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 AUGUST 31, 2015
	FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 2015
	OR
[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-54093

NEXT GALAXY CORP.

(Formerly, Wiless Controls Inc.)

(Exact Name of Small Business Issuer as specified in its charter)

NEVADA

(State or other Jurisdiction of Incorporation or Organization)

1680 Michigan Avenue, Suite 700

Miami Beach, ~~Florida~~ FL 33139

(Address of principal executive offices)

(877) 407-9797

(Issuer's telephone number, including area code)

Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 last 90 days. YES [X] 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 (SS 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X] 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 (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X] 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 if the Exchange Act.

Large Accelerated Filer	[ ]		Accelerated Filer	[ ]
Non-accelerated Filer (Do not check if smaller reporting company)	[ ]		Smaller Reporting Company	[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES [ ] NO [X]

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. ~~As of April 14, 2015, 152,046,210 shares of the registrant's common stock were outstanding.~~

As of October 9, 2015, 156,803,749 shares of the registrant's common stock were outstanding.

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

NEXT GALAXY CORP.

(Formerly known as WILESS CONTROLS INC)

BALANCE SHEET

(~~Unaudited~~unaudited)

	February 28, 2015			May 31, 2014
	August 31, 2015			May 31, 2015
ASSETS
CURRENT ASSETS
Cash	$	~~115~~251,~~893~~762		$	742,~~047~~775
Prepaid expenses		~~535~~359,~~089~~981			-489,534
TOTAL CURRENT ASSETS	$	~~650~~611,~~982~~743		$	7532,~~047~~309
OTHER ASSETS
Intangible asset (note 4)		140,000			-140,000
In Process Research and development (note 4)		4,~~567~~260,~~245~~000			-4,260,000
		4,707,245			-
		4,400,000			4,400,000
TOTAL CURRENT ASSETS AND TOTAL ASSETS	$	5,~~358~~011,~~227~~743		$	74,~~047~~932,309
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Customer deposit		50100,000			-50,000
Note payable (note 6)		291,454			-
Notes payable-stockholders (note 7)		148,477			99,953
Note payable-stockholders (note 7)		119,863			1,024,372
Notes payable (note 5)		250,000			250,000
Derivative liability (note 8)		210,119
Current portion of Convertible Notes payable, net of debt discount (note 6)		168,775			115,463
Accrued expenses and other current liabilities related party		2,329			162,698
Derivative liabilities		1,944,976			1,168,015
Accrued expenses and other current liabilities (note 5)		219,493			320,431
Accrued expenses- Related party (note 10)		195,338			158,656
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES	$	893,259		$	1,507,501
Accrued expenses and other current liabilities		313,192			311,431
STOCKHOLDERS' EQUITY (DEFICIENCY)
TOTAL CURRENT LIABILITIES		3,120,758			2,153,518
Common stock 500,000,000 shares authorized, par value $0.00001, 152,046,210 and 66,146,442 respectively issued and outstanding	$	1,521		$	661
Convertible Notes payable, net of debt discount (note 6)		92,885			36,181
Additional paid in capital		8,940,500			1,039,147
TOTAL LIABILITIES	$	3,213,643		$	2,189,699
Accumulated Deficit		(81,158	)		(81,158	)
STOCKHOLDERS' EQUITY
Deficit Accumulated during development stage		(4,395,895	)		(2,459,104	)
Common stock 500,000,000 shares authorized, par value $0.00001, 156,803,649 and 156,746,210 respectively issued and outstanding	$	1,570		$	1,569
TOTAL STOCKHOLDERS' EQUITY (DEFICIENCY)	$	4,464,968		$	(1,500,454	)
Additional paid in capital		9,306,860			9,297,952
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)	$	5,358,227		$	7,047
Accumulated Deficit		(7,510,330	)		(6,556,911	)
TOTAL STOCKHOLDERS' EQUITY	$	1,798,100		$	2,742,610
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	5,011,743		$	4,932,309

"See notes to financial statements"

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NEXT GALAXY CORP

(Formerly known as WILESS CONTROLS INC)

STATEMENTS OF OPERATIONS

(unaudited)

	Nine Months			Nine Months			Three Months			Three Months
	Three months ended August 31, 2015			Three months ended August 31, 2014
	ended			ended			ended			ended
Revenue		-			-
	February 28,			February 28,			February 28,			February 28,
Operating Expenses :
	2015			2014			2015			2014
General and administrative		320,770			1,040,377
SALES	$	-		$	-		$	-		$	-
Research and development		56,894			-
Cost of sales		-			-			-			-
Total Operating Expenses		377,664			1,040,377
Gross deficit		-			-			-			-
Loss from operations		(377,664	)		(1,040,377	)
COSTS AND EXPENSES:
Other Income/(Expenses)
		-			-			-			-
Debt conversion inducement expense		-			(22,905	)
Selling, general and administrative		2,031,509			185,461			433,354			56,305
Changes in fair value of derivative liabilities		516,631			-
Research and development		-			33,735			-			-
Gain on Settlement of Debt		-			393,232
Debt conversion inducement expense (income) (note 7)		201,849			-			-			-
Interest related party		(3,133	)		(712	)
Changes in fair value of derivative liability		(12,340	)		(71,749	)		(12,340	)		(10,120	)
Interest		(1,089,253	)		(3,579	)
Gain on Settlement of Debts		(393,232	)		-			-			-
Total other Income/(Expenses)		(575,755	)		366,036
Loss on Write-off of Inventory		-			21,740			-			21,740
Loss from continuing operations before provisions for income taxes		(953,419	)		(674,341	)
Interest related party		4,640			62,873			2,022			21,678
Provision for taxes		-			-
Interest		104,365			69,022			100,820			7,154
Loss from continuing operations		(953,419	)		(674,341	)
TOTAL COSTS AND EXPENSES		1,936,791			301,082			523,856			96,757
Net Loss from discontinued operations, net of taxes		-			(44,673	)
NET LOSS		(1,936,791	)		(301,082	)		(523,856	)		(96,757	)
Net Loss		(953,419	)		(719,014	)
NET LOSS from continuing operations		(1,892,118	)		-			(523,856	)		-
Loss per common share - continuing operations		(0.01	)		(0.01	)
NET LOSS from discontinued operations		(44,673	)		(301,082	)		-			(96,757	)
Loss per common share - discontinued operations		(0.00	)		(0.00	)
Net loss per share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Loss per common share	$	(0.01	)	$	(0.01	)
Average weighted number of shares		~~141~~158,~~065~~491,~~564~~349			65126,~~900~~154,~~123~~096			~~152,046,210~~			~~66,146,442~~

"See notes to financial statements"

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NEXT GALAXY CORP

(Formerly known as WILESS CONTROLS INC)

STATEMENTS OF CASH FLOWS

Nine months ended February 28, 2015 and February 28, 2014

(unaudited)

