BRAVO ENTERPRISES LTD. - FORM 10-Q

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EXCEL - IDEA: XBRL DOCUMENT - BRAVO ENTERPRISES LTD.	Financial_Report.xls
EX-32.1 - CERTIFICATION - BRAVO ENTERPRISES LTD.	ogng_ex321.htm
EX-31.1 - CERTIFICATION - BRAVO ENTERPRISES LTD.	ogng_ex311.htm
EX-32.2 - CERTIFICATION - BRAVO ENTERPRISES LTD.	ogng_ex322.htm
EX-31.2 - CERTIFICATION - BRAVO ENTERPRISES LTD.	ogng_ex312.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2014

¨ Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ______________ to ______________

Commission File Number: 0-13597

Bravo Enterprises Ltd.

(Exact name of small business issuer as specified in it’s charter)

Nevada

(State or other jurisdiction of incorporation or organization)

88-0195105
(I.R.S. Employer Identification No.)

35 South Ocean Avenue,

Patchogue, New York,

11772

(Address of principal executive offices)

888-488-6882

(Issuer’s telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ¨ Yes ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	x
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes x No

APPLICABLE ONLY TO CORPORATE ISSUERS

On November 14, 2014, there were 76,576,030 shares outstanding of the issuer’s common stock.

INDEX PAGE

PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements	3

	Condensed Balance Sheet as of September 30, 2014 (Unaudited) and December 31, 2013	3

	Condensed Statements of Operations For the Three and Nine Month Periods Ended September 30, 2014 and 2013, and the Period from January 1, 1996 (inception) through September 30, 2014 (Unaudited)	4

	Condensed Statements of Cash Flows For the Nine Months Ended September 30, 2014 and 2013, and the Period from January 1, 1996 (inception) through September 30, 2014 (Unaudited)	5

	Condensed Statements of Other Comprehensive Loss For the Three and Nine Month Periods Ended September 30, 2014 and 2013 and the Period from January 1, 1996 (inception) through September 30, 2014 (Unaudited)	6

	Notes To Financial Statements (Unaudited)	7

Item 2.	Management's Discussion and Analysis or Plan of Operation	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	20
Item 4T	Controls and Procedures	20

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 3.	Defaults Upon Senior Securities	22
Item 4.	Mine Safety Disclosures	23
Item 5.	Other Information	23
Item 6.	Exhibits	24

SIGNATURES		25

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

BRAVO ENTERPRISES LTD.

(A Development Stage Company)

CONDENSED BALANCE SHEETS

	September 30, 2014			December 31, 2013
	(Unaudited)
ASSETS

CURRENT ASSETS
Cash	$	3,823		$	14,206
Accounts Receivable		6,454			-
Prepaid Expenses		4,050			23,400
Inventory		16,461			-
TOTAL CURRENT ASSETS		30,788			37,606

Available for sale securities – related parties		8,913			36,795
Intangible assets – net of amortization of $ 93,296 (2013 - $82,930) and write-down of exclusive license agreement of $224,247 (2013 - $ Nil)		-			234,613

TOTAL ASSETS	$	39,701		$	309,014

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	478,886		$	498,935
Due to related parties		198,150			56,129
TOTAL CURRENT LIABILITIES		677,036			555,064

COMMITMENTS AND CONTINGENCIES		45,533			45,533


STOCKHOLDERS’ EQUITY (DEFICIT)
Convertible preferred stock:
- Class A voting stock, $0.001 par value, 5,000,000 shares authorized		-			-
- Class B voting stock, $0.001 par value, 5,000,000 shares authorized		-			-
Common stock, $0.001 par value, 500,000,000 shares authorized 71,076,030 (December 31, 2013 – 152,476,030) shares issued and outstanding		71,076			152,476
Additional paid-in capital		25,859,316			26,413,116
Shares to be cancelled		-			(1,175,200	)
Deferred compensation		(390,000	)		(26,932	)
Deficit accumulated during the development stage		(21,770,410	)		(21,230,076	)
Deficit accumulated prior to the development stage		(4,460,633	)		(4,460,633	)
Accumulated other comprehensive income		7,783			35,666
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)		(682,868	)		(291,583	)

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	39,701		$	309,014

The accompanying notes are an integral part of these condensed financial statements

BRAVO ENTERPRISES LTD.
CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,						For the period from January 1, 1996 (inception) to September 30,
	2014			2013			2014			2013			2014
REVENUES- Water Unit Sales–related party distributors	$	10,616		$	3,500		$	58,201		$	4,800		$	93,974
- Water Unit Sales - other		-			-			-			4,104			4,703
TOTAL REVENUES		10,616			3,500			58,201			8,904			98,677

COST OF GOODS SOLD		4,810			2,400			31,436			5,365			57,201

GROSS PROFIT		5,806			1,100			26,765			3,539			41,476

GENERAL & ADMINISTRATIVE EXPENSES
Litigation settlement		-			-			-			-			2,291,070
Management and consulting fees		47,065			33,081			171,823			177,454			5,397,189
Consulting fees – stock based compensation		-			-			-			-			1,989,869
Exploration costs		-			-			-			-			113,678
Loss on settlement of debt		-			-			-			-			718,784
General and administrative		26,972			27,281			95,713			85,093			3,141,331
Marketing services		23,741			-			38,741			-			38,741
Professional fees		6,542			6,066			28,437			24,648			1,292,235
Amortization		-			20,733			10,366			62,198			93,296
Interest expense		-			-			-			-			143,815
Research and development costs		-			-			-			-			285,231
Software development costs		-			-			-			-			737,300

TOTAL GENERAL & ADMIN. EXPENSES		104,320			87,161			345,080			349,393			16,242,539

OTHER (INCOME ) EXPENSES
Interest, Royalty and Other Income		-			-			-			-			(82,138	)
(Gain)/loss on sale of securities – related parties		-			-			(2,228	)		-			(23,769	)
Property option income		-			-			-			-			(130,000	)
Write-down of securities – Wee-Cig International		-			-			-			-			258,580
Write-down of securities – Golden Star Enterprises		-			-			-			-			15,768
Write-down of interest in ACGT Corporation		-			-			-			-			1,406,000
Write-down of interest in oil and gas properties		-			-			-			-			3,815,659
Write-down of exclusive license agreement		-			-			224,247						224,247
Loss on Iceberg Drive Inn Investment		-			-			-			-			85,000

