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EX-31.1 - EXHIBIT 31.1 - UNEEQO, INC.ex31_1.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  
FORM 10-Q
 

x
QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
  
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2015
  
  
 
OR                
  
  
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934                    

Commission file number 000-54977

KORE RESOURCES INC.
(Exact name of registrant as specified in its charter)
 
Nevada
(State or other jurisdiction of incorporation or organization)
 
1101 Brickell Ave., South Tower, 8th Floor
Miami, FL 33131
(Address of principal executive offices, including zip code.)
 
(318) 470-9456
(telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days.  YES x    NO o

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   x     NO o
 
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,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  o
       Accelerated filer  o
Non-accelerated filer    o
       Smaller reporting company  x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 YES x      NO o

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:  127,500,000 shares of common stock as of May 20, 2015.
 


 
 

 
 
     KORE RESOURCES, INC.
FINANCIAL STATEMENTS
March 31, 2015
 

TABLE OF CONTENTS
 
 
 
 PART I. - FINANCIAL INFORMATION
   
 Page
     
ITEM 1
FINANCIAL STATEMENTS 
 
     
 
Unaudited Balance Sheets
3
     
 
Unaudited Statements of Operations 
4
     
 
Unaudited Statements of Cash Flows
5
     
 
Condensed Notes to Interim Financial Statements (unaudited)
6
     
ITEM 2
Management’s Discussion and Analysis of Financial Condition and Results of Operations
9
     
ITEM 3
Quantitative and Qualitative Disclosures about Market Risk
12
     
ITEM 4
Controls and Procedures
12
     
 PART II
OTHER INFORMATION
13
     
ITEM 1
Legal Proceedings
13
     
ITEM 1A 
Risk Factors
13
     
ITEM 2
Unregistered Sales of Equity Securities and Use of Proceeds
13
     
ITEM 3 
Defaults Upon Senior Securities
13
 
ITEM 4
Mine Safety Disclosures
13
     
ITEM 5 
Other Information
13
     
ITEM 6
Exhibits
13
     
SIGNATURES
 
14

 
 

 


KORE RESOURCES. INC.
BALANCE SHEETS
(UNAUDITED)
 
   
March 31,
   
June 30,
 
   
2015
   
2014
 
         
(Audited)
 
ASSETS
           
             
CURRENT ASSETS
           
Cash
  $ 2,142     $ 19,784  
Prepaid expenses
    -       2,192  
                 
TOTAL CURRENT ASSETS
    2,142       21,976  
                 
OTHER ASSETS
               
Deposits
    -       3,900  
Property, Plant and Equipment, Net of accumalated depreciation of $938 and $0, respectively
    5,314       4,426  
Intangible Assets, Net of accumulated depreciation of $2,130 and $0, respectively
    12,078       14,208  
                 
TOTAL OTHER ASSETS
    17,392       22,534  
                 
TOTAL ASSETS
  $ 19,534     $ 44,510  
                 
LIABILITIES AND STOCKHOLDERS' DEFICIT
               
                 
CURRENT LIABILITIES
               
Accounts payable
  $ 29,016     $ 1,000  
Accrued expenses
    24,280       -  
Due to related party
    3,486       58,483  
Note payable
    15,000       -  
                 
TOTAL CURRENT LIABILITIES
    71,782       59,483  
                 
COMMITMENTS AND CONTINGENCIES
               
                 
STOCKHOLDERS’ DEFICIT
               
                 
Common stock, $0.00001 par value, 150,000,000 shares authorized,  127,750,000  shares issued and
outstanding
    12,775       100  
Additional paid in capital
    262,325       -  
Subscription receivable
    (70,000 )     -  
Accumulated deficit
    (257,348 )     (15,073 )
TOTAL STOCKHOLDERS' DEFICIT
    (52,248 )     (14,973 )
                 
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
  $ 19,534     $ 44,510  

See accompanying notes to consolidated
financial statements.
 