	Nine months ended February 28, 2015			Nine months ended February 28, 2014
	Three months ended August 31, 2015			Three months ended August 31, 2014
Cash Flow from Operating activities:
Net loss	$	(1953,~~936,791~~419	)	$	(~~301~~719,~~082~~014	)
Adjustment to reconcile net loss to net cash used in operating activities
Gain on Settlement of Debts		(393,232	)
Gain on Settlement of Debt					(393,232	)
Debt Conversion Inducement (Income) Expense		201,849			-
Extinguishment of debt					-
Non-cash interest		-			63,120
Gain on derivatives liability at market		(516,631	)
Gain on derivatives liability at market		(12,340	)		(71,749	)
Non-cash interest		1,054,858			22,905
Interest expense on derivative		83,913
Shares issued for Consulting expense		8,909			-
Shares issued for Consulting expense		284,990			-
Amortization prepaid expenses		134,553			-
Amortization prepaid expenses		118,303			-
Legal fees		5,000			-
Amortization Debt Original Discount		9,000			-
Changes in operating assets and liabilities:
Loss on Write-off of Inventory		-			21,740
Prepaid expenses		(5,000	)		(51,000	)
Increase in prepaid expenses		(67,500	)		-
Customer deposit		50,000			-
Increase in accrued expenses and other current liabilities		1,134,622			208,370
Accrued expenses and other current liabilities		38,443			1,017,139
Net cash used in operating activities	$	(~~522~~188,~~186~~287	)	$	(79123,~~601~~202	)
Cash Flow from Investing activities:
Acquisition In Process Research and development		~~(307,245~~-	)		-(129,390	)
Net cash used in investing activities	$	(307,245	)	$	-
Net cash used in Investing activities	$	-		$	(129,390	)
Cash Flow from Financing activities:
Proceeds of notes payable stockholder		~~538~~48,~~277~~524			82285,~~960~~150
Proceeds of notes payable		~~400~~348,~~000~~750			-
Net cash provided by financing activities	$	~~938~~397,~~277~~274		$	82285,~~960~~150
Increase in cash		~~108~~208,~~846~~987			332,~~359~~558
Cash- beginning of period		742,~~047~~775			27,~~178~~047
Cash - end of period	$	~~115~~251,~~893~~762		$	539,~~537~~605
Notes payable stockholders	$	-		$	-
Non cash component of prepaid	$	467,589		$	-
Supplemental Disclosure of Cash Flow information
Conversion of current liabilities to common stock	$	~~1,102,697~~-		$	-1,102,697
Conversion of notes payable to common stock	$	-		$	12,000
Derivative liabilities recognized as Debt discount	$	238,734		$	(63,120	)
Debt discount in notes payable	$	-		$	(63,120	)
Conversion of notes payable stockholders to common stock	$	-		$	1,074,371
Notes payable stockholders	$	1,442,785		$	(82,223	)
Stock issued for acquisition In Process Research & development and intangible asset	$	-		$	4,400,000
Non cash component of note payable	$	30,000		$	-
Non cash component of acquisition In Process Research & development	$	4,400,000
Non cash component of stock issued for In Process Research & Development acquisition	$	(4,400,000	)

"See notes to financial statements"

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NEXT GALAXY CORP.

(Formerly known as WILESS CONTROLS INC)

NOTES TO FINANCIAL STATEMENTS

NOTE 1 – NATURE OF BUSINESS

~~The~~Next ~~Company~~Galaxy ~~was~~Corp ~~incorporated under~~ (the ~~laws~~"Company") ofwas ~~the~~formed ~~State~~in ~~of Nevada on May 6,~~ 2009. The Company's ~~specific~~is ~~goal was to create~~ a ~~profitable~~content ~~service~~and ~~for~~technology ~~placing~~solutions ~~Canadian~~company ~~citizens~~developing inCEEK ~~accounting~~– ~~positions~~a ~~with~~fully ~~Canadian~~immersive ~~corporations.~~cross Onplatform ~~November~~social ~~29,~~virtual ~~2012,~~reality weapplication ~~changed~~for ~~our~~accessing ~~name to Wiless Controls Inc. On June 23~~entertainment, ~~2014,~~experiences weand ~~changed~~events ~~the~~along ~~focus~~with ofothers ~~our~~to ~~business~~share ~~from~~it ~~services~~with. toCEEK ~~the~~is ~~machine-to-machine~~ushering ~~market~~in toa ~~technology~~new ~~solutions~~era ~~that~~in ~~provide~~entertainment, ~~easy~~virtual ~~and~~reality ~~convenient tools~~ and ~~resources~~social ~~for~~networking ~~people~~with toa ~~meet,~~blend ~~communicate~~of ~~and connect through shared interests~~live, ~~events~~virtual and ~~activities~~actual ~~and~~event onofferings. ~~August 19, 2014, we changed our name to~~ Next Galaxy ~~Corp.~~is ~~Our~~leading ~~shares of common stock are traded on~~ the ~~OTCQB~~Social ~~operated~~Virtual byReality ~~the Financial Industry Regulatory Authority under the symbol "NXGA"~~revolution.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim financial statements be read in conjunction with the Company's most recent audited financial statements and notes hereto as of May 31, 2015. Operating results for the three months ended August 31, 2015 are not necessarily indicative of the results that may be expected for the year ending May 31, 2016, or any other period.

CASH AND CASH EQUIVALENTS

The Company cash balances accounts at institution are insured by the Federal Deposit Insurance Corporation up to $250,000. The Company's accounts at these institutions may, at times, exceed the federally insured limits. The Company has not experienced any losses in such accounts.

We consider all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents.

FAIR VALUE MEASUREMENTS

The Company adopted the provisions of ASC Topic 820, "Fair Value Measurements and Disclosures", which defines fair value as used in numerous accounting pronouncements, establishes a framework for measuring fair value and expands disclosure of fair value measurements.

The estimated fair value of certain financial instruments, including cash and cash equivalents, prepaid expenses, notes payable, and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments.

ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:

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* level l - quoted prices in active markets for Identical assets or liabilities

* level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable

* level 3 - inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The ~~Company's~~ derivative liability in connection with the conversion feature of the convertible debt, classified as a level 3 liability, is the only financial liability measured at fair value on a recurring basis.

~~F-4~~The change in the level 3 financial instrument is as follows:

-5-

Balance May 31, 2015	$	1,168,015
Issued during the year ended		1,293,592
Converted during the year		-
Change in fair value recognized in operations		(516,631	)

Balance August 31, 2015		1,944,976

~~NEXT~~The ~~GALAXY~~estimated ~~CORP.~~fair value of the derivative instruments were valued using the Black-Scholes option pricing model, using the following assumptions at August 31, 2015:

(Formerly known as WILESS CONTROLS INC)

Estimated Dividends	None
Expected Volatility	305%
Risk free interest rate	0.10% to 0.14%
Expected term	0.36 to 2 years

~~NOTES~~CONVERTIBLE ~~TO FINANCIAL STATEMENTS~~INSTRUMENTS

The Company evaluates and account for conversion options embedded in convertible instruments in accordance with ASC 815 "Derivatives and Hedging Activities".

Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument.

The Company accounts for convertible instruments (when we have determined that the embedded conversion options should not be bifurcated from their host instruments) as follows: We record when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt to their stated date of redemption. Any excess of the derivative instrument over the face value of the note is recorded as interest expense upon inception of the note. The Company recorded $141,348 as interest expense upon the issuance of the notes referred to in Note 6.

The Company accounts for the conversion of convertible debt when a conversion option has been bifurcated using the general extinguishment standards. The debt and equity linked derivatives are removed at their carrying amounts and the shares issued are measured at their then-current fair value, with any difference recorded as a gain or loss on extinguishment of the two separate accounting liabilities.