TOTAL OTHER (INCOME ) EXPENSES		-			-			222,019			-			5,569,347

Loss before Income Taxes		(98,514	)		(86,061	)		(540,344	)		(345,854	)		(21,770,410	)
Income Tax Provision		-			-			-			-			-

NET LOSS FOR THE PERIOD	$	(98,514	)	$	(86,061	)	$	(540,334	)	$	(345,854	)	$	(21,770,410	)

BASIC AND DILUTED NET LOSS PER SHARE	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING		71,076,030			152,321,084			82,680,426			149,607,901

The accompanying notes are an integral part of these condensed financial statements

BRAVO ENTERPRISES LTD.

(A development stage company)

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine Months Ended September 30,						For the period from January 1, 1996 (inception) to September 30,
	2014			2013			2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(540,334	)	$	(345,854	)	$	(21,770,410	)
Adjustments to reconcile net loss to net cash used in operating activities:
- amortization of license		10,366			62,198			93,296
- fees and services paid for with common shares		176,932			47,796			3,814,678
- non cash research and development		-			-			105,000
- other stock-based compensation		-			-			1,989,468
- interest paid for with common shares		-			-			80,872
- loss on settlement of debt		-			-			718,784
- software development costs paid for with common shares		-			-			600,000
- non cash exploration costs		-			-			110,000
- write-down of interest in oil and gas properties		-			-			2,970,722
- write-down of equities in Wee-Cig International Corporation		-			-			258,580
- write-down of equities in Golden Star Enterprises Ltd.		-			-			15,768
- write-down of interest in ACGT Corporation		-			-			2,250,937
- write-down of exclusive license agreement		224,247			-			224,247
- loss on Iceberg Drive Inn investment		-			-			85,000
- (Gain)/loss on sale of securities held for resale – related parties		(2,228	)		-			(24,044	)
- non cash option income received in shares		-			-			(130,000	)
Changes in operating assets and liabilities:
- interest accrued on promissory notes receivable		-			-			(63,136	)
- other non-cash expenses		-			-			2,557,382
- net changes in working capital items		(7,154	)		(46,982	)		235,112
- inventory		(16,461	)		-			(16,481	)

CASH FLOWS USED IN OPERATING ACTIVITIES		(154,632	)		(282,842	)		(5,894,205	)

CASH FLOWS FROM INVESTING ACTIVITIES
Interest received on promissory notes receivable		-			-			63,136
Investment in Iceberg Acquisition Corporation		-			-			(120,000	)
Proceeds from sale of securities – related party		2,228			-			139,018
Interest in oil and gas properties, net of finders fees		-			-			(1,522,804	)

CASH FLOWS USED IN INVESTING ACTIVITIES		2,228			-			(1,440,650	)

CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds on sale of common stock		-			167,500			5,391,025
Net advances (to) from related parties		142,021			29,862			1,527,653
Advances receivable		-			-			420,000

CASH FLOWS PROVIDED BY FINANCING ACTIVITIES		142,021			197,362			7,338,678

NET INCREASE (DECREASE) IN CASH		(10,383	)		(85,480	)		3,823

CASH, BEGINNING OF PERIOD		14,206			86,781			-

CASH, END OF PERIOD	$	3,823		$	1,301		$	3,823

See Supplemental Cash Flow Information (Note 8).

The accompanying notes are an integral part of these condensed financial statements

BRAVO ENTERPRISES LTD.

(A development stage company)

CONDENSED STATEMENTS OF OTHER COMPREHENSIVE (LOSS)

(Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,						For the period from January 1, 1996 (inception)to September 30,
	2014			2013			2014			2013			2014

NET LOSS	$	(98,514	)	$	(86,061	)	$	(540,334	)	$	(345,854	)	$	(21,770,410	)

Unrealized gains (losses) on related party securities		(11,943	)		12,682			(27,883	)		31,928			7,783

TOTAL OTHER COMPREHENSIVE INCOME (LOSS), net of tax		(11,943	)		12,862			(27,883	)		31,928			7,783

COMPREHENSIVE INCOME (LOSS)	$	(110,457	)	$	(73,379	)	$	(568,217	)	$	(313,926	)	$	(21,762,627	)

The accompanying notes are an integral part of these condensed financial statements

BRAVO ENTERPRISES LTD.

(A development stage company)

NOTES TO CONDENSED FINANCIAL STATEMENTS

September 30, 2014

(Unaudited)

NOTE 1 – NATURE OF OPERATIONS

The Company was incorporated as Venture Investments Inc. under the Laws of the State of Nevada on November 29, 1983. The Company underwent a name change to Asdar Group on December 10, 1987, a name change to Precise Life Sciences Ltd. on April 30, 2002, a name change to Iceberg Brands Corporation on February 18, 2003, a name change to Avalon Gold Corporation on August 28, 2003, a name change to Avalon Energy Corporation on March 22, 2005, a name change to Shotgun Energy Corporation on September 25,2007 and a name change to Organa Gardens International Inc. on February 26, 2009 and a name change to Bravo Enterprises Ltd. on June 1, 2012. The Company was dormant from1991 to 1996 and currently has nominal revenue generating operations. The Company was considered a development stage company since January 1, 1996 and as a result of changing its business focus to air to water harvesting units is considered to be a development stage company. Expected operations will consist of manufacturing and distributing air to water harvesting units worldwide.

GOING CONCERN

The financial statements have been prepared on the basis of a going concern which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated any revenues or completed development of any commercially acceptable products or services to date and has incurred losses of $21,770,410 since inception. The Company will depend almost exclusively on outside capital through the issuance of common shares to finance ongoing operating losses and to fund the manufacture and distribution of the air to water harvesting units. The ability of the Company to continue as a going concern is dependent on raising additional capital and ultimately on generating future profitable operations. There can be no assurance that the Company will be able to raise the necessary funds when needed to finance its ongoing costs. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments relative to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of this uncertainty.

