PRO FORMA COMBINED STATEMENT OF OPERATIONS

FOR THE PERIOD ENDED DECEMBER 31, 2011

(1) Source: audited financial statements of Cellteck, Inc. for the year ended December 31, 2011 filed in Form 10-K.

(2) Source: audited financial statements of EOS Petro, Inc. for the period from May 2, 2011 (Inception) to December 31, 2011 included elsewhere in this form 8-K.

See accompanying notes to unaudited pro forma combined financial statements

CELLTECK, INC. AND EOS PETRO, INC.

NOTES TO PRO FORMA COMBINED FINANCIAL STATEMENTS

(unaudited)

Note 1 – Basis of Presentation

The following unaudited pro forma combined financial statements give effect to the reverse merger transaction (the “Recapitalization” or the “Reverse Merger”) between Cellteck Inc. (“Cellteck”), EOS Petro, Inc. (“EOS”) and EOS Merger Sub., Inc. (“Merger Sub”).  In the Reverse Merger, Merger Sub was merged with and into EOS, and EOS, as the surviving corporation, became a wholly-owned subsidiary of Cellteck. On October 12, 2012, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), entered into by and between Cellteck, Inc., a Nevada corporation (“Cellteck”), EOS Petro, Inc., a Delaware corporation (“EOS”), and EOS Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Cellteck (“Merger Sub”), dated July 16, 2012, Merger Sub merged into EOS, with EOS being the surviving entity (the “Merger”). As a result of the Merger, EOS became a wholly-owned subsidiary of Cellteck.

As of the closing of the transaction, each issued and outstanding share of common stock of EOS, was automatically converted into the right to receive one share of Cellteck Series B preferred stock, At the closing, Cellteck issued 37,850,044 shares of Series B preferred stock to the former EOS stockholders, subject to the rights of the stockholders of EOS to exercise and perfect their appraisal rights under applicable provisions of Delaware law to accept cash in lieu of shares of the equity securities of Cellteck. Each share of Cellteck Series B preferred stock is convertible into 800 shares of Cellteck common stock and will automatically convert into shares of Cellteck common stock upon the filing of an amendment to the articles of incorporation for the authorization of a sufficient number of shares of common stock to convert all issued and outstanding shares of Series B preferred stock into common stock. Simultaneously with the closing of the Merger the holders of 40,000,000 shares of our Series A preferred stock converted their shares into 100,000 shares of Series B preferred stock; and the holders of $150,000 of outstanding indebtedness converted such debt into 5,900,000 shares of Series B preferred stock, 2,805,000 shares of which were sold to former EOS stockholders. In addition to the conversion of the $150,000 of outstanding indebtedness into preferred stock, EOS assumed $57,385 of net liabilities that will be reflected as a cost of the transaction.

Upon completion of the Merger and assuming the conversion of the Series B preferred stock into shares of our common stock, the former stockholders of EOS own approximately 93% of the then outstanding shares of Cellteck common stock (including shares of Series B preferred stock convertible into shares of Cellteck common stock) and the holders of Cellteck previously outstanding debt and outstanding shares of Cellteck common stock own the balance. As the owners and management of EOS have voting and operating control of Cellteck after the Reverse Merger the transaction is accounted for as a recapitalization of Cellteck with EOS deemed the acquiring company for accounting purposes, and Cellteck deemed the legal acquirer. Due to the change in control, the consolidated financial statements going forward will reflect the historical results of EOS prior to the Merger and that of the combined company following the Merger, and will not include the historical financial results of Cellteck prior to the completion of the Merger. Common stock and the corresponding capital amounts of the Company pre-Merger will be retroactively restated as capital stock shares reflecting the exchange ratio in the Merger.

The unaudited pro forma balance sheet as of September 30, 2012 and the unaudited combined statement of operations for the year ended December 31, 2011 and the nine months ended September 30, 2012 presented herein gives effect to the reverse merger as if the transaction had occurred at the beginning of such period and includes certain adjustments that are directly attributable to the transaction, which are expected to have a continuing impact on EOS, and are factually supportable, as summarized in the accompanying notes.  

The unaudited pro forma combined financial information is provided for illustrative purposes only. The unaudited pro forma combined financial information presented herein is based on management’s estimate of the effects of the reverse merger, had such transaction occurred on the dates indicated herein, based on currently available information and certain assumptions and estimates that the Company believes are reasonable under the circumstances. The unaudited pro forma combined financial information is not necessarily indicative of the results of operations or financial position that actually would have been achieved had the reverse merger been consummated on the dates indicated, or that may be achieved in the future.

The unaudited pro forma combined financial information presented herein should be read in conjunction with the financial statements contained elsewhere in this Current Report on Form 8-K/A, as filed with the Securities and Exchange Commission, Cellteck’s Annual Report on Form 10-K for the year ended December 31, 2011, as filed with the Securities and Exchange Commission on March 30, 2012, and Cellteck’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012, as filed with the Securities and Exchange Commission on November 19, 2012.

(A)        As of the closing of the transaction, each issued and outstanding share of common stock of EOS, was automatically converted into one share of Cellteck Series B preferred stock.

(B)        To adjust Cellteck stockholders’ equity (deficiency) accounts to reflect the effects of the recapitalization, 40,000,000 shares of Cellteck Series A preferred stock converted into 100,000 shares of Series B preferred stock; and the holders of $150,000 of outstanding indebtedness converted such debt into 5,900,000 shares of Series B preferred stock.

(C)        Pro forma basic and diluted loss per common share is based on the weighted average number of common shares which would have been outstanding during the period if the recapitalization had occurred at September 30, 2012, and reflects the exchange of common stock of EOS for the Series B preferred stock of Cellteck.  In computing pro forma diluted net loss per share, no effect has been given to common shares issuable upon conversion of the Series B stock as the effect would be anti-dilutive.

The unaudited pro forma combined financial statements do not include any adjustment for non-recurring costs incurred or to be incurred after September 30, 2012 by both EOS and Cellteck to consummate the Reverse Merger, except as noted above.  Merger costs include fees payable for investment banking services, legal fees and accounting fees.  Such costs will be expensed as incurred.