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The derivative financial instruments consist of embedded derivatives related to features embedded within our convertible debt. The accounting treatment of derivative financial instruments requires that we record the derivatives at their fair values as of the inception date of the debt agreements and at fair value as of each subsequent balance sheet date. Any change in fair value was recorded as non-operating, non-cash income or expense at each balance sheet date.

INCOME TAXES

The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, "Income Taxes." Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity's financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary 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 the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

USE OF ESTIMATES

The preparation of the financial statements in conformity with Generally Accepted Accounting Principles ("GAAP") 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 dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include derivative financial instruments issued in financing transactions, the collectability of accounts receivable and deferred taxes and related valuation allowances. We re-evaluate all of our accounting estimates at least quarterly based on these conditions and record adjustments when necessary.

LOSS PER COMMON SHARE

The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding.

Diluted net loss per common share is computed by dividing the net loss, adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities.

STOCK BASED COMPENSATION

The Company accounts for stock options and similar equity instruments issued in accordance with ASC 718. Accordingly, compensation costs attributable to stock options or similar equity instruments granted are measured at the fair value at the grant date, and expensed over the expected vesting period. Transactions in which goods or services are received in exchange for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. ASC 718 requires excess tax benefits be reported as a financing cash inflow rather than as a reduction of taxes paid.

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NEXT GALAXY CORP.

(Formerly known as WILESS CONTROLS INC)

NOTES TO FINANCIAL STATEMENTS

ORGANIZATIONAL COSTS

Organizational costs, which relate to the Company start-up organization, are expenses as incurred. Such costs are included in selling, general and administrative costs.

RESEARCH AND DEVELOPMENT

Research and development costs are ~~capitalized~~charged to Inexpense ~~Process Research and Development~~ as incurred.

ACQUIRED IN-PROCESS RESEARCH AND DEVELOPMENT

Acquired in-process research and development ("IPR&D") that the Company acquired represents the fair value assigned to incomplete research projects which, at the time of acquisition, have not reached technological feasibility. The amounts are capitalized and are accounted for as indefinite-lived intangible assets, subject to impairment testing until completion or abandonment of the projects. Upon successful completion of each project, the Company will make a determination as to the then useful life of the intangible asset, generally determined by the period in which the substantial majority of the cash flows are expected to be generated, and begin amortization. The Company tests IPR&D for impairment at least annually, or more frequently if impairment indicators exist, by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the IPR&D intangible asset is less than its carrying amount. If the Company concludes it is more likely than not that the fair value is less than the carrying amount, a quantitative test that compares the fair value of the IPR&D intangible asset with its carrying value is performed. If the fair value is less than the carrying amount, an impairment loss is recognized in operating results.

ACQUIRED INTANGIBLES

Acquired intangibles include tradenames and trademarks, which are recorded at fair value, assigned an estimated useful life, and are amortized on a straight-line basis over their estimated useful lives. The Company periodically evaluates whether current facts or circumstances indicate that the carrying values of its acquired intangibles may not be recoverable. If such circumstances are determined to exist, an estimate of the undiscounted future cash flows of these assets, or appropriate asset groupings, is compared to the carrying value to determine whether impairment exists. If the asset is determined to be impaired, the loss is measured based on the difference between the carrying value of the intangible asset and its fair value, which is determined based on the net present value of estimated future cash flows.

NEW ACCOUNTING PRONOUNCEMENTS

In June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this Update remove the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from 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 in a development stage that in prior years it had been in the development stage.

The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. Finally, the amendments remove paragraph 810-10-15-16. Paragraph 810-10-15-16 states that a development stage entity does not meet the condition in paragraph 810-10-15-14(a) to be a variable interest entity if (1) the entity can demonstrate that the equity invested in the legal entity is sufficient to permit it to finance the activities that it is currently engaged in and (2) the entity's governing documents and contractual arrangements allow additional equity investments. The amendments in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The amendments to eliminate that exception simplify GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity's financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915. The Company adopted ASU No. 2014-10 effective July 31, 2014.

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company's accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented.

FIn June 2014, FASB issued guidance that eliminates the definition of a development stage entity thereby removing the incremental financial reporting requirements from U.S. GAAP for development stage entities, primarily the presentation of inception to date financial statements. The new guidance is effective for interim and annual reporting periods beginning after December 15, 2014. Early adoption is permitted. The Company elected to adopt the new guidance for development stage entities for the interim period ended June 30, 2014, and accordingly, is no longer presenting the inception-6to-date financial information and disclosures formerly required.

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~~NEXT GALAXY CORP.~~-8-

~~(Formerly~~In ~~known~~August 2014, FASB issued guidance that requires management to evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as ~~WILESS~~ ~~CONTROLS~~a ~~INC)~~going concern, and to provide certain disclosures when it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the financial statements are issued. The new guidance is effective for the annual period ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. Since this guidance primarily addresses certain disclosures to the financial statements, we anticipate no impact on our financial position, results of operations or cash flows from adopting this standard. The Company is currently in the process of evaluating the additional disclosure requirements of the new guidance and has not determined the impact of adoption on its financial statement disclosures.

NOTES TO FINANCIAL STATEMENTS

NOTE 3 – GOING CONCERN

The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. ~~Since~~The ~~our~~Company ~~inception~~reported innet ~~2009,~~loss weof ~~have~~$953,419 ~~generated losses~~ from continuing operations ~~and~~for wethe ~~anticipate~~three ~~that~~month weperiod ~~will~~ended ~~continue~~August to31, ~~generate~~2015 ~~losses~~and ~~from~~$674,341 ~~operations~~ for the ~~foreseeable~~three ~~future.~~month ~~During~~period ~~the~~ended ~~nine~~August ~~months~~31, ~~ended~~2014. ~~February~~The ~~28,~~Company ~~2015~~had no revenue for the ~~Company~~three ~~has~~month ~~incurred~~period ~~losses~~ended ofAugust $131,~~936,791~~ 2015 and 2014. The Company also has a negative working capital of $~~242~~2,~~227 and a stockholders' equity of $4~~509,~~464,968~~015 at ~~February~~August 2831, 2015. These factors among others raise substantial doubt about the Company's ability to continue as a going concern.

Management's plans for the Company's continued existence include selling additional stock and borrowing additional funds to pay overhead expenses.

The Company's future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that the Company will be able to generate sufficient cash from operations, sell additional shares of common stock or borrow additional funds.

The Company's inability to obtain additional cash could have a material adverse effect on its financial position, results of operations and its ability to continue in existence. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 4 – ASSET PURCHASE AND INTANGIBLE ASSET

On June 23, 2014, the Company entered into a IP Asset Purchase Agreement (the "Purchase Agreement"), with Mary Spio, pursuant to which the Company agreed to purchase certain patents owned and invented by Mrs. Spio (the "Purchased Assets"). Under the terms of the Purchase Agreement and in consideration for the acquisition of the Purchased assets, the Company issued to Mrs. Spio an aggregate of 55,000,000 common shares of the Company. The company accounted for the acquisition in accordance with ASC 805-50-15 as an acquisition of assets rather than a business. The fair value of the assets acquired was based on their relative fair market values on the acquisition date as determined by an appraisal obtained by the Company.

Assets acquired:

Patent # 1; Topic search based method and apparatus for facilitating social contact in a network of users

Patent # 2; watermarking of biometrically authenticated subjects for social networks

CEEK Intellectual Property; CEEK Blended Live Events Entertainment Platform (VR/AR/Realife)

Next Galaxy Media; property and other proprietary rights relating to the project identified as Next Galaxy Media and all activities and developments related.