NOTE 2 – BASIS OF PRESENTATION

The unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Regulation S-X Article 8 “Financial Statements of Smaller Reporting Companies” as promulgated by the Securities and Exchange Commission ("SEC"). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles for complete financial statements. These unaudited interim financial statements should be read in conjunction with the audited financial statements for the period ended December 31, 2013 indexed in Form 10-K. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.

The preparation of financial statements in accordance with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company's financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions that could have a material effect on the reported amounts of the Company's financial position and results of operations. Operating results for the nine month period ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014.

Concentration of Credit Risk

Cash in bank accounts is at risk to the extent that it exceeds U.S.Federal Deposit Insurance Corporation and Canadian Deposit Insurance Corporation insured amounts. To minimize risk, the Company places its cash with high credit quality institutions. All cash is deposited in one prominent Canadian financial institution.

NOTE 2 – BASIS OF PRESENTATION (con’t.)

Fair Value of Financial Instruments
The Company’s financial instruments include cash, receivables, prepaid expenses, available-for-sale securities and due to related parties. Management believes the fair values of these financial instruments approximate their carrying values due to their short-term nature. The Company adopted ASC Topic 820-10 for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). Topic 820-10 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements Topic 820-10 defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of nonperformance risk including our own credit risk. In addition to defining fair value, Topic 820-10 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

* Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

* Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

* Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

In general, and where applicable, we use quoted prices in an active market for identical derivative assets and liabilities that are traded on exchanges. These derivative assets and liabilities are included in Level 1.The application of the three levels of the fair value hierarchy under Topic 820-10-35 to our assets and liabilities are described below:

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total Fair Value
Assets
Cash	$	3,823	$	-	$	-	$	3,823
Accounts Receivable		6,454						6,454
Prepaid Expenses		4,050						4,050
Inventory		16,461		-		-		16,461
Total	$	30,788	$	-	$	-	$	30,788

Liabilities
Current and related party	$	677,036	$	-	$	-	$	677,036
Total	$	677,036	$	-	$	-	$	677,036

Foreign Currency Translation

The financial statements are presented in United States dollars. In accordance with ASC Topic 830 “Foreign Currency Matters”, foreign denominated monetary assets and liabilities are translated to their United States dollar equivalents using foreign exchange rates that prevailed at the balance sheet date. Non-monetary assets and liabilities are translated at exchange rates prevailing at the transaction date. Revenue and expenses are translated at average rates of exchange during the year. Related translation adjustments are reported as a separate component of stockholders’ equity, whereas gains or losses resulting from foreign currency transactions are included in results of operations.

Available For Sale Securities – related parties

The Company holds marketable equity securities which are available-for-sale and as such, their carrying value is adjusted to market at the end of each reporting period. As required by ASC Topic 220 (formerly SFAS 130), unrealized gains and losses on these investments are recorded as a component of accumulated other comprehensive income (loss) and are recorded as a component of net income (loss) when realized. If there is a permanent decline in the market value of the securities, this permanent market value adjustment is taken into income in the period.

NOTE 2 – BASIS OF PRESENTATION (con’t.)

Stock-Based Compensation

On January 1, 2006, the Company adopted the fair value recognition provisions of ASC Topic 718 & 505. Prior to January 1, 2006, the Company accounted for share-based payments under the recognition and measurement provisions of ASC Topic 718. In accordance with ASC Topic 718 no compensation cost was required to be recognized for options granted that had an exercise price equal to the market value of the underlying common stock on the date of grant. . The Company uses the Black-Scholes pricing model to calculate the fair value of options and warrants issued to both employees and non-employees. Stock issued for compensation is valued using the market price of the stock on the date of the related agreement.

In addition, deferred stock compensation related to non-vested options is required to be eliminated against additional paid-in capital. The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with ASC Topic 718 & 505. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable.

Intangible Assets

Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350 , “Intangibles-Goodwill and Other” requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with the provisions of ASC 350. This standard also requires that intangible assets with definite useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment. The Company's intangible assets consist of the acquisition of the license to import and distribute wine & liquor products and various brands and labels. The Company determined that the intangibles have an estimated useful life of 18 years and will be reviewed annually for impairment. Amortization will be recorded over the estimated useful life of the assets using the straight-line method for financial statement purposes. The Company will commence amortization when the economic benefits of the assets begin to be consumed in January, 2013. Other intangibles are carried at acquisition cost less accumulated amortization. Amortization is provided over the estimated useful lives of the assets on straight line basis per annum.

Definite life intangible assets are tested for recoverability whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. These tests involve the use of estimates and assumptions appropriate in the circumstances. In assessing fair value, valuation models are used that include discounted cash flows. The models use assumptions that include levels of growth in assets under management from net sales and market, pricing and margin changes, synergies achieved on acquisition, discount rates, and observable data for comparable transactions. In February 2014, the Company’s intangible assets were terminated by mutual agreement and the exclusive license agreement was written down to $Nil.

Income Taxes

The Company follows the liability method of accounting for income taxes as set forth in ASC Topic 740-10. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment. A valuation allowance is provided for deferred tax assets if it is more likely than not that the Company will not realize the future benefit, or if the future deductibility is uncertain. In accordance with ASC 740-10. This interpretation introduces a new approach that changes how enterprises recognize and measure tax benefits associated with tax positions and how enterprises disclose uncertainties related to income tax positions in their financial statements.

NOTE 2 – BASIS OF PRESENTATION (con’t.)

Inventory

Inventories consist of merchandise held for sale in the ordinary course of business, including cost of freight and other miscellaneous acquisition costs, and are stated at the lower of cost, or market determined on the first-in-first-out basis. The Company records a write-down for inventories, which have become obsolete or are in excess of anticipated demand or net realizable value. The Company performs a detailed review of inventory each period that considers multiple factors including demand forecasts, market conditions, product life cycle status, product development plans and current sales levels. If future demand or market conditions for the Company’s products are less favorable than forecasted or if unforeseen changes negatively affect the utility of the Company’s inventory, it may be required to record additional write-downs, which would negatively affect gross margins in the period when the write-downs are recorded. If actual market conditions are more favorable, the Company may have higher gross margins when products incorporating inventory that were previously written down are sold.