 
3

 
 
KORE RESOURCES, INC.
STATEMENT OF OPERATIONS
(UNAUDITED)

 
   
For the
   
For the
 
   
three months
   
nine months
 
   
ended
   
ended
 
   
March 31, 2015
   
March 31, 2015
 
             
OPERATING EXPENSES
               
Consulting
    10,500       114,749  
General and administrative
    33,366       136,526  
Total Operating Expenses
    43,866       251,275  
                 
                 
NET LOSS FROM OPERATIONS
    (43,866 )     (251,275 )
                 
Other income:
               
Other income
    -       9,000  
NET LOSS BEFORE PROVISION FOR TAX
    (43,866 )     (242,275 )
                 
Provision for Income Taxes
    -       -  
                 
NET LOSS
  $ (43,866 )   $ (242,275 )
                 
Net loss per share - basic and diluted
    (0.00 )     (0.00 )
                 
Weighted average number of shares outstanding during the period - basic
and diluted
    127,750,000       127,750,000  

See accompanying notes to consolidated financial statements.
 
 
4

 
 
KORE RESOURCES, INC.
STATEMENT OF CASH FLOWS
(UNAUDITED)

 
   
For the Nine Months
 
   
Ended
 
   
March 31, 2015
 
CASH FLOWS FROM OPERATING ACTIVITIES:
     
Net loss
  $ (242,275 )
Adjustments to reconcile net loss to net cash used in operating activities:
       
Stock-based compensation
    -  
Depreciation expense
    3,068  
Changes in operating assets and liabilities:
       
    Prepaid expenses
    2,192  
    Deposits
    3,900  
Accounts payable
    28,018  
Accrued expenses
    24,280  
Due to related party
    (54,997 )
Net Cash Used In Operating Activities
    (235,814 )
         
CASH FLOWS FROM INVESTING ACTIVITIES
       
Cash paid for purchase of fixed assets
    (1,828 )
Net Cash Used In Investing Activities
    (1,828 )
         
         
CASH FLOWS FROM FINANCING ACTIVITIES:
       
Proceeds from note payable
    15,000  
Proceeds from sale of common stock
    205,000  
Net Cash Provided By Financing Activities
    220,000  
         
NET(DECREASE) IN CASH
    (17,642 )
         
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
    19,784  
         
CASH AND CASH EQUIVALENTS AT END OF PERIOD
  $ 2,142  
         
Supplemental disclosure of non cash investing & financing activities:
       
Cash paid for income taxes
  $ -  
Cash paid for interest expense
  $ -  
         
Non Cash Transactions:
       
Common stock issued in reverse merger
  $ 12,500  
Shares issued for stock subscription receivable
  $ 150,000  
 
See accompanying notes to consolidated financial statements.
 
5

 
 
KORE RESOURCES, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2015

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

Kore Resources, Inc. (the "Company") was incorporated in the State of Nevada on January 6, 2012. The Company was organized to develop and explore mineral properties in the State of Nevada.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information necessary for a comprehensive presentation of financial position and results of operations. The interim results for the period ended March 31, 2015 are not necessarily indicative of results for the full fiscal year. It is management's opinion, however that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation.


On June 30, 2014, the “Company” we entered into a Share Exchange Agreement (the “Exchange Agreement”) with WeedWeb Inc, a privately held Nevada corporation (“WeedWeb”) and Weedweb’s controlling stockholder Mary Kay Tantum (“Tantum”).  As a result of the transaction (the “Exchange”) we acquired 10,000,000 shares of common stock of WeedWeb and it became our wholly-owned subsidiary. In accordance with the terms of the Exchange Agreement, at the closing an aggregate of 15,000,000 shares of our common stock were issued to Tantum in exchange for her shares of WeedWeb. Each of us, WeedWeb and Tantum  provided customary representations and warranties, pre-closing covenants and closing conditions in the Exchange Agreement.  In connection with these transactions, Ms. Tantum  and Level Up Investments LLC entered into an agreement with Young Ju Yi, our former CEO and Director, to purchase 60,000,000 shares of our common stock from Young Ju Yi for a total purchase price of $30,000. Ms. Tantum and Level Up Investments LLC each acquired 30,000,000 shares of our common stock pursuant to this agreement.  This resulted in a change in control of the  Corporation.  Level Up Investments, LLC was not a shareholder of Weedweb, Inc. prior to its acquisition by the Corporation.  In addition to being a shareholder of the Company, Level Up Investments LLC was instrumental in finding funding for the early development stage of the Weedweb website.
 