F-7

-8-

NEXT GALAXY CORP.

(Formerly known as WILESS CONTROLS INC)

NOTES TO FINANCIAL STATEMENTS

NOTE 5 – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses consisted of the following at:

	February 2015		May 2014
Accrued interest	$	6,644	$	-
Accrued compensation		156,000		24,000
Accrued operating expenses		56,850		296,431
	$	219,494	$	320,431

NOTE 6 – NOTES PAYABLE

In 2014, the Company received a loan from Bindor LLC in the amount of $50,000. At February 28, 2015, the loan amounted to $50,000. The loan carries an interest of 18% and is payable on October 24, 2015 or in the event the Company gets an equity financing that results in gross proceeds of at least $1,000,000.

In 2015, the Company received a loan from Steel Partners, LLC in the amount of $200,000. At February 28, 2015, the loan amounted to $200,000. The loan carries an interest of 10% and is payable on February 25, 2016.

During the period ended February 28, 2015and the year ended May 31, 2014, the Company received the proceeds of a loan which is convertible at amount of 70% of the market price of the common shares of the Company at the time of conversion and bear interest at 8% per annum. The amount received during the period ended February 28, 2015and 2014 are $180,000 and $0, respectively.

The convertible feature of these loans, due to their potential settlement in an indeterminable number of shares of the Company's common stock has been identified as a derivative. The derivative component is fair value at the date of issuance of the obligation and this amount is allocated between the derivative and the underlying obligation. The difference is recorded as a debt discount and amortized over the life of the debt.

A summary of the amounts outstanding is as follows:

	Loans		Debt discount		Balance February 28,		Balance May 31,
	2015		2015		2015		2014
Bindor LLC	$	50,000	$	-	$	50,000	$	-
Steel Partners, LLC		200,000		-		200,000		-
Typenex		180,000		138,546		41,454		-
	$	430,000	$	138,546	$	291,454	$	-

F-8

-9-

~~NEXT~~NOTE ~~GALAXY~~5 ~~CORP.~~– NOTES PAYABLE

~~(Formerly~~In ~~known~~2014, ~~as WILESS~~the ~~CONTROLS~~Company ~~INC)~~received a loan from Bindor LLC in the amount of $50,000, which is outstanding at August 31, 2015. The loan bears interest at 18% and is payable on October 24, 2015 or in the event the Company gets an equity financing that results in gross proceeds of at least $1,000,000.

~~NOTES~~In TO2015, ~~FINANCIAL~~the ~~STATEMENTS~~Company received a loan from Steel Partners, LLC in the amount of $200,000, which is outstanding at August 31, 2015. The loan bears interest at 10% and is payable on February 25, 2016.

NOTE 76 – CONVERTIBLE NOTES PAYABLE ~~– STOCKHOLDERS'~~

InDuring the three month period ending August 31, 2015, the Company received ~~additional~~the proceeds of loans ~~from~~which ~~Michel~~some ~~St-Pierre~~are inconvertible ~~the~~at amount lesser of ~~$31,429.~~55% ~~During~~to 70% of the ~~three~~lowest ~~month~~trading ~~period~~price ~~ending~~of ~~August~~20 ~~31,~~to ~~2014,~~25 ~~Michel~~preceding ~~St-Pierre~~days ~~converted~~of ~~his~~the ~~loans~~common ~~balance~~shares of ~~$386,512~~the ~~into~~Company ~~3,734,581~~at ~~common~~the ~~shares~~time of ~~Next~~conversion ~~Galaxy~~and ~~Corp. At~~a ~~February~~fixed 28price, ~~2015,~~and ~~the~~one ~~loans~~is ~~amounted~~at tomarket ~~$31,429~~price. ~~These~~The loans ~~carry~~bear an interest ofat 108% to 12% per annum. The convertible notes become due between October 2015 and ~~are~~August ~~payable~~2017. onThe ~~demand~~amount received during the three month period ending August 31, 2015 and year ended May 31, 2015 were $404,750 and $562,596, respectively.

During the three month period ending August 31, 2014, a stockholder converted his loans balance of $164,140 into 1,585,969 common shares of Next Galaxy Corp. The amount owed to stockholder February 28, 2015is $0. These loans carry an interest of 10% and are payable on demand.

	Loans
	2015		Maturity

Convertible note 4		105,000	October, 2015
Convertible note 1		89,250	November, 2015
Convertible note 10		25,000	November, 2015
Convertible note 8		150,000	February, 2016
Convertible note 3		84,263	April, 2016
Convertible note 6		110,500	June, 2016
Convertible note 7		100,000	July, 2016
Convertible note 2		93,333	April, 2017
Convertible note 5		110,000	April ,2017
Convertible note 9		100,000	August ,2017
		967,346

InThe ~~2014,~~convertible ~~the~~feature ~~Company~~of ~~received~~these ~~additional~~ loans, ~~from~~due ~~Capex~~to ~~Investments~~their ~~Limited,~~potential asettlement ~~shareholder,~~ in ~~the~~an ~~amount~~indeterminable ofnumber ~~$285,150. During the three month period ending November 30, 2014, Capex Investments Limited converted $418,414~~ of ~~his loans balance into 4,257,974 common~~ shares of ~~Next Galaxy Corp. During~~ the ~~three~~Company's ~~month period ending August 31, 2014, Capex Investments Limited converted $328,780 of his loans balance into 3,176,761~~ common ~~shares~~stock ~~of Next Galaxy Corp. In 2014, the Company~~ has ~~entered~~been ~~into~~identified anas ~~agreement~~a ~~with~~derivative. ~~Capex~~The ~~Investment~~derivative ~~Limited~~component ~~where~~is ~~Capex~~fair ~~Investment~~value ~~took~~at ~~charge of all~~ the ~~assets~~date ~~and liabilities related to services to the machine-to-machine business and granted a reduction~~ of ~~$100,000~~issuance of the ~~loans~~obligation ~~owed~~and tothis ~~Capex~~amount ~~Investment.~~is Inallocated ~~2014,~~between the ~~Company~~derivative ~~received~~and ~~additional loans from Capex Investments Limited, a shareholder, in~~ the ~~amount~~underlying ~~of $192,000~~obligation. The ~~amount~~difference ~~owed~~is torecorded ~~Capex~~as ~~Investments~~a ~~Limited~~debt atdiscount ~~February~~and ~~28,~~amortized ~~2015is~~over ~~$88,434.~~the ~~These~~life ~~loans carry an interest~~ of ~~10%~~the ~~and are payable on demand~~debt.

The Company has ~~not~~determined ~~received~~that ~~any~~the ~~loans~~conversion ~~from~~feature DTembedded ~~Crystal~~ in ~~2014. During~~ the ~~three~~notes ~~month~~constitutes ~~period~~a ~~ending~~derivative ~~August~~and ~~31,~~has ~~2014,~~been DTbifurcated ~~Crystal~~from ~~converted~~the ~~his~~note ~~loans~~and ~~balance~~recorded ofas ~~$44,940~~a ~~into~~derivative ~~434~~liability,~~224~~ ~~common~~with ~~shares~~a ofcorresponding ~~Next~~discount ~~Galaxy~~recorded ~~Corp. The amount owed~~ to DTthe ~~Crystal~~associated ~~February 28~~debt, ~~2015~~on isthe ~~$0.~~accompanying ~~These~~balance ~~loans~~sheet, ~~carry~~and anrevalued ~~interest~~to offair ~~10%~~market ~~and~~value ~~are~~at ~~payable~~each onreporting ~~demand~~period.