Revenue Recognition

Sales are recognized upon purchase by customers at our product facility. All sales at our product facility are final, allowing for no sales returns. As at September 30, 2014, $6,454 (2013- $Nil) is in accounts receivable from the sale of water units.

Recent Accounting Pronouncements

On June 10, 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, Development Stage Entities (Topic 915). Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued.

In August 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Updates (ASU) 2014-15 requiring an entity’s management to evaluate whether there are conditions or events, considered in aggregate, that raise substantial doubt about entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable). The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted.

NOTE 3 – AVAILABLE-FOR-SALE SECURITIES – RELATED PARTIES

Golden Star Enterprises Ltd.

During 2004, the Company received 111,111 restricted Rule 144 shares of Golden Star Corporation (“Golden Star”), a public company with directors and significant shareholders in common. The restricted shares were received as non-refundable consideration pursuant to agreements with Golden Star dated November 10, 2004 and December 10, 2004 to acquire certain mineral property interests from the Company. These agreements were subsequently terminated.

Effective December 31, 2004 the Company recorded, as other comprehensive loss for the year, a $10,000 unrealized loss in the carrying value of its shares of Golden Star. During the years ended December 31, 2005 and 2006 the Company recorded additional unrealized losses in the carrying value of its shares of Golden Star totalling $90,000 and $8,889 respectively, which were recorded as other comprehensive loss for those years. During the year ended December 31, 2007, the Company sold 2,500 shares resulting in a realized gain of $165 and recorded an additional unrealized loss of $473 in 2007. During the year ended December 31, 2008, the Company sold 10,000 shares resulting in a realized loss of $800 and recorded an additional unrealized loss of $15,026 to December 31, 2008. As a result, the carrying value of the available for sale shares of Golden Star is $2,712 as at December 31, 2008.

During the year ended December 31, 2009, the Company recorded an unrealized gain of $1,232. As a result, the carrying value of the available for sale shares of Golden Star is $3,945 as at December 31, 2009.

During the year ended December 31, 2010, the Company sold Nil Golden Star shares and recorded an unrealized gain of $11,774. As a result, the carrying value of the available for sale shares of Golden Star is $2,860 as at December 31, 2010. Effective December 31, 2010, the Company recorded a $12,859 write-down of its investment in Golden due to an other-than-temporary decline in the value of the shares.

During the year ended December 31, 2011, the Company sold Nil Golden Star shares and recorded an unrealized loss of $2,623. As a result, the carrying value of the available for sale shares of Golden Star is $237 as at December 31, 2011. Effective December 31, 2011, the Company recorded a $2,909 write-down of its investment in Golden due to an other-than-temporary decline in the value of the shares.

During the year ended December 31, 2012, the Company sold Nil Golden Star shares and recorded an unrealized loss of $148. As a result, the carrying value of the available for sale shares of Golden Star is $89 as at December 31, 2012.

NOTE 3 – AVAILABLE-FOR-SALE SECURITIES – RELATED PARTIES (con’t.)

During the year ended December 31, 2013, the Company sold Nil Golden Star shares and recorded an unrealized loss of $57. As a result, the carrying value of the available for sale shares of Golden Star is $32 as at December 31, 2013. In July of 2013, the Golden Star shares held were subject to a 1:40 reverse split.

During the nine month period ended September 30, 2014, the Company sold Nil Golden Star shares and recorded an additional unrealized gain of $117 to September 30, 2014. As a result, the carrying value of the available for sale shares of Golden Star is $149 as at September 30, 2014.

Wee-Cig International Corporation

During 2003 the Company settled an outstanding debt receivable of $122,988 from Wee-Cig International Corporation (“Wee-Cig”) for the issue of 1,229,880 restricted shares of Wee-Cig representing a then 9.8% interest in Wee-Cig. During 2004, the Company wrote this investment down to $1 because management determined that it was not recoverable within a reasonable period of time.

Effective December 31, 2007, the Company recorded, as other comprehensive income for the year, a $604,440 unrealized gain in the carrying value of its shares of Wee-Cig.

During the year ended December 31, 2008, the Company sold 150,000 Wee-Cig shares resulting in a realized gain of $26,100 and recorded an additional unrealized gain of $270,562 to December 31, 2008. As a result, the carrying value of the available for sale shares of Wee-Cig was $885,502 as at December 31, 2008.

During the year ended December 31, 2009, the Company sold 30,985 Wee-Cig shares resulting in a realized loss of $2,987 (net of commissions of $595) and recorded an additional unrealized loss of $797,161 to December 31, 2009. As a result, the carrying value of the available for sale shares of Wee-Cig is $ 62,934 as at December 31, 2009.

During the year ended December 31, 2010, the Company the Company received 2,627,440 restricted shares of Wee-Cig valued to $131,372 pursuant to a debt settlement and sold Nil Wee-Cig shares. The Company recorded an unrealized gain in the carrying value of its available-for-sale securities totaling $35,021, which was recorded as other comprehensive income (loss). As a result, the carrying value of the available for sale shares of Wee-Cig is $58,822 as at December 31, 2010. Effective December 31, 2010, the Company recorded a $78,823 write-down of its investment in Wee-Cig due to an other-than-temporary decline in the value of the shares.

During the year ended December 31, 2011, the Company sold Nil Wee-Cig shares and recorded an unrealized loss of $52,939. As a result, the carrying value of the available for sale shares of Wee-Cig is $5,882 as at December 31, 2011. Effective December 31, 2011, the Company recorded a $51,469 write-down of its investment in Wee-Cig due to an other-than-temporary decline in the value of the shares.

During the year ended December 31, 2012, the Company sold Nil Wee-Cig shares and recorded an unrealized loss of $2,941. As a result, the carrying value of the available for sale shares of Wee-Cig is $2,941 as at December 31, 2012.