In accordance with ASC Topic 360-10-45-15, the transaction is accounted for as a reverse acquisition and WeedWeb, Inc. is considered the accounting acquirer and the acquiree is Kore Resources, Inc. since the members of WeedWeb, Inc. obtained voting and management control of Kore Resources, Inc. the transaction has been accounted as a reverse merger and recapitalization. 
 
Immediately subsequent to the Exchange, we entered into an Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (the “Conveyance Agreement”) with our former officer and director, Mr. Young Ju Yi. Pursuant to the Conveyance Agreement, we transferred all assets and business operations associated with our mining business to Mr. Young Ju Yi. As a result of this Agreement, we are no longer pursuing our former business plan.
 
In connection with these transactions, Ms. Tantum and Level Up Investments LLC entered into an agreement with Young Ju Yi to purchase 60,000,000 shares of our common stock from Young Ju Yi for a total purchase price of $30,000.  Ms. Tantum and Level Up Investments LLC each acquired 30,000,000 shares of our common stock pursuant to this agreement.

Effective April 29, 2015, the Company entered into a Confidential Settlement and Mutual Release Agreement (the “Settlement Agreement”) with WeedWeb Inc, a privately held Delaware corporation (“WeedWeb ”) and Weedweb’s controlling stockholder Mary Kay Tantum (“Tantum”).  Pursuant to this agreement, we are to unwind the share exchange transactions which were made in connection with a share exchange agreement dated June 30, 2014, among the same parties.  The decision to unwind and rescind the transaction was in large part as a result of lack or performance and lack of consideration required pursuant to the terms of the share exchange agreement.  As a result, the parties mutually concluded that rescinding the transaction was warranted in the circumstances.
 
Kore Resources, Inc. and its wholly owned subsidiaries are herein referred to as the “Company”.
 
 
6

 
 
Use of Estimates in Financial Statements
 
The presentation 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 reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates during the period covered by these financial statements include the valuation of website costs, valuation of deferred tax asset, stock based compensation and any beneficial conversion features on convertible debt.

NOTE 2 – RECENT ACCOUNTING PRONOUNCEMENTS
 
Recent accounting pronouncements issued by FASB (including the Emerging Issues Task Force), the AICPA and the SEC, did not or are not believed by the Company management, to have a material impact on the Company’s present or future financial statements.

In June 2014, the FASB issued ASU 2014-10, "Development Stage Entities". The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder 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 in this update are applied retrospectively. The Company elected early adoption of ASU 2014-10. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements from the Company. The company elected early adoption of ASU 2014-10.
    
No other accounting pronouncements issued by FASB (including the Emerging Issues Task Force), the AICPA and the SEC, did not or are not believed by the Company management, to have a material impact on the Company’s present or future financial statements

NOTE 3 - GOING CONCERN

The Company has sustained operating losses since inception, and as of March 31, 2015 the Company has an accumulated deficit of $257,348.  These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s continuation is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtaining additional financing from its shareholders or other sources, as may be required.

The accompanying condensed financial statements have been prepared assuming that the Company will continue as a going concern. The condensed financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

Management is working to begin principal revenue generating operations; however, it may not be able to do so within the next fiscal year.  Management is also seeking to raise additional working capital through various financing sources, including the sale of the Company’s equity securities, which may not be available on commercially reasonable terms, if at all. If such financing is not available on satisfactory terms, we may be unable to continue our exploration stage business as desired and operating results will be adversely affected. In addition, any financing arrangement may have potentially adverse effects on us or our stockholders.
 