A summary of the amounts outstanding is as follows:

	Balance February 28,		Balance May 31,
	2015		2014
Michel St-Pierre	$	31,429	$	386,512
Stockholder		-		164,140
Capex Investments Limited		88,434		428,780
DT Crystal		-		44,940
	$	119,863	$	1,024,372

F-9

-10-

~~NEXT~~A ~~GALAXY~~summary ~~CORP.~~of the amounts outstanding is as follows:

(Formerly known as WILESS CONTROLS INC)

	August 31, 2015						Balance
	Face amount		Debt discount		Carrying value		May 31, 2015

Convertible note 1		89,250		36,268		52,982		89,242
Convertible note 2		93,333		47,015		46,318		23,433
Convertible note 3		84,263		49,049		35,214		12,073
Convertible note 4		105,000		61,746		43,254		14,418
Convertible note 5		110,000		67,313		42,687		12,478
Convertible note 6		110,500		90,340		20,160		-
Convertible note 7		100,000		90,746		9,254		-
Convertible note 8		150,000		142,388		7,612		-
Convertible note 9		100,000		96,120		3,880		-
Convertible note 10		25,000		24,701		299		-
	$	967,346	$	705,686	$	261,660	$	151,644

NOTE 7 – NOTES TOPAYABLE ~~FINANCIAL~~– ~~STATEMENTS~~STOCKHOLDERS'

~~NOTE~~During 8the –three ~~DERIVATIVE~~months ~~LIABILITY~~ended August 31, 2015, the Company received additional loans from Michel St-Pierre in the amount of $7,987. At August 31, 2015, the loans amounted to $19,506. These loans carry an interest of 10% and are payable on demand.

During the ~~period~~three ~~ended~~months ~~February 28, 2015 and the year~~ ended ~~May~~August 31, ~~2014~~2015, the Company ~~recorded~~received aadditional ~~derivative~~loans ~~liability~~from ~~associated~~a ~~with~~shareholder, ~~the convertible debt discussed~~ in ~~Note 6. The Company computes~~ the ~~value~~amount of ~~the~~$4,737. ~~derivative~~The ~~liability~~amount atowed ~~the~~to ~~issuance~~stockholder ofAugust ~~the related obligation using the Black Scholes Method using a risk free rate of 0.14%~~31, ~~volatility~~2015 ~~rates~~is ~~ranging between 228~~$4,737.~~63%~~ ~~and~~These ~~292.00%~~loans ~~and~~carry aan ~~forfeiture~~interest ~~rate~~ of ~~0.00~~10%. ~~The derivative liability at February 28, 2015~~ and ~~the~~are ~~year~~payable ~~ended~~on ~~May 31, 2014 is as follows:~~demand.

		2015				2014
Typenex, LLC		$	210,119			$	-

During the three months ended August 31, 2015, the Company received additional loans from Capex Investments Limited, a shareholder, in the amount of $35,800. The amount owed to Capex Investments Limited at August 31, 2015 is $124,234. These loans carry an interest of 10% and are payable on demand.

~~NOTE~~A 9summary –of ~~CAPITAL~~the ~~STOCK~~amounts outstanding is as follows:

The company is authorized to issue 500,000,000 shares of common stock (par value $0.00001) of which 152,046,210 were issued and outstanding as of February 28, 2015.

	Balance August 31, 2015		Balance May 31, 2015

Michel St-Pierre	$	19,506	$	11,519
Stockholder		4,737		-
Capex Investments Limited		124,234		88,434

	$	148,477	$	99,953

NOTE 108 – ~~INCOME~~CAPITAL ~~TAXES~~STOCK

The ~~Company~~company ~~recognizes~~is ~~deferred~~authorized ~~income~~to ~~tax~~issue ~~liabilities~~500,000,000 ~~and~~shares ~~assets for the expected future tax consequences~~ of ~~events~~common ~~that~~stock ~~have~~(par ~~been~~value ~~recognized in the financial statements or tax returns~~$0.00001) ~~Under~~of ~~this~~which ~~method~~156,803,649 ~~deferred~~were ~~tax~~issued ~~liabilities~~ and ~~assets~~outstanding ~~are~~as ~~determined based on the differences between the financial statement carrying amounts and the tax basis~~ of ~~assets~~August ~~and~~31, ~~liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse~~2015. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial statement and income tax purposes under enacted tax laws and rates.

~~The~~During ~~tax~~the ~~effects~~three ofmonth ~~temporary~~period ~~differences~~ended ~~that~~August ~~give~~31, ~~rise~~2015, tothe ~~deferred~~Company ~~tax~~issued ~~assets~~57,439 ~~are~~restricted ~~presented~~shares ~~below:~~of common stock for services.

	February 28			May 31,
	2015			2014
Statutory tax rate (including state tax)		40.0	%		40.0	%
Valuation allowance		(40.0	%)		(40.0	%)
Income tax provision		0	%		0	%

Components of the Company's deferred tax liabilities and assets are as follows:

F-10

-11-

~~NEXT~~NOTE ~~GALAXY~~9 ~~CORP.~~– INCOME TAXES

~~(Formerly~~The ~~known~~Company ~~as WILESS~~recognizes ~~CONTROLS~~deferred ~~INC)~~income tax liabilities and assets for the expected future tax consequences of events that have been recognized in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the differences between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial statement and income tax purposes under enacted tax laws and rates.

~~NOTES~~The TOtax ~~FINANCIAL~~effects ~~STATEMENTS~~of temporary differences that give rise to deferred tax assets are presented below:

	February 28,			May 31,
	August 31			May 31,
	2015			~~2013~~2015
Deferred tax asset	$	1,772,744		$	1,015,897
Statutory tax rate (including state tax)		40.0	%		40.0	%
Valuation allowance		(1,772,744	)		(1,015,897	)
Change in Valuation allowance		(40.0	%)		(40.0	%)
Deferred tax asset net of valuation allowance	$	-		$	-
Income tax provision		0	%		0	%

~~NOTE~~Components 11of –the ~~COMMITMENTS~~Company's ~~AND~~deferred ~~CONTINGENCIES~~tax assets are as follows:

The Company does not have any commitments nor contingencies.

	August 31			May 31,
	2015			2015

Net operating loss carry forward	$	3,000,000		$	1,015,897

Valuation allowance		(3,000,000	)		(1,015,897	)

Deferred tax asset net of valuation allowance	$	-		$	-

~~NOTE~~The 12Company –has ~~RELATED~~approximately ~~PARTY~~$7,500,000 ~~TRANSACTIONS~~of net operating losses ("NOL") carried forward to offset taxable income, if any, in future years which expire commencing in fiscal 2028. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against all of the deferred tax asset relating to NOLs for every period because it is more likely than not that all of the deferred tax asset will not be realized.

NOTE 10 – RELATED PARTY TRANSACTIONS

Accrued expenses- Related party consists of Accrued compensation. An amount of $192,000 and 96,000 was expensed during the three months period ended August 31, 2015 and the year ended May 31, 2015, respectively.