During the year ended December 31, 2013, the Company sold Nil Wee-Cig shares and recorded an unrealized gain of $33,822. As a result, the carrying value of the available for sale shares of Wee-Cig is $36,763 as at December 31, 2013. In November of 2013, the Wee-Cig shares held were subject to a 1:9 reverse split.

During the nine month period ended September 30, 2014, the Company sold 32,377 Wee-Cig shares for proceeds of $2,228 and recorded an additional unrealized loss of $27,999 to September 30, 2014. As a result, the carrying value of the available for sale shares of Wee-Cig is $8,764 as at September 30, 2014.

Available for sale securities – related parties include the following:

	September 30,		December 31,
	2014		2013

376,105 (2013-408,402) shares of Wee-Cig International Corporation	$	8,764	$	36,763
2,465 (2013- 2,465) shares of Golden Star Enterprises Ltd.		149		32
	$	8,913	$	36,795

NOTE 4 – INTANGIBLE ASSETS

On November 23, 2012, the Company signed an Exclusive Licensing Agreement with Water-For-The-World-Manufacturing Inc. of Wellpinit, Washington with respect to its commercial atmospheric water harvester system.

Water-For-The-World-Manufacturing Inc. is a leader in the design, manufacture and distribution of water from air systems known as Air-to-Water Harvesters that extracts moisture from the air through a dehumidification process then filters and purifies the water for consumption. The company has developed a unique air drive system that will enable the machine not only to be powered through a conventional power source but also in emergency situations the machine can be powered directly from an engine using its patented drive system. The atmospheric water harvester can produce up to 3000 gallons of drinking water under optimum conditions.

Water-For-The-World-Manufacturing Inc. has appointed Bravo Enterprises Ltd. as its exclusive worldwide manufacturing and sales representative for the consideration of 120,000,000 restricted common shares of Bravo Enterprises Ltd. The company has proven concept and developed a production model exclusively for the generation of water for human consumption.

A portion of the 120,000,000 restricted common share consideration is being received by certain shareholders that also owned shares in Bravo Enterprises Ltd. prior to the November 23, 2012 agreement. The value of these shares considered a related party portion is $67,257 and as such, this amount has been eliminated from the transaction.

Intangible assets include the following:

	September 30,			December 31,
Description	2014			2013
18 year general license to manufacture and distribute water units	$	1,560,000		$	1,560,000
Less: related party portion of consideration for license		(67,257	)		(67,257	)
Less: accumulated amortization		(93,296	)		(82,930	)
Balance	$	1,399,447		$	1,409,813
Less: value of shares cancelled and returned to treasury		(1,175,200	)		(1,175,200	)
Less: write-down of exclusive license		(224,247	)		-

Balance	$	Nil		$	234,613

In February, 2014, the Company and Water For The World Manufacturing Inc. formally terminated the exclusive licensing agreement dated November 23, 2012 with certain provisions. Specifically, in consideration for the goodwill generated during the period of the exclusive license agreement between Water For The World Manufacturing Inc. and Bravo Enterprises Ltd., certain private transactions involving the beneficial owners of some of the 120,000,000 restricted common shares issued will be honored. These private transactions transpired prior to the cancellation of the above mentioned exclusive license agreement. As such 90,400,000 restricted common shares valued at $1,175,200 were cancelled and returned to treasury and the license was written down to $Nil.

Related Agreement:

On August 12, 2013, the Company signed a marketing and sales agreement with Splash Water Solutions Canada Ltd., a privately owned Company based in British Columbia, Canada. The agreement calls for Splash Canada to set up at least one showroom store to market Bravo’s Atmospheric Water Harvesting Machine, the AIRMAX 3000. Under the terms of the agreement, Splash Canada must meet minimum purchase order requirements from Bravo of the AIRMAX 3000 and branded accessories in order to maintain its exclusive marketing rights for Canada annually and non-exclusive rights for the rest of the world.

NOTE 5 – DEFERRED COMPENSATION

On July 16, 2012 the Company entered into an agreement with Palisades Financial Ltd. (“Palisades”), a private company controlled by a significant shareholder, with a two year term, whereby Palisades provides investor relations services to the Company (valued at $27,625) in exchange for 1,250,000 restricted shares of the Company’s common stock.

On July 16, 2012, the Company entered into an agreement with 1063244 Alberta Ltd. (“1063244”), a private company controlled by a significant shareholder, with a two-year term, whereby 1063244 provides investment-banking services to the Company (valued at $33,150) in exchange for 1,500,000 restricted shares of the Company’s common stock.

On July 16, 2012, the Company entered into agreements with two consultants, for a two year term, whereby the consultants provide consulting services to the Company (valued at $38,675) in exchange for 1,750,000 shares of the Company’s common stock.

On February 15, 2014, the Company entered into a consulting agreement with Charlton Investments Ltd. (“Charlton”), a private company controlled by a significant shareholder, with a two-year term, whereby Charlton provides consulting services to the Company regarding its new line of air to water harvesting units (valued at $180,000) in exchange for 1,500,000 restricted shares of the Company’s common stock.

On February 15, 2014, the Company entered into a consulting agreement with Compte De Sierge Accomodative Corp. Limited (“Compte”), a private Hong Kong corporation, with a two-year term, whereby Compte provides consulting services to the Company regarding its new line of air to water harvesting units (valued at $180,000) in exchange for 1,500,000 restricted shares of the Company’s common stock.

On May 1, 2014, the Company entered into a marketing agreement with an individual, with a two-year term, whereby the provides marketing services to the Company regarding its new line of air to water harvesting units (valued at $90,000) in exchange for 3,000,000 restricted shares of the Company’s common stock.

On May 1, 2014, the Company entered into a marketing agreement with Holm Investments Limited (“Holm”), a private Nevada corporation, with a two-year term, whereby Holm provides marketing services to the Company regarding its new line of air to water harvesting units (valued at $90,000) in exchange for 3,000,000 restricted shares of the Company’s common stock.