Debt financing (if available and undertaken) will increase expenses, must be repaid regardless of operating results and may involve restrictions limiting our operating flexibility. If we issue equity securities to raise additional funds, the percentage ownership of our existing stockholders will be reduced and the new equity securities may have rights, preferences or privileges senior to those of the holders of our common stock.
 
 
7

 
 
 NOTE 4 - COMMON STOCK
 
On September 1, 2014, we entered into a Funding Agreement with Craigstone Ltd., pursuant to which Craigstone agreed to purchase 2,500,000 shares of our common stock for ten cents ($0.10) per share and a warrant to acquire Five Hundred Thousand (500,000) shares of common stock of the Company at an exercise price of Twenty Cents ($0.20) per share. The Company initially received $100,000 in cash from Craigstone and recorded a stock subscription receivable of $150,000; of that amount $50,000 has been received. As of March 31, 2015, the Company has received a total of $180,000 of the purchase price. The remaining $70,000 is recorded as a stock subscription receivable. The Company anticipates collection of the remaining balance before June 30, 2015.
 
On September 5, 2014 we entered into a Funding Agreement with Maverick LLC., pursuant to which Maverick  agreed to purchase 250,000 shares of our common stock for ten cents ($0.10) per share, for a total purchase price of $25,000.
 
Both Craigstone and Maverick funding agreements remain unchanged as result of the unwind of the merger.
 
NOTE 5 – RELATED PARTIES
 
Between April 22, 2014 (Inception) to December 31, 2015, a related party paid operating expense for the Company as of  March  31, 2015 the related party is owed a total amount of $3,486.  A separate related party also paid for the intangible and fixed assets for the Company in the amount of $18,634.
 
 NOTE 6 – NOTE PAYABLE

On November 14, 2014 the Company entered into a promissory note in the amount of $15,000. The note is due on May 14, 2015 and is non interesting bearing.  If the note is not repaid by May 14, 2015 it shall bear interest at a rate of 15% per annum. The unwind of the merger has no effect on this note.

NOTE 7 – SUBSEQUENT EVENTS

Effective April 29, 2015, the Company entered into a Confidential Settlement and Mutual Release Agreement (the “Settlement Agreement”) with WeedWeb Inc, a privately held Delaware corporation (“WeedWeb ”) and Weedweb’s controlling stockholder Mary Kay Tantum (“Tantum”).  Pursuant to this agreement, we are to unwind the share exchange transactions which were made in connection with a share exchange agreement dated June 30, 2014, among the same parties.  The decision to unwind and rescind the transaction was in large part as a result of lack or performance and lack of consideration required pursuant to the terms of the share exchange agreement.  As a result, the parties mutually concluded that rescinding the transaction was warranted in the circumstances.

As a result of unwinding the transactions, WeedWeb will no longer be our subsidiary as we have agreed to return an aggregate of 10,000,000 common shares of WeedWed to the former shareholders of WeedWeb.  Further, the former shareholders of WeedWeb will return to us 30,000,000 shares of our common stock and WeedWeb will retain all assets necessary to effectuate its business and operations as currently conducted.  The Settlement Agreement contains a general release and covenant not to sue pursuant to which we, WeedWeb, and the WeedWeb shareholders released, and agreed not to sue with respect to, any and all rights they have against each other. The Settlement Agreement also contains customary representations, warranties and covenants, including covenants regarding confidentiality and non-disparagement.
 
Subsequent to March 31, 2015 The Company received an additional $10,800 from Craigstone pursuant to its subscription receivable.

 
8

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

Safe Harbor Statement

This report on Form 10-Q contains certain forward-looking statements.  All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues.  Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors.  These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements.  The following discusses our financial condition and results of operations based upon our financial statements which have been prepared in conformity with accounting principles generally accepted in the United States.  It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this Form 10-Q.  The discussions of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

Management’s Discussion and Analysis of Financial Condition and Results of Operation
 
The following is an analysis of our revenues and gross profit, details and analysis of components of expenses, and variances for the three and nine months March 31, 2015.
 