See Note 7 regarding Notes Payable to related parties.

NOTE 13 – DISCONTINUED OPERATIONS (MACHINE-TO-MACHINE BUSINESS)

Following the IP Asset Purchase Agreement the Company through the issue date of the Financial Statements and noted there were no material subsequent events as of that date. The focus of our business from services to the machine-to-machine market to technology solutions that provide easy and convenient tools and resources for people to meet, communicate and connect through shared interests, events and activities. The Company has entered into an agreement with Capex Investment Limited where Capex Investment took charge of all the assets and liabilities related to services to the machine-to-machine business and granted a reduction of $100,000 of the loans owed to Capex Investment.

In accounting for the above agreement the Company has (1) recognized the disposition of the affairs related to the machine-to-machine business. The effects of this agreement beyond the Company's exit from the machine-to-machine business within the Company's balance sheet at February 28, 2015 are summarized below. The Company has recognized approximately $393,232 in gain on settlement of debts.

	Effects of agreement
	Before			After
Outstanding common shares		66,146,442			121,146,442
Wind up of machine-to-machine business
Assets		0			0
Liabilities		632,686			239,454
Stockholders' Deficiency		(632,686	)		(239,454	)

NOTE 14 – SUBSEQUENT EVENTS

Management evaluated all activity of the Company through the issue date of the Financial Statements and noted there were no material subsequent events as of that date.

F-11

-12-

~~ITEM~~NOTE ~~2. MANAGEMENT'S~~11 ~~DISCUSSION~~– ~~AND~~DISCONTINUED ~~ANALYSIS~~OPERATIONS OF(MACHINE-TO-MACHINE ~~FINANCIAL CONDITIONAND RESULTS OF OPERATION.~~BUSINESS)

~~This~~Effective ~~section~~February of28, ~~this~~2015, ~~quarterly~~after ~~report~~its ~~includes~~change ain ~~number~~focus of ~~forward-looking~~its ~~statements~~business, ~~that~~the ~~reflect~~Company ~~our~~decided ~~current~~to ~~views~~end ~~with~~its ~~respect~~ machine-to-machine ~~future events and financial performance~~business. ~~Forward-looking~~All ~~statements are often identified by words like: believe~~expenses, ~~expect,~~which ~~estimate,~~were ~~anticipate,~~substantially ~~intend,~~all ~~project~~general and ~~similar~~administrative ~~expressions~~expenses, orrelated ~~words~~to ~~which,~~this bybusiness ~~their~~have ~~nature,~~been ~~refer~~classified toas ~~future~~loss ~~events.~~from ~~You~~discontinued ~~should~~operations ~~not place undue certainty~~ on ~~these~~the ~~forward-looking~~accompanying ~~statements,~~statement ~~which~~of ~~apply~~operations ~~only~~for ~~as of~~ the ~~date~~three ofmonth ~~this~~ended ~~report.~~May ~~These~~31, ~~forward-looking~~2014, ~~statements~~which ~~are~~amounted ~~subject~~ to ~~certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions~~$44,673.

~~Our~~NOTE ~~auditors~~12 ~~have~~– ~~issued~~SUBSEQUENT a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. We have not attained profitable operations and are dependent upon obtaining financing to pursue our business plan and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing. EVENTS

~~Overview~~Management evaluated all activity of the Company through the date the Financial Statements were available to be issued and noted there were no material subsequent events which require recognition or disclosure as of that date.

F-12

-13-

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION.

The following discussion of the financial condition and results of our operations should be read in conjunction with the financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q for the period ended August 31, 2015 (this "Report"). This Report contains certain forward-looking statements and our future operating results could differ materially from those discussed herein. Certain statements contained in this report, including, without limitation, "believes", "anticipates," "expects" and the like, constitute "forward-looking statements". Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We disclaims any obligation to update any such factors or to announce publicly the results of any revisions of the forward-looking statements contained or incorporated by reference herein to reflect future events or developments.

Results of Operations

During the past few months, we have hired independent contractors that have worked on developing a method and apparatus for facilitating social contact in a network of users. They are to create CEEK, a fully immersive and interactive social virtual reality platform that simulates the communal experience of being at a movie, music concert, sports game, museum, business conference or meeting, spectator event or travel destination.

On June 19, 2014, we entered into an IP Asset Purchase Agreement (the "Agreement") with Mary Spio ("Spio") to acquire certain assets (the "IP Assets") owned by her in consideration of 55,000,000 restricted shares of our common stock. The IP Assets are used in developing a method and apparatus for facilitating social contact in a network of users.

On or about June 19, 2014, as a result of completing our Agreement, we changed the focus of our business from services to the ~~machine~~Machine-to-~~machine~~Machine ~~marketing~~market to a technology solutions company that provides easy and convenient tools and resources for people to meet, communicate and connect through shared interests, events and activities.

On June 19, 2014, Mary Spio ~~was~~has ~~appointed~~been nominated president, principal executive officer and a member of our board of directors.

On June 23, 2014, we completed the Agreement with Mary Spio and exchanged the 55,000,000 restricted shares of our common stock for the IP Assets.

On July 14, 2014, Laurie Clark was ~~appointed~~nominated Director and Chief Operating Officer.

On August 12, 2014, as a leading technology and content solutions company developing dynamic, innovative experiences for consumers, we announced that Grammy nominated music producer Willie "Bum Bum" Baker through his new production company New Revolt has entered into partnership with us to create a series of reality shows featuring various musical artists for the CEEK platform, a fully immersive social entertainment platform in development for accessing Virtual Reality and Augmented Reality content. The "docu-series" will be shot with 360 cameras to create the most intimate and immersive experience and designed for viewing through Virtual Reality headgear, such as the Oculus Rift.

-13-

On August 19, 2014, we changed our name to Next Galaxy Corp. Our shares of common stock are traded on the OTCQB operated by the Financial Industry Regulatory Authority under the symbol "NXGA".

~~Results of Operations~~-14-

~~For~~In September, 2014, we announced the ~~Three~~release of a first of its kind virtual reality audio headset – Ceekars™. Ceekars™ is the world's first integrated Virtual Reality (VR) audio headset specifically optimized to work with the Oculus Rift and ~~Nine~~other ~~Month~~head ~~Periods~~mounted ~~ended~~VR ~~February~~devices 28that lack audio to provide dynamic, ~~2015~~reactive sound in parallel with immersive video, completing the ultimate VR experience.

WeOn ~~recorded~~December ~~net~~7, ~~losses~~2014, ofwe ~~$523,856~~have ~~and~~signed $1a Business Partnership Agreement with Annex Telecom Co.,~~936~~ Ltd,~~791~~ ~~for~~one ~~the~~of ~~three~~South ~~and~~Korea's ~~nine~~top ~~month~~Mobile ~~periods~~Virtual ~~ended~~Network ~~February~~Operators 28(MVNO). Per the agreement, ~~2015~~Next asGalaxy ~~compared~~and Annex Telecom will work together to ~~net~~create ~~losses~~and ofdistribute ~~$96,757~~Virtual Reality (VR) concerts and ~~$301,082~~experiences for use with devices such as the ~~comparable~~Samsung ~~periods~~Gear VR and Oculus Rift via the CEEK Platform. Annex Telecom will also provide celebrity talent affiliations for production and marketing of ~~2014~~VR Concerts.

~~Development~~For ~~Stage~~the ~~Expenditures~~Three Month Period ended August 31, 2015

Development stage expenditures for the nine month period ended February 28, 2015, were 638,052 in professional fees and consulting, $156,000 in salaries and $900,000 in finder's fee paid for IP Asset Purchase. This is compared to development stage expenditures for the nine month period ended February 28, 2014, were $31,007 in professional fees, $144,000 in salaries and $33,735 in research and development. The increase in development stage expenditures resulted from the finder's fee paid for IP Asset Purchase and the increase in professional fees expense.Overview

We incurred net losses of $953,419 for the three month period ended August 31, 2015 as compared to net losses of $719,014 for the comparable period of 2014.

There has been a decrease of $719,607 in general and administrative expenses, a decrease in changes in value of derivative liability of $516,631 and an increase in interest expenses of $1,088,095 mainly attributable to the interest expense resulting from derivative liabilities.

For the three month period ended August 31, 2015, the Company spent $697 in professional fees, $72,000 in salary, $191,084 in consulting. For the comparable period of 2014, the Company spent $83,946 in professional fees, $60,000 in salary and $900,000 in finder's fee paid for IP Asset Purchase.

Sales

For the three ~~and nine~~ month ~~periods~~period ended ~~February~~August 2831, 2015 and 2014, we had no revenues ~~as compared to no revenues for the same periods of 2014~~. We are not generating revenues because we are presently working on the development a fully immersive and interactive social virtual reality platform that simulates the communal experience of being at a movie, music concert, sports game, museum, business conference or meeting, spectator event or travel destination.

~~Total~~General ~~Cost~~ and ~~Expenses~~Administration

For the three ~~and nine~~ month ~~periods~~period ended ~~February~~August 2831, 2015 and 2014, we incurred ~~total~~general ~~costs~~ and administration expenses of $~~523~~320,~~856~~770 and $1,~~936~~040,~~791,~~377 respectively~~. This compares to $96~~,~~757~~ ~~and~~a ~~$301,082~~decrease ~~for the same periods~~ of ~~the previous year, an increase of 454~~69% from the three month period ofending ~~last year and an increase of 547% for the six month period in~~ 2014. The ~~increase~~decrease ~~in total cost and expenses~~ resulted from the ~~increase of~~ professional fees expenses and finder's fee paid for IP Asset Purchase.

Selling, General and Administration

For the three and nine month periods ended February 28, 2015, we incurred selling, general and administration expenses of $433,354 and $ 2,031,509, respectively. This compares to $56,305 and $185,461 for the same periods of the previous year, which is an increase of 670% from the three month period of last year and an increase of 995% for the six month period in 2014. The increase resulted from the professional fees expenses and finder's fee paid for IP Asset Purchase.

Interest

~~We calculate interest in accordance with the respective note payable and note payable stockholders.~~ For the three ~~and nine~~ month ~~periods~~period ended ~~February~~August 2831, 2015 and 2014, we incurred $~~102~~1,~~842 and $109~~092,~~005.~~386 ~~This~~compared ~~compares~~ to $74,~~154~~291 ~~and $131,895~~ for the ~~same~~three ~~periods~~month ofperiod ~~the~~ended ~~previous~~August ~~year~~31, 2014. The increase of ~~1337~~253% ~~for the three month period last year~~ was caused by ~~interest~~increased onborrowings ~~derivative~~and ~~liability~~interest ~~and~~expense arecorded ~~decrease~~upon issuance of ~~17%~~convertible ~~for~~debt ~~the~~in ~~nine~~which ~~month~~the ~~period~~debt indiscount ~~2014,~~related ~~was~~to ~~caused~~the byconversion ~~interest~~feature ~~reduction~~recorded ~~due~~as toa ~~debts~~derivative ~~conversion~~exceed ~~into~~the ~~common~~face ~~shares~~value of the ~~company~~note.

~~-14-~~Research and development

For the three month period ended August 31, 2015 and 2014, we incurred research and development expenses of $56,894 and $0 respectively, an increase of 100% from the three month period ending 2014. The increase resulted from the CEEK platform development fees.

Changes in fair value of derivative liabilities

For the three month period ended August 31, 2015 and 2014, we realized, in changes in fair value of derivative liabilities, a gain of $516,631 and $0 respectively, an increase of 100% from the three month period ending 2014. The increase resulted from increased borrowings upon issuance of convertible debt.

-15-

Liquidity and Capital Resources

At ~~February~~August 2831, 2015, we had $~~115~~251,~~893~~762 in cash, as ~~compared~~opposed to $742,~~047~~775 in cash at May 31, ~~2014~~2015. Total cash requirements for operations for the ~~nine~~three month period ended ~~February~~August 2831, 2015 was $~~522~~188,~~186~~287. As a result of its new business plan, management estimates that cash requirements through the end of the fiscal year ended May 31, ~~2015~~2016 will be between $500,000 thousand to $2,000,000 ~~million~~thousand. As of the date of this ~~report~~Report, we do not have available resources sufficient to cover the expected cash requirements through the end of the ~~third~~second quarter of ~~2015~~2016 or the balance of the year. As a result, there is substantial doubt that we can continue as an ongoing business without obtaining additional financing. Management's plans for maintaining our operations and continued existence include selling additional equity securities and borrowing additional funds to pay operational expenses. There is no assurance we will be able to generate sufficient cash from operations, sell additional shares of Common Stock or borrow additional funds. Our inability to obtain additional cash could have a material adverse effect on our financial position, results of operations and our ability to continue our existence. If our losses continue and we are unable to secure additional financing, we may ultimately be required to seek protection from creditors under applicable bankruptcy laws.

WeAt August 31, 2015, we had total assets of $5,~~358~~011,~~227 as of February 28, 2015~~743. This was an increase of $579,~~351~~434,~~210,~~ or ~~759~~1.6%, as compared to total assets of $74,~~047~~932,309 as of May 31, ~~2014~~2015. The increase was primarily attributable to ~~intangible assets and in process research and development assets~~cash.

WeAt August 31, 2015, we had total ~~current~~ liabilities of $~~893~~3,~~259 as of February 28~~213, ~~2015~~643. This was aan ~~decrease~~increase of $~~614~~1,~~242~~023,944, or 4147%, as compared to ~~current~~ liabilities of $12,~~507~~189,~~501~~699 as of May 31, ~~2014~~2015. The net ~~decrease~~increase was attributable to ~~conversion~~notes ofpayable ~~loans~~and ~~stockholders~~derivative ~~into common shares of the company~~liabilities.

~~For~~During the three month period ended ~~February~~August 2831, 2015, wethe Company received additional loans from ~~Mr.~~Michel St-Pierre, ana ~~officer and~~ shareholder, in the amount of $247,~~690~~987. August ~~Mr. St-Pierre converted his loans balance of $386~~31,~~512~~ ~~into 3,734,581 common shares of Next Galaxy Corp. In 2014, we received loans of $20,049. At February 28,~~ 2015, the loans amounted to $3119,~~429~~506. These loans carry an interest of 10% and are payable on demand.

Our financial condition raises substantial doubt about our ability to continue as a going concern. Management's plan for our continued existence includes selling additional stock through private placements and borrowing additional funds to pay overhead expenses while maintaining marketing efforts to raise our sales volume. Our future success is dependent upon our ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that we will be able to generate sufficient cash from operations, sell additional shares of common stock or borrow additional funds. Our inability to obtain additional cash could have a material adverse effect on our financial position, results of operations and our ability to continue as a going concern.

This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this Memorandum. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

We have only had operating losses which raise substantial doubts about our viability to continue our business and our auditors have issued an opinion expressing the uncertainty of our Company to continue as a going concern. If we are not able to continue operations, investors could lose their entire investment in our Company. Presently, the monthly negative cash flow amounts to $50,000 and our available cash cannot sustain current operations for more than one month. In order to continue our operations, we want to sell additional shares of common stock or borrow additional funds and generate sufficient cash from operations to support our company for the next twelve months.

Contractual Obligations

The Company is not party to any contractual obligations other than indicated in Notes 6, 7 and 8.

-16-

Off-Balance Sheet Arrangements

We are not a party to any off-balance sheet arrangements.

We have not entered into any other financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder's equity or that are not reflected in our consolidated financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and development services with us.

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.

-15-

ITEM 4.

CONTROLS AND PROCEDURES.

Limitations on the Effectiveness of Controls

Our management, including our CEO and CFO, does not expect that our ~~disclosure~~Disclosure ~~controls~~Controls and internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management or board override of the control.

The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Management's Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934 as a process designed by, or under the supervision of, the company's principal executive and principal financial officers and effected by the company's 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 accounting principles generally accepted in the United States of America.

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

As of February 28, 2015, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses. The matter involving internal controls and procedures that our management considered to be a material weakness under the standards of the Public Company Accounting Oversight Board was the lack of a functioning audit committee, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures. The aforementioned material weaknesses were identified by our management in connection with the review of our financial statements for the period ended February 28, 2015.17-

~~-16-~~misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

As of August 31, 2015, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting such assessments. Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses. The matter involving internal controls and procedures that our management considered to be a material weakness under the standards of the Public Company Accounting Oversight Board was the lack of a functioning audit committee, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures. The aforementioned material weaknesses were identified by our management in connection with the review of our financial statements for the period ended August 31, 2015.

Management believes that the material weakness set forth above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

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

- Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect ~~thetransactions and dispositions of~~ the ~~assets of the company; and - Provide reasonable assurance that~~ transactions ~~are recorded as necessary to permit preparation offinancial statements in accordance with accounting principles generally accepted in the United States ofAmerica~~ and ~~that~~dispositions ~~receipts and expenditures~~ of the ~~company~~assets ~~are being made only in accordance with authorizations~~ of ~~management and directors of~~ the company.;

- Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting during the quarter ended ~~February~~August 2831, 2015 that has affected, or is reasonably likely to affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

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.

-1718-

ITEM 2.

UNREGISTERED SALE OF EQUITY SECURITIES.

In the first quarter, we issued 57,439 shares of common stock.

A total of 57,439 shares of common stock were issued to Emerson Gerard Associates, in consideration of consulting fees of $8,909, all of which were restricted securities, as defined in Rule 144 of the Rules and Regulations of the SEC promulgated under the Securities Act.

ITEM 6.

EXHIBITS.

The following documents are included herein:

Exhibit		Incorporated by reference			Filed
Number	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation, as amended	S-1	066/19/09	3.1
3.2	Bylaws	S-1	066/19/09	3.2
4.1	Stock Certificate	S-1	066/19/09	4.1
10.1	Consulting Agreement – Michel St-Pierre	10-K	088/19/11	10.1
10.2	Consulting Agreement – Jean-Paul Langlais	10-K	088/19/11	10.2
10.3	Manufacturing Agreement with SMT Hautes Technologies	10-K	088/19/11	10.3
10.4	Partnership Agreement with Monnit Corp.	10-K	088/19/11	10.4
10.5	License Agreement with iMetrik Global Inc.	10-K	088/19/11	10.5
10.6	Loan Agreement with Capex Investment Limited	10-K	088/19/11	10.1
10.7	IP Asset Purchase Agreement with Mary Spio	8-K	066/27/14	10.1
14.1	Code of Ethics	10-K	088/20/10	14.1
31.1	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002				X
31.2	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002				X
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer				X
32.2	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Financial Officer				X
99.1	Audit Committee Charter	10-K	088/20/10	99.2
99.2	Disclosure Committee Charter	10-K	088/20/10	99.3
101.INS	XBRL Instance Document				X
101.SCH	XBRL Taxonomy Extension – Schema				X
101.CAL	XBRL Taxonomy Extension – Calculations				X
101.DEF	XBRL Taxonomy Extension – Definitions				X
101.LAB	XBRL Taxonomy Extension – Labels				X
101.PRE	XBRL Taxonomy Extension – Presentation				X

-1819-


101.INS	XBRL Instance Document	X

101.SCH	XBRL Taxonomy Extension – Schema	X

101.CAL	XBRL Taxonomy Extension – Calculations	X

101.DEF	XBRL Taxonomy Extension – Definitions	X

101.LAB	XBRL Taxonomy Extension – Labels	X

101.PRE	XBRL Taxonomy Extension – Presentation	X

-20-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this ~~report~~registrant has ~~been~~duly ~~signed~~caused ~~below~~this byreport ~~the~~to ~~following~~be ~~person~~signed on its behalf ofby the ~~Registrant~~undersigned ~~and~~thereunto induly ~~the~~authorized ~~capacities~~ on this 15th ~~14th~~ day of ~~April~~October, 2015.

	NEXT GALAXY CORP.

	BY:	MARY SPIO
		Mary Spio
		President, Principal Executive Officer and Director

	BY:	MICHEL ST-PIERRE
		Michel St-Pierre
		Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and Director

-1921-

EXHIBIT INDEX

Exhibit		Incorporated by reference			Filed
Number	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation, as amended	S-1	066/19/09	3.1
3.2	Bylaws	S-1	066/19/09	3.2
4.1	Stock Certificate	S-1	066/19/09	4.1
10.1	Consulting Agreement – Michel St-Pierre	10-K	088/19/11	10.1
10.2	Consulting Agreement – Jean-Paul Langlais	10-K	088/19/11	10.2
10.3	Manufacturing Agreement with SMT Hautes Technologies	~~10-K~~	~~08/19/11~~	~~10.3~~	X
10.4	Partnership Agreement with Monnit Corp.	10-K	08/19/11	10.4
14.1	Code of Ethics	10-K	8/20/10	14.1
10.5	License Agreement with iMetrik Global Inc.	10-K	08/19/11	10.5
10.6	Loan Agreement with Capex Investment Limited	10-K	08/19/11	10.1
10.7	IP Asset Purchase Agreement with Mary Spio	8-K	06/27/14	10.1
14.1	Code of Ethics	10-K	08/20/10	14.1
31.1	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002				X
31.2	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002				X
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer				X
32.2	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Financial Officer				X
99.1	Audit Committee Charter	10-K	088/20/10	99.2
99.2	Disclosure Committee Charter	10-K	088/20/10	99.3
101.INS	XBRL Instance Document				X
101.SCH	XBRL Taxonomy Extension – Schema				X
101.CAL	XBRL Taxonomy Extension – Calculations				X
101.DEF	XBRL Taxonomy Extension – Definitions				X
101.LAB	XBRL Taxonomy Extension – Labels				X
101.PRE	XBRL Taxonomy Extension – Presentation				X

-2022-

Filing Compare · Next Galaxy Corp.