The Company amortizes the costs of these services over the respective terms of the contracts. During the nine months ended September 30, 2014 and 2013, the Company recorded amortization of deferred compensation totaling $176,932 and $47,796 respectively. As of September 30, 2014 the unamortized portion of the deferred compensation totaled $390,000 (December 31, 2013 - $26,932).

NOTE 6 – STOCKHOLDERS’ EQUITY

(1) 2014 Stock Transactions- During the nine months ended September 30, 2014:

(a) The Company cancelled 90,400,000 restricted common shares valued at $1,175,200 pursuant to the termination of the exclusive licensing agreement dated November 23, 2012.

(b) The Company issued 3,000,000 restricted common shares valued at $360,000 to two shareholders pursuant to deferred compensation agreements dated February 15, 2014.

(c) The Company issued 6,000,000 restricted common shares valued at $180,000 to two shareholders pursuant to deferred compensation agreements dated May 1, 2014.

NOTE 6 – STOCKHOLDERS’ EQUITY (con’t.)

(2) 2013 Stock Transactions- During the nine months ended September 30, 2013:

(a) The Company issued 80,000 restricted common shares valued at $8,000 to a consultant for her services earned in 2012.

(b) The Company issued 800,000 restricted common shares for cash in the amount of $80,000 pursuant to private placement subscription agreements.

(c) The Company issued 62,500 restricted common shares for cash received in 2012 in the amount of $5,000 pursuant to a private placement subscription agreement.

(d) The Company issued 225,000 restricted common shares for cash in the amount of $35,000 pursuant to three private placement subscription agreements.

(e) The Company issued 4,000,000 common shares for cash in the amount of $52,000 pursuant to the exercise of incentive stock options in accordance with the 2012 Stock Option Plan.

(f) The Company issued 10,000 restricted common shares valued at $3,000 to a consultant for his services.

(3) 2014 Stock Options

The Company’s stock option activity is as follows:

	Number of options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)
Balance, December 31, 2012		7,000,000			0.013		5.00
Granted during the period		-			-		-
Exercised during the period		(4,000,000	)		-		-
Balance, December 31, 2013		3,000,000			0.013		5.00
Granted during the period		-			-		-
Exercised during the period		-			-		-
Balance September 30,2014		3,000,000			0.013		5.00

(4) 2013 Stock Options

The Company’s stock option activity is as follows:

	Number of options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)
Balance, December 31, 2011		-			-		-
Granted during 2012		26,000,000			0.013		5.00
Exercised during 2012		(19,000,000	)		0.013
Balance, December 31, 2012		7,000,000			0.013		5.00
Granted during the period		-			-		-
Exercised during the period		(4,000,000	)		-		-
Balance September 30,2013		3,000,000			0.013		5.00

On December 7, 2012 the Company filed Registration Statements on Form S-8 to register 26,000,000 to be issue pursuant to the Company’s 2012 Stock. Incentive and Option Plan. All 26,000,000 shares have been granted and 23,000,000 have been exercised under the December 2012 Stock Option Plan. In 2012, the Company recognized stock-based compensation of $70,000 in accordance with SFAS 123R which represented the fair value of stock options granted to consultants in exchange for services rendered to the Company.

NOTE 7 – RELATED PARTY TRANSACTIONS

During the nine months ended September 30, 2014, the Company incurred $7,600 (2013 -$11,400) in fees to directors.

During the nine months ended September 30, 2014, the Company incurred $32,394 (2013 -$130,064) in consulting and management fees to shareholders or companies controlled by shareholders.

During the nine months ended September 30, 2014, the Company incurred $22,973 (2013 - $25,517) in rent and office expenses to a private company controlled by a shareholder.

During the nine months ended September 30, 2014, certain individuals and companies controlled by significant shareholders earned $176,932 (2013 - $47,796) pursuant to the expired portion of deferred compensation agreements (see Note 5).

The following amounts are due to related parties at:

	September 30, 2014		December 31, 2013

Significant shareholders	$	198,150	$	56,129

NOTE 8 – SUPPLEMENTAL CASH FLOW INFORMATION

	Nine Months Ended September 30,
	2014		2013
Cash paid during the period for:
Interest	$	-	$	-
Income taxes	$	-	$	-

During the nine months ended September 30, 2014:

(a) The Company cancelled 90,400,000 restricted common shares valued at $1,175,200 pursuant to the termination of the exclusive licensing agreement dated November 23, 2012.

(b) The Company issued 3,000,000 restricted common shares valued at $360,000 to two shareholders pursuant to deferred compensation agreements dated February 15, 2014.

(c) The Company issued 6,000,000 restricted common shares valued at $360,000 to two shareholders pursuant to deferred compensation agreements dated May 1, 2014.

During the nine months ended September 30, 2013:

(a) The Company issued 80,000 restricted common shares valued at $8,000 to a consultant for her services earned in 2012.

(b) The Company issued 800,000 restricted common shares for cash in the amount of $80,000 pursuant to private placement subscription agreements.

(c) The Company issued 62,500 restricted common shares for cash received in 2012 in the amount of $5,000 pursuant to a private placement subscription agreement.

(d) The Company issued 225,000 restricted common shares for cash in the amount of $35,000 pursuant to three private placement subscription agreements.

(e) The Company issued 4,000,000 common shares for cash in the amount of $52,000 pursuant to the exercise of incentive stock options in accordance with the 2012 Stock Option Plan.

(f) The Company issued 10,000 restricted common shares valued at $3,000 to a consultant for his services.

NOTE 9 – INCOME TAXES

As of September 30, 2014, the Company had net operating loss carryforwards of approximately $26,000,000 that may be available to reduce future years' taxable income and will expire between the years 2014 - 2034. Availability of tax losses is subject to change of ownership limitations under Internal Revenue Code 382. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carryforwards.