   
For the
   
For the
 
   
three months
   
Nine months
 
   
Ended
   
Ended
 
   
March 31, 2015
   
March 31, 2015
 
OPERATING EXPENSES
           
Consulting
   
10,500
     
114,749
 
General and administrative
   
33,366
     
136,526
 
  Total Operating Expenses
   
43,866
     
251,275
 
                 
                 
NET LOSS FROM
OPERATIONS
   
(43,866
)
   
(242,275
)
 
Operating expenses
 
For the Three and Nine months ended March 31, 2015, our total operating expenses were $43,866 and $251, 275, respectively.  Most of our operating expenses were for general and administrative because we were in the early stages of running a tech startup with high employee cost, but very little outside expense. We feel that we can keep our employee cost at the current level because of slack in the work output.   
 
 
9

 
 
Liquidity and Capital Resource
 
Working Capital
 
   
At
 
   
March 31,
 
   
2015
 
Current Assets
 
$
2,142
 
Current Liabilities
   
71,782
 
         
Working Capital
 
$
 (69,640
)
 
Cash Flows
 
   
For the
nine 
Months
Ended
March 31,
2015
 
Net Cash Consumed by Operating Activities
 
$
(235,814)
 
Net Cash Consumed by Investing Activities
   
(1,828)
 
Net Cash Provided by Financing Activities
   
220,000
 
         
Net Cash Provided (Consumed)
 
$
(17,642)
 
 
 
Sources of Capital:
 
We expect to continue to obtain financing through private placements. We have current private placements of which we currently have working capital through mid Q2 2015 with our current agreements. As the company undergoes an advertising campaign to drive traffic to the website, our burn rate will increase to a point where we would need to undergo another private placement, which we believe we will be able to do.

Since inception, the Company has incurred net operating losses and used cash in operations. As of March 31, 2015, the Company had an accumulated deficit of $257,348, and cash used in operations of $235,814. Losses have principally occurred as a result of the substantial resources required for research and development and marketing of the Company’s products which included the general and administrative expenses associated with its organization and product development. 
 
These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties. Management believes that the actions presently being taken to obtain additional funding and implement its strategic plan provides the opportunity for the Company to continue as a going concern. 
 
Liabilities

At March 31, 2015, we had total current liabilities of $71,782, of which $3,486 was of advances from one of our Officers as they began the company from their own bank account. These loans will now end as the company has obtained its business bank account and significant working capital has been raised through private placement.  
 
 
10

 
 
Business Plan
 
We had previously announced that on June 30, 2014, we entered into a Share Exchange Agreement dated June 19, 2014 (the “Exchange Agreement”) with WeedWeb Inc, a privately held Nevada corporation (“WeedWeb”) and WeedWeb’s controlling stockholder Mary Kay Tantum (“Tantum”).  As a result of the transaction (the “Exchange”) we acquired 10,000,000 shares of common stock of WeedWeb and it became our wholly-owned subsidiary.  In accordance with the terms of the Exchange Agreement, at the closing an aggregate of 15,000,000 shares of our common stock were issued to Tantum in exchange for her shares of WeedWeb.  Each of us, WeedWeb and Tantum provided customary representations and warranties, pre-closing covenants and closing conditions in the Exchange Agreement.

Effective April 29, 2015, we entered into a Confidential Settlement and Mutual Release Agreement (the “Settlement Agreement”) with WeedWeb and Tantum.  Pursuant to this agreement, we are to unwind the transactions which were made in connection with the Exchange Agreement.  The decision to unwind and rescind the transaction was in large part as a result of lack or performance and lack of consideration required pursuant to the terms of the Exchange Agreement.  As a result, the parties mutually concluded that rescinding the transaction was warranted in the circumstances.

As a result of unwinding the transactions, WeedWeb will no longer be our subsidiary as we have agreed to return an aggregate of 10,000,000 common shares of WeedWed to the former shareholders of WeedWeb.  Further, the former shareholders of WeedWeb will return to us 30,000,000 shares of our common stock and WeedWeb will retain all assets necessary to effectuate its business and operations as currently conducted.  The Settlement Agreement contains a general release and covenant not to sue pursuant to which we, WeedWeb, and the WeedWeb shareholders released, and agreed not to sue with respect to, any and all rights they have against each other.  The Settlement Agreement also contains customary representations, warranties and covenants, including covenants regarding confidentiality and non-disparagement.

As a consequence of the above, our management has decided to focus our business on acquiring or merging with one or more operating businesses.  Our efforts to identify a target business are not limited to any particular industry.  As of March 31, 2015, we have not yet identified a potential merger or acquisition target.  There can be no assurance that our management will be successful in negotiating the merger or acquisition of this target business and as such we continue to search for opportunities for other mergers or acquisitions.

We intend to focus our search on businesses in North America, but we will also explore opportunities in international markets that are attractive to us.  We will focus our efforts on seeking a business combination with a privately held business.  We believe that owners of privately held small or middle-market companies may seek to realize the value of their investments through a sale or recapitalization or through a merger with a public company to access capital to fund their growth.

There is no assurance that we will successfully identify a potential target business, enter into any definitive agreements with any target business, or finally consummate a business combination with any potential target business.

Material Commitments
 
We do not have any material commitments for capital expenditures.
 
Seasonal Aspects
 
Management is not currently aware of any seasonal aspects which would affect the results of our operations during any particular time of year.
 
Off Balance Sheet Arrangements
 
We have no off balance sheet arrangements.
 
 
11

 
 
Going Concern

We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock.  At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through loans from our directors to meet our obligations over the next twelve months.  We do not have any arrangements in place for any future debt or equity financing.

Recent Accounting Pronouncements

Recent accounting pronouncements issued by FASB (including the Emerging Issues Task Force), the AICPA and the SEC, did not or are not believed by the Company management, to have a material impact on the Company’s present or future financial statements.

In June 2014, the FASB issued ASU 2014-10, "Development Stage Entities".  The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder 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 in this update are applied retrospectively. The Company elected early adoption of ASU 2014-10. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements from the Company. The company elected early adoption of ASU 2014-10.
 
No other accounting pronouncements issued by FASB (including the Emerging Issues Task Force), the AICPA and the SEC, did not or are not believed by the Company management, to have a material impact on the Company’s present or future financial statements

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
  
ITEM 4.  CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report.  Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective during the nine month period ended March 31, 2015.

There were no changes in our internal control over financial reporting during the nine month period ended March 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
 
 
12

 
 
PART II.  OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

As of May 20, 2015 there are no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or any of our subsidiaries are a party or of which any of our properties is the subject.  Also, our management is not aware of any legal proceedings contemplated by any governmental authority against us.

ITEM 1A.  RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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

None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
  
None.
  

ITEM 4.  MINE SAFETY DISCLOSURES

Not applicable.            


ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS.

The following documents are included herein:
 
Exhibit
Number
Exhibit
Description
31.1
Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
EX-101.INS
XBRL Instance Document
EX-101.SCH
XBRL Taxonomy Extension Schema
EX-101.CAL
XBRL Taxonomy Extension Calculation Linkbase
EX-101.LAB
XBRL Taxonomy Extension Label Linkbase
EX-101.PRE
XBRL Taxonomy Extension Presentation Linkbase
EX-101.DEF
XBRL Taxonomy Extension Definition Linkbase

 
13

 
 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on our behalf by the undersigned thereunto duly authorized.


 
KORE RESOURCES INC.
           (REGISTRANT)
   
Date:  May 20, 2015
  /s/ Matthew Killeen
   
Matthew Killeen
   
President, Chief Executive Officer, Chief Financial Officer and Director
   
(Authorized Officer for Registrant)