NOTE 10 – COMMITMENTS AND CONTINGENCIES

On February 21, 2002, the Company issued 350,000 shares valued at $119,000 to Empire Sterling Corporation for services to be rendered with respect to the acquisition of ACGT Corporation (“ACGT”). The shares were to be held in trust and not sold until all necessary financing was in place to complete the ACGT acquisition. Empire Sterling Corporation breached the trust agreement and the Company placed a stop transfer on these shares and requested they be returned to the Company. Empire Sterling Corporation failed to return the share certificate and as such, the Company commenced court proceedings against the principals of Empire Sterling Corporation. The Company argued for an interim injunction against all parties and was successful. On May 9, 2002, the Court ordered Empire Sterling Corporation to deposit the shares with the Court pending judicial disposition. The Company continued to file legal process claiming ownership of the shares and breach of trust inter alia. The Company was successful and has now applied to have the share certificates released and subsequently cancelled. As of September 30, 2014, the Company is still in the process of having the certificates released.

In February, 2008, the Company received a demand notice from CGG Veritas for failure to pay an outstanding balance of $317,380 pursuant to a Master Agreement and Job Supplement for the Shotgun Draw 2D Seismic Program in Utah. In accordance with Section 15.3 of the Master Agreement and Job Supplement dated March 21, 2007, CGG has demanded payment by April 25, 2008. If CGG Veritas is forced to proceed with litigation of this matter, it will seek reimbursement of its attorneys’ fees and expenses related to the litigation. The Company is currently examining various alternatives to resolve this matter. CGG Veritas has not proceeded with litigation as of September 30, 2014.

The Company conducts busines in Canada and the Goods and Services Tax is defined in law at Part IX of the Excise Tax Act. GST is levied on supplies of goods or services purchased in Canada and includes most products, except certain politically sensitive essentials such as groceries, residential rent, and medical services, and services such as financial services. Businesses that purchase goods and services that are consumed, used or supplied in the course of their "commercial activities" can claim "input tax credits" subject to prescribed documentation requirements (i.e., when they remit to the Canada Revenue Agency the GST they have collected in any given period of time, they are allowed to deduct the amount of GST they paid during that period). In 2013, the Company received a demand from Canada Revenue Agency to file outstanding corporate income tax returns for the years 2000-2012 as required under GST rules. The Company filed these returns and all of the returns had $Nil tax payable. However, Canada Revenue Agency imposed late filing penalties and interest totalling $45,533 for the corporate tax returns. The Company has filed notices of objection for all the years 2000-2012 to dispute the penalties and interest. The Company received a response from Canada Revenue Agency with respect to the Company’s notices of objection filed for the years 2000-2012, whereby they have upheld their assessments for the years 2000-2012 for late filing and penalties totaling $45,533 for the corporate tax returns. The Company is currently examining various alternatives to resolve this matter.

On August 1, 2012, the Company has leased 1250 sq. ft of office space from Holm Investments Ltd. at $2,500 per month for a period of 3 years with a renewal option.

Payments		2014				2015				2016				TOTAL
Office Rent		$	30,000			$	30,000			$	30,000			$	90,000

NOTE 11 – SUBSEQUENT EVENT

In October, 2014, the Company issued 5,500,000 restricted common shares valued at $121,550 pursuant to a two year investment banking agreement.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

The following should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The discussion contains forward‑looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward‑looking statements.

Our Company, Bravo Enterprises Ltd., was formed under the laws of the State of Nevada on November 29, 1983 under the name Venture Group, Inc. On February 11, 1986, an amendment to the Articles of Incorporation was filed changing the corporate name to Asdar Corporation. On December 10, 1987, another amendment to the Articles of Incorporation was filed changing the corporate name to Asdar Group. On February 18, 2001, Asdar Group filed a Certificate of Reinstatement with the Secretary of State of Nevada. On April 30, 2002, another amendment to the Articles of Incorporation was filed changing the corporate name to Precise Life Sciences Ltd. Additional amendments to the Articles of Incorporation were filed changing the corporate name as follows:

February 18, 2003	-	Iceberg Brands Corporation
August 28, 2003	-	Avalon Gold Corporation
March 22, 2005	-	Avalon Energy Corporation
September 25, 2007	-	Shotgun Energy Corporation
April 7, 2009	-	Organa Gardens International Inc.
June 8, 2012	-	Bravo Enterprises Ltd.

Air to Water Harvesting Units Project.

On November 23, 2012, the Company signed an exclusive licensing agreement with Water-For-The-World-Manufacturing Inc, a Company incorporated in Washington State with respect to its commercial atmospheric water harvester system.

Water-For-The-World-Manufacturing Inc is the legal and beneficial owner of all right, title, intellectual property and patent interest in with respect to certain Water Harvesting Equipment.

Water-For-The-World-Manufacturing Inc is the legal and beneficial owner of Water Harvesting Equipment and has developed packaging, accessories and promotional materials for the purposes of its sale. The Product is described as Air-to-Water Harvesters.

The harvesters feature innovative technology that operates by:

* Pulling air through a filter and coil.

* This cools the incoming air, thus producing condensation.

* It then captures the water.

* The water is pumped through a series of filtration systems and germicidal ultraviolet reactors for purification.

Bravo Enterprises Ltd. (“Bravo”) requested and Water For The World Manufacturing Inc. has agreed to grant Bravo, the exclusive manufacturing, distribution and marketing rights for the Water Harvesting Equipment. The term of this agreement is for a period of nine (9) years and is renewable for an additional nine (9) years.

Water For The World Manufacturing Inc. appointed Bravo its exclusive world wide manufacturing and sales representative (the "Territory") for consideration of 120,000,000 restricted common shares of Bravo to be issued to Water For The World Manufacturing Inc. and/or its nominees Bravo will use its best efforts to advertise and promote the sale of the Product and to make regular and sufficient contact with the present and prospective customers of the Company in the Territory.

Intangible assets include the following:

	September 30,			December 31,
Description	2014			2013
18 year general license to manufacture and distribute water units	$	1,560,000		$	1,560,000
Less: related party portion of consideration for license		(67,257	)		(67,257	)
Less: accumulated amortization		(93,296	)		(82,930	)
Balance	$	1,399,447		$	1,409,813
Less: value of shares cancelled and returned to treasury		(1,175,200	)		(1,175,200	)
Less: write-down of exclusive license		(224,247	)		-

Balance	$	Nil		$	234,613

As of September 30, 2014, the Company is purchasing its own line of air to water harvester units and will continue to carry on the business of distributing and selling this new line of machines. As September 30, 2014, the company has an inventory of machines valued at $16,461 (2013- $Nil).

The selection of home and office machines to be sold are the AirMax 3000, AquaPhere X,Y & Z. The selection of commercial and industrial machines to be sold are the AquaBox 100, AquaCube 200, 500, 1200, 3000 & 5000. The home and office models can produce up to 30 liters of drinking water per day based on relative humidity, while the commercial and industrial models can produce up to 5,000 liters of drinking water per day, based on relative humidity and size of the machine.

Related Agreement:

For additional information, refer to the Company’s website, www.splashwatersolutions.org or www.bravoenterprises.ws.

Liquidity and Capital Resources.

At September 30, 2014, we had total assets of $39,701. This includes a cash balance of $3,823, accounts receivable of $6,454, prepaid expenses of $4,050, inventory of $16,461, available for sale securities with a fair value of $8,913 as at September 30, 2014. As of December 31, 2013, we had total assets of $309,014. The decrease in assets was due the termination of the exclusive licensing agreement dated November 23, 2012 between the Company and Water-For-the-World- Manufacturing Inc.

At September 30, 2014, we had current liabilities of $677,036, which was represented by accounts payable and accrued liabilities of $478,886 and $198,150 due to related parties. As of December 31, 2013 we had current liabilities of $555,064. The increase in liabilities was a result of an increase in related party payables. At September 30, 2014, we had a working capital deficiency of $ 646,248 (December 31, 2013 - $517,458).

Going Concern

We do not believe that our current cash resources will be able to maintain our current operations for an extended period of time. We will be required to raise additional funds or arrange for additional financing over the next 12 months to adhere to our development schedule. No assurance can be given, however, that we will have access to additional cash in the future, or that funds will be available on acceptable terms to satisfy our working capital requirements. If we are not able to arrange for additional funding or if our officers, directors and shareholders stop advancing funds to us, we may be forced to make other arrangements for financing such as loans or entering into strategic alliances. We have not identified any alternative sources of financing.

Results of Operations

We have realized revenue of $98,677 from operations to date. Loss from operations for the three month period ended September 30, 2014 was $98,514 (2013 - $86,061). This increase in loss was due to the incurrence of more expenditures in management & consulting fees and marketing fees.

Loss from operations for the nine month period ended September 30, 2014 was $540,344 (2013 - $345,854). This increase in loss was due to the write down of the exclusive license agreement in the amount of $224,247.

From January 1, 1996 (inception) to September 30, 2014 our Company has incurred cumulative net losses during the development stage of $21,770,410, resulting primarily from the write-down of $3,815,659 in its interests in oil and gas properties, write-down of $1,406,000 in its interest in ACGT Corporation, write-down of equities in Wee-Cig International Corporation of $258,580, write-down of equities in Golden Star Enterprises Ltd. of $15,768 and also as a result of selling, general and administrative expenses including a litigation settlement of $2,291,070; management & consulting fees of $7,387,058, marketing fees of $38,741, office and general expenses of $3,141,331; professional fees of $1,292,235; interest expense of $143,815, exploration costs of $113,678, loss on settlement of debt of $718,784, software development costs of $737,300, amortization costs of $93,296 and research and development costs of $285,231. In addition, we received $130,000 in property option income as a recorded value of certain restricted shares in Golden Star Enterprises Ltd., $82,138 in interest and royalty income and a gain on the sale of securities – related parties of $23,769.

The cash and equivalents constitute our present internal sources of liquidity.

Although we are generating some revenues, our only external source of liquidity, besides sales of the air to water machines is the sale of our capital stock and any advances from officers, directors or shareholders.

Our Plan of Operation for the Next Twelve Months

We do anticipate that we will need to raise additional capital within the next 12 months in order to continue as a going concern. Bravo Enterprises Ltd. does not anticipate any significant development costs within the next 12 months, nor does Bravo Enterprises Ltd. anticipate that it will lease or purchase any significant equipment within the next 12 months. Bravo Enterprises Ltd. does not anticipate a significant change in the number of its employees within the next 12 months. However, Bravo Enterprises Ltd. does anticipate some expenditures within the next 12 months for further development of the air to water harvester units.

Off-Balance Sheet Arrangements

Our company has not entered into any off balance sheet arrangements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As of September 30, 2014, we had cash in the amount of $3,823. We have generated revenues of $98,677 revenues since inception and have incurred a net loss of $21,770,410 from our re-entry into development stage on January 1, 1996 to September 30, 2014. Our current operating funds are insufficient to cover the next phase of marketing and distribution of the air-to-water harvester units. It will have to obtain funds through entering into arrangements with collaborative partners or others to accomplish these expenditures. However, we do not have any specific plans for raising the required funds. There is no assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our anticipated expenditures.

ITEM 4T. CONTROLS AND PROCEDURES.

A company’s internal control over financial reporting is a process designed by, or under the supervision of, a public company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles (“GAAP”) including those policies and procedures that: (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company, (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures are being made only in accordance with authorizations of management and directors of the company, and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

Management is responsible for establishing and maintaining adequate internal control over financial reporting. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has assessed the effectiveness of our internal control over financial reporting as of June 30, 2014. In making this assessment, our management used the criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based upon their evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2014, the Company’s disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in the reports that the Company files or submits under the Exchange Act with the Securities and Exchange Commission (the SEC) (1) is recorded, processed, summarized and reported within the allowable time periods specified in the SEC’s rules and forms, and (2) is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

In addition, no change in the Company’s internal control over financial reporting occurred during the third quarter ended September 30, 2014, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

This quarterly report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this annual report.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company received a response from Canada Revenue Agency with respect to the Company’s notices of objection filed for the years 2000-2012, whereby they have upheld their assessments for the years 2000-2012 for late filing and penalties totaling $45,533 for the corporate tax returns. The Company is currently examining various alternatives to resolve this matter.

ITEM 1A. RISK FACTORS

Not Applicable

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS