UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 10-K

(Mark One)

X☒ . ANNUAL REPORT PURSUANT TO SECTION 13 orOR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the ~~fiscal~~Fiscal ~~year~~Year ~~ended~~Ended June 30, ~~2015~~2016

.Or

.☐ TRANSITION REPORT ~~UNDER~~PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~HARRISON~~For ~~VICKERS~~the ~~AND~~transition ~~WATERMAN~~period ~~INC.~~from ~~(Exact~~_______ ~~name~~to ~~of registrant as specified in its charter)~~_______

Nevada		26-2883037
(State or jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Commission file number ____________

712 U.S. Highway 1, Suite 200 North Palm Beach, FL 33408		(561) 227-2727
Address of registrant’s Principal executive offices including Area code		Registrant’s telephone number

HARRISON, VICKERS & WATERMAN, INC.

(Name of Registrant as Specified in Its Charter)

Wyoming		26-2883037
(State or other jurisdiction of incorporation)		(IRS Employer Identification Number)

120 Pebble Trail

Alpharetta, GA 30009

(Address of principal executive offices) (Zip Code)

(770) 235-6053

(Issuer’s Telephone Number, Including Area Code)

Securities registered under Section 12(b) of the Exchange Act:

None

Securities registered under Section 12(g) of the Exchange Act:

Common stock, par value $0.~~0001~~00001 per share

~~(Title~~Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of ~~Class)~~the Securities Act. ☐ Yes ☒ No

Indicate by ~~check~~checkmark ~~mark~~ if the registrant is anot ~~well-known~~required ~~seasoned~~to ~~issuer,~~file asreports ~~defined~~pursuant into ~~Rule~~Section ~~405~~13 ofor ~~the~~15(d) ~~Securities~~Of the Act. ☐ Yes ☒ No

~~Yes . No X~~Indicate by check mark 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 past 90 days. . ☐ Yes ☒ No

Indicate by check mark ifwhether the registrant ishas ~~not~~submitted electronically every Interactive Data File required to ~~file~~be ~~reports~~submitted pursuant to ~~Section~~Rule 13405 orof ~~Section~~Regulation 15S-T (d)§ 232.405 of this chapter) during the ~~Act.~~preceding 12 months (or for such shorter period that the registrant was required to submit such files) ☐ Yes ☒ No

~~Yes . No X . .~~i

Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the last 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ..

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

Large accelerated filer .☐ Accelerated filer .☐ Non-accelerated filer .☒ ~~(Do~~Smaller ~~not check if a smaller~~ reporting company) ~~Smaller~~☒ ~~reporting~~Emerging growth company ~~X .~~☐

~~Indicate~~If an emerging growth company, indicate by check mark ~~whether~~if the registrant ishas aelected ~~shell~~not ~~company~~to ~~(as~~use ~~defined~~the inextended ~~Rule~~transition ~~12b-2~~period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act). ☐

~~Yes . No X~~Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

~~Aggregate~~Indicate ~~market value of the voting and non-voting common equity held~~ by ~~non-affiliates~~check ofmark whether the registrant asis ofa ~~September~~shell ~~14,~~company ~~2015~~(as ~~was~~defined ~~approximately~~in ~~$1,958,229~~Rule ~~based~~12b-2 onof ~~$.0155,~~ the ~~price~~Exchange atAct). ~~which~~☐ ~~the~~Yes ☒ ~~registrant’s common stock was last sold as of this filing.~~ No

As of ~~September~~December 145, ~~2015,~~2022 the registrant had ~~126~~6,~~337~~564,~~367~~838,949 shares of common stock issued and outstanding.

~~Transitional Small Business Disclosure Format (check one): Yes . No X .~~ii

~~Documents~~Table ~~incorporated~~of ~~by reference: None~~Contents

PART I	1
Item 1. Business.	1
Item 1A. Risk Factors.	2
Item 1B. Unresolved Staff Comments.	11
Item 2. Properties.	11
Item 3. Legal Proceedings.	12
Item 4. Mine Safety Disclosures.	12
PART II	12
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	12
Item 6. Selected Financial Data.	12
Item 7. Management’s Discussion and Analysis of our Financial Conditions and Results of Operations.	13
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.	16
Item 8. Financial Statements and Supplementary Data	16
Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.	17
Item 9A. Controls and Procedures.	17
Item 9B. Other Information.	18
PART III	19
Item 10. Directors, Executive Officers, and Corporate Governance.	19
Item 11. Executive Compensation.	21
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	22
Item 13. Certain Relationships and Related Transactions, and Director Independence.	22
Item 14. Principal Accountant Fees and Services.	22
PART I V	24
Item 15. Exhibits and Financial Statement Schedules.	24
SIGNATURES	25

iii

FORWARD-LOOKING STATEMENTS

This Report on Form 10-K (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1934, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that involve substantial risks and uncertainties. Forward-looking statements present our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Forward-looking statements involve risks and uncertainties and include statements regarding, among other things, our projected revenue growth and profitability, our growth strategies and opportunity, anticipated trends in our market and our anticipated needs for working capital. They are generally identifiable by use of the words “may,” “will,” “should,” “anticipate,” “estimate,” “plans,” “potential,” “projects,” “continuing,” “ongoing,” “expects,” “management believes,” “we believe,” “we intend” or the negative of these words or other variations on these words or comparable terminology.

From time to time, forward-looking statements also are included in our other periodic reports on Forms 10-Q and 8-K, in our press releases, in our presentations, on our website and in other materials released to the public. Any or all of the forward-looking statements included in this Report and in any other reports or public statements made by us are not guarantees of future performance and may turn out to be inaccurate. These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. All subsequent written and oral forward-looking statements concerning other matters addressed in this Report and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Report.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise. All data presented is as of June 30, 2016.

For discussion of factors that we believe could cause our actual results to differ materially from expected and historical results see “Item 1A - Risk Factors” below.

In this Report, unless otherwise indicated or the context otherwise requires, “Harrison, Vickers & Waterman, Inc., the “Company”, “we”, “us” or “our” refer to Harrison, Vickers & Waterman, Inc., Inc., a Wyoming corporation, and its subsidiaries.

PART I

Item 1. Business.

Overview

Corporate History

We were incorporated on June 5, 2008, under the laws of the State of Nevada under the name Sharp Performance Inc. From inception until September 2013, our business focus was on the provision of consulting services to the American automotive industry. From September 2013 until April 21, 2015, we were primarily engaged in the business of making commercial secured real estate loans. On October 24, 2013, we changed our name to Harrison, Vickers & Waterman Inc. in conjunction with the change in our business focus. On April 21, 2015, we commenced operations in a new line of business, the ownership of World of Beer taverns that serve craft and imported beer along with food and other spirits. We no longer are involved in the commercial secured real estate loans. On October 24, 2018, the Company entered into a Securities Exchange Agreement with NJ Battery Energy Storage Project 1, LLC. In January 2020, the assets of NJ Battery Energy Storage Project 1, LLC were sold and in September 2020, the net assets of the taverns were sold. Currently the Company has no operating business and is looking for acquisitions. On November 23, 2021, we re-domiciled to the State of Wyoming.

Acquisition of World of Beer

In April 2015, we entered into a Purchase Agreement (the “Purchase Agreement”), with the original shareholders of Attitude Beer Holdings, Inc. (“ABH”), namely, Attitude Drinks Incorporated, a Delaware corporation (“Attitude Drinks”), and two significant investors of ABH, pursuant to which the shareholders sold to us all of the outstanding shares of stock of ABH, and ABH thereupon became our wholly owned subsidiary. In consideration for the purchase of the shares of common stock of ABH, we issued: (i) to Attitude Drinks, 51 shares of our newly created Series B Preferred Stock of the Company (the “Series B Preferred Stock”) and a seven year warrant (the “B Warrant”) to purchase 5,000,000 shares of our common stock, par value $.0001 per share (the “Common Stock”), at an exercise price of $0.075 per share (subject to customary anti-dilution adjustments); (ii) to the significant investors, a secured convertible note of approximately $2.2 million and warrants to purchase approximately 1.7 billion shares at $.0025 per share. The warrants have a seven-year life commencing April 20, 2015. These investors also acquired an Additional Investment Right to invest up to $5,000,000 on the same terms.

One of the investors acquired 32,300 shares of our Series A Preferred Stock (convertible into 32,300,000 shares of Common Stock) from HVW Holdings LLC “HVW”, an entity of which Mr. James Giordano, our prior Chief Executive Officer and prior Chairman of the Board, was the managing member, subject to the terms of a Purchase Agreement. Attitude Drinks purchased 87,990,000 shares of Common Stock from HVW Holdings LLC at a price of $65,000.

Our Business

Status of Craft Beer Market

Craft beer is defined as beer produced by a small brewer, also known as a “microbrewer”, that provides fewer than 6 million barrels of their product per year. They tend to use different ingredients from the main brewers, such as Anheuser-Busch InBev which acquired SABMiller in 2015, and appeal to a demographic that is looking for a new experience in beer.

During the current decade, craft beer production has been transformed into one of the fastest growing and most popular alcoholic beverage segments in the United States. The industry has experienced significant revenue growth. According to IBISWorld, the annualized five year growth rate through 2016 has been 20.1%. The total size of the domestic market in 2016 was $5.8 billion. Craft beer tends to appeal to consumers who are younger and more affluent. 67% of

that revenue stream is from customers aged 25-54, who tend to be working and have greater disposable income than retirees. Even after the tremendous growth put forward by the industry, IBISWorld predicts annual compound growth at a rate of 4.4% over the next five years resulting in a $7.2 billion domestic market.

Company Strategy

In response to this trend, the Company plans to be opportunistic in adding to its existing inventory of taverns. Demographic information about a region, including average age and disposable income go into the decision as where to open the next taverns. Additionally, the Company looks for space that can be easily renovated into a restaurant/tavern to provide the

Company’s products.

Facilities

The Company’s facilities as of June 30, 2016 are as follows:

World of Beer Tavern- Milford CT

World of Beer Tavern- West Hartford CT

World of Beer Tavern- Cambridge MA.

Item 1A. Risk Factors.

In addition to other information in this Annual Report on Form 10-K and in other filings we make with the Securities and Exchange Commission, the following risk factors should be carefully considered in evaluating our business as they may have a significant impact on our business, operating results and financial condition. If any of the following risks actually occurs, our business, financial condition, results of operations and future prospects could be materially and adversely affected. Because of the following factors, as well as other variables affecting our operating results, past financial performance should not be considered as a reliable indicator of future performance and investors should not use historical trends to anticipate results or trends in future periods.

Investing in our common stock involves a high degree of risk. You should carefully consider the risks described below, as well as the other information in this prospectus, including our financial statements and the related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” before deciding whether to invest in our common stock. The occurrence of any of the events or developments described below could harm our business, financial condition, operating results, and growth prospects. In such an event, the market price of our common stock could decline, and you may lose all or part of your investment. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operations.

Investment Analysis

There is no assurance Harrison, Vickers & Waterman, Inc. will be profitable, or that management’s opinion of the Company’s future prospects will not be outweighed in the by unanticipated losses, adverse regulatory developments and other risks. Investors should carefully consider the various risk factors below before investing in the Shares.

RISK FACTORS

The purchase of the Company’s Common Stock involves substantial risks. You should carefully consider the following risk factors in addition to any other risks associated with this investment. The Shares offered by the Company constitute a highly speculative investment and you should be in an economic position to lose your entire investment. The risks listed do not necessarily comprise all those associated with an investment in the Shares and are not set out in any particular order of priority. Additional risks and uncertainties may also have an adverse effect on the Company’s business and your investment in the Shares. An investment in the Company may not be suitable for all recipients of this Offering Circular. You are advised to consult an independent professional adviser or attorney who specializes in investments of this kind before making any decision to invest. You should consider carefully whether an investment in the Company is suitable in the light of your personal circumstances and the financial resources available to you.

The discussions and information in this Offering Circular may contain both historical and forward- looking statements. To the extent that the Offering Circular contains forward-looking statements regarding the financial condition, operating results, business prospects, or any other aspect of the Company’s business, please be advised that the Company’s actual financial condition, operating results, and business performance may differ materially from that projected or estimated by the Company in forward-looking statements. The Company has attempted to identify, in context, certain of the factors it currently believes may cause actual future experience and results may differ from the Company’s current expectations.

~~TABLE~~Before OFinvesting, ~~CONTENTS~~you should carefully read and carefully consider the following risk factors:

		Page
PART I
Item 1	Business	4
Item 1A	Risk Factors	10
Item 1B	Unresolved Staff Comments	22
Item 2	Properties	22
Item 3	Legal Proceedings	22
Item 4	Mine Safety Disclosures	22
PART II.
ITEM 5.	Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	23
ITEM 6.	Selected Financial Data	26
ITEM 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26
ITEM 7A.	Quantitative and Qualitative Disclosures about Market Risk	30
ITEM 8.	Financial Statements and Supplementary Data	30
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	30
ITEM 9A.	Controls and Procedures	30
ITEM 9B.	Other Matters	32
PART III
ITEM 10.	Directors, Executive Officers, and Corporate Governance	32
ITEM 11.	Executive Compensation	33
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	34
ITEM 13.	Certain Relationships and Related Transactions and Director Independence	35
ITEM 14.	Principal Accounting Fees and Services	35
PART IV
ITEM 15	Exhibits, Financial Statement Schedules	36
Signatures		37

Risks Relating to the Company and Its Business

AsThe ~~used in this Form 10-K, references to “the~~ Company,” ~~“we,”~~Has ~~“our,”~~Limited ~~“ours”~~Operating ~~and “us” refers to Harrison Vickers and Waterman, Inc~~History.~~, unless otherwise indicated. In addition, references to “financial statements” are to our financial statements except as the context otherwise requires.~~

The Company has a limited operating history and has suffered losses and there can be no assurance that the Company’s proposed plan of business can be realized in the manner contemplated and, if it cannot be, shareholders may lose all or a substantial part of their investment. There is no guarantee that it will continue to generate significant operating revenues or that its operations will be profitable.

The Company Is Dependent Upon Its Management, Key Personnel and Consultants to Execute the Business Plan.

The Company’s success is heavily dependent upon the continued active participation of the Company’s current executive officers as well as other key personnel and consultants. Loss of the services of one or more of these individuals could have a material adverse effect upon the Company’s business, financial condition or results of operations. Further, the Company’s success and achievement of the Company’s growth plans depend on the Company’s ability to recruit, hire, train and retain other highly qualified technical and managerial personnel. Competition for qualified employees among companies in the healthy living, healthcare and online industries is intense, and the loss of any of such persons, or an inability to attract, retain and motivate any additional highly skilled employees required for the expansion of the Company’s activities, could have a materially adverse effect on it. The inability to attract and retain the necessary personnel, consultants and advisors could have a material adverse effect on the Company’s business, financial condition or results of operations.

Although Dependent Upon Certain Key Personnel, The Company Does Not Have Any Key Man Life Insurance Policies On Any Such People.

The Company is dependent upon management in order to conduct its operations and execute its business plan; however, the Company has not purchased any insurance policies with respect to those individuals in the event of their death or disability. Therefore, should any of these key personnel, management or founders die or become disabled, the Company will not receive any compensation that would assist with such person’s absence. The loss of such person could negatively affect the Company and its operations.

The Company Is Subject To Income Taxes As Well As Non-Income Based Taxes, Such As Payroll, Sales, Use, Value-Added, Net Worth, Property And Goods And Services Taxes.

Significant judgment is required in determining our provision for income taxes and other tax liabilities. In the ordinary course of our business, there are many transactions and calculations where the ultimate tax determination is uncertain. Although the Company believes that our tax estimates will be reasonable: (i) there is no assurance that the final determination of tax audits or tax disputes will not be different from what is reflected in our income tax provisions, expense amounts for non-income based taxes and accruals and (ii) any material differences could have an adverse effect on our consolidated financial position and results of operations in the period or periods for which determination is made.

The Company Is Not Subject To Sarbanes-Oxley Regulations And Lacks The Financial Controls And Safeguards Required Of Public Companies.

The Company does not have the internal infrastructure necessary, and is not required, to complete an attestation about our financial controls that would be required under Section 404 of the Sarbanes-Oxley Act of 2002. There can be no assurances that there are no significant deficiencies or material weaknesses in the quality of our financial controls. The Company expects to incur additional expenses and diversion of management’s time if and when it becomes necessary to perform the system and process evaluation, testing and remediation required in order to comply with the management certification and auditor attestation requirements.

The Company Has Engaged In Certain Transactions With Related Persons.

Please see the section of this Offering Circular entitled “Interest of Management and Others in Certain Related-Party Transactions and Agreements”

~~PART~~Changes IIn Employment Laws Or Regulation Could Harm The Company’s Performance.

~~Forward~~Various federal and state labor laws govern the Company’s relationship with our employees and affect operating costs. These laws may include minimum wage requirements, overtime pay, healthcare reform and the implementation of various federal and state healthcare laws, unemployment tax rates, workers’ compensation rates, citizenship requirements, union membership and sales taxes. A number of factors could adversely affect our operating results, including additional government-~~Looking~~imposed ~~Information~~increases in minimum wages, overtime pay, paid leaves of absence and mandated health benefits, mandated training for employees, changing regulations from the National Labor Relations Board and increased employee litigation including claims relating to the Fair Labor Standards Act.

~~Much~~The ofCompany’s ~~the~~Bank ~~discussion~~Accounts inWill ~~this~~Not ~~Item~~Be isFully ~~“forward looking”~~Insured. Actual operations and results may materially differ from present plans and projections due to changes in economic conditions, new business opportunities, changed business conditions, and other developments. Other factors that could cause results to differ materially are described in our filings with the Securities and Exchange Commission.

~~There~~The ~~are~~Company’s ~~several~~regular ~~factors~~bank ~~that~~accounts ~~could~~each ~~cause~~have ~~actual~~federal ~~results~~insurance orthat ~~events~~is limited to ~~differ~~a ~~materially~~certain ~~from~~amount ~~those~~of coverage. It is anticipated, ~~and~~that ~~include,~~the ~~but~~account ~~are~~balances ~~not~~in ~~limited~~each ~~to,~~account ~~general~~may ~~economic,~~exceed ~~financial~~those ~~and~~limits ~~business~~at ~~conditions,~~times. ~~commodity~~In ~~prices~~the event that any of Company’s banks should fail, ~~and~~the ~~changes~~Company may not be able to recover all amounts deposited in ~~consumer~~these ~~preferences~~bank accounts.

~~Readers~~The ~~are~~Company’s ~~cautioned~~Business ~~not~~Plan toIs ~~place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof~~Speculative. We believe the information contained in this Form 10-K to be accurate as of the date hereof. Changes may occur after that date. We will not update that information except as required by law in the normal course of its public disclosure practices.

~~ITEM~~The 1Company’s present business and planned business are speculative and subject to numerous risks and uncertainties. ~~BUSINESS~~There is no assurance that the Company will continue to generate significant revenues or profits.

~~Through~~The ~~our~~Company ~~wholly~~Will ~~owned~~Likely ~~subsidiary,~~Incur ~~Attitude Beer Holding Co~~Debt., a Delaware corporation (“ABH”), we are an owner of a 51% interest in a World of Beer franchise tavern and restaurant located in West Hartford Connecticut. In December 2014, ABH entered into a joint venture (the “JV”) with New England World of Beer (“NEWOB”) and together opened a 4,000 sq. foot tavern in West Hartford, Connecticut (“West Hartford WOB”) that sells a selection of over 500 craft and imported beers along with tavern food and other spirits and cocktails. New England World of Beer holds franchise rights for all of Connecticut and Massachusetts. Similar taverns are currently open in 20 states, namely AL, AZ, CO, CT, FL, GA, IL, LA, MD, MI, NC, NJ, NY, OH, SC, TN, TX, VA, WA and WI. Our joint venture partner, NEWOB, operates and manages this location. NEWOB acquired exclusive rights from World of Beer Franchising Inc to develop World of Beer franchise taverns and restaurants in the State of Connecticut, and the greater Boston area. Through our agreement with NEWOB, we have the right, but are not obligated, to participate in the development of new franchises. As NEWOB has franchise rights with the World of Beer Franchising, Inc. in Tampa, Florida (“franchisor”), we expect to develop other franchise locations in these exclusive territories.

InThe April 2015, we entered into a Purchase Agreement (the “Purchase Agreement”), with the three original shareholders of ABH, namely, Attitude Drinks Incorporated, a Delaware corporation (“Attitude Drinks”), Alpha Capital Anstalt, a company organized under the laws of Liechtenstein (“Alpha”) and Tarpon Bay Partners LLC, a Florida limited liability company (“Tarpon Bay”), pursuant to which the shareholders sold to us all of the outstanding shares of stock of ABH, and ABH thereupon became our wholly owned subsidiary. In consideration for the purchase of the shares of common stock of ABH, we issued: (i) to Attitude Drinks, 51 shares of our newly created Series B Preferred Stock of the Company ~~(the~~has ~~“Series~~incurred Bdebt ~~Preferred Stock”)~~ and aexpects ~~seven year warrant (the “B Warrant”)~~ to ~~purchase~~incur ~~5,000,000~~future ~~shares~~debt of our common stock, par value $.0001 per share (the “Common Stock”), at an exercise price of $0.075 per share (subject to customary anti-dilution adjustments); (ii) to Alpha, a secured convertible note due April 20, 2017 (the “Secured Convertible Note”) in ~~the~~order ~~principal amount of $1,619,375 a seven year warrant (the “Alpha Warrant”),~~ to ~~purchase~~fund ~~1,295,500,500, shares of Common Stock at an exercise price of $0~~operations.~~0025~~ ~~per~~Complying ~~share~~with ~~(subject~~obligations tounder ~~customary~~such ~~anti-dilution~~indebtedness ~~adjustments),~~may ~~and~~have ~~an additional investment right (“AIR”) to purchase up to $3,750,000 in additional notes (the “AIR Note”) and corresponding warrants (“the “AIR Warrant”); and (iii) to Tarpon,~~ a ~~Secured~~material ~~Convertible~~adverse ~~Note~~effect inon the ~~principal~~Company amount of $554,792, a seven year warrant (the “Tarpon Warrant”) to purchase 443,833,333 shares of Common Stock at an exercise price of $0.0025 per share (subject to customary anti-dilution adjustments), and anon ~~AIR~~your ~~to purchase up to $1,250,000 in additional notes and corresponding AIR Warrants~~investment. In addition, Alpha acquired 32,300 shares of our Series A Preferred Stock (convertible into 32,300,000 shares of Common Stock) from HVW Holdings LLC “HVW”, an entity of which Mr. James Giordano, our prior Chief Executive Officer and prior Chairman of the Board, was the managing member, subject to the terms of a Purchase Agreement (the “Series A Purchase Agreement”). Attitude Drinks purchased 87,990,000 shares of Common Stock from HVW Holdings LLC at a price of $65,000, subject to the terms of a Purchase Agreement (the “Common Stock Purchase Agreement”).

~~References~~The inCompany’s ~~this~~Expenses ~~Report~~Could toIncrease ~~“company”,~~Without ~~“we”,~~a ~~“us”,~~Corresponding ~~and~~Increase ~~“our”~~in ~~refer to the business of Harrison Vickers and Waterman, Inc~~Revenues. ~~and our subsidiary.~~

InThe ~~September~~Company’s ~~2013~~operating and other expenses could increase without a corresponding increase in revenues, wewhich ~~shifted~~could ~~our~~have ~~focus~~a tomaterial adverse effect on the ~~commercial~~Company’s ~~real~~consolidated ~~estate~~financial ~~industry~~results and on ~~September~~your 6,investment. ~~2013,~~Factors wewhich ~~purchased~~could ~~from~~increase ~~Harrison~~operating ~~Vickers~~ and ~~Waterman~~other ~~LLC~~expenses ~~(“LLC”)~~include, ~~certain~~but ~~real~~are ~~estate~~not ~~loans.~~limited Weto ~~still~~(1) ~~own~~increases ~~certain~~in ~~real~~the ~~estate~~rate ~~loans~~of inflation, ~~although~~(2) ~~real~~increases ~~estate~~in ~~lending~~taxes isand noother ~~longer~~statutory ~~the~~charges, ~~primary~~(3) ~~focus~~changes ofin ~~our business~~laws, ~~and~~regulations ~~therefore~~or wegovernment ~~operate~~policies aswhich ~~two~~increase ~~segments~~the ~~for~~costs ~~reporting~~of ~~purposes.~~compliance Wewith dosuch ~~not~~laws, ~~anticipate~~regulations ~~engaging~~or policies, (4) significant increases in ~~any~~insurance ~~more~~premiums, ~~commercial~~and ~~loans~~(5) increases in borrowing costs.

.Increased Costs Could Affect The Company.

4An increase in the cost of raw materials or energy could affect the Company’s profitability. Commodity and other price changes may result in unexpected increases in the cost of raw materials, glass bottles and other packaging materials used by the Company. The Company may also be adversely affected by shortages of raw materials or packaging materials. In addition, energy cost increases could result in higher transportation, freight and other operating costs. The Company may not be able to increase its prices to offset these increased costs without suffering reduced volume, sales and operating profit, and this could have an adverse effect on your investment.

We May Not Be Able to Maintain and Enhance Our ~~History~~Image.

WeIt ~~were~~is ~~incorporated~~important onthat ~~June~~the 5,Company ~~2008,~~maintains ~~under~~and enhances the ~~laws~~image of ~~the~~its ~~State~~existing ofservice ~~Nevada~~offerings. ~~under~~The image and reputation of the ~~name~~Company ~~Sharp~~may ~~Performance~~be ~~Inc.~~impacted ~~From~~for ~~inception~~various ~~until~~reasons ~~September~~including ~~2013~~litigation, ~~our~~complaints ~~business~~from ~~focus~~regulatory ~~was~~bodies onresulting ~~the~~from ~~provision~~quality offailure, ~~consulting~~illness ~~services~~or other health concerns. Such concerns, even when unsubstantiated, could be harmful to the ~~American~~Company’s ~~automotive~~image ~~industry~~and reputation. OnFrom ~~October~~time ~~24,~~to ~~2013~~time, wethe ~~changed~~Company ~~our~~may ~~name~~receive tocomplaints ~~Harrison~~from ~~Vickers~~customers &regarding ~~Waterman~~the ~~Inc~~Company. inThe ~~conjunction~~Company ~~with~~may in the ~~change~~future inreceive ~~our~~correspondence ~~business~~from ~~focus~~customers ~~and~~requesting ~~engaged~~reimbursement. inCertain adissatisfied ~~324~~customers may threaten legal action against the Company if no reimbursement is made.5- The Company may become subject to-1 ~~forward~~lawsuits ~~stock~~from ~~split~~customers alleging injury because of ~~our~~a ~~common~~purported ~~stock~~defect in services provided by the Company, claiming substantial damages and demanding payments from the Company. InAny ~~connection~~resulting ~~with~~litigation ~~our~~could ~~shift~~be incostly ~~business~~for ~~focus~~the Company, ondivert ~~August~~management 18attention, ~~2015~~and could result in increased costs of doing business, weor ~~filed~~otherwise have a ~~Definitive~~material ~~Information~~adverse ~~statement~~effect ~~with~~on the ~~Securities~~Company’s ~~and~~business, ~~Exchange~~results ~~Commission~~of tooperations, ~~change~~and ~~our~~financial ~~name~~condition. toAny ~~Attitude~~negative ~~Beer,~~publicity ~~Inc.~~generated ~~and~~as wea ~~expect~~result toof ~~file~~customer complaints about the ~~Certificate~~Company ofcould ~~Amendment~~damage tothe ~~our~~Company’s ~~Certificate~~reputation ofand ~~Incorporation~~diminish tothe ~~effectuate~~value of the ~~name~~Company’s ~~change~~brand, inwhich ~~September~~could ~~2015.~~have

~~Available Information~~4

~~Our~~a ~~principal~~material ~~offices~~adverse ~~are~~effect ~~located~~on atthe ~~712~~Company’s ~~US Highway One~~business, ~~North~~results ~~Palm~~of ~~Beach Florida. Our website address is www.attitudebeer.com. The information contained in~~operations, and ~~that~~financial ~~can be accessed through~~condition, ~~our~~as ~~website~~well isas ~~not~~your ~~incorporated into and is not a part of this report~~investment. ~~Our~~Deterioration ~~phone~~in ~~number is (561) 227- 2727, and our facsimile number is (561) 799-5039. Our filings may also be read and copied at~~ the ~~SEC'~~Company’s ~~Public~~brand ~~Reference~~may ~~Room~~have ata ~~100~~material Fadverse ~~Street~~effect ~~NE, Room 1580 Washington, DC 20549. Information~~ on ~~the~~its ~~operation~~consolidated offinancial ~~the~~results ~~Public~~as ~~Reference~~well ~~Room~~as ~~may~~your ~~be obtained by calling the SEC at 1-800-SEC-0330~~investment. The SEC also maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The address of that website is www.sec.gov.

~~The~~If ~~West~~We ~~Hartford~~Are ~~World~~Unable OfTo ~~Beer~~Protect ~~Restaurant~~Effectively Our Intellectual Property, We May Not Be Able To Operate Our Business, Which Would Impair Our Ability To Compete.

~~ABH~~Our ~~and~~success ~~NEWOB~~will ~~are~~depend ~~the~~on ~~joint~~our ~~venture~~ability ~~owners~~to ofobtain ~~the West Hartford World of Beer restaurant~~ and ~~tavern.~~maintain ~~ABH~~meaningful ~~also~~intellectual ~~has~~property anprotection ~~option~~for toany ~~purchase~~such aintellectual ~~51%~~property. ~~interest~~The innames ~~an existing World of Beer restaurant~~ and/or ~~tavern~~logos ~~in Stamford, Connecticut with NEWOB. World~~ of ~~Beer~~Company ~~restaurants~~brands ~~feature~~(whether aowned ~~family~~by ~~friendly~~the ~~environment~~Company ~~that~~or ~~offers~~licensed ~~over~~to ~~500~~us) ~~imported~~may ~~and~~be ~~craft~~challenged ~~beers~~by ~~plus~~holders ~~a wide variety~~ of ~~menu~~trademarks ~~items.~~who ~~Our~~file ~~restaurant~~opposition ~~creates~~notices, aor ~~welcoming~~otherwise ~~neighborhood~~contest ~~atmosphere~~trademark ~~that~~applications ~~includes~~by athe ~~multi-media~~Company ~~system,~~for aits ~~full~~brands. ~~beer and spirit bar and an open layout~~Similarly, ~~which~~domains isowned ~~designed to appeal to sports fans~~ and ~~families~~used ~~alike.~~by Wethe ~~believe~~Company wemay ~~differentiate~~be ~~our~~challenged ~~dining experience from those at other restaurants~~ by ~~appealing~~others towho acontest ~~wide~~the ~~demographic~~ability ~~base. First, for any beer aficionado, they can sample all sorts~~ of ~~brews~~the ~~not~~Company ~~commonly~~to ~~found~~use ~~in a welcoming social environment. Second, for any~~ the ~~sports~~domain ~~fan,~~name ~~they~~or ~~can find their favorite event on a wide variety of televisions~~URL. ~~Third,~~ ~~for~~Such ~~any~~challenges ~~family~~could ~~group~~have ~~that is looking for~~ a ~~dining~~material ~~experience~~adverse ~~that~~effect ison ~~different~~the ~~from~~Company’s ~~typical~~consolidated ~~restaurants,~~financial ~~our~~results ~~restaurant~~as ~~allows~~well ~~our~~as ~~guests~~your ~~to customize their experience to meet their time demands and experience requirements~~investment.

There are currently approximately 80 World of Beer restaurants in operation of which ABH along with NEWOB own one. We leverage the brand recognition of the other 80 World of Beer restaurants and expect to gain acceptance of our restaurant through the brand recognition of other World of Beer locations throughout the country even though we do not own them. We intend to further strengthen our concept by our emphasis on operational excellence supported by operating guidelines and employee trainingComputer, ~~all~~Website ~~targeted~~or toInformation ~~meet~~System ~~the~~Breakdown ~~needs~~Could ofAffect ~~our~~The ~~demographic~~Company’s ~~base~~Business.

~~Our~~Computer, ~~Concept~~website and/or ~~Business~~information ~~Strategy~~system breakdowns as well as cyber security attacks could impair the Company’s ability to service its customers leading to reduced revenue from sales and/or reputational damage, which could have a material adverse effect on the Company’s consolidated financial results as well as your investment.

ToChanges ~~implement~~In ~~our~~The ~~strategy,~~Economy ~~the~~Could ~~joint~~Have ~~venture~~a ~~intends~~Detrimental toImpact On The Company

·Changes in the general economic climate could have a detrimental impact on consumer expenditure and therefore on the Company’s revenue. It is possible that recessionary pressures and other economic factors (such as declining incomes, future potential rising interest rates, higher unemployment and tax increases) may adversely affect customers’ confidence and willingness to spend. Any of such events or occurrences could have a material adverse effect on the Company’s consolidated financial results and on your investment.

~~Identify,~~The ~~invest~~Amount inOf ~~and~~Capital ~~develop~~The ~~new~~Company ~~locations;~~Is Attempting To Raise In This Offering Is Not Enough To Sustain The Company’s Current Business Plan.

·In order to achieve the Company’s near and long-term goals, the Company will need to procure funds in addition to the amount raised in the Offering. There is no guarantee the Company will be able to raise such funds on acceptable terms or at all. If we are not able to raise sufficient capital in the future, we will not be able to execute our business plan, our continued operations will be in jeopardy and we may be forced to cease operations and sell or otherwise transfer all or substantially all of our remaining assets, which could cause you to lose all or a portion of your investment.

~~Continuously~~Additional ~~develop~~Financing ~~and~~May ~~deliver~~Be ~~unique~~Necessary ~~guest~~For ~~experiences;~~The Implementation Of Our Growth Strategy.

·The Company may require additional debt and/or equity financing to pursue our growth and business strategies. These include, but are not limited to enhancing our operating infrastructure and otherwise respond to competitive pressures. Given our limited operating history and existing losses, there can be no assurance that additional financing will be available, or, if available, that the terms will be acceptable to us. Lack of additional funding could force us to curtail substantially our growth plans. Furthermore, the issuance by us of any additional securities pursuant to any future fundraising activities undertaken by us would dilute the ownership of existing shareholders and may reduce the price of our Shares.

~~Create~~Our anEmployees, ~~inviting~~Executive ~~neighborhood~~Officers, ~~atmosphere;~~Directors And Insider Shareholders Beneficially Own Or Control A Substantial Portion Of Our Outstanding Shares.

·Our CEO, Robert W. Tetsch, has majority voting control over the Company through his ownership of all 51 Shares of our Series B Preferred Stock, which are “super-voting” and entitle him to cast 51% of the vote on any matters coming before a vote of our shareholders of every class. Mr. Tetsch is also our sole Officer and Director. This will limit your ability and the ability of our other shareholders, whether acting alone or together, to propose or direct the management or overall direction of our Company. Additionally, this concentration of ownership could discourage or prevent a potential takeover of our Company that might otherwise result in an investor receiving a premium over the market price for his Shares. Accordingly, Mr. Tetsch has the power to control the election of our directors and the approval of actions for which the approval of our shareholders is required. If you acquire our Shares, you will have no effective

~~Focus on operational excellence;~~5

·voice in the management of our Company. Such concentrated control of our Company may adversely affect the price of our Shares. Our principal shareholders may be able to control matters requiring approval by our shareholders, including the election of directors, mergers or other business combinations. Such concentrated control may also make it difficult for our shareholders to receive a premium for their Shares in the event that we merge with a third party or enter into different transactions, which require shareholder approval. These provisions could also limit the price that investors might be willing to pay in the future for our Shares.

~~Increase~~Our ~~same-store~~Operating ~~sales,~~Plan ~~average~~Relies ~~unit~~In ~~volumes~~Large Part Upon Assumptions And Analyses Developed By The Company. If These Assumptions Or Analyses Prove To Be Incorrect, ~~and~~The ~~profitability~~Company’s Actual Operating Results May Be Materially Different From Our Forecasted Results.

~~Our~~Whether ~~Growth~~actual ~~Strategy~~ operating results and business developments will be consistent with the Company’s expectations and assumptions as reflected in its forecast depends on a number of factors, many of which are outside the Company’s control, including, but not limited to:

~~Our~~•whether ~~joint venture with NEWOB will originally concentrate in~~ the ~~New~~Company ~~England~~can ~~area~~obtain ~~where~~sufficient wecapital ~~feel our strategy is most likely~~ to ~~take~~sustain ~~hold. The JV has developed procedures for identifying new opportunities, determining our expansion strategy in those areas~~ and ~~developing~~grow ~~sites~~its ~~for franchised restaurants and taverns. Our current growth strategy is to continue to open franchised locations.~~business

In•our ~~New~~ability ~~England, the JV plans~~ to ~~continue~~manage to open new restaurants and taverns until a market is penetrated to a point that enables us to gain marketing, operational, cost and other efficiencies. The JV intends to have a franchise system through the ~~development~~Company’s ~~of new locations.~~ growth

5•whether the Company can manage relationships with key vendors and advertisers

~~Along~~•demand ~~with~~for ~~planned unit growth,~~ the JVCompany’s isproducts ~~focused on innovating our customer experience in order to enhance each visit to our establishment~~ and strengthen brand loyalty by customizing our menu for specific events that we believe will draw a particular crowd (e.g. - Daytona 500) as well as combining foods with specific beer promotions (e.g. - Bavarian pretzels with German lager promotions). services

~~World~~•the timing and costs of ~~Beer~~new ~~Menu~~and existing marketing and promotional efforts

The World of Beer menu is standard for most items throughout all locations, but there are typically some specialty items added for local tastes and preferences that vary based upon specific promotions or sporting events. The typical menu includes “Tavern shares” which are appetizers that include onion rings, shrimp and potatoes. Entrees include traditional bar fare such as hamburgers, salads and desserts.•competition

~~Our~~•the ~~West~~Company’s ~~Hartford~~ability ~~restaurant~~to ~~and~~retain ~~tavern~~existing ~~features~~key ~~a full bar which offers an extensive selection of over 500 different local~~management, ~~regional~~to ~~and~~integrate ~~imported~~recent ~~bottle~~hires ~~beer selections~~ and ~~craft and favorite beer on 50 rotating taps as well as popular and craft wine and spirits. NEWOB periodically introduces new menu items in order~~ to ~~improve~~attract, ~~the~~retain ~~experience. The strategy is to balance the established menu offerings that appeal to our loyal guests with new menu items that increase guest frequency~~ and ~~attract~~motivate ~~new~~qualified ~~guests.~~ personnel

~~World~~•the ofoverall ~~Beer~~strength ~~Atmosphere~~and stability of domestic and ~~Layout~~international economies

~~Our~~•consumer ~~restaurants~~spending and taverns are “open layouts” which provide for complete visibility for our patrons. The open layout, combined with our detailed selection of beers, we believe makes for an excellent experience that combines a friendly atmosphere, sporting events and our outstanding beer selection. We strive to provide a high-energy atmosphere where friends can gather for camaraderie and to celebrate competition, as well as allow our guests the flexibility to customize their dining experience. The inviting and energetic environment of our restaurant is designed using furnishings that can be easily rearranged to accommodate parties of various sizes. Our restaurant and tavern also features distinct dining and bar areas.habits

~~Site~~Unfavorable ~~Selection~~changes in any of these or other factors, most of which are beyond the Company’s control, could materially and ~~Development~~adversely affect its business, consolidated results of operations and consolidated financial condition.

~~Our~~To ~~site selection process is integral to the successful execution of our growth strategy. Criteria examined include key demographics~~Date, ~~population density and other measures.~~ The JVCompany ~~examines~~Has ~~site-specific~~Cumulative ~~details~~Operating ~~including~~Losses ~~visibility,~~And ~~signage,~~May ~~access~~Not toBe ~~main~~Initially ~~roads~~Profitable ~~and~~For ~~parking.~~At ~~New~~Least ~~England~~The ~~WOB~~Foreseeable ~~LLC’s managing directors have many years of commercial real estate development and broad business experience as entrepreneurs~~Future, ~~operators~~And asCannot ~~well~~Accurately asPredict ~~having~~When ~~managed~~It ~~numerous~~Might ~~businesses~~Become ~~and commercial real estate ventures~~Profitable.

~~Possible~~The ~~Restaurant~~Company ~~Franchise~~has ~~Operations~~a cumulative operating loss since the Company’s inception of $24 million as of June 30, 2016. The Company may not be able to generate significant revenues in the future. In addition, the Company expects to incur substantial operating expenses in order to fund the expansion of the Company’s business. As a result, the Company may continue to experience substantial negative cash flow for at least the foreseeable future and cannot predict when, or even if, the Company becomes profitable again.

~~All~~The ofCompany ~~our~~May ~~franchise~~Be ~~agreements~~Unable ~~will~~To beManage ~~subject~~Their toGrowth ~~approval~~Or ofImplement ~~World~~Their ofExpansion ~~Beer Franchising Inc~~Strategy. and will require that each franchised location operate in accordance with their defined operating procedures, adhere to the established menus, meet applicable quality, service, health and cleanliness standards and comply with all applicable laws.

~~Information~~The ~~Technology~~Company may not be able to expand the Company’s product and service offerings, the Company’s markets, or implement the other features of the Company’s business strategy at the rate or to the extent presently planned. The Company’s projected growth will place a significant strain on the Company’s administrative, operational and financial resources. If the Company is unable to successfully manage the Company’s future growth, establish and continue to upgrade the Company’s operating and financial control systems, recruit and hire necessary personnel or effectively manage unexpected expansion difficulties, the Company’s consolidated financial condition and consolidated results of operations could be materially and adversely affected.

The ~~store~~Company ~~utilizes~~Relies aUpon ~~standard~~Trade ~~point-of-sale~~Secret ~~system~~Protection ~~which~~To ~~tabulates~~Protect ~~sales~~Its asIntellectual ~~well~~Property; asIt ~~items~~May ~~sold. We~~Be ~~have~~Difficult ~~daily~~And ~~reporting~~Costly ofTo ~~revenues~~Protect ~~and~~The ~~expenses~~Company’s ~~plus~~Proprietary ~~inventory~~Rights onAnd ~~hand~~The Company May Not Be Able To Ensure Their Protection.

~~Competition~~The Company currently relies on trade secrets. While the Company uses reasonable efforts to protect these trade secrets, the Company cannot assure that its employees, consultants, contractors or advisors will not, unintentionally or willfully, disclose the Company’s trade secrets to competitors or other third parties. In addition, courts outside the United States are sometimes less willing to protect trade secrets. Moreover, the Company’s competitors may independently develop equivalent knowledge, methods and know-how. If the Company is unable to defend the Company’s trade secrets from others use, or if the Company’s competitors develop equivalent knowledge, it could have a material adverse effect on the Company’s business. Any infringement of the Company’s proprietary rights

The restaurant industry is intensely competitive. We compete on the basis of the taste, quality and price of food offered, guest service, ambience, location and overall guest experience. We believe that our attractive price-value relationship, the atmosphere of our restaurants, our sports viewing experience, our focus on our guests and the quality and distinctive flavor of our food enable us to differentiate ourselves from our competitors. We believe we compete primarily with local and regional sports bars and national casual dining and quick casual establishments and to a lesser extent with quick service restaurants. Many of our direct and indirect competitors are well-established national, regional or local chains, and some have greater financial and marketing resources than we do. 6

6could result in significant litigation costs, and any failure to adequately protect the Company’s proprietary rights could result in the Company’s competitors offering similar products, potentially resulting in loss of a competitive advantage and decreased revenue. Existing patent, copyright, trademark and trade secret laws afford only limited protection. In addition, the laws of some foreign countries do not protect the Company’s proprietary rights to the same extent as do the laws of the United States. Therefore, the Company may not be able to protect the Company’s proprietary rights against unauthorized third-party use. Enforcing a claim that a third party illegally obtained and is using the Company’s trade secrets could be expensive and time consuming, and the outcome of such a claim is unpredictable. Litigation may be necessary in the future to enforce the Company’s intellectual property rights, to protect the Company’s trade secrets or to determine the validity and scope of the proprietary rights of others. This litigation could result in substantial costs and diversion of resources and could materially adversely affect the Company’s future operating results.

~~Government~~The ~~Regulation~~Company’s Business Model Is Evolving.

The ~~restaurant~~Company’s ~~industry~~business model is ~~subject~~unproven toand ~~numerous~~is ~~federal,~~likely ~~state~~to ~~and~~continue ~~local~~to ~~governmental~~evolve. ~~regulations~~Accordingly, ~~including~~the ~~those~~Company’s ~~relating~~current tobusiness ~~the~~model ~~preparation~~may ~~and~~not ~~sale~~be ofsuccessful ~~food~~ and ~~alcoholic~~may ~~beverages,~~need ~~sanitation,~~to ~~public~~be ~~health, fire codes, zoning, and building requirements~~changed. ~~Each~~The ~~restaurant~~Company’s ~~requires~~ability ~~appropriate~~to ~~licenses~~generate ~~from~~significant ~~regulatory~~revenues ~~authorities~~will ~~allowing it to sell liquor~~depend, ~~beer~~in ~~and~~large ~~wine~~part, ~~and~~on ~~each~~the ~~restaurant~~Company’s ~~requires~~ability ~~food~~to ~~service~~successfully ~~licenses~~market ~~from~~the ~~local~~Company’s ~~health~~products ~~authorities. Our licenses~~ to ~~sell~~potential ~~alcoholic~~users ~~beverages~~who ~~must be renewed annually and~~ may not be ~~suspended~~convinced orof ~~revoked~~the atneed ~~any time~~ for ~~cause, including violation by us or our employees of any law or regulation pertaining to alcoholic beverage control, such as those regulating~~ the ~~minimum~~Company’s ~~age~~products ofand ~~employees~~services or ~~patrons~~ who may ~~serve or~~ be ~~served~~reluctant ~~alcoholic~~to ~~beverages,~~rely ~~the~~upon ~~serving~~third ofparties ~~alcoholic beverages~~ to ~~visibly~~develop ~~intoxicated patrons, advertising, wholesale purchasing~~ and ~~inventory~~provide ~~control~~these products. InThe ~~order~~Company intends to ~~reduce~~continue ~~this risk, restaurant employees are trained in standardized operating procedures designed~~ to ~~assure~~develop ~~compliance~~the ~~with~~Company’s ~~all~~business ~~applicable~~model ~~codes~~as ~~and~~the ~~regulations.~~Company’s Wemarket ~~have~~continues ~~implemented policies, procedures and training~~ to ~~ensure compliance with these regulations~~evolve.

We are also subject to laws governing our relationship with employees. Our failure or the failure of our franchisees to comply with international, federal, state and local employment laws and regulations may subject us to losses and harm our brands. The ~~laws~~Company ~~and~~Needs regulations govern such matters as wage and hourly requirements; workers’ compensation insurance; unemployment and other taxes; working and safety conditions; and citizenship and immigration status. Significant additional government-imposed regulations under the Fair Labor Standards Act and similar laws related to ~~increases~~Increase inBrand ~~minimum wages, overtime pay, paid leaves of absence, and mandated health benefits, may also impact the performance of our franchised operations~~Awareness. In addition, employee claims based on, among other things, discrimination, harassment, wrongful termination, wage and hour requirements and payments to employees who receive gratuities, may divert financial and management resources and adversely affect operations. The losses that may be incurred as a result of any violation of such governmental regulations by the company or our franchisees are difficult to quantify.

WeDue ~~are~~to ~~also~~a ~~subject~~variety of factors, the Company’s opportunity to ~~licensing~~achieve and ~~regulation~~maintain bya ~~State~~significant ofmarket ~~Connecticut~~share ~~and~~may ~~local~~be ~~departments~~limited. ~~relating~~Developing toand ~~the~~maintaining ~~service~~awareness of ~~alcoholic~~the ~~beverages~~Company’s brand name, ~~health~~among other factors, ~~sanitation~~is critical. Further, ~~fire~~the ~~and~~importance ~~safety~~of ~~standards.~~brand ~~Compliance~~recognition ~~with~~will ~~these~~increase ~~laws~~as ~~and~~competition ~~regulations~~in ~~may~~the ~~lead~~Company’s tomarket ~~increased~~increases. ~~costs~~Successfully promoting and ~~operational~~positioning ~~complexity~~the Company’s brand, products and ~~may~~services ~~increase~~will ~~our~~depend ~~exposure~~largely toon ~~governmental~~the ~~investigations~~effectiveness orof ~~litigation.~~the InCompany’s ~~addition~~marketing efforts. Therefore, wethe ~~are~~Company ~~subject~~may need to ~~various~~increase ~~state~~the ~~and~~Company’s ~~federal~~financial ~~laws~~commitment ~~relating~~ to ~~the~~creating ~~offer~~ and ~~sale~~maintaining ofbrand ~~franchises~~awareness. ~~and~~If the ~~franchisor-franchisee~~Company ~~relationship.~~fails Into ~~general,~~successfully ~~these~~promote ~~laws~~the ~~and~~Company’s ~~regulations~~brand ~~impose~~name ~~specific~~or ~~disclosure~~if ~~and~~the ~~registration~~Company ~~requirements~~incurs ~~prior~~significant toexpenses promoting and maintaining the ~~sale~~Company’s ~~and~~brand ~~marketing~~name, ofit ~~franchises~~would ~~and~~have ~~regulate~~a ~~certain~~material ~~aspects~~adverse ofeffect on the ~~relationship~~Company’s ~~between~~consolidated ~~franchisor~~results ~~and~~of ~~franchisee~~operations.

~~Emerging~~The ~~Growth~~Company Faces Competition In The Company’s ~~Status~~Markets From A Number Of Large And Small Companies, Some Of Which Have Greater Financial, Research And Development, Production And Other Resources Than The Company.

WeIn ~~are~~many ancases, ~~“emerging growth company” as defined in~~ the ~~Jumpstart~~Company’s ~~Our~~competitors ~~Business~~have ~~Startups~~longer ~~Act~~operating histories, orestablished ~~“JOBS~~ties ~~Act.”~~to Wethe ~~anticipate~~market ~~that~~and weconsumers, ~~will~~greater ~~remain~~brand anawareness, ~~emerging~~and ~~growth~~greater ~~company~~financial, ~~until~~technical weand ~~attain~~marketing ~~one~~resources. ofThe ~~the~~Company’s ~~following:~~ability a)to wecompete ~~have~~depends, ~~more than $1 billion~~ in ~~annual~~part, ~~revenue~~upon in a ~~fiscal~~number ~~year; b) we issue more than $1 billion~~ of ~~non-convertible~~factors ~~debt~~outside ~~over~~the aCompany’s ~~three-year~~control, ~~period;~~including c)the weability ~~have~~of ~~more~~the ~~than~~Company’s ~~$700~~competitors ~~million~~to indevelop ~~market~~alternatives ~~value~~that ofare ~~our~~superior. ~~common~~If ~~stock~~the ~~held~~Company byfails ~~non-affiliates~~to assuccessfully ofcompete ~~any~~in ~~June~~its 30markets, ~~and~~or d)if ~~before~~ the ~~end~~Company ofincurs ~~the~~significant ~~five~~expenses ~~full~~in ~~fiscal~~order ~~years.~~to ~~For~~compete, asit ~~long~~would ashave wea ~~are~~material anadverse ~~emerging~~effect ~~growth~~on ~~company,~~the ~~unlike~~Company’s ~~other~~consolidated ~~public~~results ~~companies,~~of ~~we will not be required to:~~operations.

·A Data Security Breach Could Expose The Company To Liability And Protracted And Costly Litigation, And Could Adversely Affect The Company’s Reputation And Operating Revenues.

~~provide~~To anthe ~~auditor~~extent that the Company’s ~~attestation~~activities ~~report~~involve onthe ~~management’s~~storage ~~assessment~~and transmission of confidential information, the ~~effectiveness~~Company and/or third-party processors will receive, transmit and store confidential customer and other information. Encryption software and the other technologies used to provide security for storage, processing and transmission of ~~our~~confidential ~~system~~customer and other information may not be effective to protect against data security breaches by third parties. The risk of ~~internal~~unauthorized ~~control~~circumvention ~~over~~of ~~financial~~such ~~reporting~~security ~~pursuant~~measures has been heightened by advances in computer capabilities and the increasing sophistication of hackers. Improper access to ~~Section~~the ~~404~~Company’s or these third parties’ systems or databases could result in the theft, publication, deletion or modification of confidential customer and other information. A data security breach of the ~~Sarbanes-Oxley~~systems ~~Act~~on which sensitive account information is stored could lead to fraudulent activity involving the Company’s products and services, reputational damage, and claims or regulatory actions against us. If the Company is sued in connection with any data security breach, the Company could be involved in protracted and costly litigation. If unsuccessful in defending that litigation, the Company might be forced to pay damages and/or change the Company’s business practices or pricing structure, any of ~~2002;~~which could have

·7

~~comply~~a ~~with~~material ~~any~~adverse ~~new~~effect ~~requirements~~on ~~adopted by~~ the ~~Public~~ Company ~~Accounting Oversight Board, or the PCAOB, requiring mandatory audit firm rotation or a supplement to the auditor~~’s ~~report~~operating inrevenues ~~which~~and ~~the~~profitability. ~~auditor~~The Company would bealso ~~required~~likely have to ~~provide~~pay ~~additional~~fines, ~~information~~penalties ~~about~~and/or ~~the~~other ~~audit~~assessments ~~and~~imposed ~~the~~as ~~financial~~a ~~statements~~result of ~~the~~any ~~issuer;~~data security breach.

·The Company Depends On Third-Party Providers For A Reliable Internet Infrastructure And The Failure Of These Third Parties, Or The Internet In General, For Any Reason Would Significantly Impair The Company’s Ability To Conduct Its Business.

~~comply~~The ~~with~~Company will outsource some or all of its online presence and data management to third parties who host the actual servers and provide power and security in multiple data centers in each geographic location. These third-party facilities require uninterrupted access to the Internet. If the operation of the servers is interrupted for any ~~new~~reason, ~~audit~~including ~~rules~~natural ~~adopted~~disaster, byfinancial insolvency of a third-party provider, or malicious electronic intrusion into the ~~PCAOB~~data ~~after~~center, ~~April~~its 5business would be significantly damaged. As has occurred with many Internet-based businesses, ~~2012~~the Company may be subject to ‘denial-of-service’ attacks in which unknown individuals bombard its computer servers with requests for data, ~~unless~~thereby degrading the ~~Securities~~servers’ performance. The Company cannot be certain it will be successful in quickly identifying and ~~Exchange~~neutralizing ~~Commission~~these ~~determines~~attacks. ~~otherwise;~~If either a third-party facility failed, or the Company’s ability to access the Internet was interfered with because of the failure of Internet equipment in general or if the Company becomes subject to malicious attacks of computer intruders, its business and operating results will be materially adversely affected.

·The Company’s Employees May Engage In Misconduct Or Improper Activities.

The Company, like any business, is exposed to the risk of employee fraud or other misconduct. Misconduct by employees could include intentional failures to comply with laws or regulations, provide ~~certain~~accurate ~~disclosure~~information ~~regarding~~to ~~executive~~regulators, ~~compensation~~comply ~~required~~with applicable standards, report financial information or data accurately or disclose unauthorized activities to the Company. In particular, sales, marketing and business arrangements are subject to extensive laws and regulations intended to prevent fraud, misconduct, kickbacks, self-dealing and other abusive practices. These laws and regulations may restrict or prohibit a wide range of ~~larger~~pricing, ~~public~~discounting, ~~companies;~~marketing and promotion, sales commission, customer incentive programs and other business arrangements. Employee misconduct could also involve improper or illegal activities which could result in regulatory sanctions and serious harm to the Company’s reputation.

·Limitation On Director Liability.

~~hold~~The ~~nonbinding~~Company ~~shareholder~~may ~~advisory~~provide ~~votes~~for onthe ~~executive~~indemnification ~~compensation;~~of directors to the fullest extent permitted by law and, to the extent permitted by such law, eliminate or limit the personal liability of directors to the Company and its shareholders for monetary damages for certain breaches of fiduciary duty. Such indemnification may be available for liabilities arising in connection with this Offering. Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers or persons controlling the Company pursuant to the foregoing provisions, the Company has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.

·Risks Relating to Investment

~~obtain~~The ~~shareholder~~Company ~~approval~~May ofUndertake ~~previously~~Additional ~~unapproved~~Equity ~~golden~~or ~~parachute~~Debt ~~payments~~Financing inThat ~~connection~~May ~~with~~Dilute ~~proposed~~The ~~merger~~Shares ~~and~~In ~~sale~~This ~~transactions~~Offering.

7The Company may undertake further equity or debt financing, which may be dilutive to existing shareholders, including you, or result in an issuance of securities whose rights, preferences and privileges are senior to those of existing shareholders, including you, and also reducing the value of Shares subscribed for under this Offering.

InAn ~~addition,~~Investment Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In ~~other~~The ~~words,~~Shares anIs ~~emerging~~Speculative ~~growth~~And ~~company~~There ~~can~~Can ~~delay~~Be ~~the~~No ~~adoption~~Assurance ofOf ~~certain~~Any ~~accounting~~Return ~~standards~~On ~~until~~Any ~~those~~Such ~~standards would otherwise apply to private companies~~Investment. However, we are choosing to “opt out” of such extended transition period, and as a result, we will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. Section 107 of the JOBS Act provides that our decision to opt out of the extended transition period for complying with new or revised accounting standards is irrevocable.

~~Marketing~~An investment in the Company’s Shares is speculative, and there is no assurance that investors will obtain any return on their investment. Investors will be subject to substantial risks involved in an investment in the Company, including the risk of losing their entire investment.

Our marketing programs are designed to build awareness of our brand with beer aficionados, sports fans, and families encouraging them to visit and ultimately develop a personal connection to World of Beer. We believe these programs will drive return traffic to our facility and support new restaurant openings. 8

~~These~~The ~~lifestyles~~Shares ~~and~~Are ~~behaviors~~Offered ~~are~~On ~~the~~A ~~cornerstones~~“Best ~~for~~Efforts” ~~creating~~Basis ~~key~~And ~~brand~~The ~~touch-points~~Company ~~within~~May ~~each~~Not ~~campaign~~Raise ~~that~~The ~~includes~~Maximum ~~media,~~Amount ~~promotions,~~Being ~~partnerships and food and beverage experiences that will encourage social interactions and bring each theme to life~~Offered.

InSince ~~addition,~~the weCompany ~~have~~is offering the Shares on a ~~gift~~“best ~~card~~efforts” ~~program~~basis, there is no assurance that the Company will sell enough Shares to meet its capital needs. We ~~can~~If ~~give~~you ~~these~~purchase ~~away~~Shares asin ~~promotions~~this Offering, you will do so without any assurance that the Company will raise enough money to ~~bring~~satisfy ~~new~~the ~~customers~~full ~~into~~Use ~~our~~Of ~~facilities~~Proceeds asTo ~~quickly~~Issuer aswhich ~~possible~~the ~~and~~Company ~~also~~has outlined in this Offering Circular or to ~~generate~~meet ~~loyalty~~the ~~with~~Company’s ~~existing~~working ~~customers~~capital needs.

~~Net~~If ~~Revenue~~The ~~Streams~~Maximum Offering Is Not Raised, It May Increase The Amount Of Long-Term Debt Or The Amount Of Additional Equity It Needs To Raise.

~~Our~~There ~~net~~is ~~revenue~~no ~~streams~~assurance ~~are~~that ~~currently~~the ~~derived~~maximum ~~solely~~amount ~~from~~of Shares in this offering will be sold. If the ~~revenues~~maximum ~~from~~Offering amount is not sold, we may need to incur additional debt or raise additional equity in order to finance our ~~West~~operations. ~~Hartford~~Increasing ~~World~~the amount of ~~Beer~~debt ~~location~~will increase our debt service obligations and make less cash available for distribution to our shareholders. Increasing the amount of additional equity that we will have to seek in the future will further dilute those investors participating in this Offering.

~~Operations~~We Have Not Paid Dividends In The Past And Do Not Expect To Pay Dividends In The Future, So Any Return On Investment May Be Limited To The Value Of Our Shares.

~~Our~~We ~~leadership~~have ~~team~~never ~~strives~~paid ~~for~~cash ~~operational~~dividends ~~excellence~~on byour ~~implementing~~Shares ~~operational~~and ~~standards~~do not anticipate paying cash dividends in the foreseeable future. The payment of dividends on our Shares will depend on earnings, financial condition and ~~best~~other ~~practices~~business and economic factors affecting it at such time that management may consider relevant. If we do not pay dividends, our Shares may be less valuable because a return on your investment will only occur if its stock price appreciates.

Kitchen Operations. An important aspect of our concept is the efficient design, layout and execution of our kitchen operations. Due to the relatively simple preparation of our menu items, the kitchen consists of fryers, grill and food prep stations that are arranged assembly-line style for maximum productivity. Our kitchen employees require only basic training before reaching full productivity. Additionally, we do not require the added expense of an on-site chef. The ~~ease~~Company ~~and~~May ~~simplicity~~Not ofBe ~~our~~Able ~~kitchen~~To ~~operations~~Obtain ~~allows~~Additional ~~us to achieve our goal of preparing casual dining quality food with minimal wait times~~Financing.

~~Training~~Even if the Company is successful in selling the maximum number of Shares in the Offering, the Company may require additional funds to continue and grow its business. WeThe ~~provide~~Company ~~thorough~~may ~~training~~not be able to obtain additional financing as needed, on acceptable terms, or at all, which would force the Company to delay its plans for ~~our~~growth ~~management~~and implementation of its strategy which could seriously harm its business, financial condition and ~~hourly~~results ~~employees~~of operations. If the Company needs additional funds, the Company may seek to ~~prepare~~obtain them ~~for~~primarily ~~their~~through ~~role~~additional equity or debt financings. Those additional financings could result in ~~delivering~~dilution ato ~~positive~~the Company’s current shareholders and ~~engaging~~to ~~experience~~you if you invest in this Offering.

~~Career~~The ~~Opportunities.~~Offering ~~Through~~Price ~~our~~Has ~~training~~Been ~~programs,~~Arbitrary ~~we are able to motivate and retain our field operations team by providing them with opportunities for increased responsibilities and advancement~~Determined. ~~We strive for a balance of internal promotion and external hiring. This provides us with the ability to retain and grow our employee base.~~

~~Recruiting.~~The Weoffering ~~actively~~price ~~recruit~~of ~~and~~the ~~select~~Shares ~~individuals~~has ~~who~~been ~~demonstrate~~arbitrarily ~~enthusiasm~~established by the Company based upon its present and ~~dedication~~anticipated financing needs and ~~who~~bears ~~share~~no ~~our~~relationship ~~passion~~to ~~for~~the ~~high~~Company’s ~~quality~~present ~~guest~~financial ~~service~~condition, ~~delivered~~assets, ~~through~~book ~~teamwork~~value, ~~and~~projected ~~commitment~~earnings, or any other generally accepted valuation criteria. ToThe ~~attract~~offering ~~high~~price ~~caliber~~of ~~managers,~~the weShares ~~have~~may ~~developed~~not abe ~~competitive~~indicative ~~compensation~~of ~~plan~~the ~~that~~value ~~includes~~of athe ~~base~~Shares ~~salary~~or ~~and~~the anCompany, ~~attractive~~now ~~benefits~~or ~~package~~in the future.

8The Management Of The Company Has Broad Discretion In Application of Proceeds.

~~Food~~The ~~Preparation~~management of the Company has broad discretion to adjust the application and allocation of the net proceeds of this offering in order to address changed circumstances and opportunities. As a result of the foregoing, ~~Quality~~the ~~Control~~success of the Company will be substantially dependent upon the discretion and ~~Purchasing~~judgment of the management of the Company with respect to the application and allocation of the net proceeds hereof.

WeAn ~~strive~~Investment toin ~~maintain high quality standards. Our systems are designed to protect our food supply from procurement through~~ the ~~preparation~~Company’s ~~process.~~Shares WeCould ~~provide~~Result ~~detailed~~In ~~specifications~~A toLoss ~~suppliers~~of ~~for~~Your ~~our~~Entire ~~food ingredients, products and supplies~~Investment. ~~Our restaurant managers are certified in a comprehensive food safety and sanitation course, ServSafe®, which was developed by the National Restaurant Association Educational Foundation.~~

WeAn ~~negotiate~~investment ~~directly~~in ~~with~~the ~~independent~~Company’s ~~suppliers~~Shares ~~for~~offered ~~our~~in ~~supply~~this ofOffering ~~food~~involves ~~and~~a ~~paper~~high ~~products.~~degree ~~Domestically,~~of werisk ~~use~~and ~~larger~~you ~~local~~should ~~distributors~~not ~~when~~purchase ~~possible to distribute these products to our restaurants. To maximize our purchasing efficiencies and obtain~~ the ~~lowest~~Shares ~~possible~~if ~~prices~~you ~~for~~cannot ~~our~~afford ~~ingredients, products and supplies, our purchasing team negotiates prices based on~~ the ~~system-wide~~loss ~~usage~~ of ~~both~~your ~~company-owned~~entire ~~and franchised restaurants~~investment. WeYou ~~believe~~may ~~that~~not ~~competitively-priced,~~be ~~high-quality~~able ~~alternative~~to ~~manufacturers,~~liquidate ~~suppliers,~~your ~~growers~~investment ~~and~~for ~~distributors~~any ~~are~~reason ~~available~~in ~~should~~ the ~~need~~near ~~arise~~future.

WeThere ~~also~~Is ~~explore~~No ~~purchasing~~Assurance ~~strategies~~The toCompany ~~reduce~~Will ~~the~~Be ~~severity~~Able ofTo ~~cost~~Pay ~~increases~~Distributions ~~and~~To ~~fluctuations, including long-term purchasing arrangements if possible~~Shareholders.

~~Commercial~~While ~~Real~~the ~~Estate~~Company may choose to pay distributions at some point in the future to its shareholders, there can be no assurance that cash flow and profits will allow such distributions to ever be made.

Commencing September 2013, we have been engaged in the making of commercial secured real estate loans to commercial borrowers under what we believe to be advantageous and risk adverse terms. Our business model was to provide alternative funding solutions to borrowers who may not qualify with conventional lenders or may require faster turnaround by offering them commercial secured real estate loans with terms that are designed to be advantageous and otherwise risk averse to us. We currently own loans in the principal amount of $950,000. We do not anticipate making any new loans.9

~~Effective~~There ~~September 6, 2013, we entered into~~ a ~~Securities~~Limited ~~Purchase~~Public ~~Agreement~~Trading ~~with~~Market ~~Harrison~~for ~~Vickers and Waterman, LLC (“Harrison Vickers”). Pursuant to~~ the ~~agreement~~Company’s ~~we purchased from Harrison Vickers the real estate loans (the “Loans”)~~Shares. ~~The purchase price was paid by us via the issuance of a secured promissory note in the principal amount of $1,800,000 (the “Note”) due December 31, 2014.~~

~~The~~At ~~Note~~present, the Company’s common stock is ~~secured~~quoted byon aOTCMarkets.com ~~Pledge~~under ~~Agreement~~the ~~entered~~trading ~~into~~symbol ~~between~~“HVCW.” usOur common stock experiences fluctuation in volume and ~~Harrison~~trading ~~Vickers,~~prices. ~~whereby~~There is no consistent and active trading market for the ~~proceeds~~Company’s ofsecurities and the ~~Loans~~Company ~~are~~cannot ~~pledged~~assure that a consistent trading market will develop. OTCMarkets.com provides significantly less liquidity than a securities exchange such as ~~security~~the NASDAQ Stock Market. Prices for ~~the~~securities ~~repayment~~traded solely on OTCMarkets.com may be difficult to obtain and holders of the ~~Note~~Shares and the Company’s securities may be unable to resell their securities at or near their original price or at any price. In any event, except to the extent that investors’ Shares may be registered on a Form S-1 Registration Statement with the Securities and Exchange Commission in the future, there is absolutely no assurance that Shares could be sold under Rule 144 or otherwise. The Company has no plans at this time to file an S-1 Registration Statement and thus there is no assurance that the Shares could be sold in the future.

~~Effective~~Sales ~~September~~Of 6,A ~~2013,~~Substantial weNumber ~~also~~Of ~~entered~~Shares ~~into~~Of aOur ~~Securities~~Type ~~Purchase~~Of ~~Agreement with HVW. Pursuant to the Agreements we sold to HVW an aggregate of 308,166 shares of our Common~~ Stock ~~and~~May ~~32,300~~Cause ~~shares of our preferred stock which is convertible into 32,300,000 shares of our common stock.~~ The ~~consideration~~Price ~~under~~Of ~~the~~Our ~~agreement~~Type ~~was~~Of ~~certain~~Stock ~~services~~To ~~to be rendered by HVW to us pursuant to a management agreement (the “Management Agreement”) entered into between us and HVW on September 6, 2013~~Decline. The material terms of the Management Agreement include: (i) HVW will provide certain business, financial and advisory services to us; (ii) HVW will receive a management fee of two percent (2%) per annum of average gross assets, (iii) HVW will also receive twenty percent (20%) of the revenues received by us derived from the services under the Management Agreement.

~~Competitive~~If ~~Business~~our ~~Conditions~~shareholders sell substantial amounts of our Shares in ~~The~~the ~~Real~~public ~~Estate~~market, ~~Loan~~Shares ~~Industry~~sold may cause the price to decrease below the current offering price. These sales may also make it more difficult for us to sell equity or equity-related securities at a time and price that we deem reasonable or appropriate.

WeThe ~~face~~Company ~~considerable~~Has ~~competition~~Made inAssumptions ~~our~~In ~~market~~Its ~~areas~~Projections ~~from larger competitor loans from other depository institutions. Many of our competitors have substantially greater resources, broader geographic markets,~~ and ~~higher lending limits than we and are also able to provide more services and make greater use of media advertising.~~ In ~~recent~~Forward-Looking ~~years,~~Statements ~~intense~~That ~~market~~May ~~demands,~~Not ~~economic~~Be ~~pressures, increased customer awareness of products and services and the availability of electronic services have forced banking institutions to diversify their services and become more cost-effective~~Accurate.

~~Competition~~The ~~for~~discussions ~~loans~~and ~~comes~~information ~~from~~in ~~other~~this ~~commercial~~Offering ~~banks~~Circular may contain both historical and “forward- looking statements” which can be identified by the use of forward-looking terminology including the terms “believes,” ~~savings~~“anticipates,” ~~institutions~~“continues,” ~~insurance~~“expects,” ~~companies~~“intends,” ~~consumer~~“may,” ~~finance~~“will,” ~~companies~~“would,” ~~credit~~“should,” ~~unions~~or, ~~mortgage~~in ~~banking~~each ~~firms~~case, ~~and~~their negative or other ~~institutional~~variations ~~lenders~~or comparable terminology. ~~Competition~~You isshould ~~affected~~not byplace undue reliance on forward-looking statements. These forward-looking statements include matters that are not historical facts. Forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Forward-looking statements contained in this Offering Circular, based on past trends or activities, should not be taken as a representation that such trends or activities will continue in the ~~availability~~future. To the extent that the Offering Circular contains forward-looking statements regarding the financial condition, operating results, business prospects, or any other aspect of ~~lendable~~the ~~funds~~Company’s business, ~~general~~please be advised that the Company’s actual financial condition, operating results, and ~~local~~business performance may differ materially from that projected or estimated by the Company. The Company has attempted to identify, in context, certain of the factors it currently believes may cause actual future experience and results to differ from its current expectations. The differences may be caused by a variety of factors, including but not limited to adverse economic conditions, lack of market acceptance, reduction of consumer demand, unexpected costs and operating deficits, lower sales and revenues than forecast, default on leases or other indebtedness, loss of suppliers, loss of supply, loss of distribution and service contracts, price increases for capital, supplies and materials, inadequate capital, inability to raise capital or financing, failure to obtain customers, loss of customers and failure to obtain new customers, the risk of litigation and administrative proceedings involving the Company or its employees, loss of government licenses and permits or failure to obtain them, higher than anticipated labor costs, the possible acquisition of new businesses or products that result in operating losses or that do not perform as anticipated, resulting in unanticipated losses, the possible fluctuation and volatility of the Company’s operating results and financial condition, adverse publicity and news coverage, inability to carry out marketing and sales plans, loss of key executives, changes in interest rates, inflationary factors, and other ~~factors~~specific risks that ~~are~~may ~~not~~be ~~readily~~referred ~~predictable~~to in this Offering Circular or in other reports issued by us or by third-party publishers.

~~Employees~~You Should Be Aware Of The Long-Term Nature Of This Investment.

AsBecause ofthe ~~June~~Shares ~~30,~~have ~~2015,~~not ~~our~~been ~~tavern~~registered atunder ~~our~~the ~~West~~Securities ~~Hartford,~~Act ~~Connecticut~~or ~~World~~under the securities laws of ~~Beer~~any ~~location~~state ~~employs~~or ~~44.~~non-United WeStates ~~utilize~~jurisdiction, the ~~services~~Shares ofmay 4have ~~employees~~certain oftransfer ~~Attitude~~restrictions. ~~Drinks~~It ~~Incorporated~~is innot ~~North~~currently ~~Palm~~contemplated ~~Beach,~~that ~~Florida~~registration ~~for~~under ~~our~~the ~~corporate~~Securities ~~needs.~~Act Weor ~~anticipate~~other ~~that~~securities welaws will ~~need~~be toeffected. ~~identify,~~Limitations ~~attract,~~on ~~train~~the ~~and~~transfer ~~retain~~of ~~other~~the ~~highly~~Shares ~~skilled~~may ~~personnel~~also adversely affect the price that you might be able to ~~pursue~~obtain ~~our~~for ~~development~~the ~~program~~Shares in a private sale. ~~Hiring~~You ~~such~~should ~~personnel~~be isaware ~~competitive,~~of ~~and~~the ~~there~~long-term ~~can~~nature beof noyour ~~assurance~~investment ~~that~~in wethe Company. You will be ~~able~~required to ~~retain~~represent ~~our~~that ~~key~~you ~~employees~~are orpurchasing ~~attract~~the Securities for your own account, ~~assimilate~~for orinvestment ~~retain~~purposes ~~the~~and ~~qualified~~not ~~personnel~~with ~~necessary~~a ~~for~~view ~~the~~to ~~development~~resale ofor ~~our~~distribution ~~business~~thereof.

910

~~ITEM~~Neither ~~1A.~~The ~~RISK~~Offering ~~FACTORS~~Nor The Securities Have Been Registered Under Federal Or State Securities Laws, Leading To An Absence Of Certain Regulation Applicable To The Company.

~~This~~The ~~Current~~Company ~~Report~~also onhas ~~Form~~relied ~~10-K,~~on ~~including~~exemptions ~~the~~from ~~discussions~~securities ~~contained~~registration inrequirements ~~Items~~under 1applicable ~~and~~state ~~7, contains various “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,~~ and ~~Section~~federal ~~21E~~securities ~~of the Securities Exchange Act of 1934, as amended~~laws. ~~Forward-looking~~Investors ~~statements~~in ~~are based on current expectations or beliefs concerning future events. Such statements can be identified by~~ the ~~use of terminology such as “anticipate~~Company,” ~~“believe~~therefore,” ~~“estimate,” “expect,” “intend,” “may,” “could,” “possible,” “plan,” “project,” “~~will,” “forecast” and similar words or expressions. Our forward-looking statements generally relate to our growth strategy, financial results, sales efforts, franchise expectations, restaurant openings and related expense and cash requirements. Although we believe there is a reasonable basis for the forward-looking statements, our actual results could be materially different. While it is not ~~possible~~receive toany ~~foresee all~~ of the ~~factors~~benefits that ~~may cause actual results to differ from our forward-looking statements,~~ such ~~factors~~registration ~~include,~~would ~~among~~otherwise ~~others, the risk factors that follow~~provide. ~~Investors~~Prospective ~~are~~investors ~~cautioned~~must ~~that~~therefore ~~all~~assess ~~forward-looking~~the ~~statements~~adequacy ~~involve~~of ~~risks~~disclosure and ~~uncertainties~~the ~~and~~fairness ~~speak~~of ~~only~~the asterms of ~~the~~this ~~date~~Offering on ~~which~~their ~~they~~own ~~are~~or ~~made,~~in ~~and~~conjunction wewith dotheir ~~not~~personal ~~undertake any obligation to update any forward-looking statement~~advisors. ~~We believe that all material risk factors have been discussed below.~~

~~Our~~The ~~business~~Shares isIn ~~subject~~This toOffering ~~numerous~~Have ~~risk~~No ~~factors,~~Protective ~~including the following:~~Provisions.

~~Risks~~The ~~Related~~Shares in this Offering have no protective provisions. As such, you will not be afforded protection, by any provision of the Shares or as a Shareholder in the event of a transaction that may adversely affect you, including a reorganization, restructuring, merger or other similar transaction involving the Company. If there is a ‘liquidation event’ or ‘change of control’ the Shares being offered do not provide you with any protection. In addition, there are no provisions attached to ~~Our~~the ~~Business~~Shares in the Offering that would permit you to require the Company to repurchase the Shares in the event of a takeover, recapitalization or similar transaction.

IfYou weWill ~~are~~Not ~~unable~~Have toSignificant ~~identify~~Influence ~~and~~On ~~obtain~~The ~~suitable~~Management ~~new~~Of ~~franchise~~The ~~sites and successfully open new franchises, our revenue growth rate and profits may be reduced.~~Company

WeSubstantially ~~require~~all ~~that~~decisions ~~all~~with ~~proposed~~respect ~~franchise~~to ~~sites~~the ~~meet~~management ~~our~~of ~~site~~the ~~selection~~Company ~~criteria.~~will Webe ~~may~~made ~~make~~exclusively ~~errors~~by inthe ~~selecting~~officers, ~~these~~directors, ~~criteria~~managers or ~~applying~~employees ~~these~~of ~~criteria~~the toCompany. You will have a ~~particular~~very ~~site~~limited ability, orif ~~there~~at ~~may~~all, beto anvote ~~insignificant~~on ~~number~~issues of ~~new~~Company ~~sites~~management ~~meeting~~and ~~these~~will ~~criteria~~not ~~that~~have ~~would~~the ~~enable~~right usor power to ~~achieve~~take ~~our~~part ~~planned expansion~~ in ~~future~~the ~~periods.~~management Weof ~~face~~the ~~significant~~Company ~~competition~~and ~~from~~will ~~other~~not ~~restaurant~~be ~~companies~~represented ~~and~~on ~~retailers~~the ~~for~~board ~~sites~~of ~~that~~directors ~~meet~~or ~~our~~by ~~criteria,~~managers ~~and~~of the ~~supply~~Company. ofAccordingly, ~~sites~~no ~~may~~person beshould ~~limited~~purchase inShares ~~some~~unless ~~markets.~~he ~~Further,~~or weshe ~~may~~is bewilling ~~precluded~~to ~~from~~entrust ~~acquiring~~all anaspects ~~otherwise~~of ~~suitable~~management ~~site~~to ~~due~~the toCompany, anand ~~exclusivity~~specifically, ~~restriction~~to ~~held~~the byCompany’s ~~another~~CEO, ~~tenant~~Robert W. AsTetsch, awho ~~result~~has ofmajority ~~these~~voting ~~factors~~control over the Company, ~~our~~by ~~costs~~virtue toof ~~obtain~~holding ~~and~~all ~~lease~~51 ~~sites~~shares ~~may~~of ~~increase~~the Company’s Series B Preferred Stock, orentitling wehim ~~may~~to ~~not~~a bevote ~~able~~equal to ~~obtain~~51% ~~certain~~of ~~sites~~all ~~due~~votes tocast ~~unacceptable~~by ~~costs.~~shareholders ~~Our~~of ~~inability~~the toCompany ~~obtain~~of ~~suitable~~all ~~sites~~classes aton ~~reasonable~~any ~~costs~~matter ~~may~~coming ~~reduce~~before ~~our~~a ~~growth~~vote of the shareholders.

ToNo ~~successfully~~Guarantee ~~expand our business, we must open new World~~ of ~~Beer~~Return ~~restaurants~~ on ~~schedule and in a profitable manner~~Investment. In the past, World of Beer franchisees have experienced delays in restaurant openings, and we may experience similar delays in the future. Delays in opening new sites could hurt our ability to meet our growth objectives, which may affect our results of operations and thus our stock price. We cannot guarantee that we or any future franchisees will be able to achieve our expansion goals. Further, any sites that we open may not achieve operating results similar or better than our existing restaurant. If we are unable to generate positive cash flow from a new site, we may be required to recognize an impairment loss with respect to the assets for that restaurant. Our ability to expand successfully will depend on a number of factors, many of which are beyond our control. These factors include:

·There is no assurance that you will realize a return on your investment or that you will not lose your entire investment. For this reason, you should read this Form 1-A, Offering Circular and all exhibits and referenced materials carefully and should consult with your own attorney and business advisor prior to making any investment decision.

~~Negotiating~~IN ~~acceptable~~ADDITION ~~lease~~TO orTHE ~~purchase~~RISKS ~~terms~~LISTED ~~for~~ABOVE, ~~new~~BUSINESSES ~~sites;~~ARE OFTEN SUBJECT TO RISKS NOT FORESEEN OR FULLY APPRECIATED BY THE MANAGEMENT. IT IS NOT POSSIBLE TO FORESEE ALL RISKS THAT MAY AFFECT THE COMPANY. MOREOVER, THE COMPANY CANNOT PREDICT WHETHER THE COMPANY WILL SUCCESSFULLY EFFECTUATE THE COMPANY’S CURRENT BUSINESS PLAN. EACH PROSPECTIVE PURCHASER IS ENCOURAGED TO CAREFULLY ANALYZE THE RISKS AND MERITS OF AN INVESTMENT IN THE SECURITIES AND SHOULD TAKE INTO CONSIDERATION WHEN MAKING SUCH ANALYSIS, AMONG OTHER FACTORS, THE RISK FACTORS DISCUSSED ABOVE.

·Item 1B. Unresolved Staff Comments.

~~Cost~~This ~~effective~~information ~~and~~is ~~timely~~not ~~planning,~~required ~~design~~for ~~and~~smaller ~~build-out~~reporting ~~of sites;~~companies.

·Item 2. Properties.

~~Creating~~As ~~Guest~~of ~~awareness~~June 30, 2016, The Company’s facilities as of ~~our~~June ~~restaurants and~~30, ~~taverns~~2016 inare ~~new~~as ~~markets;~~follows:

·World of Beer Tavern- Milford CT

~~Competition~~World inof ~~new~~Beer ~~and~~Tavern- ~~existing~~West ~~markets;~~Hartford CT

·World of Beer Tavern- Cambridge MA.

~~General economic conditions.~~11

~~Our~~Item ~~restaurants~~3. ~~and~~Legal ~~taverns may not achieve market acceptance in the new regions we enter~~Proceedings.

~~Our~~From ~~expansion~~time ~~plans~~to ~~depend~~time, ~~on opening restaurants and taverns in markets starting with New England where~~ we ~~have little or no operating experience. We~~ may ~~not~~become beinvolved ~~successful~~ in ~~operating~~various ~~our~~lawsuits ~~locations~~and inlegal ~~new~~proceedings ~~markets~~which onarise ain ~~profitable~~the ~~basis.~~ordinary ~~The~~course ~~success~~ of ~~these~~business. ~~new~~Litigation ~~locations~~is ~~will~~subject beto ~~affected~~inherent ~~by the different competitive conditions~~uncertainties, ~~consumer tastes~~ and ~~discretionary~~an ~~spending~~adverse ~~patterns~~result ofin ~~the~~these ~~new~~or ~~markets~~other asmatters ~~well~~may asarise ~~our~~from ~~ability~~time to ~~generate~~time ~~market~~that ~~awareness~~may ofharm our ~~brands~~business. ~~Sales at our locations opening in new markets may take longer to reach profitable levels, if at all.~~

~~New~~Item ~~restaurants~~4. ~~added~~Mine toSafety ~~our existing markets may take sales from existing restaurants~~Disclosures.

WeNot ~~intend to open new restaurants and taverns in our existing market, which may reduce sales performance and guest visits for our existing location~~applicable. ~~In addition, new locations added in existing markets may not achieve sales and operating performance at the same level as established restaurants in the market.~~

10PART II

AItem ~~security~~5. ~~failure~~Market infor ~~our~~Registrant’s ~~information~~Common ~~technology~~Equity, ~~systems~~Related ~~could~~Stockholder ~~expose~~Matters ~~us to potential liability~~ and ~~loss~~Issuer Purchases of ~~revenues~~Equity Securities.

WeOur ~~accept~~common ~~credit~~stock ~~and~~trades ~~debit~~on ~~card~~the ~~payments~~OTC atMarketplace ~~our~~operated ~~restaurant.~~by Athe ~~number~~OTC ofMarkets ~~retailers have recently experienced actual or potential security breaches in which credit and debit card information may have been stolen~~Group, ~~including a number of highly publicized incidents with well-known retailers~~Inc. ~~The intentional~~, ~~inadvertent~~ or ~~negligent release or disclosure of data by our company or our service providers could result in theft~~“OTC,” ~~loss,~~under ~~fraudulent~~the orticker ~~unlawful~~symbol ~~use of customer data which could harm our reputation and result in remedial and other costs, fines or lawsuits~~“HVCW.”

~~Shortages~~Our orshares ~~interruptions~~are insubject to Section 15(g) and Rule 15g-9 of the ~~availability~~Securities and ~~delivery~~Exchange Act, commonly referred to as the “penny stock” rule. The rule defines penny stock to be any equity security that has a market price less than $5.00 per share, subject to certain exceptions. These rules may restrict the ability of ~~food~~broker-dealers to trade or maintain a market in our common stock and may affect the ability of shareholders to sell their shares. Broker-dealers who sell penny stocks to persons other ~~supplies~~than ~~may~~established ~~increase~~customers ~~costs~~and accredited investors must make a special suitability determination for the purchase of the security. Accredited investors, in general, include individuals with assets in excess of $1,000,000 (not including their personal residence) or ~~reduce~~annual ~~revenues~~income exceeding $200,000 or $300,000 together with their spouse, and certain institutional investors. The rules require the broker-dealer to receive the purchaser’s written consent to the transaction prior to the purchase and require the broker-dealer to deliver a risk disclosure document relating to the penny stock prior to the first transaction. A broker-dealer also must disclose the commissions payable to both the broker-dealer and the registered representative, and current quotations for the security. Finally, monthly statements must be sent to customers disclosing recent price information for the penny stocks.

~~Possible~~Registered shortages or interruptions in the supply of food items and other supplies to our location(s) caused by inclement weather, terrorist attacks, natural disasters such as floods, drought and hurricanes, pandemics, the inability of our vendors to obtain credit in a tightened credit market, food safety warnings or advisories or the prospect of such pronouncements, or other conditions beyond our control could adversely affect the availability, quality and cost of items we buy and the operations of our restaurants. Our inability to effectively manage supply chain risk could increase our costs and limit the availability of products critical to our restaurant operations.Holders

~~Our~~As ~~business~~of isthe ~~difficult~~date toof ~~evaluate~~this ~~because~~report, wethere ~~are~~were ~~currently~~14 ~~focused~~record onholders aof ~~new~~our ~~line~~common ofstock ~~business~~ and ~~have~~6,464,835,082 ~~very~~shares ~~limited~~were ~~operating~~in ~~history~~the ~~and~~public ~~information.~~float

Our company was incorporated on June 5, 2008, which makes an evaluation of us extremely difficult. In addition, we have recently shifted our focus from the commercial real estate lending to restaurant and tavern sales. There is a risk that we will be unable to successfully operate this new line of business or be able to successfully integrate it with our current management and structure. Our estimates of capital and personnel required for our new line of business are based on the experience of management and businesses that are familiar to them. We are subject to the risks such as our ability to implement our business plan, market acceptance of our proposed business and services, under-capitalization, cash shortages, limitations with respect to personnel, financing and other resources, competition from better funded and experienced companies, and uncertainty of our ability to generate revenues. There is no assurance that our activities will be successful or will result in any revenues or profit, and the likelihood of our success must be considered in light of the stage of our development. In addition, no assurance can be given that we will be able to consummate our business strategy and plans, as described herein, or that financial, technological, market, or other limitations may force us to modify, alter, significantly delay, or significantly impede the implementation of such plans. We have insufficient results for investors to use to identify historical trends or even to make quarter to quarter comparisons of our operating results. You should consider our prospects in light of the risk, expenses and difficulties we will encounter as an early stage company. Our revenue and income potential is unproven, and our business model is continually evolving. We are subject to the risks inherent to the operation of a new business enterprise and cannot assure you that we will be able to successfully address these risks.Dividends

WeHolders of the Company’s common stock are entitled to receive such dividends as may be declared by our Board of Directors. No dividends on the Company’s common stock have ever been paid, and the Company does not anticipate that dividends will be ~~profitable~~paid on its common stock in the foreseeable future.

WeSecurities ~~expect~~Authorized ~~to incur operating losses~~ for ~~the~~issuance ~~foreseeable~~under ~~future.~~equity ~~For~~compensation ~~the year ending June, 2015, we had a net operating loss of $104,938 as compared to a net operating loss of $562,101 for the year ending June 30, 2014~~plans. To date, we have not generated significant revenue from our real estate lending business. Our ability to become profitable depends on our ability to have successful operations and generate and sustain revenues, while maintaining reasonable expense levels, all of which are uncertain in light of our limited operating history in our current line of business and our beginning of our new food and beverage line of business.

~~Our~~No ~~auditors~~securities ~~have~~are ~~substantial~~authorized ~~doubt~~for ~~about~~issuance ~~our~~by ~~ability~~the toCompany ~~continue~~under asequity acompensation ~~going concern~~plans.

~~Our~~Unregistered ~~auditors’~~Sales ~~report reflects the fact that the ability~~ of ~~our~~Equity ~~Company~~Securities ~~to continue as a going concern~~ and ~~expresses~~Use ~~substantial doubt about our ability to continue as a going concern. This substantial doubt is due to our lack~~ of committed funding and lack of revenue. Our consolidated audited financial statements report a net loss of ($1,343,950) for the year ended June 30, 2015. If we are unable to continue as a going concern, you will lose your investment. You should not invest in us unless you can afford to lose your entire investment. See “Report of Independent Registered Public Accounting Firm” and the notes to our Financial Statements.Proceeds

11During the Fiscal year ended June 30, 2016, we issued securities that were not registered under the Securities Act, and were not previously disclosed in a Current Report on Form 8-K as listed below. Except where noted, all of the securities discussed in this Item 5 were issued in reliance on the exemption under Section 4(a)(2) of the Securities Act.

~~There~~Item ~~are~~6. ~~general~~Selected ~~risks~~Financial ~~associated with the restaurant industry~~Data.

~~Restaurants are a very cyclical business~~None. Specific factors that impact our economic recessions can negatively influence discretionary consumer spending in restaurants and bars and result in lower customer counts as consumers become more price conscientious, tending to conserve their cash amid unemployment and other economic uncertainty. The effects of higher gasoline prices can also negatively affect discretionary consumer spending in restaurants and bars. Increasing costs for energy can affect profit margins in many other ways. Petroleum based material is often used to package certain products for distribution. In addition, suppliers may add fuel surcharges to their invoices. The cost to transport products from the distributors to restaurant operations will rise with each increase in fuel prices. Higher costs for electricity and natural gas result in higher costs to a) heat and cool restaurant facilities, b) refrigerate and cook food and c) manufacture and store food at the Company’s locations.

Inflationary pressure, particularly on food costs, labor costs (especially associated with increases in the minimum wage) and health care benefits, can negatively affect the operation of the business. Shortages of qualified labor are sometimes experienced in certain local economies. In addition, the loss of any key executives could pose a significant adverse effect on the Company.12

IfItem ~~consumer~~7. ~~confidence~~Management’s inDiscussion ~~our~~and ~~business~~Analysis ~~deteriorates,~~of our ~~business,~~Financial ~~financial~~Conditions ~~condition~~ and ~~results~~Results of ~~operations could be adversely affected~~Operations.

~~Our~~The ~~business~~following isdiscussion ~~built~~and onanalysis ~~consumers’~~of ~~confidence~~the inresults ~~our~~of ~~brand. As~~operations aand ~~consumer~~financial ~~business,~~condition for the ~~strength~~years ofended June 30, 2016 and 2015 should be read in conjunction with our ~~brand~~consolidated financial statements and ~~reputation~~the notes to those consolidated financial statements that are ofincluded ~~paramount~~elsewhere ~~importance~~in tothis usAnnual Report. AOur ~~number~~discussion ofincludes ~~factors~~forward-looking ~~could~~statements ~~adversely~~based ~~affect~~upon ~~consumer~~current ~~confidence~~expectations inthat ~~our~~involve ~~brand~~risks and uncertainties, ~~many~~such ofas ~~which~~our ~~are~~plans, ~~beyond~~objectives, ~~our~~expectations ~~control~~and intentions. Actual results and the timing of events could ~~have~~differ anmaterially ~~adverse~~from ~~impact~~those onanticipated ~~our~~in ~~results~~these forward-looking statements as a result of ~~operations. These~~a number of factors. ~~include:~~See “Forward-Looking Statements.”

•Material ~~any~~Changes ~~regulatory action or investigation against us; • any negative publicity about a restaurant~~ in ~~the~~Financial ~~World Of Beer franchise; and • any negative publicity about our restaurants.~~Condition

InAt ~~addition~~June 30, 2016, we ~~are~~had ~~largely~~a ~~dependent~~working oncapital ~~the~~deficit ~~other World~~ of ~~Beer~~($1,222,106), ~~franchisees~~compared to ~~maintain~~a ~~the~~working ~~reputation~~capital deficit of ~~our~~($4,442,811), ~~brand~~at June 30, 2015. ~~Despite~~At ~~the~~June ~~measures~~30, ~~that~~2016, weour ~~put~~current inassets ~~place~~consisted toof ~~ensure~~cash ~~their~~of ~~compliance~~$122,774, ~~with~~receivable ~~our~~from ~~performance~~Attitude ~~standards~~Drinks of $321,811, ~~our~~inventories ~~lack~~of $142,193, other assets of ~~control~~$454,332, ~~over~~and ~~their~~prepaid ~~operations~~expenses ~~may~~of ~~result~~$93,148. inOur ~~the~~long ~~low~~term ~~quality~~assets consisted of ~~service~~fixed ~~being~~assets-net ~~attributed~~of to$4,070,088, ~~our~~capitalized ~~brand,~~pre-opening ~~negatively~~costs ~~affecting~~of ~~our~~$124,990 ~~overall~~and ~~reputation~~deposits of $4,300. Our ~~Any~~assets ~~event~~as ~~that~~of ~~hurts~~June ~~our~~30, ~~brand~~2015 ~~and~~consisted ~~reputation~~of ~~among~~cash ~~consumers~~of as$226,088, aReceivable ~~reliable~~from ~~services~~Attitude ~~provider~~Drinks ~~could~~of ~~have~~$131,423, aReal ~~material~~Estate ~~adverse~~loans ~~effect~~receivable onof ~~our~~$950,000, ~~business~~inventories of $81,049, ~~financial~~Prepaid ~~condition~~expenses of $44,192 and ~~results~~Fixed assets-net of ~~operations~~$962,470.

WeAt ~~face~~June ~~substantial~~30, ~~competition~~2016, inour total current liabilities increased to $2,356,364, from $5,875,563 at June 30, 2015. The decrease was due to a decreased current derivative liability balance due to the long-term nature of our ~~target~~debt ~~markets~~instruments.

~~The~~Since ~~restaurant~~our ~~industry~~existing iscash ~~highly~~balance ~~competitive~~is $122,774, ~~and~~we ~~many~~currently ofdo ~~our~~not ~~competitors~~have ~~are~~sufficient ~~substantially~~funds ~~larger~~to ~~and~~carry ~~possess~~out ~~greater~~normal ~~financial~~operations ~~resources~~over ~~than~~the wenext ~~do.~~six ~~Our restaurant~~(s6) ~~have~~months. Our ~~numerous~~short ~~competitors,~~and ~~including~~long-term ~~national~~survival ~~chains,~~is ~~regional~~dependent ~~and~~on ~~local~~funding ~~chains,~~from assales ~~well~~of securities as ~~independent~~necessary ~~operators.~~or ~~None~~from ofshareholder ~~these~~loans, ~~competitors~~and thus, into the ~~opinion~~extent that we require additional funds to support our operations or the expansion of our ~~management~~business, iswe ~~dominant~~may inattempt ~~the~~to ~~family-style~~sell ~~sector~~additional ofequity ~~the~~shares ~~restaurant~~or ~~industry~~issue debt. Any Insale ~~addition,~~of ~~competition~~additional ~~continues~~equity securities will result in dilution to ~~increase~~our ~~from~~stockholders. ~~non-traditional~~Recent ~~competitors~~events ~~such~~in asworldwide ~~supermarkets~~capital ~~that~~markets ~~not~~may ~~only~~make ~~offer~~it ~~home~~more ~~meal~~difficult ~~replacement~~for ~~but~~us ~~also~~to ~~have~~raise ~~in-store~~additional ~~dining~~equity ~~space~~or ~~trends~~capital. There can be no assurance that ~~continue~~additional financing, if required, will be available to ~~grow~~us inor ~~popularity~~on acceptable terms.

~~The~~Results ~~principal methods~~ of competition in the restaurant industry are brand name recognition and advertising; menu selection and prices; food quality and customer perceptions of value, speed and quality of service; cleanliness and fresh, attractive facilities in convenient locations. In addition to competition for customers, sharp competition exists for qualified restaurant managers, hourly restaurant workers and quality sites on which to build new locations.Operations

~~The~~Revenues ~~restaurant~~ and ~~bar~~Cost industry is very competitive, and we face competition from large national chains as well as individually owned restaurants. Large chains such as Buffalo Wild Wings have a similar open style that appeals to our sports fan and family demographic. There are additional restaurants that feature custom beers. Many of ~~these~~goods competitors have substantially more resources than we which allows them to have economies of scale allowing them price points which compare favorably to ours. They also have the ability to market their restaurants given their sheer size which we do not possess. All of these factors may make it difficult for us to succeed.sold

12Revenues represent the sales of the food and spirits at our West Hartford and Milford taverns. Revenues for the period ended June 30, 2016 were $4,150,939, $2,539,619 greater than the period ended June 30, 2015. The increase was entirely due to the fact that the Company’s operations were outstanding for the entire year during 2016 but only for three months, the period of acquisition, in 2015.

~~Unfavorable~~Gross ~~publicity~~profit ~~could~~for ~~harm~~the ~~our~~period ~~business~~ended June 30, 2016 were $3,007,363, $1,911,689 greater than the period ended June 30, 2015. The increase was entirely due to the fact that the Company’s operations were outstanding for the entire year during 2016 but only for three months, the period of acquisition, in 2015. Gross margins remained at 72%.

~~Multi-unit~~Operating restaurant businesses such as ours can be adversely affected by publicity resulting from complaints or litigation or general publicity regarding poor food quality, food-borne illness, personal injury, food tampering, adverse health effects of consumption of various food products or high-calorie foods (including obesity), or other concerns. Negative publicity from traditional media or on-line social network postings may also result from actual or alleged incidents or events taking place in our restaurants. Regardless of whether the allegations or complaints are valid, unfavorable publicity relating to a number of our restaurants, or only to a single restaurant, could adversely affect public perception of the entire brand. Adverse publicity and its effect on overall consumer perceptions of food safety, or our failure to respond effectively to adverse publicity, could have a material adverse effect on our business.Expenses

~~Changes~~For inthe ~~employment~~twelve ~~laws~~months orended ~~regulation~~June ~~could~~30, ~~harm~~2016, ~~our~~operating ~~performance~~expenses were $3,127,438 compared to $1,215,749 during the twelve months ended June 30, 2015. The overall increase of $1,911,689 was 157% of the prior period. As a percentage of revenues, these expenses comprised 75% of revenues.

Various federal and state labor laws govern our relationship with our employees and affect operating costs. These laws include minimum wage requirements, overtime pay, healthcare reform and the implementation of the Patient Protection and Affordable Care Act, unemployment tax rates, workers’ compensation rates, citizenship requirements, union membership and sales taxes. A number of factors could adversely affect our operating results, including additional government-imposed increases in minimum wages, overtime pay, paid leaves of absence and mandated health benefits, mandated training for employees, increased tax reporting and tax payment requirements for employees who receive tips, a reduction in the number of states that allow tips to be credited toward minimum wage requirements, changing regulations from the National Labor Relations Board and increased employee litigation including claims relating to the Fair Labor Standards Act.13

~~The~~Operating ~~Americans~~expenses ~~with~~were ~~Disabilities~~as ~~Act is a federal law that prohibits discrimination on the basis of disability in public accommodations and employment~~follows. Although our restaurants are designed to be accessible to the disabled, we could be required to make modifications to our restaurants to provide service to, or make reasonable accommodations for disabled persons.

~~Failure~~World of ~~our~~Beer ~~internal~~Labor ~~controls over financial reporting could harm our business and financial results.~~Costs

~~Our~~Labor ~~management~~costs ~~is responsible~~ for ~~establishing and maintaining effective internal control over financial reporting. Internal control over financial reporting is a process to provide reasonable assurance regarding~~ the ~~reliability~~twelve ofmonths ~~financial~~ended ~~reporting~~June ~~for~~30, ~~external~~2016 ~~purposes~~and in2015 ~~accordance~~were ~~with~~$1,143,576 ~~accounting~~and ~~principles~~$451,146, ~~generally~~respectively. ~~accepted~~The inapproximate ~~the United States~~$.75 ~~Because~~million ofincrease ~~its~~was ~~inherent~~due ~~limitations, internal control over financial reporting is not intended~~ to ~~provide~~the ~~absolute~~fact ~~assurance~~ that wehad ~~would~~more ~~prevent~~operating ortaverns ~~detect~~and ~~a misstatement of~~ our ~~financial~~West ~~statements~~Hartford ortavern ~~fraud.~~had ~~Any~~been ~~failure~~open tothroughout ~~maintain~~the anentire ~~effective~~twelve ~~system~~month ofperiod. ~~internal~~Food ~~control over financial reporting could limit our ability to report our financial results accurately~~ and ~~timely~~beverage orcosts toas ~~detect and prevent fraud. A significant financial reporting failure or material weakness in internal control over financial reporting could cause~~ a ~~loss~~percentage of ~~investor~~total ~~confidence~~revenues ~~and~~were ~~decline~~28% infor ~~the~~both ~~market price of our stock~~periods.

~~Economic~~World ~~conditions~~of ~~could~~Beer ~~have~~Other ~~a material adverse impact on our landlords or other tenants in retail centers in which we or our franchisees are located, which in turn could negatively affect our financial results.~~expenses

~~Our~~World ~~landlords~~of ~~may~~Beer beother ~~unable~~expenses torepresent ~~obtain~~the ~~financing~~costs orof ~~remain in good standing under their existing financing arrangements~~utilities, ~~resulting~~rent inand ~~failures~~management tofees ~~pay~~amongst ~~required construction contributions or satisfy~~ other ~~lease covenants to us~~costs. InOther ~~addition~~expenses ~~other~~for ~~tenants~~the atperiod ~~retail~~ended ~~centers~~June in30, ~~which~~2016 wewere or$1,486,046, ~~our~~$1,150,997 ~~franchisees~~greater ~~are~~than ~~located~~the orperiod ~~have~~ended ~~executed~~June ~~leases~~30, ~~may fail to open or may cease operations~~2015. IfThe ~~our~~increase ~~landlords~~was ~~fail~~entirely due to ~~satisfy~~the ~~required~~fact ~~co-tenancies,~~that ~~such~~the ~~failures~~Company’s ~~may~~operations ~~result~~were inoutstanding usfor orthe ~~our~~entire ~~franchisees~~year ~~terminating~~during ~~leases~~2016 orbut ~~delaying~~only ~~openings~~for inthree ~~these locations. Also~~months, ~~decreases~~the inperiod ~~total~~of ~~tenant~~acquisition, ~~occupancy~~ in ~~retail~~2015 ~~centers~~and inhigher ~~which~~management ~~we are located may affect guest traffic at our restaurants~~fees. ~~All of these factors could have a material adverse impact on our operations.~~

AnDepreciation ~~impairment in the carrying value of our goodwill or other intangible assets could adversely affect our financial condition~~ and ~~consolidated results of operations.~~Amortization

13Depreciation and amortization are the expensing of the cost of our equipment over time. The June 30, 2016 balance of $201,505 was $133,650 greater than the balance at June 30, 2015, due to the buildout of our taverns plus the taverns being open the entire period in 2016.

~~Goodwill~~Other ~~represents~~Income the excess of cost over the fair value of identified net assets of business acquired. We review goodwill for impairment annually, or whenever circumstances change in a way which could indicate that impairment may have occurred. Goodwill is tested at the reporting unit level. We identify potential goodwill impairments by comparing the fair value of the reporting unit to its carrying amount, which includes goodwill and other intangible assets. The fair value of the reporting unit is calculated using a market approach. If the carrying amount of the reporting unit exceeds the fair value, this is an indication that impairment may exist. We calculate the amount of the impairment by comparing the fair value of the assets and liabilities to the fair value of the reporting unit. The fair value of the reporting unit in excess of the value of the assets and liabilities is the implied fair value of the goodwill. If this amount is less than the carrying amount of goodwill, impairment is recognized for the difference. A significant amount of judgment is involved in determining if an indication of impairment exists. Factors may include, among others: a significant decline in our expected future cash flows; a sustained, significant decline in our stock price and market capitalization; a significant adverse change in legal factors or in the business climate; unanticipated competition; the testing for recoverability of a significant asset group within a reporting unit; and slower growth rates. Any adverse change in these factors would have a significant impact on the recoverability of these assets and negatively affect our financial condition and consolidated results of operations. We compute the amount of impairment by comparing the implied fair value of reporting unit goodwill with the carrying amount of that goodwill. We are required to record a non-cash impairment charge if the testing performed indicates that goodwill has been impaired.(Expense)

WeOther ~~evaluate~~income ~~the~~(expenses) ~~useful~~consist ~~lives~~primarily of ~~our~~gains ~~intangible~~and ~~assets~~losses ~~to determine if they are definite- or indefinite-lived. Reaching a determination~~ on ~~useful~~the ~~life~~change ~~requires~~in ~~significant~~fair ~~judgments~~value ~~and assumptions regarding the future effects~~ of ~~obsolescence,~~derivative ~~demand~~liabilities, ~~competition~~derivative expense, ~~other~~gains ~~economic~~and ~~factors~~losses ~~(such~~on asextinguishment ~~the stability~~ of ~~the~~debt ~~industry,~~and ~~legislative~~interest ~~action~~expense ~~that~~all ~~results~~primarily inrelated anto ~~uncertain~~the orCompany’s ~~changing~~conventional ~~regulatory environment,~~ and ~~expected~~convertible ~~changes~~promissory innotes ~~distribution channels), the level of required maintenance expenditures~~ and ~~the~~convertible ~~expected~~preferred ~~lives of other related groups of assets~~stock.

WeInterest ~~cannot accurately predict the amount~~ and ~~timing of any impairment of assets. Should the value of goodwill or~~ other ~~intangible~~Financing ~~assets~~Costs ~~become~~increased ~~impaired~~$184,759 ~~there~~or ~~could~~13% bedue anto ~~adverse~~a ~~effect~~greater onlevel ~~our~~of ~~financial~~debt ~~condition~~instruments ~~and consolidated results of operations~~outstanding.

We may experience higher-than-anticipated costs associated with the opening of new locations or with the closing, relocating and remodeling of existing restaurants, which may adversely affect our results of operations.14

~~Our~~Change ~~revenues~~in ~~and~~fair ~~expenses~~market ~~can~~value ~~be impacted significantly by the location, number and timing~~ of ~~the~~derivative ~~opening~~liabilities ofdecreased ~~new restaurants and the closing~~$13, ~~relocating~~399,648 ~~and~~due ~~remodeling~~to ofgreater ~~existing~~levels ~~restaurants.~~of Weoutstanding ~~incur~~debt ~~substantial pre-opening expenses each time we open a new restaurant~~ and ~~incur~~increased ~~other~~stock ~~expenses~~market ~~when we close, relocate or remodel existing restaurants~~volatility. These expenses are generally higher when we open restaurants in new markets, but the costs of opening, closing, relocating or remodeling any of our restaurants may be higher than anticipated. An increase in such expenses could have an adverse effect on our results of operations.

~~Our~~Gain ~~success~~on ~~depends~~Extinguishment ~~substantially~~of onliability ~~the~~to ~~value~~Former CEO increased $175,000 due to elimination of ~~our~~accruals ~~brands~~associated ~~and~~with ~~our~~disputed ~~reputation~~salary. See ~~for~~NOTE ~~offering~~8- ~~guests~~ACCRUED anEXPENSES ~~unparalleled~~in ~~Guest~~our ~~experience~~Notes to Financial Statements for more detail.

WeLoss ~~believe~~on weconversion ~~have built a strong reputation for the quality and breadth~~ of ~~our~~debt ~~menu items as part of the total experience that guests enjoy in our restaurants. We believe we must protect~~ and ~~grow~~preferred ~~the~~stock ~~value~~increased of our brands to continue to be successful in the future. Any incident that erodes consumer trust in or affinity for our brands could significantly reduce their value. If consumers perceive or experience a reduction in food quality$247,586 ~~service,~~due ~~or ambiance, or in any way believe we failed~~ to ~~deliver~~greater alevels ~~consistently~~of ~~positive experience, our brand value could suffer~~conversions.

~~Our~~Derivative ~~inability~~Expense toincreased ~~successfully~~$2,898,444 ~~and~~due ~~sufficiently~~to ~~raise~~a ~~menu~~greater ~~prices~~level ~~could~~of ~~result~~convertible indebt ~~a decline in profitability~~issuances.

WeNet utilize menu price increases to help offset cost increases, including increased cost for commodities, minimum wages, employee benefits, insurance arrangements, construction, utilities and other key operating costs. If our selection and amount of menu price increases are not accepted by consumers and reduce guest traffic, or are insufficient to counter increased costs, our financial results could be harmed.loss

14The net loss for the twelve months ended June 30, 2016 was ($20,260,843) compared to a net loss of ($3,555,169) for the twelve months ended June 30, 2015. This was primarily due to the much greater mark-to-market on the derivative liability.

~~Our~~Liquidity ~~quarterly operating results may fluctuate due to the timing of special events~~ and ~~other~~Capital ~~factors, including the recognition of impairment losses.~~Resources

~~Our~~Operating quarterly operating results depend, in part, on special events, such as the Super Bowl® and other sporting events viewed by our guests in our World of Beer franchised locations such as the NFL, MLB, NBA, NHL and NCAA. Interruptions in the viewing of these professional and collegiate sporting league events due to strikes, lockouts or labor disputes may impact our results. Additionally, our results are subject to fluctuations based on the dates of sporting events and their availability for viewing through broadcast, satellite and cable networks. Historically, sales in most of our restaurants have been higher during fall and winter months based on the relative popularity and extent of national, regional and local sporting and other events. Further, our quarterly operating results may fluctuate significantly because of other factors, including:Activities

·The Company used net cash of $476,624 in operating activities during the twelve months ended June 30, 2016, as compared to $887,381 during the twelve months ended June 30, 2015. The improvement was primarily due to better operating results at our World of Beer Tavern franchises.

~~Fluctuations~~Investing ~~in food costs, particularly chicken wings;~~activities

·The Company used net cash of $2,855,922 in investing activities during the twelve months ended June 30, 2016, as compared to $1,234,563 during the twelve months ended June 30, 2015. The increased use of cash was primarily due to building our World of Beer Tavern franchises.

~~The~~Financing ~~timing of new restaurant openings which may impact margins due to the related preopening costs and initially higher restaurant level operating expense ratios;~~Activities

·The Company generated net cash of $2,774,900 in investing activities during the twelve months ended June 30, 2016, as compared to $2,347,671 during the twelve months ended June 30, 2015. The increased use of cash was primarily due to financings in order to build out our World of Beer Tavern franchises.

~~Potential~~The ~~distraction~~accompanying orconsolidated ~~unusual~~financial ~~expenses~~statements ~~associated~~have been prepared in conformity with ~~our~~generally ~~expansion~~accepted ~~into~~accounting ~~other~~principles ~~geographical~~which ~~territories;~~contemplate continuation of the Company as a going-concern basis. The going concern basis assumes that assets are realized, and liabilities are extinguished in the ordinary course of business at amounts disclosed in the consolidated financial statements. The Company has incurred recurring losses from operation and does not currently have revenue generating operations. The Company has an accumulated deficit of approximately $24 million, and a net loss for the year ended June 30, 2016 of $20 million. Of the loss, approximately $120,000 was due to operations and the remainder was due primarily to interest expense, the write-off of receivables and the loss on the issuance of preferred stock, partially offset by the gain on extinguishment of debt. The Company’s ability to continue as a going concern depends upon its ability to obtain adequate funding to support its operations through continuing investments of debt and/or equity by qualified investors/creditors, internally generated working capital and monetization of intellectual property assets. These factors raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management is currently pursuing a business strategy which includes raising the necessary funds to finance the Company’s development and marketing efforts.

·There can be no assurance that sufficient funds required during the next year or thereafter will be generated from operations or available from external sources such as debt or equity financings, or other potential sources. The inability to generate cash flow from operations or to raise capital from external sources will force the Company to substantially curtail and cease operations, therefore, having a material adverse effect on its business. Furthermore, there can be no assurance that any funds, if available, will possess attractive terms or not have a significant dilutive effect on the Company’s existing stockholders.

~~Our ability to operate effectively in new markets in which we have limited operating experience;~~15

·Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

~~Labor~~We ~~availability~~are ~~and~~not ~~costs~~required ~~for~~to ~~hourly~~provide ~~and~~the ~~management~~information ~~personnel;~~required by this Item because we are a smaller reporting company.

·Item 8. Financial Statements and Supplementary Data

~~Changes~~Index into ~~competitive~~the ~~factors;~~Financial Statements

Report of Independent Registered Public Accounting Firm	F-1
Consolidated B alance Sheet at June 30, 2016 and 20 15	F-2
Consolidated Income S tatement s for the Year s Ending June 30, 2016 and 20 15	F-3
Statement of Changes in Stockholders’ Deficiency for the Year s Ending June 30, 2016 and 20 15	F-4
Statement of Cash Flow s for the Year s Ending June 30, 2016 and 20 15	F-5
Notes to the Financial Statements	F-6

~~Disruption in supplies;~~16

·REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~General~~The ~~economic~~Board ~~conditions,~~of ~~consumer~~Directors ~~confidence~~ and ~~fluctuations~~Stockholders ~~in discretionary spending;~~of

·HARRISON, VICKERS & WATERMAN,, INC.

~~Claims~~Opinion ~~experience~~on ~~for~~the ~~self-insurance~~Financial ~~programs;~~Statements

·We have audited the accompanying consolidated balance sheets of Harrison, Vickers, and Waterman, Inc (the ‘Company’) as of June 30, 2016, and the related consolidated statements of operations, changes in stockholders’ equity and cash flows for the year ended June 30, 2016, and the related notes (collectively referred to as the “financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of June 30, 2016, and the results of its operations and its cash flows for the year ended June 30, 2016, in conformity with accounting principles generally accepted in the United States of America.

~~Increases~~Going ~~or decreases in labor or other variable expenses;~~Concern

·The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2, the Company suffered an accumulated deficit of $(24,245,789), net loss of $(20,085,843) and a negative working capital of $(1,222,106). These matters raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans with regards to these matters are also described in Note 2 to the financial statements. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~The~~Basis ~~impact~~for ~~of inclement weather, natural disasters and other calamities;~~Opinion

·These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~Fluctuations~~We conducted our audits in ~~interest~~accordance ~~rates;~~with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

·Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

~~The~~Critical ~~timing~~Audit ~~and amount of asset impairment loss and restaurant closing charges; and~~Matters

·Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. Communication of critical audit matters does not alter in any way our opinion on the financial statements taken as a whole and we are not, by communicating the critical audit matters, providing separate opinions on the critical audit matter or on the accounts or disclosures to which they relate.

~~Tax~~/s/ ~~expenses~~OLAYINKA ~~and~~OYEBOLA ~~other~~& ~~non-operating costs~~CO.

AsOLAYINKA aOYEBOLA ~~result~~& ~~of the factors discussed above, our quarterly and annual operating results may fluctuate significantly~~CO. Accordingly, results for any one quarter are not necessarily indicative of results to be expected for any other quarter or for any year. These fluctuations may cause future operating results to fall below the expectations of securities analysts and shareholders. In that event, the price of our common stock would likely decrease.

We(Chartered ~~may not be able to attract and retain qualified team members and key executives to operate and manage our business.~~Accountants)

~~Our success and the success of our individual restaurant(s) and business depends on our ability to attract~~Lagos, motivate, develop and retain a sufficient number of qualified key executives and restaurant employees, including restaurant managers and hourly team members. The inability to recruit, develop and retain these individuals may delay the planned openings of new restaurant and tavern locations or result in high employee turnover in existing locations, thus increasing the cost to efficiently operate our restaurants. This could inhibit our expansion plans and business performance and, to the extent that a labor shortage may force us to pay higher wages, harm our profitability. The loss of any of our key executive officers could jeopardize our ability to meet our financial targets.Nigeria

15We have served as the Company’s auditor since 2023.

~~The~~September ~~sale~~26, ~~of alcoholic beverages at our locations subjects us to additional regulations and potential liability.~~2024

Because our locations sell alcoholic beverages, we are required to comply with the alcohol licensing requirements of the federal government, states and municipalities where our restaurants are located. Alcoholic beverage control regulations require applications to state authorities and, in certain locations, county and municipal authorities for a license and permit to sell alcoholic beverages on the premises and to provide service for extended hours and on Sundays. Typically, the licenses are renewed annually and may be revoked or suspended for cause at any time. Alcoholic beverage control regulations relate to numerous aspects of the daily operations of the restaurants and bars, including minimum age of guests and employees, hours of operation, advertising, wholesale purchasing, inventory control and handling, storage and dispensing of alcoholic beverages. If we fail to comply with federal, state or local regulations, our licenses may be revoked, and we may be forced to terminate the sale of alcoholic beverages at one or more of our locations. Further, growing movements to change laws relating to alcohol may result in a decline in alcohol consumption at our facilities or increase the number of dram shop claims made against us, either of which may negatively impact operations or result in the loss of liquor licenses.F-1

~~In certain states we are subject to “dram shop” statutes~~HARRISON, ~~which~~VICKERS ~~generally~~& allow a person injured by an intoxicated person the right to recover damages from an establishment that wrongfully served alcoholic beverages to the intoxicated person. Some dram shop litigation against restaurant companies has resulted in significant judgmentsWATERMAN, ~~including punitive damages~~INC.

~~Changes~~CONSOLIDATED inBALANCE ~~consumer preferences or discretionary consumer spending could harm our performance.~~SHEET

The success of our World of Beer franchises depends, in part, upon the continued popularity of the overall World of Beer system locations throughout the United States as well as our unique food and beverage items and appeal of sports bars and casual dining restaurants. We also depend on trends toward consumers eating away from home. Shifts in these consumer preferences could negatively affect our future profitability. Such shifts could be based on health concerns related to the cholesterol, carbohydrate, fat, calorie or salt content of certain food items, including items featured on our menu. Negative publicity over the health aspects of such food items may adversely affect consumer demand for our menu items and could result in a decrease in guest traffic to our restaurants, which could materially harm our business. In addition, we will be required to disclose calorie counts for all food items on our menus, due to federal regulations, and this may have an effect on consumers’ eating habits. Other federal regulations could follow this pattern. In addition, our success depends to a significant extent on numerous factors affecting discretionary consumer spending, including economic conditions, disposable consumer income and consumer confidence. A decline in consumer spending or in economic conditions could reduce guest traffic or impose practical limits on pricing, either of which could harm our business, financial condition, operating results or cash flow.

	As of
	June 30, 2016		June 30, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	122,774	$	226,088
Accounts receivable, net of $0 allowance		321,811		1,081,423
Inventories		142,193		81,049
Deposits		4,300
Prepayments and other current assets		547,480		44,192
Total current assets		1,138,558		1,432,752

Non-current assets:
Property, plant and equipment, net		4,070,088		962,470
Capitalized Pre-opening costs		126,182		198,823
Total non-current assets		4,196,270		1,161,293

TOTAL ASSETS	$	5,334,828	$	2,594,045

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	1,207,411	$	367,974
Accrued liabilities and other payables		504,062		175,000
Deferred Expenses		606,731		-
Derivative liabilities		-		4,237,890
Loan payables		38,160		950,000
Notes payables		-		144,699
Total current liabilities		2,356,364		5,875,563

Non-current liabilities:
Notes payables		1,575,796		210,522
Derivative liabilities		25,280,599		-
Total non-current liabilities		26,856,395		210,522

TOTAL LIABILITIES		29,212,759		6,086,085

Commitments and contingencies		-		-

STOCKHOLDERS’ EQUITY (DEFICIT)
Series A 8% convertible preferred stock, 99,000 shares issued and outstanding		10		10
Series B convertible preferred stock, stated value of $1,000 per share, 51 shares issued and outstanding		-		-
Common stock, $0.0001 par value; 7,500,000,000 shares authorized; 192,392,024 & 126,337,367 shares issued at June 30, 2016 and June 30, 2015, respectively		19,239		12,634
Additional paid-in capital		485,173		637,267
Retained earnings (accumulated deficit)		(24,245,789)		(4,159,946
Stockholders’ equity (deficit)		(23,741,367)		(3,510,035)
Non-Controlling Interest		(136,564)		17,995

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	5,334,828	$	2,594,045

AThe ~~regional~~accompanying ornotes ~~global~~are ~~health~~an ~~pandemic~~integral ~~could~~part ~~severely~~of ~~affect~~these ~~our~~consolidated ~~business.~~financial statements

A health pandemic is a disease outbreak that spreads rapidly and widely by infection and affects many individuals in an area or population at the same time. If a regional or global health pandemic was to occur, depending upon its duration and severity, our business could be severely affected. We have positioned our brand as a place where people can gather together.F-2

~~Customers~~HARRISON, ~~might~~VICKERS ~~avoid~~& ~~public gathering places in the event of a health pandemic~~WATERMAN, ~~and local, regional or national governments might limit or ban public gatherings to halt or delay the spread of disease~~INC. A regional or global health pandemic might also adversely impact our business by disrupting or delaying production and delivery of materials and products in its supply chain and by causing staffing shortages in our restaurants. The impact of a health pandemic might be disproportionately greater than on other companies that depend less on the gathering of people together for the sale or use of their products and services.

16CONSOLIDATED INCOME STATEMENTS

We may be subject to increased labor and insurance costs.

	Twelve Months ended June 30,
	2016		2015

Revenue, net	$	4,150,939	$	1,611,320

Cost of revenue		(1,143,576)		(451,146)

Gross profit		3,007,363		1,160,174

Operating expenses:
General and administrative expenses		(3,127,438)		(1,215,749)
Total operating expenses		(3,127,438)		(1,215,749)

Other income (expenses):
Gain extinguishing liability of former CEO		175,000		-
Other Adjustment (losses)/gains		(13,601,814)		45,420
Derivative liabilities		(4,956,937)		(2,058,493)
Interest and other financing costs		(1,624,549)		(1,439,790)
Total other income, net		(20,008,929)		(3,452,863)

INCOME BEFORE INCOME TAXES		(20,128,374)		(3,508,438)

Income tax expenses		-		-

NET INCOME BEFORE NCI INTEREST		(20,128,374)		(3,508,438)

Non-Controlling Interest		42,531		(46,731)

COMPREHENSIVE INCOME	$	(20,085,843)	$	(3,555,169)

Net (loss)	$	(20,085,843)	$	(3,555,169)

Weighted average common shares outstanding		152,586,312		124,868,874
Earnings per share	$	(0.13)	$	(0.03)

~~Our~~The ~~restaurant~~accompanying ~~operations~~notes are ~~subject~~an tointegral ~~federal~~part ~~and state laws governing such matters as minimum wages, working conditions, overtime, and tip credits. As federal and state minimum wage rates increase, we may need to increase not only the wages~~ of ~~our~~these ~~minimum~~consolidated ~~wage~~financial employees, but also the wages paid to employees at wage rates that are above minimum wage. Labor shortages, increased employee turnover, and health care mandates could also increase our labor costs. This, in turn, could lead us to increase prices which could impact our sales. Conversely, if competitive pressures or other factors prevent us from offsetting increased labor costs by increases in prices, our profitability may decline. In addition, the current premiums that we pay for our insurance (including workers' compensation, general liability, property, health, and directors' and officers' liability) may increase at any time, thereby further increasing our costs. The dollar amount of claims that we actually experience under our workers' compensation and general liability insurance, for which we carry high per-claim deductibles, may also increase at any time, thereby further increasing our costs. Also, the decreased availability of property and liability insurance has the potential to negatively impact the cost of premiums and the magnitude of uninsured losses.statements

~~Our current insurance may not provide adequate levels of coverage against claims.~~F-3

~~We currently maintain insurance customary for businesses of our size and type. However~~HARRISON, ~~there~~VICKERS ~~are~~& ~~types of losses we may incur that cannot be insured against or that we believe are not economically reasonable to insure~~WATERMAN, ~~such as losses due to natural disasters~~INC. ~~Such damages could have a material adverse effect on our business and results of operations.~~

WeSTATEMENT ~~are~~OF ~~dependent~~CHANGES onIN ~~information~~STOCKHOLDER’S ~~technology and any material failure of that technology could impair our ability to efficiently operate our business.~~DEFICIANCY

WeFor ~~rely~~the onyear ~~information~~ended ~~systems~~June ~~across our operations~~30, ~~including,~~2016 ~~for example, point-of-sale processing in our locations, management of our supply chain, collection of cash~~ and credit and debit card payments, payment of obligations and various other processes and procedures. Our ability to efficiently manage our business depends significantly on the reliability and capacity of these systems. The failure of these systems to operate effectively, problems with maintenance, upgrading or transitioning to replacement systems, or a breach in security of these systems could cause delays in customer service, reduce efficiency in our operations, require significant investment to remediate the issue or cause negative publicity that could damage our brand. Significant capital investments might be required to remediate any problems.2015

If we are unable to maintain our rights to use key technologies of third parties, our business may be harmed.

	Series A Preferred Stock Par Value $.0001		Series B Preferred Stock Par Value $.0001		Common Stock Par Value $.0001
	Shares	Amount	Shares	Amount	Shares	Amount	Additional Paid-In Capital	Accumulated Deficit	Total Stockholders’ Deficiency

Balance at June 30, 2015	100,000	$ 10	51	$ 0	126,337,367	$ 12,634	$ 637,267	$ (4,159,946)	$ (3,510,035)

Issuance of shares upon conversion of debt	-	-	-	-	63,942,507	6,394	148,808	-	155,202

Issuance of shares upon conversion of Preferred stock	-	-	-	-	2,112,150	211	7,832	-	8,043

Write-off of warrants previously recorded to Paid-In capital	-	-	-	-	-	-	(308,734)	-	(308,734)

Net loss	-	-	-	-	-		-	(20,085,843)	(20,085,843)

Balance at June 30, 2016	100,000	$ 10	51	$ 0	192,392,024	$ 19,239	$ 485,173	$ (24,245,789)	$ (23,741,367)

We rely on certain technology licensed from third parties and may be required to license additional technology in the future for use in managing our internet sites and providing related services to users and customers. These third-party technology licenses may not continue to be available to us on acceptable commercial terms or at all. The ~~inability~~accompanying tonotes ~~enter~~are ~~into~~an ~~and~~integral ~~maintain~~part ~~any~~ of these ~~technology~~consolidated ~~licenses could significantly harm our business,~~ financial ~~condition and operating results.~~statements

~~Our future growth may require us to raise additional capital in the future, but that capital may not be available when it is needed or may be available only at an excessive cost.~~F-4

~~In order to build out our business plan and to be ultimately successful~~HARRISON, weVICKERS ~~will~~& ~~need ample capital to purchase/rent new properties~~WATERMAN, ~~build new locations, hire personnel and market our locations~~INC. We may not generate sufficient cash from our existing operations in order to do so. Therefore, we may at some point choose to raise additional capital to support our continued growth. Our ability to raise additional capital will depend, in part, on conditions in the capital markets at that time which are outside of our control. Accordingly, we may be unable to raise additional capital, if and when needed, on terms acceptable to us, or at all. If we cannot raise additional capital when needed, its ability to further expand operations through internal growth and acquisitions could be materially impacted. In the event of a material decrease in our stock price, future issuances of equity securities could result in dilution of existing shareholder interests.

IfSTATEMENT weOF ~~are~~CASH ~~unable to obtain additional funding, our business operations will be harmed. Even if we do obtain additional financing, our then existing shareholders may suffer substantial dilution.~~FLOWS

It is possible that additional capital will be required to effectively support the operations and to otherwise implement our overall business strategy. The inability to raise the required capital will restrict our ability to grow and may reduce our ability to continue to conduct business operations. Our ability to obtain capital will also depend on market conditions, the national economy and other factors beyond our control. If we are unable to obtain necessary financing, we will likely be required to curtail our business plans, which could cause the company to become dormant. Any additional equity financing may involve substantial dilution to our then existing shareholders.

		Year Ended June 30,
		2016	2015
Cash Flows from Operating Activities:
	Net (loss)	$ (20,085,843)	$ (3,555,169)
	Depreciation and Amortization	161,311	67,855
	Derivative Expense	4,956,937	2,058,493
	Change in Fair Market Value of Derivative liability	13,351,628	(48,020)
	Gain on Extinguishment of liability to former CEO	(175,000)	-
	Loss on conversion of debt and preferred stock	250,186	2,600
	Amortization of Debt discount	425,966	241,313
	Accrued interest on conversions of debt	13,684	25,384
	Non-controlling Interest	(42,531)	46,731
Changes in Operating Assets and Liabilities
	Receivable from Attitude Drinks, inc.	(112,028)	-
	Prepaid Expenses and other Assets	(48,956)	(37,737)
	Inventories	(61,144)	(81,049)
	Increase in Deposits and other assets	(454,332)	(6,455)
	Accounts payable	839,437	358,527
	Accrued Liabilities	504,062	40,146
Net cash used in operating activities		(476,624)	(887,381)

Cash Flows from Investing Activities:
	Investment in World of Beer Ranchise taverns (including Pre-opening costs)	(2,240,861)	(1,234,563)
	Dividends to World of Beer minority owners	(122,028)	-
	Reclassification to other accounts	(38,701)	-
Net cash used in Investing activities		(2,401,590)	(1,234,563)

Cash Flows from Financing Activities:
	Proceeds from Convertible Notes payable	2,736,740	2,297,489
	Loans Payable to Minority Owners	38,160	50,182
Net cash used in Investing activities		2,774,900	2,347,671

Net decrease in Cash Equivalents		(103,314)	225,727
Cash and Equivalents at Beginning of Period		226,088	361
Cash and Equivalents at End of Period		$ 122,774	$ 226,088

17The accompanying notes are an integral part of these consolidated financial statements

The occurrence of any failure, breach or interruption in service involving our systems or those of our service providers could damage our reputation, cause losses, increase our expenses, and result in a loss of customers, an increase in regulatory scrutiny or expose us to civil litigation and possibly financial liability, any of which could adversely impact our financial condition, results of operations and the market price of our stock.F-5

~~Communications and information systems are essential to the conduct of our business~~HARRISON, asVICKERS we& ~~use such systems to manage our customer relationships~~WATERMAN, ~~our general ledger, our deposits and our loans~~INC. Our operations rely on the secure processing, storage and transmission of confidential and other information in our computer systems and networks. Although we take protective measures and endeavor to modify them as circumstances warrant, the security of our computer systems, software and networks may be vulnerable to breaches, unauthorized access, misuse, computer viruses or other malicious code and cyber attacks that could have a security impact. In addition, breaches of security may occur through intentional or unintentional acts by those having authorized or unauthorized access to our confidential or other information or the confidential or other information of our customers, clients or counterparties. If one or more of such events was to occur, the confidential and other information processed and stored in and transmitted through our computer systems and networks could potentially be jeopardized or could otherwise cause interruptions or malfunctions in our operations or the operations of our customers, clients or counterparties. This could cause us significant reputational damage or result in our experiencing significant losses.

~~Furthermore,~~NOTES weTO ~~may~~THE beCONSOLIDATED ~~required~~FINANCIAL to expend significant additional resources to modify our protective measures or to investigate and remediate vulnerabilities or other exposures arising from operational and security risks. We also may be subject to litigation and financial losses that are either not insured against or not fully covered through any insurance we maintain. In addition, we routinely transmit and receive personal, confidential and proprietary information by e-mail and other electronic means. We have discussed and worked with our customers, clients and counterparties to develop secure transmission capabilities, but we do not have, and may be unable to put in place, secure capabilities with all of these constituents, and we may not be able to ensure that these third parties have appropriate controls in place to protect the confidentiality of such information.STATEMENTS

~~While~~For ~~we have established policies and procedures to prevent or limit~~ the ~~impact~~years ofending ~~systems~~June ~~failures and interruptions~~30, ~~there can be no assurance that such events will not occur or that they will be adequately addressed if they do. In addition~~2016, we outsource certain aspects of our data processing to certain third-party providers. If our third-party providers encounter difficulties, or if we have difficulty in communication with them, our ability to adequately process and account for customer transactions could be affected, and our business operations could be adversely impacted. Threats to information security also exist in the processing of customer information through various other vendors and their personnel.2015

~~Our~~1. ~~management~~NATURE ~~team~~OF ~~is not required to devote their full time to our business.~~OPERATIONS

~~Our~~Corporate Chief Executive Officer, Roy Warren, and our Chief Financial Officer, Tommy Kee, hold the same roles at Attitude Drinks, another publicly traded company that is the majority owner of Harrison, Vickers and Waterman, Inc. As a result of this other obligation, there is a substantial risk that both Mr. Warren and Mr. Kee may not devote as much time as is necessary to our operations, which may harm our business and operating results.History

~~Our~~We ~~Former~~were ~~CEO~~incorporated ~~and~~on ~~Director~~June ~~believes~~5, he2008, isunder ~~owed~~the ~~$175~~laws of the State of Nevada under the name Sharp Performance Inc. From inception until September 2013,~~000~~ our business focus was on the provision of consulting services to the American automotive industry. From September 2013 until April 21, 2015, we were primarily engaged in the business of making commercial secured real estate loans. On October 24, 2013, we changed our name to Harrison, Vickers & Waterman Inc. in conjunction with the change in our business focus. On April 21, 2015, we commenced operations in a new line of business, the ownership of World of Beer taverns that serve craft and imported beer along with food and other spirits. We no longer are involved in the commercial secured real estate loans.

WeAcquisition ~~had~~of ~~accrued~~World ~~$175,000 to our former CEO and Sole Director, James Giordano. Upon Mr. Giordano’s exit from our firm, we arranged for the purchase~~ of his common shares held as complete compensation for his tenure here. All other liabilities to Mr. Giordano for services rendered were eliminated. Mr. Giordano disputes this assertion. If we are required to remit to Mr. Giordano $175,000, it will take away funds from operating and expanding the business, which may greatly harm our cash position and growth potential. Beer

OnIn ~~September~~April 42015, ~~2015~~we entered into a Purchase Agreement (the “Purchase Agreement”), with the original shareholders of Attitude Beer Holdings, Inc. (“ABH”), namely, Attitude Drinks Incorporated, a Delaware corporation (“Attitude Drinks”), and two significant investors of ABH, pursuant to which the shareholders sold to us all of the outstanding shares of stock of ABH, and ABH thereupon became our wholly owned subsidiary. In consideration for the purchase of the shares of common stock of ABH, we issued: (i) to Attitude Drinks, 51 shares of our newly created Series B Preferred Stock of the Company ~~was~~(the ~~notified~~“Series ~~that~~B MrPreferred Stock”) and a seven year warrant (the “B Warrant”) to purchase 5,000,000 shares of our common stock, par value $.0001 ~~Giordano~~per ~~filed~~share (the “Common Stock”), at an exercise price of $0.075 per share (subject to customary anti-dilution adjustments); (ii) to the significant investors, a ~~summons~~secured inconvertible ~~Connecticut~~note ~~Superior~~of approximately ~~Court~~$2.2 ~~alleging~~million ~~lost~~and ~~wages~~warrants to purchase approximately 1.7 billion shares at $.0025 per share. The warrants have a seven year life commencing April 20, 2015. These investors also acquired an Additional Investment Right to invest up to $5,000,000 on the same terms.

18One of the investors acquired 32,300 shares of our Series A Preferred Stock (convertible into 32,300,000 shares of Common Stock) from HVW Holdings LLC “HVW”, an entity of which Mr. James Giordano, our prior Chief Executive Officer and prior Chairman of the Board, was the managing member, subject to the terms of a Purchase Agreement. Attitude Drinks purchased 87,990,000 shares of Common Stock from HVW Holdings LLC at a price of $65,000.

~~Shareholders~~Operations ~~may be diluted significantly through our efforts to obtain financing and satisfy obligations through issuance~~ of ~~additional~~World ~~shares~~ of ~~our common stock.~~Beer

WeIn ~~have~~December ~~no committed source of financing. Wherever possible~~2014, ~~our~~ABH ~~Board~~entered ofinto ~~Directors~~a ~~will~~joint ~~attempt~~venture towith ~~use~~New ~~non-cash~~England ~~consideration~~World toof ~~satisfy~~Beer ~~obligations.~~(“NEWOB”) Inand ~~many~~together ~~instances,~~opened weour ~~believe~~first ~~that~~tavern ~~the~~in ~~non-cash~~located ~~consideration~~in ~~will~~West ~~consist~~Hartford, ~~of shares of our stock~~Connecticut. AsThe ofWest ~~the~~Hartford ~~date~~property ofis ~~this~~a ~~Report~~4, ~~we have 2,~~000~~,000,000~~ ~~authorized shares of common stock of which 126,337,367 are currently outstanding~~sq. Wefoot ~~also~~tavern ~~have~~that ~~1,000,000~~sells ~~shares~~a ofselection ~~preferred stock authorized~~ of ~~which~~over ~~100,000~~500 ~~shares~~craft ~~have~~and ~~been~~imported ~~designated~~beers asalong ~~Series~~with Afood ~~Convertible~~and ~~Preferred~~other ~~Stock~~spirits and ~~100,000~~cocktails. Similar ~~shares~~taverns are ~~outstanding~~currently ~~and~~open ~~maybe~~in ~~converted~~20 ~~into~~states ~~100,000,000 shares of common stock~~nationwide. WeOur ~~also~~joint ~~have~~venture ~~designated~~partner, ~~and issued 51 shares of Series B Convertible Preferred Stock that may be converted into 51~~NEWOB,~~000~~ ~~shares~~operates ofand ~~common~~manages ~~stock~~our ~~Our~~locations. ~~Board~~NEWOB ofacquired ~~directors~~exclusive ~~has~~rights ~~authority,~~from ~~without~~World ~~action or vote~~ of ~~the~~Beer ~~shareholders,~~Franchising Inc to ~~issue~~develop ~~all~~World ~~or part~~ of ~~the~~Beer ~~remaining~~franchise ~~authorized~~taverns ~~but~~and ~~unissued~~restaurants ~~common~~in ~~shares. The preferred shares are subject to certain rights of~~ the ~~holders~~State of ~~the~~Connecticut ~~Series A~~ and ~~B Convertible Preferred Stock and may also be issued without~~ the ~~vote~~greater ofBoston ~~the common stockholders~~area. InThrough ~~addition, if a trading market develops for~~ our ~~common~~agreement ~~stock~~with NEWOB, we ~~may~~have ~~attempt~~the toright, ~~raise~~but ~~capital~~are bynot ~~selling shares of our common stock~~obligated, ~~possibly at a discount~~ to ~~market.~~participate ~~These actions will result~~ in ~~dilution of~~ the ~~ownership~~development ~~interests~~ of ~~existing~~these ~~shareholders~~franchises. ~~and~~As ~~may~~NEWOB ~~further~~has ~~dilute~~franchise ~~common~~rights ~~stock~~with ~~book~~the ~~value.~~World ~~Such~~of ~~dilution~~Beer ~~may~~Franchising, ~~be substantial~~Inc. ~~Such~~in ~~issuances~~Tampa, ~~may~~Florida ~~also~~(“franchisor”), ~~serve~~we toexpect ~~enhance existing management’s ability~~ to ~~maintain~~develop ~~control~~other offranchise ~~the~~locations ~~Company~~in ~~because~~these ~~the~~exclusive ~~shares may be issued to parties or entities committed to supporting existing management~~territories.

WeThrough ~~are and will continue to be completely dependent on the services of~~ our ~~Chief~~wholly ~~Executive~~owned ~~Officer~~subsidiary, ~~Roy~~Attitude ~~Warren,~~Beer ~~the~~Holding ~~loss~~Co., ofa ~~whose~~Delaware ~~services~~corporation ~~may cause our business operations to cease~~(“ABH”), ~~and~~ we ~~will~~are ~~need~~an toowner ~~engage~~of ~~and~~a ~~retain~~51% ~~qualified~~interest ~~employees~~in ~~and~~a ~~consultants~~World toof ~~further~~Beer ~~implement~~franchise ~~our strategy~~taverns.

AsAt ~~of the date of this Report~~acquisition, ~~our~~ABH ~~operations~~had ~~and~~an ~~business~~interest ~~strategy~~in ~~are~~one ~~completely~~World ~~dependent upon the knowledge and business contacts~~ of ~~Roy~~Beer ~~Warren,~~tavern ~~our President~~ and ~~CEO.~~had Hejust isstarted ~~under~~construction noof ~~contractual~~a ~~obligation~~second toWorld ~~remain~~of ~~employed~~Beer byTavern ~~us.~~in IfMilford, heConnecticut ~~should~~as ~~choose~~well toas ~~leave~~planning usconstruction ~~for~~of ~~any~~a ~~reason~~third ~~before~~World weof ~~have~~Beer ~~hired~~Tavern ~~additional~~in ~~personnel~~Cambridge, ~~our operations may fail~~Massachusetts. ~~Even if we are able to find additional personnel, it is uncertain whether we could find someone who could develop our business along the lines described herein.~~ We ~~will~~ultimately ~~fail~~finished ~~without~~construction ~~Mr. Warren or an appropriate replacement(s). We may, in the future, acquire key-man life insurance~~ on the ~~life~~Milford ofand ~~Mr.~~Cambridge ~~Warren~~properties ~~naming us as the beneficiary when~~ and ifcommenced ~~we obtain the resources to do so, assuming Mr~~operations. ~~Warren remains insurable. We have not yet procured such insurance~~ However, ~~and~~the ~~there~~Milford isproperty nofiled ~~guarantee~~for ~~that~~bankruptcy weprotection ~~will be able to obtain such insurance~~ in ~~the~~Connecticut ~~future~~Court. ~~Accordingly,~~The itbankruptcy iswas ~~important~~dismissed ~~that we are able to attract, motivate~~ and ~~retain~~the ~~highly~~Company ~~qualified~~has ~~and~~begun ~~talented~~liquidation ~~personnel and independent contractors. Furthermore, much~~ of ~~our~~its ~~marking~~assets ~~efforts rely principally on the personality and achievements of Roy Warren~~there. IfOperations heceased ~~was~~in toJuly ~~incur any negative publicity, our operating results may be harmed~~2017.

~~We are dependent upon affiliated parties for the provisions of a substantial portion of our administrative services as we do not have the internal capabilities to provide such services.~~F-6

WeName utilize the services of four employees of Attitude Drinks to perform administrative services for us. These individuals are not obligated to devote any set amount of time to our business and may not be available when needed. There can be no assurance that we can successfully develop the necessary expertise and infrastructure on our own without the assistance of these affiliated entities. Change

~~Our~~In ~~articles~~connection ofwith ~~incorporation~~our ~~provide~~shift ~~for~~to ~~indemnification~~a ofnew ~~officers~~business ~~and~~focus ~~directors~~on atAugust ~~our~~18, ~~expense~~2015, ~~and~~we ~~limit~~filed ~~their~~a ~~liability,~~Definitive ~~which~~Information ~~may~~statement ~~result~~with inthe aSecurities ~~major~~and ~~cost~~Exchange Commission to uschange ~~and~~our ~~hurt~~name ~~the~~to ~~interests~~Attitude ofBeer, ~~our~~Inc., ~~shareholders~~and ~~because~~we ~~corporate~~expect ~~resources~~to ~~may~~file bethe ~~expended~~Certificate ~~for~~of ~~the~~Amendment ~~benefit~~to our Certificate of ~~officers~~Incorporation ~~and/or~~to ~~directors~~effectuate the name change.

~~Our~~NOTE articles of incorporation and applicable Nevada law provide for the indemnification of our directors, officers, employees and agents, under certain circumstances, against attorney's fees and other expenses incurred by them in any litigation to which they become a party arising from their association with or activities on our behalf2. WeSUMMARY ~~will~~OF ~~also~~SIGNIFICANT ~~bear~~ACCOUNTING the expenses of such litigation for any of our directors, officers, employees, or agents upon such person's promise to repay us if it is ultimately determined that any such person shall not have been entitled to indemnification. There is no assurance that we would be able to collect on such promises. Therefore, if it is ultimately determined that any such person shall not have been entitled to indemnification; this indemnification policy could result in substantial expenditures by us which we will be unable to recoup.POLICIES

~~The~~Basis ~~costs to meet our reporting and other requirements as a public company subject to the Securities Exchange Act~~ of ~~1934, as amended, may be substantial and may result in us having insufficient funds to expand our business or even to meet routine business obligations.~~Presentation

AsThese afinancial ~~public~~statements ~~entity~~are ~~subject~~presented toin ~~the~~United ~~reporting~~States ~~requirements~~dollars ofand ~~the~~have ~~Exchange~~been ~~Act,~~prepared wein ~~will~~accordance ~~incur ongoing expenses associated~~ with ~~professional~~generally ~~fees~~accepted ~~for~~ accounting, ~~legal~~principles ~~and~~in ~~a host of other expenses for annual reports and proxy statements. We estimate that these costs will range up to $100,000 per year for~~ the ~~next~~United ~~few~~States ~~years and will be higher if our business volume and activity increases, but lower during the first year~~ of ~~being public because our overall business volume will be lower~~America. ~~Until we become profitable, we will be required to sell additional equity or seek loans to pay such expenses.~~

19NOTE 3. GOING CONCERN

~~Risks~~The ~~Related~~Company has recurring net losses and there is doubt as to ~~Our~~its ~~Common~~ability ~~Stock~~to remain a going concern. For the twelve months ended June 30, 2016 and 2015, net (loss) from operations was $(20,085,843) and ($3,555,169), respectively.

~~Any~~In ~~additional~~addition, ~~funding~~as weof ~~arrange~~June ~~through~~30, 2016, the ~~sale~~Company had an accumulated deficit and stockholders’ equity of ~~our~~($24,245,789) ~~common~~and ~~stock~~($23,741,367) ~~will~~respectively. ~~result~~These inconditions ~~dilution~~raise substantial doubt about the Company’s ability to ~~existing~~continue ~~security~~as ~~holders~~a going concern.

~~Our~~The ~~most~~accompanying ~~likely~~consolidated ~~source~~financial statements have been prepared in conformity with U.S. GAAP, which contemplate continuation of ~~working~~the ~~capital~~Company ~~and~~as ~~additional~~a ~~funds~~going ~~for~~concern and the ~~foreseeable~~realization ~~future~~of ~~will~~assets beand ~~through~~satisfaction of liabilities in the ~~profits~~normal ~~from~~course ~~World~~of business. The ability of ~~Beer~~the ~~restaurants~~Company ~~and~~to ~~taverns,~~continue ~~and~~its operations is dependent on the ~~sale~~execution of ~~additional~~management’s ~~shares~~plans, which include the raising of ~~our~~capital ~~common~~through ~~stock.~~the ~~Such~~debt ~~issuances~~and/or ~~will~~equity ~~cause~~markets, ~~security~~until ~~holders’~~such ~~interests~~time inthat ~~our~~funds ~~common~~provided ~~stock~~by operations are sufficient to fund working capital requirements. If the Company were not to continue as a going concern, it would likely not be ~~diluted~~able ~~which~~to ~~will~~realize ~~negatively~~its ~~affect~~assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of ~~your~~the ~~shares~~consolidated financial statements.

~~Any~~There ~~active~~can ~~trading~~be ~~market~~no assurances that ~~may~~the ~~develop~~Company ~~may~~will be ~~restricted~~successful byin ~~virtue~~generating additional cash from the equity/debt markets or other sources to be used for operations. The consolidated financial statements do not include any adjustments relating to the recoverability of ~~state~~assets ~~securities~~and ~~“Blue~~classification ~~Sky”~~of ~~laws~~assets and liabilities that might be necessary. Based on the Company’s current resources, ~~which~~the ~~prohibit~~Company ~~trading~~will ~~absent~~not ~~compliance~~be ~~with~~able ~~individual~~to ~~state~~continue ~~laws~~to operate without additional immediate funding. ~~These~~Should ~~restrictions~~the ~~may~~Company ~~make~~not itbe ~~difficult~~successful orin ~~impossible~~obtaining ~~for~~the ~~our~~necessary ~~security~~financing ~~holders~~to fund its operations, the Company would need to ~~sell~~curtail ~~shares~~certain ofor ~~our~~all ~~common~~operational ~~stock~~activities inand/or ~~those~~contemplate ~~states~~the sale of its assets, if necessary.

~~There~~The isconsolidated afinancial ~~limited~~statements ~~public~~do ~~market~~not ~~for~~include ~~our~~any ~~common~~adjustments ~~stock,~~relating ~~and~~to ~~there can be no assurance that an active public market will develop in~~ the ~~foreseeable~~recoverability ~~future.~~and ~~Transfer~~classification of ~~our~~recorded ~~common~~asset ~~stock~~amounts ~~may~~or ~~also be restricted under~~ the ~~securities~~amounts ~~regulations~~ and ~~laws~~classification promulgated by various states and foreign jurisdictions, commonly referred to as “Blue Sky” laws. Absent compliance with such individual state laws, our common stock may not be traded in such jurisdictions. Because the securities registered hereunder have not been registered for resale under the Blue Sky laws of ~~any~~liabilities ~~state, the holders of such shares and persons who desire to purchase them in any trading market~~ that might ~~develop~~be innecessary ~~the future~~ should bethe ~~aware~~Company ~~that there may~~ be ~~significant~~unable ~~state Blue Sky law restrictions upon the ability of investors~~ to ~~sell~~continue ~~the~~as ~~securities~~a ~~and~~going ~~of purchasers to purchase the securities~~concern. ~~These restrictions prohibit or limit the secondary trading of our common stock.~~

WeThe ~~currently~~Company dois ~~not~~attempting ~~intend~~ to, commence explorations and generate revenue; however, the Company’s future cash position may not be ~~able~~sufficient to, ~~qualify~~support ~~our~~its ~~securities~~daily ~~for~~operations. While ~~resale~~the byCompany ~~our~~believes ~~selling~~in ~~security~~the ~~holders~~viability inof ~~approximately~~its 17strategy ~~states~~in ~~that~~the doexploration ~~not~~and ~~offer~~development ~~manual~~of ~~exemptions~~its unproved properties and ~~require~~the ~~shares~~Company’s ability to beraise ~~qualified~~additional ~~before~~funds, ~~they~~until such time it is able to generate sufficient revenue to support its operations, there can be ~~resold~~no byassurances ~~our~~to ~~security~~that ~~holders~~effect. The ~~Accordingly~~ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and in its ability to raise additional funds, ~~investors~~until ~~should~~such ~~consider~~time the ~~secondary~~Company ~~market~~can ~~for~~generate ~~our~~sufficient ~~securities~~revenues to besupport aits ~~limited one~~operations.

~~Because~~In wethe doevent ~~not~~the ~~have~~Company anis ~~audit~~unable orto ~~compensation~~raise ~~committee~~funding in the near term, ~~shareholders~~we will ~~have~~not be able to ~~rely~~pay onour liabilities. In the event we are unable to raise adequate funding in the future for our ~~President~~operations and to pay our outstanding debt obligations, ~~who~~and isif ~~not~~our ~~independent~~current creditors elect to foreclose on the outstanding debts then owed, we would be forced to ~~perform~~liquidate ~~these~~our ~~functions~~assets or may be forced to seek bankruptcy protection, which could result in the value of our outstanding securities declining in value or becoming worthless.

WeThe doconsolidated ~~not~~financial ~~have~~statements ~~an audit or compensation committee comprised of independent directors. Indeed, we~~ do not ~~have~~include any ~~audit~~adjustments orrelated ~~compensation~~to ~~committee. These functions are performed by our Chief Executive Officer and Chief Financial Officer. An independent audit committee plays a crucial role in~~ the ~~corporate~~recoverability ~~governance process, assessing our processes relating to our risks~~ and ~~control~~classification ~~environment, overseeing financial reporting and evaluating internal and independent audit processes. The lack~~ of anrecorded ~~independent~~asset ~~audit~~amounts ~~committee~~or ~~may prevent~~ the ~~Board~~amounts ~~from being independent from our management in their judgments~~ and ~~decisions~~classification ~~and their ability to pursue the responsibilities~~ of anliabilities ~~audit~~that ~~committee~~might ~~without~~be ~~undue~~necessary ~~influence.~~should ~~We may have difficulty attracting and retaining directors with~~ the ~~requisite~~Company ~~qualifications.~~be ~~If we are~~ unable to ~~attract~~continue ~~and~~as ~~retain~~a ~~qualified,~~going ~~independent directors, the management of our business could be compromised~~concern. Our lack of an independent compensation committee presents the risk that our executive officers on the Board may have influence over his personal compensation and benefits levels that may not be commensurate with our financial performance.

~~There is volatility in our stock price.~~F-7

~~The~~NOTE ~~market for our stock has, from time to time, experienced extreme price and volume fluctuations~~4. ~~Factors~~RECEIVABLE ~~such~~FROM asATTITUDE ~~announcements of variations in our quarterly financial results and fluctuations in same-store sales could cause the market price of our stock to fluctuate significantly. In addition~~DRINKS, ~~the stock market in general, and the market prices for restaurant companies in particular, have experienced volatility that often has been unrelated to the operating performance of such companies~~INC. These broad market and industry fluctuations may adversely affect the price of our stock, regardless of our operating performance. Additionally, volatility or a lack of positive performance in our stock price may adversely affect our ability to retain key employees, many of whom have been granted equity compensation.

~~The~~Attitude ~~market~~Drinks ~~price~~Incorporated ofis ~~our~~the ~~stock~~majority ~~can~~owner beof ~~influenced by stockholders' expectations about~~ the ~~ability~~Company. Occasionally, ofcash ~~our~~is ~~business~~forwarded to ~~grow~~ and tofrom ~~achieve~~the ~~certain~~entities, ~~profitability~~and ~~targets. If our financial performance in~~ a ~~particular~~receivable/payable ~~quarter~~balance ~~does~~is ~~not~~established. ~~meet~~As ~~the expectations~~ of ~~our~~the ~~stockholders,~~report ~~it may adversely affect their views concerning our growth potential and future financial performance. In addition~~date, if the ~~securities~~Company ~~analysts~~had ~~who~~a ~~regularly~~receivable ~~follow our stock lower their ratings~~ of ~~our stock~~$321,811 ~~the~~that ~~market price of our stock~~ is ~~likely~~due tofrom ~~drop~~Attitude ~~significantly~~Drinks Incorporated.

20NOTE 5. INVENTORIES

~~Our~~Inventories, ~~common~~as ~~shares~~estimated ~~are~~by ~~subject~~management, tocurrently ~~the~~consist ~~"Penny~~of ~~Stock"~~inventory ~~Rules~~for our World of ~~the~~Beer ~~SEC~~franchise locations in West Hartford, New Milford and Cambridge. Inventories are stated at the ~~trading~~lower ~~market~~of incost ~~our~~on ~~securities~~the isfirst ~~limited~~in, ~~which~~first-out ~~makes~~method ~~transactions~~or inmarket. ~~our~~The ~~stock~~inventory ~~cumbersome~~is comprised of the beverages and ~~may~~food ~~reduce~~and other items needed for the ~~value~~preparation of anmeals ~~investment~~and inspirits to our ~~stock~~customers. Balances by tavern at June 30, 2016 were as follows:

The Securities and Exchange Commission has adopted Rule 15g-9, which establishes the definition of a “penny stock,” for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require:

	June 30, 2016

West Hartford	$	69,021
Milford		72,801
Cambridge		371

Inventories	$	142,193

·NOTE 6. OTHER ASSETS

~~that~~Pursuant ato ~~broker~~our oragreement ~~dealer~~with ~~approve~~our aLandlord ~~person's~~at ~~account~~the Milford Facility, the Company made improvements totaling $452,700 during the fourth quarter of the current Fiscal year. The landlord paid us for ~~transactions~~the improvements in ~~penny~~August ~~stocks;~~2016, and they no longer exist on our balance sheet

·NOTE 7. FIXED ASSETS- NET

Property and equipment relate to the ~~broker~~fixtures orat ~~dealer~~our ~~receives~~World ~~from~~of ~~the~~Beer ~~investor~~taverns. They aare ~~written~~reported ~~agreement~~net toof ~~the~~accumulated ~~transaction,~~depreciation ~~setting~~and ~~forth~~included ~~the~~tenant ~~identity~~equipment, bar equipment and ~~quantity~~improvements. ofAssets ~~the~~are ~~penny~~depreciated ~~stock~~over usable lives estimated to be ~~purchased~~between five and twenty years.

·NOTE 8. CAPITALIZED PRE-OPENING COSTS

InCapitalized ~~order~~costs represent all costs incurred at prior to ~~approve~~the aopening ~~person's~~dates ~~account~~of ~~for~~our ~~transactions~~taverns. As inthe ~~penny~~taverns ~~stocks~~open, these costs are then amortized over the ~~broker~~useful orlives ~~dealer~~of ~~must:~~the taverns.

oNOTE 9. ACCRUED EXPENSES

~~obtain~~Accrued ~~financial~~Expenses ~~information~~at June 30, 2016 and ~~investment~~June ~~experience~~30, ~~objectives~~2015 ofrepresent the ~~person; and~~following:

	June 30, 2016		June 30, 2015

Liability to former CEO*	$	-	$	175,000
Accrued interest		333,816		-
Liabilities at World of Beer		152,046		-
Professional fees		18,200		-
Total	$	504,062	$	175,000

~~make~~*- aOur ~~reasonable~~former ~~determination~~Chief ~~that~~Executive Officer, James Giordano, claimed he was entitled to back compensation of $175,000. As such, we accrued such expenses for Mr. Giordano. We believe upon Mr. Giordano’s resignation from the ~~transactions~~firm, inthe ~~penny~~payment ~~stocks~~he ~~are~~received ~~suitable~~(See NOTE 1, NATURE OF OPERATIONS for ~~that~~detail) ~~person~~released the Company from all further obligation to Mr. Giordano. Mr. Giordano disagrees and ~~the~~has ~~person~~filed suit. The Company believes that it has ~~sufficient~~meritorious ~~knowledge~~defenses against this claim and ~~experience~~that init ~~financial~~will ~~matters~~not tolikely be ~~capable~~enforced. ofTherefore, ~~evaluating~~as ~~the~~required ~~risks~~under ofGenerally ~~transactions~~Accepted inAccounting ~~penny~~Principles, ~~stocks~~we have reversed this liability. See NOTE 13, SUBSEQUENT EVENTS for more detail on the status of the case.

~~The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating to the penny stock market, which, in highlight form:~~F-8

·NOTE 10. DERIVATIVE LIABILITIES

~~sets~~The ~~forth~~Company uses the ~~basis~~Black Scholes model for determining derivative liability values. Derivative liabilities were calculated on ~~which~~all ~~the~~convertible ~~broker~~securities ornot ~~dealer~~at ~~made~~fixed ~~the~~prices. Derivative ~~suitability~~liability ~~determination;~~totals ~~and~~were as follows:

	June 30, 2016		June 30, 2015

Derivative liability	$	25,280,599	$	4,237,890
Less: Long-Term portion		(25,280,599)		-
Derivative liability-current	$	-	$	4,237,890

~~that~~NOTE ~~the~~11. ~~broker~~CONVERTIBLE ~~or dealer received a signed~~DEBENTURES, ~~written agreement from the investor prior to the transaction.~~NET

~~Generally,~~Balances ~~brokers may be less willing to execute transactions in securities subject to the “penny stock” rules. This may make it more difficult for investors to dispose~~ of ~~our~~convertible ~~shares~~debt ofare ~~common~~as ~~stock and cause a decline in the market value of our stock.~~follows:

Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

	June 30, 2016		June 30, 2015

Total debt outstanding	$	4,972,126	$	2,339,616
Less: Unamortized discount		(3,396,330)		1,984,395
Total convertible debt		1,575,796		355,221
Less: Long-term debentures		(1,575,796)		210,522
Short term debentures, net	$	-	$	144,699

IfNOTE an12. ~~active~~STOCKHOLDERS’ ~~market develops for our shares, sales of our shares relying upon Rule 144 may depress prices in that market by a material amount.~~DEFICIENCY

~~The~~There ~~majority of the outstanding shares of our common stock held by present stockholders~~ are ~~”restricted securities” within the meaning of Rule 144 under the Securities Act of 1933~~2, ~~as amended. The SEC has recently adopted amendments to Rule 144~~000, ~~which became effective on February 15~~000,000 ~~2008 and apply to securities acquired both before and after that date. Under these amendments, a person who has beneficially owned restricted~~ shares of ~~our~~ common stock orauthorized ~~warrants~~and ~~for at least six months would be entitled to sell their securities provided that (i) such person is not deemed to have been one of our affiliates at the time of~~1, ~~or at any time during the three months preceding~~000,000 ashares ~~sale~~of ~~and~~Preferred ~~(ii)~~stock ~~we have been current with the Exchange Act periodic reporting requirements for at least twelve months before the sale~~authorized.

~~Persons~~NOTE ~~who~~13. ~~have~~CHANGES ~~beneficially~~IN owned restricted shares of our common stock or warrants for at least six months but who are our affiliates at the time of, or at any time during the three months preceding, a sale, would be subject to additional restrictions, by which such person would be entitled to sell within any three-month period only a number of securities that does not exceed 1% of the total number of shares of our common stock then outstanding, which would equal 1,263,374 shares of our common stock immediately after this offering, for a company trading on the pink sheets or Over-the-Counter Bulletin Board such as us.MANAGEMENT

21Mr. Conrad Huss, one of our former directors, was named Chief Operating Officer on June 24, 2016 through a resolution of the Board of Directors.

~~The~~NOTE ~~market~~14. ~~for~~SUBSEQUENT ~~penny stocks has experienced numerous frauds and abuses which could adversely impact investors in our stock.~~EVENTS

WeIssuance ~~believe that the market for penny stocks has suffered from patterns~~ of ~~fraud and abuse. Such patterns include:~~Debt

·Subsequent to June 30, 2016, the Company has issued the following securities:

~~Control~~a)On ofJuly 7, 2016 the ~~market~~Company issued a convertible promissory note in the principal amount of $100,000 for proceeds to be used for general corporate purposes; the ~~security~~convertible bynote ~~one~~matures oron June 30, 2018 with the stated interest rate at 10%. The note is convertible into the Company’s common stock at a ~~few~~50% ~~broker-dealers~~discount ~~that~~of ~~are~~the ~~often~~lowest ~~related~~closing tobid price during the ~~promoter~~30 ortrading ~~issuer;~~days prior to conversion.

·b)On July 7, 2016 the Company issued a convertible promissory note in the principal amount of $200,005 for proceeds to be used for general corporate purposes; the convertible note matures on June 30, 2018 with the stated interest rate at 10%. The note is convertible into the Company’s common stock at a 50% discount of the lowest closing bid price during the 30 trading days prior to conversion.

~~Manipulation~~c)On ofAugust ~~prices~~16, ~~through~~2016 ~~prearranged~~the ~~matching~~Company issued a convertible promissory note in the principal amount of ~~purchases~~$250,005 ~~and~~for ~~sales~~proceeds ~~and~~to ~~false~~be ~~and~~used ~~misleading~~for ~~press~~general ~~releases~~corporate purposes; the convertible note matures on June 30, 2018 with the stated interest rate at 10%. The note is convertible into the Company’s common stock at a 50% discount of the lowest closing

·bid price during the 30 trading days prior to conversion.

~~“Boiler~~d)On ~~room”~~November ~~practices~~18, ~~involving~~2016 ~~high~~the ~~pressure~~Company ~~sales~~issued ~~tactics~~a ~~and~~convertible ~~unrealistic~~promissory ~~price~~note ~~projections~~in bythe ~~inexperienced~~principal ~~sales~~amount ~~persons~~of $10,000 for proceeds to be used for general corporate purposes; the convertible note matures on November 18, 2018 with the stated interest rate at 10%. The note is convertible into the Company’s

·F-9

~~Excessive~~common ~~and~~stock ~~undisclosed~~at a 50% discount of the lowest closing bid~~-ask~~ ~~differentials~~price ~~and~~during ~~markups~~the by30 ~~selling~~trading ~~broker-dealers;~~days ~~and~~prior to conversion.

·e)On April 25, 2017 the Company issued a convertible promissory note in the principal amount of $5,000 for proceeds to be used for general corporate purposes; the convertible note matures on April 30, 2018 with the stated interest rate at 10%. The note is convertible into the Company’s common stock at a 50% discount of the lowest closing bid price during the 30 trading days prior to conversion.

~~The~~f)On ~~wholesale~~July ~~dumping~~17, of2017 the ~~same~~Company ~~securities~~issued bya ~~promoters~~convertible ~~and~~promissory ~~broker-dealers~~note ~~after~~in ~~prices~~the ~~have~~principal ~~been~~amount ~~manipulated~~of $5,000 for proceeds to abe ~~desired~~used ~~level~~for general corporate purposes; the convertible note matures on July 31, ~~along~~2018 with the ~~inevitable~~stated ~~collapse~~interest rate at 12%. The note is convertible into the Company’s common stock at a 50% discount of ~~those~~the ~~prices~~lowest ~~with~~closing ~~consequent~~bid ~~investor~~price ~~losses~~during the 30 trading days prior to conversion.

Weg)On doAugust ~~not~~14, ~~expect~~2017 tothe ~~pay~~Company ~~dividends~~issued toa ~~holders~~non-convertible ofpromissory ~~our~~note ~~common stock~~ in the ~~foreseeable~~principal ~~future.~~amount Asof ~~a result~~$75,000 ~~holders~~to ofConrad ~~our~~Huss ~~common~~for ~~stock~~services ~~must~~provided; ~~rely~~the convertible note matures on ~~stock~~September ~~appreciation~~30, ~~for~~2018 ~~any~~with ~~return~~the onstated ~~their~~interest ~~investment~~rate of 10%.

~~There~~h)On ~~are~~August ~~no restrictions in our Articles of Incorporation or Bylaws that prevent us from declaring dividends. The Nevada General Corporation Law~~14, ~~however,~~2017 ~~does prohibit us from declaring dividends where, after giving effect to~~ the ~~distribution~~Company ofissued ~~the~~a ~~dividend,~~non-convertible wepromissory ~~would~~note ~~not be able to pay our debts as they become due~~ in the ~~usual~~principal ~~course~~amount of ~~business~~$25,000 ~~or if our total assets would be less than the sum of our total liabilities plus the amount that would be needed~~ to ~~satisfy~~Isaac ~~the~~Onn ~~rights~~for ofservices ~~shareholders~~provided; ~~who have preferential rights superior to those receiving~~ the ~~distribution.~~convertible Wenote ~~have~~matures ~~not~~on ~~declared~~September ~~any dividends since our inception~~30, ~~and~~2018 wewith ~~do not plan to declare any dividends on our common stock in~~ the ~~foreseeable~~stated ~~future.~~interest ~~Accordingly,~~rate ~~holders~~ of ~~our common stock will have to rely on capital appreciation, if any, to earn a return on their investment in our common stock~~10%.

Wei)On ~~may~~August ~~issue~~14, ~~shares~~2017 ofthe ~~preferred~~Company ~~stock~~issued a non-convertible promissory note in the ~~future~~principal ~~that~~amount ~~may~~of ~~adversely~~$5,000 ~~impact~~to Jeffrey Canouse for services to be provided; the ~~right~~convertible ofnote ~~holders~~matures ofon ~~our~~September ~~common~~30, ~~stock~~2018 with the stated interest rate of 10%.

AsResignation of ~~the~~Former ~~date~~Chief ofExecutive ~~this~~Officer ~~Report, our Articles of Incorporation authorizes us to issue up to 1,000,000 shares of preferred stock, of which 100,000 have been designated as Series A Convertible Preferred Stock~~ and 51Chief ~~have~~Operating been designated as Series B Convertible Preferred Stock. Accordingly, our Board of directors will have the authority to fix and determine the relative rights and preferences of preferred shares, as well as the authority to issue such shares, without further stockholder approval. As a result, our Board of Directors could authorize the issuance of a series of preferred stock that would grant to holders preferred rights to our assets upon liquidation, the right to receive dividends before dividends are declared to holders of our common stock and the right to the redemption of such preferred shares, together with a premium, prior to the redemption of the common stock. To the extent that we do issue such additional shares of preferred stock, the rights of holders of common stock could be impaired thereby, including, without limitation, dilution of their ownership interests in us. In addition, shares of preferred stock could be issued with terms calculated to delay or prevent a change in control or make removal of management more difficult, which may not be in the interest of holders of common stock. To date, our investors in the Series A Preferred Convertible Preferred Stock have waived their dividends which we were obligated to pay to them. There is no guarantee going forward that they will waive these dividends in the future. If so, the number of shares issued may be materially dilute your investment.Officer

~~ITEM~~On 1BAugust 14, 2017, Mr. ~~UNRESOLVED~~Roy ~~STAFF~~Warren, ~~COMMENTS~~CEO and Director, and Mr. Conrad Huss, Chief Operating Officer and Director, resigned their positions from the Company. There were no disagreements between the Company and Mr. Warren and Mr. Huss.

~~None~~Appointment of New Chief Executive Officer and Director

~~ITEM~~Effective August 14, 2017, Jeffrey Canouse was named the new Chief Executive Officer and director of the Company. Mr. Canouse, 43 combines over twenty-three years of experience in financial senior management following a thirteen-year career as an Investment Banker. Previously, he had been involved in various companies in the investment industry holding positions including Vice President, Senior Vice President and Managing Director at J. P. Carey Inc., J.P. Carey Securities Inc. and JPC Capital a boutique (the “Carey Company’s”) investment banking firm that assisted in arranging over $2 billion in financing. ~~PROPERTIES~~During his time with the Carey Company’s Mr. Canouse was personally responsible for sourcing new corporate clients, presenting to institutional investors, structuring terms, and working with counsel for timely closings. From July 11, 2011 through the present day, Mr. Canouse has acted as Managing Member of Anvil Financial Management, LLC where he has offered his expertise to companies in need of restructuring, financing, debt settlement and compliance assistance. In addition, Mr. Canouse founded Title King LLC, a short-term lending company using customer vehicles as collateral. Title King was acquired by New America Energy Corp of which Mr. Canouse is currently the Chief Executive Officer.

~~Commencing~~Finalization ~~April~~of ~~21,~~Loans ~~2015,~~payable our principal offices are located at 712 US Highway 1. Suite 200, North Palm Beach, FL 33408. From February 2014 until April 2015, we were located at 4224 White Plains Road, Bronx, New York 10466 and prior to ~~that~~minority ~~on 129 Glenwood Road, Glenwood Landings, NY 11545.~~owners

~~ITEM~~On 3April 28, 2017, the Company and a minority owner finalized the terms of the loans from the minority owner to the Company. The ~~LEGAL~~face ~~PROCEEDINGS~~value of the loan is $344,817.77 and bears interest at 5% per annum. The loan is payable within 30 days of demand.

~~James~~Lawsuit ~~Giordano,~~from ~~our~~Prior ~~previous~~Chief ~~CEO,~~Executive filed a lawsuit on August 26, 2015 in the State of Connecticut in Hartford County. The claim is in a total amount of no less than $220,833 for past salaries. The Company does not agree with this complaint and will respond as soon as practical. The Company has recorded a liability of $175,000 in regards to the disputed claim.Officer

~~ITEM~~On 4September 21, 2015, Mr. ~~MINE~~James ~~SAFETY~~Giordano, ~~DISCLOSURES~~the former Chief Executive Officer filed suit against the Company for back wages in the Judicial District of Stamford CT. Mr. Giordano claims that he is entitled to $175,000 in back salary plus other expenses. The case was submitted for mediation, but the two sides could not come to an agreement. The Company believes it has meritorious defenses and does not anticipate an adverse outcome. Trial is scheduled for

~~Not applicable~~F-10

22September 13, 2017 in the courts of the State of Connecticut. At June 30, 2016, the Company has not recorded any liability associated with this matter.

~~PART~~Bankruptcy ~~II.~~of Milford Property

~~ITEM~~On 5June 6, 2017, the Company’s 51% owned tavern in Milford CT, Milford Craft LLC, filed for bankruptcy in United States Bankruptcy Court, District of Connecticut. ~~MARKET~~The ~~FOR~~bankruptcy ~~COMMON~~was ~~EQUITY~~dismissed, ~~AND~~and ~~RELATED~~the ~~STOCKHOLDER~~Company ~~MATTERS~~is currently liquidating the assets of the Milford property. Operations at Milford ceased in July 2017.

Our common stock began trading on the OTCBB on July 17, 2014. Prior to that time, there was no public market for our common stock. As a result, we have only close to one year’s information with respect to high and low prices for our common stock which are shown below:F-11

QUARTER	HIGH STOCK PRICE	LOW STOCK PRICE
Fiscal year – 2014/2015
First Quarter	$0.35	$0.15
Second Quarter	$0.15	$0.0026
Third Quarter	$0.014	$0.013
Fourth Quarter	$0.0355	$0.013

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.

~~Dividend~~Not ~~Policy~~applicable.

WeItem ~~have never paid any cash dividends on our common stock to date and do not anticipate paying such cash dividends in the foreseeable future~~9A. ~~Whether~~Controls ~~we declare~~ and ~~pay dividends is determined by our Board of Directors at their discretion, subject to certain limitations imposed under Nevada corporate law~~Procedures. The timing, amount and form of dividends, if any, will depend on, among other things, our results of operations, financial condition, cash requirements and other factors deemed relevant by our Board of Directors.

~~Recent~~Evaluation ~~Sales~~ of ~~Unregistered~~Disclosure ~~Securities~~Controls and Procedures

OnWe ~~September~~maintain 6,disclosure ~~2013,~~controls weand ~~issued~~procedures that are designed to ~~HVW~~ensure ~~LLC~~that aninformation ~~aggregate~~required ~~32,300~~to ~~shares~~be ofdisclosed ~~its~~in ~~Series~~our Areports, 8%filed ~~Convertible~~under ~~Preferred~~the ~~Stock~~Securities ~~which~~Exchange ~~pursuant~~Act toof ~~the~~1934, ~~terms~~is ~~thereof~~recorded, ~~will~~processed, besummarized ~~convertible~~and ~~into~~reported ~~32,300,000~~within ~~shares~~the oftime periods specified in the ~~Company~~SEC’s ~~common~~rules ~~stock.~~and ~~In addition~~forms, onand ~~September~~that 6,such ~~2013~~information weis ~~issued~~accumulated 46and communicated to our management,~~500~~ ~~shares~~including ofour ~~its~~chief ~~Series~~executive Aofficer 8%and ~~Convertible~~chief ~~Preferred~~financial ~~Stock~~officer, as appropriate, to ~~our~~allow ~~former~~timely ~~president~~decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, ~~Robert~~management ~~Sharp~~recognized that any controls and 16procedures,~~200~~ ~~shares~~no tomatter anhow ~~investor.~~well ~~These~~designed ~~issuances~~and ~~were~~operated, can provide only reasonable and not ~~registered~~absolute ~~under~~assurance of achieving the ~~Securities~~desired ~~Act~~control objectives. In reaching a reasonable level of ~~1933~~assurance, asmanagement ~~amended~~necessarily (was required to apply its judgment in evaluating the ~~“Securities~~cost-benefit ~~Act’)~~relationship of possible controls and ~~were~~procedures. ~~deemed~~In toaddition, bethe ~~exempt~~design ~~from~~of ~~registration~~any ~~under~~system ~~the~~of ~~Securities~~controls ~~Act~~also is based in ~~reliance~~part upon ~~Section~~certain ~~4(a)(2)~~assumptions asabout ~~transactions~~the bylikelihood anof ~~issuer~~future ~~not~~events, ~~involving~~and ~~any~~there ~~public~~can ~~offering.~~be ~~The~~no ~~recipients~~assurance ofthat ~~the~~any ~~securities~~design ~~represented~~will ~~their~~succeed ~~intentions~~in toachieving ~~acquire~~its ~~the~~stated ~~securities~~goals ~~for~~under ~~investment~~all ~~only~~potential ~~and~~future ~~not~~conditions. ~~with~~Over time, a ~~view~~control tomay orbecome ~~for~~inadequate ~~sale~~because of changes in ~~connection~~conditions ~~with~~or ~~any~~the ~~distribution~~degree ~~thereof,~~of ~~and~~compliance ~~appropriate~~with ~~legends~~policies ~~were~~or ~~placed~~procedures ~~upon~~may ~~the~~deteriorate. ~~stock~~Because ~~certificates~~of ~~issued~~the inherent limitations in ~~these~~a ~~transactions~~cost-effective control system, misstatements due to error or fraud may occur and not be detected.

OnAs ~~April~~required ~~21,~~by ~~2015,~~the weSEC ~~issued~~Rules to 13a-15(ib) ~~Attitude~~and ~~Beer 51 shares of our Series B, Preferred Stock which pursuant to the terms thereof has 51% voting rights but can be converted into 51,000 shares of common stock of the Company;~~ 15d-15(iib) ~~to Alpha~~, awe ~~secured~~carried ~~convertible~~out ~~note~~an ~~due~~evaluation ~~April~~under ~~20, 2017 (~~the ~~“Secured~~supervision ~~Convertible~~and ~~Note”)~~with in the ~~principal~~participation ~~amount~~ of $1our management,~~619,375,~~ aincluding ~~seven~~our ~~year~~principal ~~warrant~~executive ~~(the~~officer ~~“Alpha~~and ~~Warrant”),~~principal tofinancial ~~purchase 1~~officer,~~295,500,500,~~ ~~shares~~ of ~~Common~~the ~~Stock~~effectiveness ~~at an exercise price~~ of ~~$0.0025~~the ~~per~~design ~~share~~and ~~(subject~~operation toof ~~customary~~our ~~anti-dilution~~disclosure ~~adjustments),~~controls and anprocedures ~~additional~~as ~~investment~~of ~~right~~the ~~(“AIR”)~~end toof ~~purchase~~the upperiod tocovered ~~$3,750,000~~by inthis ~~additional~~report. ~~notes~~Based ~~(the~~on ~~“AIR Note”) and corresponding warrants (“~~the ~~“AIR Warrant”); and (iii) to Tarpon~~foregoing, aour ~~Secured~~principal ~~Convertible~~executive ~~Note~~officer inand ~~the~~ principal ~~amount~~financial ofofficer ~~$554,792,~~concluded athat ~~seven~~our ~~year~~disclosure ~~warrant~~controls ~~(the~~and ~~“Tarpon~~procedures ~~Warrant”)~~were tonot ~~purchase~~effective ~~443,833,333 shares of Common Stock~~ at anthe ~~exercise~~reasonable ~~price~~assurance oflevel ~~$0.0025~~due ~~per share (subject~~ to ~~customary~~the ~~anti-dilution~~material ~~adjustments),~~weaknesses ~~and~~described ~~an AIR to purchase up to $1,250,000 in additional notes and corresponding AIR Warrants~~below.

23To address these material weaknesses, management engaged financial consultants, performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented.

~~Compensation~~Management’s ~~Plan~~Annual ~~Information~~Report on Internal Control Over Financial Reporting.

OnThe ~~October~~management 5of the Company is responsible for establishing and maintaining adequate internal control over financial reporting (“ICFR”) for the Company. Our internal control system was designed to, ~~2013~~in general, weprovide ~~adopted~~reasonable aassurance ~~2013~~to ~~Equity~~the ~~Incentive~~Company’s ~~Plan~~management ~~that~~and ~~allows~~board ~~for~~regarding the ~~grant~~preparation and fair presentation of uppublished tofinancial 5statements,~~000~~ but because of its inherent limitations,~~000~~ ~~awards~~internal control over financial reporting may not prevent or detect misstatements. ~~The~~Also, ~~following~~projections ~~table~~of ~~contains~~any ~~information~~evaluation ~~about~~of ~~our~~effectiveness ~~equity~~to ~~compensation~~future ~~plans~~periods asare subject to the risk that controls may become inadequate because of ~~June~~changes 30in conditions, ~~2015~~or that the degree of compliance with the policies or procedures may deteriorate.

Plan Category	Number of Securities to be Issued Upon Exercise of Outstanding Options	Weighted-Average Exercise Price of Outstanding Options	Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans
Equity compensation plans approved by stockholders:	−	−	5,000,000
2013 Equity Incentive Plan
Equity compensation plans not approved by stockholder
Total	−	−	5,000,000

Our management assessed the effectiveness of the Company’s internal control over financial reporting as of June 30, 2016. The framework used by management in making that assessment was the criteria set forth in the document entitled “2013 Internal Control – Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, management concluded that, during the period covered by this report, such internal controls and procedures were not effective as of December 31, 2018 and that material weaknesses in ICFR existed as more fully described below.

~~Limitations~~A onmaterial ~~Directors~~weakness is a deficiency, or a combination of deficiencies, within the meaning of Public Company Accounting Oversight Board (“PCAOB”) Auditing Standard AS 2201, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s ~~Liability~~annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that as of December 31, 2018 our internal controls over financial reporting were not effective at the reasonable assurance level:

As permitted by the provisions of the Nevada Revised Statutes, we have the power to indemnify any person made a party to an action, suit or proceeding by reason of the fact that they are or were a director, officer, employee or agent of our company, against expenses, judgments, fines and amounts paid in settlement actually and reasonably incurred by them in connection with any such action, suit or proceeding if they acted in good faith and in a manner which they reasonably believed to be in, or not opposed to, our best interest and, in any criminal action or proceeding, they had no reasonable cause to believe their conduct was unlawful. Termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, does not, of itself, create a presumption that the person did not act in good faith and in a manner which they reasonably believed to be in or not opposed to our best interests, and, in any criminal action or proceeding, they had no reasonable cause to believe their conduct was unlawful.17

1.We ~~must~~do ~~indemnify~~not ahave ~~director,~~written ~~officer,~~documentation ~~employee~~of orour ~~agent~~internal ~~who~~control ispolicies ~~successful,~~and onprocedures. ~~the~~Written ~~merits~~documentation orof ~~otherwise,~~key ininternal ~~the~~controls ~~defense~~over financial reporting is a requirement of ~~any~~Section ~~action,~~404 ~~suit~~of orthe ~~proceeding,~~Sarbanes-Oxley orAct inwhich ~~defense~~is ofapplicable ~~any~~to ~~claim,~~us ~~issue~~for the year ended December 31, or2018. ~~matter~~Management inevaluated the ~~proceeding,~~impact toof ~~which~~our ~~they~~failure ~~are~~to ahave ~~party~~written ~~because~~documentation ~~they~~of ~~are~~our orinternal ~~were~~controls aand ~~director,~~procedures ~~officer~~on ~~employee~~our orassessment ~~agent,~~of ~~against~~our ~~expenses~~disclosure ~~actually~~controls and ~~reasonably~~procedures ~~incurred~~and byhas ~~them~~concluded inthat ~~connection~~the ~~with~~control ~~the~~deficiency ~~defense~~that resulted represented a material weakness.

2.We ~~may~~do ~~provide~~not tohave ~~pay~~sufficient resources in our accounting function, which restricts the ~~expenses~~Company’s ofability ~~officers~~to gather, analyze and ~~directors~~properly ~~incurred~~review information related to financial reporting in ~~defending~~a timely manner. As a ~~civil~~result, oras ~~criminal~~of ~~action~~the date of filing, ~~suit~~we orhave ~~proceeding~~not ascompleted ~~the~~our ~~expenses~~ASC ~~are~~606 ~~incurred~~implementation process and, inthus, ~~advance~~cannot ofdisclose the ~~final~~quantitative ~~disposition~~impact of adoption on our financial statements. In addition, due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the ~~action~~extent possible, ~~suit~~the orinitiation ~~proceeding~~of transactions, ~~upon~~the ~~receipt~~custody of anassets ~~undertaking~~and the recording of transactions should be performed by orseparate onindividuals. ~~behalf~~Management ofevaluated the ~~director~~impact orof ~~officer~~our failure to ~~repay~~have ~~the~~segregation ~~amount~~of ifduties iton isour ~~ultimately~~assessment ~~determined~~of byour adisclosure ~~court~~controls ofand ~~competent~~procedures ~~jurisdiction~~and has concluded that ~~they~~the ~~are~~control ~~not~~deficiency ~~entitled~~that toresulted berepresented ~~indemnified~~a bymaterial usweakness.

~~The~~3.We ~~Nevada~~have ~~Revised~~inadequate ~~Statutes~~controls ~~also~~to ~~permit~~ensure that information necessary to properly record transactions is adequately communicated on a ~~corporation~~timely basis from non-financial personnel to ~~purchase~~those ~~and~~responsible ~~maintain~~for ~~liability~~financial ~~insurance~~reporting. orManagement ~~make~~evaluated ~~other~~the impact of the lack of timely communication between non–financial ~~arrangements~~personnel and financial personnel on ~~behalf~~our assessment of ~~any~~our ~~person~~reporting ~~who~~controls isand orprocedures ~~was:~~and has concluded that the control deficiency represented a material weakness.

·4.Certain control procedures were unable to be verified due to performance not being sufficiently documented. As an example, some procedures requiring review of certain reports could not be verified due to there being no written documentation of such review. Management evaluated the impact of its failure to maintain proper documentation of the review process on its assessment of its reporting controls and procedures and has concluded deficiencies represented a material weakness.

aWe ~~director,~~intend ~~officer,~~to ~~employee~~continue orto ~~agent~~address ofthese ~~the~~weaknesses ~~corporation;~~as orresources permit.

·Notwithstanding the assessment that our ICFR was not effective and that there are material weaknesses as identified herein, we believe that our consolidated financial statements contained in this Annual Report fairly present our financial position, results of operations and cash flows for the years covered thereby in all material respects.

isThis orannual ~~was~~report ~~serving~~does atnot ~~the~~include ~~request~~an attestation report of the ~~corporation~~Company’s asregistered apublic ~~director,~~accounting ~~officer,~~firm ~~employee~~regarding orinternal ~~agent~~control ofover ~~another~~financial ~~corporation,~~reporting. ~~partnership,~~Management’s ~~joint~~report ~~venture,~~was ~~trust~~not orsubject ~~other~~to ~~enterprise~~attestation by the Company’s registered public accounting firm as we are a smaller reporting company and are not required to provide the report.

~~Such~~Changes ~~coverage may be for any liability asserted against them and liability and expenses incurred by them~~ in ~~their~~Internal ~~capacity~~Control asOver aFinancial ~~director, officer, employee or agent, or arising out of their status as such, whether or not the corporation has the authority to indemnify them against such liability and expenses.~~Reporting

~~Insofar~~There ashas ~~indemnification~~been ~~for~~no ~~liabilities~~change ~~arising~~in ~~under~~our ~~the~~internal ~~Securities~~control ~~Act~~over offinancial ~~1933,~~reporting asidentified ~~amended,~~in ~~may~~connection bewith ~~permitted~~the toevaluation ~~officers,~~required ~~directors~~by orRule ~~persons~~13a-15(d) ~~controlling~~of ~~our~~the ~~company~~Exchange ~~pursuant~~Act tothat occurred during the ~~foregoing~~quarter ~~provisions~~ended December 31, we2018 ~~have~~that ~~been~~has ~~informed~~materially ~~that~~affected, inor ~~the~~is ~~opinion~~reasonably oflikely ~~the~~to ~~SEC~~materially ~~such~~affect, ~~indemnification~~our isinternal ~~against~~control ~~public~~over ~~policy~~financial asreporting, ~~expressed~~except inthe ~~such~~implementation ~~Act~~of ~~and~~the iscontrols ~~therefore~~identified ~~unenforceable~~above.

~~Anti-Takeover~~Item ~~Provisions~~9B. Other Information.

~~We may be or in the future become subject to Nevada’s control share laws~~None. A corporation is subject to Nevada’s control share law if it has more than 200 stockholders, at least 100 of whom are stockholders of record and residents of Nevada, and if the corporation does business in Nevada, including through an affiliated corporation. This control share law may have the effect of discouraging corporate takeovers. We currently have 43 stockholders.

24Item 9C. Disclosures Regarding Foreign Jurisdictions That Prevent Inspections

The control share law focuses on the acquisition of a “controlling interest,” which means the ownership of outstanding voting shares that would be sufficient, but for the operation of the control share law, to enable the acquiring person to exercise the following proportions of the voting power of the corporation in the election of directors: (1) one-fifth or more but less than one-third; (2) one-third or more but less than a majority; or (3) a majority or moreNone. ~~The ability to exercise this voting power may be direct or indirect, as well as individual or in association with others.~~

The effect of the control share law is that an acquiring person, and those acting in association with that person, will obtain only such voting rights in the control shares as are conferred by a resolution of the stockholders of the corporation, approved at a special or annual meeting of stockholders. The control share law contemplates that voting rights will be considered only once by the other stockholders. Thus, there is no authority to take away voting rights from the control shares of an acquiring person once those rights have been approved. If the stockholders do not grant voting rights to the control shares acquired by an acquiring person, those shares do not become permanent non-voting shares. The acquiring person is free to sell the shares to others. If the buyer or buyers of those shares themselves do not acquire a controlling interest, the shares are not governed by the control share law.18

IfPART control shares are accorded full voting rights and the acquiring person has acquired control shares with a majority or more of the voting power, any stockholder of record, other than the acquiring person, who did not vote in favor of approval of voting rights, is entitled to demand fair value for such stockholder’s shares.III

InItem addition to the control share law, Nevada has a business combination law, which prohibits certain business combinations between Nevada corporations and “interested stockholders” for three years after the interested stockholder first becomes an interested stockholder, unless the corporation’s Board of directors approves the combination in advance10. ~~For purposes of Nevada law~~Directors, anExecutive ~~interested stockholder is any person who is: (a) the beneficial owner~~Officers, ~~directly or indirectly, of 10% or more of the voting power of the outstanding voting shares of the corporation, or (b) an affiliate or associate of the corporation~~ and atCorporate ~~any time within the previous three years was the beneficial owner, directly or indirectly, of 10% or more of the voting power of the then-outstanding shares of the corporation~~Governance. The definition of “business combination” contained in the statute is sufficiently broad to cover virtually any kind of transaction that would allow a potential acquirer to use the corporation’s assets to finance the acquisition or otherwise to benefit its own interests rather than the interests of the corporation and its other stockholders.

~~The~~Our ~~effect~~directors and executive officers as of ~~Nevada’s~~June ~~business~~30, ~~combination~~2016 ~~law~~are listed below. The number of directors is todetermined ~~potentially~~by ~~discourage~~the ~~parties~~Board. ~~interested~~All indirectors ~~taking~~hold ~~control~~office until the next annual meeting of ~~our~~the ~~Company~~board ~~from~~or ~~doing~~until sotheir ifsuccessors ithave ~~cannot~~been ~~obtain~~duly elected and qualified. Officers are elected by the ~~approval~~Board and their terms of ~~our~~office ~~Board~~are, except to the extent governed by employment contract, at the discretion of ~~directors~~the Board.

~~Warrants~~Directors are elected to serve until the next annual meeting of stockholders and ~~Options~~until their successors are elected and qualified. Directors are elected by a plurality of the votes cast at the annual meeting of stockholders and hold office until the expiration of the term for which he or she was elected and until a successor has been elected and qualified.

AsA majority of ~~June~~the ~~30,~~authorized ~~2015,~~number of directors constitutes a quorum of the ~~outstanding~~Board ~~options~~of ~~and~~Directors ~~warrants~~for the transaction of business. The directors must be present at the meeting to ~~purchase~~constitute ~~shares~~a quorum. However, any action required or permitted to be taken by the Board of ~~our~~Directors ~~common~~may ~~stock~~be ~~were~~taken aswithout ~~follows:~~a meeting if all members of the Board of Directors individually or collectively consent in writing to the action.

~~Number~~Executive ofofficers ~~Warrants 1~~are appointed by,~~832,235,733 granted~~ ~~4/21/15~~and serve at anthe ~~exercise~~pleasure ~~price~~of, the Board of ~~$0.0025~~Directors ~~with~~of anthe ~~expiration~~Company, ~~date~~subject ofto ~~4/21/22~~any contractual arrangements.

~~Number~~The following table and biographical summaries set forth information, including principal occupation and business experience, about our directors and executive officers as of ~~Options 0~~June 30, 2016. There is no familial relationship between or among the nominees, directors or executive officers of the Company.

Holders

NAME	AGE	POSITION	OFFICER AND/OR DIRECTOR SINCE

Roy Warren	61	CEO, Director	April 2015
Conrad Huss	67	COO, Director	April 2015
Isaac Onn	65	Director	April 2015

~~As of June 30, 2015, we have 126,337,367 shares of common stock issued and outstanding, which are held by 43 security holders of record.~~_______________

~~Transfer~~The ~~Agent~~Company's directors serve in such capacity until the first annual meeting of the Company's shareholders and until their successors have been elected and qualified. The Company's officers serve at the discretion of the Company's board of directors, until their death, or until they resign or have been removed from office.

WeThere ~~have~~are ~~engaged~~no ~~VStock~~agreements ~~Transfer~~or ~~LLC~~understandings asfor any director or officer to resign at the ~~transfer~~request ~~agent~~of ~~for~~another ~~our~~person ~~common~~and ~~stock~~none of the directors or officers is acting on behalf of or will act at the direction of any other person. The activities of each director and officer are material to the operation of the Company. No other person's activities are material to the operation of the Company.

~~Employment~~Mr. ~~Agreements~~Roy Warren, Chief Executive Officer and Director

WeMr. doWarren, ~~not~~61, ~~have~~serves anas ~~employment~~our ~~agreement~~Chairman inof ~~place~~the ~~with~~Board, ~~either~~Chief Executive Officer and President. As Chief Executive Officer, Mr. Warren, ~~our~~provides overall company leadership and strategy. Mr. Warren also serves as Chairman of the Board and Chief Executive Officer for Attitude Drinks Incorporated which is the majority owner of the Company. For 15 years from 1981 through 1996, orMr. Warren was in the securities brokerage industry. During those years, Mr. ~~Kee~~Warren acted as executive officer, ~~our~~principal, ~~Chief~~securities broker and partner with brokerage firms in Florida, most notably Kemper Financial Companies, Alex Brown & Sons and Laffer Warren & Company. From 1999 to 2007, Mr. Warren was Chief Executive Officer of Bravo! Brands, Inc. Wein doFlorida, ~~not~~a ~~anticipate~~public ~~entering~~company ~~into~~which ~~any~~was ~~employment~~a ~~agreements~~beverage brand-development company, similar to Attitude Drinks Incorporated. Mr. Warren’s experience in the ~~foreseeable~~beverage ~~future.~~industry ~~See~~as ~~“Risk~~well ~~Factors”.~~as with a public company led to the conclusion that he should serve as a director of the Company

~~Board~~Mr. ~~Committees~~Conrad Huss, Chief Operating Officer and Director

WeMr. ~~have~~Huss, ~~not~~67, ~~established~~has ~~any~~been ~~committees~~the Chief Operating Officer of the ~~Board~~Company ofsince ~~Directors~~June 24, 2016 and a Director of the ~~entire~~Company ~~Board~~since ofApril ~~Directors~~21, 2015. Mr. Huss is ~~acting~~a financial professional with over 25 years of investment banking and operating experience. Most recently, he was with Ocean Cross Capital Markets, as ~~the~~Senior ~~Audit~~Managing ~~Committee~~Director from 2011 to 2013. Previously, Mr. Huss served as the Senior Managing Director at Southridge Investment Group from 2006 to

~~Directors~~19

~~The~~2011. ~~minimum~~Mr. ~~number~~Huss ofis ~~directors~~currently wea ~~are~~member ~~authorized~~on ~~to have is one and~~ the ~~maximum~~board isof ~~six. We currently have three~~ directors ~~with~~of ~~two~~Harrison ofVickers ~~them~~and ~~being~~Waterman ~~independent~~Inc. ~~Although~~We webelieve ~~anticipate~~Mr. ~~appointing~~Huss ~~additional~~is ~~directors~~qualified into ~~the~~serve ~~future,~~ as ofa ~~the~~director ~~date~~ of ~~this~~the ~~filing,~~Company wedue ~~have~~to ~~not~~his ~~identified~~financial ~~such~~and ~~individuals.~~operational ~~Our directors do not receive any compensation for their position on our Board of directors~~experience.

25Mr. Isaac Onn, Director

~~Code~~Mr. Onn, 65, serves on the Board of ~~Ethics~~Directors. He currently serves or has served on the Board of Directors of other companies such as Cybra Corp., Intellect Neurosciences, Inc. and Ness Energy. His previous experience includes Mooney Airplane Corp. from 2002 to 2004 as Crisis Manager. He served as CEO and Partner of Fueling Services, Ltd. from 2001 to 2002. He also served as VP –Marketing for Austria Casino. He received his degree in Business administration and marketing from the Tel Aviv College of Management, and his law degree is from Ono Academic College Law School in Israel, where he is a member of the Israeli Bar.

WeDirector will adopt a code of ethics that applies to our officers, directors and employees, including, without limitation, our Chief Executive Officer and Chief Financial Officer in a planned meeting on October 1, 2015.Independence

We are not currently subject to listing requirements of any national securities exchange or inter-dealer quotation system which has requirements that a majority of the Board ~~Independence~~of Directors be “independent” and, as a result, we are not at this time required to have our Board of Directors comprised of a majority of “independent directors.”

~~Although~~Family our common stock is not listed on any national securities exchange, for purposes of independence, we use the definition of independence applied by The NASDAQ Stock Market. Based on such definition, we currently have two independent members of our Board of Directors. We intend to appoint independent persons to committees of the Board of Directors as are expected to be required to meet the corporate governance requirements imposed by a national securities exchange when and if we elect to seek listing on a national security exchange.Relationships

~~ITEM~~There 6.are ~~SELECTED~~no ~~FINANCIAL~~familial ~~DATA~~relationships among any of our directors or officers.

~~Not~~Involvement ~~required~~in ~~for~~Certain ~~smaller~~Legal ~~reporting companies~~Proceedings

~~ITEM~~None 7.of ~~MANAGEMENT’S~~our ~~DISCUSSION~~directors ~~AND~~or ~~ANALYSIS~~executive OFofficers ~~FINANCIAL~~has ~~CONDITION~~been ~~AND~~involved ~~RESULTS~~in OFany ~~OPERATIONS~~of the following events during the past ten years:

~~The~~·any ~~following~~bankruptcy ~~discussion~~petition ~~and~~filed ~~analysis~~by ofor ~~our~~against ~~financial~~any ~~condition~~business ~~and results~~ of ~~our~~which ~~operations~~such ~~should~~person bewas ~~read~~a ingeneral ~~conjunction~~partner ~~with~~or ~~our~~executive ~~financial~~officer ~~statements~~either ~~and~~at the ~~notes~~time ~~thereto which appear elsewhere in this report. The results shown herein are not necessarily indicative~~ of the ~~results~~bankruptcy toor bewithin ~~expected~~two ~~for~~years ~~any~~prior ~~future~~to ~~periods.~~that time;

~~This~~·any ~~discussion~~conviction ~~contains~~in ~~forward-looking~~a ~~statements,~~criminal ~~based~~proceeding on current expectations. All statements regarding future events, our future financial performance and operating results, our business strategy and our financing plans are forward-looking statements and involve risks and uncertainties. In many cases, you can identify forward-looking statements by terminology, such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or ~~“continue,”~~being orsubject ~~the~~to ~~negative~~a ofpending ~~such~~criminal ~~terms~~proceeding ~~and~~(excluding ~~other~~traffic ~~comparable~~violations ~~terminology. These statements are only predictions. Known~~ and ~~unknown risks, uncertainties and~~ other ~~factors~~minor could cause our actual results and the timing of events to differ materially from those projected in any forward-looking statements. In evaluating these statements, you should specifically consider various factors, including, but not limited to, those set forth in the Registration Statement and in this report.offences);

~~General~~·being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; or

~~Through~~·being ~~our~~found ~~wholly~~by ~~owned~~a ~~subsidiary,~~court ~~ABH, we are an owner~~ of acompetent ~~51%~~jurisdiction ~~interest~~ (in a ~~World~~civil ~~of Beer franchise tavern and restaurant located in West Hartford Connecticut. In December 2014~~action), ~~ABH~~the ~~entered~~Commission ~~into~~or ~~a joint venture (~~the ~~“JV”)~~Commodity ~~with~~Futures ~~New~~Trading ~~England~~Commission ~~World~~to ofhave ~~Beer~~violated ~~(“NEWOB”) and together opened~~ a ~~4,000~~federal ~~sq.~~or ~~foot~~state ~~tavern~~securities inor ~~West~~commodities ~~Hartford~~law, ~~Connecticut (“West Hartford WOB”) that sells a selection of over 500 craft~~ and ~~imported beers along with tavern food and other spirits and cocktails. For~~ the ~~year~~judgment ~~ended~~has ~~June~~not 30been reversed, ~~2015~~suspended, ~~all~~or ~~of our revenue has been derived from the operations of ABH from the tavern and restaurant~~vacated.

OnAudit April 21, 2015, we entered into the Purchase Agreement, with the three original shareholders of ABH, namely, Attitude Drinks, Alpha and Tarpon Bay, pursuant to which the shareholders sold to us all of the outstanding shares of stock of ABH and ABH thereupon became our wholly owned subsidiary. In consideration for the purchase of the shares of common stock of ABH, we issued: (i) to Attitude Drinks 51 shares of our newly created Series B Preferred Stock and a seven year warrant (the “B Warrant”) to purchase 5,000,000 shares of our common stock, par value $.0001 per share (the “Common Stock”), at an exercise price of $0.075 per share (subject to customary anti-dilution adjustments); (ii) to Alpha, a secured convertible note due April 20, 2017 (the “Secured Convertible Note”) in the principal amount of $1,619,375 a seven year warrant (the “Alpha Warrant”), to purchase 1,295,500,500, shares of Common Stock at an exercise price of $0.0025 per share (subject to customary anti-dilution adjustments), and an additional investment right (“AIR”) to purchase up to $3,750,000 in additional notes (the “AIR Note”) and corresponding warrants (“the “AIR Warrant”); and (iii) to Tarpon, a Secured Convertible Note in the principal amount of $554,792, a seven year warrant (the “Tarpon Warrant”) to purchase 443,833,333 shares of Common Stock at an exercise price of $0.0025 per share (subject to customary anti-dilution adjustments), and an AIR to purchase up to $1,250,000 in additional notes and corresponding AIR Warrants. In addition, Alpha acquired 32,300 shares of the Company’s Series A Preferred Stock (convertible into 32,300,000 shares of the Company’s Common Stock) from HVW Holdings LLC (an entity of which Mr. James Giordano, the Company’s prior Chief Executive Officer and Chairman of the Board, is the managing member), subject to the terms of a Purchase Agreement (the “Series A Purchase Agreement”). Attitude Drinks purchased 87,990,000 shares of Common Stock from HVW Holdings LLC at a price of $65,000, subject to the terms of a Purchase Agreement (the “Common Stock Purchase Agreement”). Committee

26We currently do not have a separately standing Audit Committee due to our limited size. Our Board performs the functions that would otherwise be performed by an Audit Committee.

InCompensation September 2013, we shifted our focus to the commercial real industry and on September 6, 2013, we purchased from HVW LLC certain real estate loans in the amount of $1,800,000 in exchange for a secured promissory note in the principal amount of $1,800,000 that was due on December 31, 2014. As of June 30, 2015, $850,000 of the real estate loans were repaid with interest, and we repaid that portion of the loan owed to Harrison Vickers. To date, $950,000 are owed under loans that we have acquired or issued, and we have not derived any net income revenues from the commercial lending business. Committee

~~Accordingly,~~The weCompany ~~may~~does benot ~~required~~have toa ~~raise~~Compensation ~~cash~~Committee ~~from~~due ~~sources~~to ~~other than~~ our ~~operations~~limited insize ~~order~~and ~~to continue~~ our ~~business~~Board ~~plan.~~performs Wethe ~~may~~functions ~~raise~~that ~~this~~would ~~additional~~otherwise ~~capital either through debt or equity. No assurance can~~ be ~~given~~performed ~~that~~by ~~such~~a ~~efforts~~Compensation ~~will be successful~~Committee. WeOur ~~have~~Board nointends ~~specific~~to ~~plans~~form ata ~~present~~Compensation ~~for~~Committee ~~raising~~when ~~additional capital~~needed.

~~Results~~Other ~~of Operations for the Year Ended June 30, 2015 As Compared to June 30, 2014~~Committees

~~Commensurate~~We do not currently have a separately-designated standing nominating committee. Further, we do not have a policy with regard to the ~~change~~consideration inof ~~business~~any ~~model~~director ~~described,~~candidates ~~under~~recommended ~~“General”~~by ~~above~~security holders. To date, ~~the~~no ~~Company~~security ~~now~~holders ~~has~~have ~~operations~~made inany ~~the~~such ~~restaurant~~recommendations. ~~and~~The ~~tavern~~entire ~~and~~Board ~~commercial~~of ~~lending~~Directors ~~businesses~~performs all functions that would otherwise be performed by committees. ~~All~~Given ~~discussion~~the ~~items~~present ~~will~~size ~~show~~of ~~each~~our ~~line~~Board, ~~separately~~it is not practical for us to have committees other than those described above, or to have more than two directors on such committees. If we are able

~~Revenues and Gross Margin~~20

		2015		2014
Restaurant
Revenues	$	669,172	$	-0-
Cost of Goods sold		185,602		-0-
Gross Margin		483,570		-0-
Commercial Lending
Revenues		162,455		148,830
Cost of Goods sold		162,455		148,830
Gross Margin		-0-		-0-
Total
Revenues		831,627		148,830
Cost of Goods sold		348,057		148,830
Gross Margin	$	483,570	$	-0-

to grow our business and increase our operations, we intend to expand the size of our board and our committees and allocate responsibilities accordingly.

~~Restaurant~~Potential ~~and~~Conflicts ~~Tavern~~of Interest

Because we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our directors. The ~~Restaurant~~Board of Directors has not established an audit committee and ~~Tavern~~does ~~segment~~not ~~commenced~~have ona ~~April~~financial 21expert, ~~2015~~nor has the Board established a nominating committee. ItThe ~~currently~~Board ~~consists~~is of ~~one~~the ~~restaurant.~~opinion Wethat ~~have~~such ~~plans~~committees are not necessary since the Company has only five directors, and to ~~add~~date, ~~additional~~such ~~facilities~~directors have been performing the functions of such committees. Thus, there is a potential conflict of interest in that our directors and officers have the ~~future~~authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions. We are not aware of any other conflicts of interest with any of our executive officers or directors.

~~Revenue~~Significant in the restaurant and tavern segment was $669,172 for the year ended June 30, 2015 due to sales at our West Hartford World of Beer location for the period from acquisition, April 21, 2015, through June 30, 2015. Cost of goods sold was 28% of revenues and consists principally of the cost of beer, food and maintenance of the restaurant. There were no revenues or cost of goods sold in the same period in 2014 as we were not in that line of business in 2014. Employees

~~Commercial~~We ~~Lending~~do not have any significant employees other than our current executive officers and directors named in this Report.

~~Revenues~~Code ~~in the commercial lending segment consist~~ of interest income on loans incurred offset by interest expense. Revenues were $13,625 greater in fiscal 2015 as the revenues for fiscal 2015 include a full year of revenue as opposed to fiscal 2014 which included revenue from September 2013, the date of commencement of our operations in the commercial lending business, through in the year ended June 30, 2014 Ethics

27We have not yet adopted a code of business conduct and ethics.

~~Operating~~Section ~~Expenses~~16(a) Beneficial Ownership Reporting Compliance

		2015		2014
Restaurants/taverns
Professional Fees	$	41,456	$	-0-
Compensation		195,567		-0-
Compensation-Officer (in-dispute)		-0-		-0-
Management Fees		-0-		-0-
Consulting fees		-0-		-0-
Depreciation and amortization		31,935		-0-
General and administrative		192,166		-0-
Total	$	453,924	$	-0-
Commercial Lending
Professional Fees	$	39,500	$	11,750
Compensation		-0-		-0-
Compensation-Officer (undisputed)		-0-		208,788
Compensation-Officer (in-dispute)		75,000		100,000
Management Fees		-0-		145,879
Consulting fees		-0-		72,474
Depreciation and amortization		-0-		-0-
General and administrative		12,884		23,210
Total	$	127,384	$	562,101
Total
Professional Fees	$	80,956	$	11,750
Compensation		195,567		-0-
Compensation-Officer (undisputed)		-0-		208,788
Compensation-Officer (in-dispute)		75,000		100,000
Management Fees		-0-		145,879
Consulting fees		-0-		72,474
Depreciation and amortization		31,935		-0-
General and administrative		205,050		23,210
Total	$	588,508	$	562,101

Section 16(a) of the Securities Exchange Act of 1934 requires the Company’s officers and directors, and persons who own more than ten percent (10%) of a registered class of the Company’s equity securities to file reports of ownership and changes in ownership with the Securities and Exchange Commission (“SEC”). Officers, directors and greater than ten percent stockholders are required by SEC regulations to furnish the Company with copies of all Section 16(a) forms they file.

~~Restaurant~~Based solely on our review of certain reports filed with the Securities and ~~tavern~~Exchange Commission pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended, the reports required to be filed with respect to transactions in our common stock during the fiscal year ended December 31, 2018, were timely.

~~Operating~~Item ~~expenses~~11. ~~increased~~Executive ~~by $453,924 due to the initiation of the World of Beer business~~Compensation.

~~Professional~~Summary ~~fees of $41,456 consisted primarily of investor relation fees of $25,750 and legal fees of $8,000 principally associated with the acquisition of ABH.~~Compensation

~~Compensation~~Long-Term ~~expense~~Incentive ~~of $195,567 was for the operations of the World of Beer franchise location in West Hartford, Connecticut.~~Plans

~~Depreciation~~As ~~and~~of ~~amortization~~June ~~was~~30, ~~related~~2016, tothe Company had no group life, health, hospitalization, or medical reimbursement or relocation plans in effect. Further, the ~~following:~~Company had no pension plans or plans or agreements which provide compensation on the event of termination of employment or corporate change in control.

Depreciation of property, plant and equipment at the West Hartford WOB	$	24,735
Amortization of Deferred financing costs		7,200
Total Depreciation and amortization expense	$	31,935

Securities Authorized for Issuance under Equity Compensation Plans

~~General~~We ~~and~~have ~~Administrative~~not ~~Expense~~adopted ofany ~~$192,166~~equity ~~was~~compensation ~~incurred at the West Hartford, Connecticut World of Beer location principally for rents, royalties and the cost of operations~~plans.

28Changes in Control

~~Commercial~~We ~~Lending~~are not aware of any arrangements, including any pledge by any person of our securities, the operation of which may result in a change in control of the Company. Effective December 31, 2017, however, pursuant to our Articles of Incorporation, our Board has been granted the authority, without further stockholder approval, to provide for the issuance of up to 3,550,000 shares of our preferred stock in one or more series and to determine the dividend rights, conversion rights, voting rights, rights in terms of redemption, liquidation preferences, the number of shares constituting any such series and the designation of such series. Our Board has the power to afford preferences, powers and rights (including voting rights) to the holders of any preferred stock preferences, such rights and preferences being senior to the rights of holders of common stock. As of December 31, 2018, 865,000 shares of “blank check” preferred stock remain available for designation and issuance. Although we have no present intention to issue any additional

~~Professional fees of $39,500 for the fiscal year ended June 30, 2015 were $27,750 higher than the $11,750 balance from the fiscal year ended June 30, 2014 primarily due to increased legal fees.~~21

~~Compensation~~shares ~~expense-~~of ~~Officer~~preferred ~~(undisputed) decreased $208~~stock,~~788~~ ~~for~~ the ~~fiscal~~issuance ~~year~~of ~~ended~~shares ~~June~~of 30preferred stock, ~~2015~~or ~~due to~~ the issuance toof ~~James~~rights ~~Giordano,~~to ~~our~~purchase ~~former~~such ~~Chairman~~shares, ~~and~~may ~~Chief~~have ~~Executive~~the ~~Officer~~effect of ~~Series~~delaying, Adeferring ~~Preferred~~or ~~Stock~~preventing ina ~~the~~change ~~prior~~in ~~period~~control ~~for services rendered~~ of ~~$208,788~~our Company.

~~Compensation~~Item ~~Expense- Officer (disputed) decreased $25,000 for the fiscal year ended June 30, 2015~~12. ~~Commensurate~~Security ~~with~~Ownership ~~Mr.~~of ~~Giordano~~Certain ~~leaving~~Beneficial ~~the~~Owners ~~Company,~~and heManagement sold all his common shares to ABH in April, 2015. The payment he received for those shares was to be for complete compensation for his services to our company. Accordingly, in our fiscal third quarter, we reversed the liability to Mr. Giordano for his salary. Mr. Giordano disputes this arrangement and ~~accordingly,~~Related weStockholder ~~have reestablished the liability~~Matters. ~~No formal legal action has been commenced by either party at this time.~~

~~Management~~The ~~fees~~following ~~for~~tables ~~the~~set ~~year~~forth ~~ended~~certain ~~June~~information ~~30,~~regarding ~~2014~~our ~~were~~shares ~~$145,879~~of ~~due~~Common toStock ~~the~~beneficially ~~commencement~~owned as of ~~operations~~Jun3 ~~under~~30, 2016, for (i) each stockholder known to be the ~~new~~beneficial ~~real~~owner ~~estate~~of ~~lending~~5% ~~business~~or ~~model~~more ~~and~~of our ~~obligation~~outstanding ~~under~~shares ~~the~~of ~~Management~~Common ~~Agreement~~Stock, ~~that~~(ii) weeach ~~entered~~named ~~into~~executive ~~with~~officer ~~HVW~~and ~~LLC.~~director, ~~Effective~~and ~~September~~(iii) ~~2013,~~all weexecutive ~~entered~~officers ~~into~~and directors as a ~~Management~~group. ~~Agreement~~A ~~with~~person ~~HVW~~is ~~pursuant~~considered to ~~which~~beneficially ~~HVW~~own ~~agreed~~any toshares: ~~provide~~(i) ~~certain~~over ~~business~~which such person, ~~financial~~directly ~~and~~or ~~advisory~~indirectly, ~~services~~exercises tosole usor inshared ~~consideration~~voting or investment power, or (ii) of ~~our~~which ~~payment~~such person has the right to ~~HVW~~acquire ofbeneficial aownership ~~management~~at ~~fee~~any oftime ~~two~~within ~~percent~~60 ~~(2%)~~days ~~per~~through ~~annum~~an exercise of ~~average~~stock ~~gross~~options ~~assets~~or warrants. Unless otherwise indicated, voting and ~~twenty~~investment ~~percent~~power ~~(20%)~~relating ofto the ~~revenues~~shares ~~received~~shown byin the ~~Company~~tables ~~derived~~for ~~from~~our ~~the~~directors ~~services~~and ~~under~~executive ~~the~~officers ~~Management~~is ~~Agreement.~~exercised ~~There~~solely ~~were~~by nothe ~~management~~beneficial ~~fees~~owner ~~for~~or shared by the ~~fiscal~~owner ~~year~~and ~~ended~~the ~~June~~owner’s ~~30,~~spouse ~~2015~~or children.

~~General~~For ~~and~~purposes ~~administrative~~of ~~expenses~~these ~~decreased~~tables, ~~$10~~a person or group of persons is deemed to have “beneficial ownership” of any shares of Common Stock that such person has the right to acquire within 60 days of September 30,~~326~~ ~~from~~2016. ~~$23~~For purposes of computing the percentage of outstanding shares of our Common Stock held by each person or group of persons,~~210~~ ~~for~~any shares that such person or persons has the ~~fiscal~~right ~~year~~to ~~ended~~acquire ~~June~~within 60 days of September 30,2016 ~~2014~~is deemed to ~~$12~~be outstanding,~~884~~ but is not deemed to be outstanding for the ~~fiscal~~purpose ~~year~~of ~~ended~~computing ~~June~~the ~~30,~~percentage ~~2015~~ownership of any other person. The ~~decrease~~inclusion ~~was~~herein ~~primarily~~of ~~due~~any toshares ~~greater~~listed ~~SEC~~as ~~filing~~beneficially ~~fees~~owned indoes ~~the~~not ~~prior~~constitute ~~year~~an admission of beneficial ownership.

Other Expense

	Common Stock		Series B Preferred Stock
Name and address of beneficial owner	Amount	Percent of Class	Amount	Percent of Class
Jeffrey Canouse Chief Executive Officer, Interim Chief Financial Officer and Sole Director	-	0%	51	100%

All Officers and Directors as a group (1 person)	-	0%	51	100%

~~Other~~*Less ~~expenses~~than ~~increased $2,305,900 from $2,276 in the year ended June 30, 2014 to $2,308,176 in the year ended June 30, 2015, mostly due to greater derivative expense.~~1%

~~Derivative~~Item ~~expense~~13. ~~increased~~Certain ~~$2,058,493~~Relationships ~~due~~and toRelated ~~the~~Transactions, ~~issuance~~and ofDirector ~~debt associated with the merger~~Independence.

~~Interest~~Under ~~expense~~Item ~~increased~~404 ~~$292~~of Regulation S-K,~~287~~ ~~due~~we are required to ~~greater~~describe ~~overall~~any ~~debt~~transaction, ~~levels~~since ~~mostly~~the ~~associated~~beginning ~~with~~of December 31, 2015, or any currently proposed transaction, in which the ~~acquisition~~Company ofwas ~~ABH~~or is to be a participant and in which any related person has or will have a direct or indirect material interest involving the ~~amortization~~lesser of $120,000 or one percent (1%) of the ~~derivative~~average ~~liability~~of ~~associated~~the ~~with~~Company’s ~~that~~total ~~debt~~assets as of the end of last two completed fiscal years. A related person is any executive officer, director, nominee for director, or holder of 5% or more of the Company’s Common Stock, or an immediate family member of any of those persons.

~~Change~~Conrad inR ~~the~~Huss ~~Fair~~has ~~Market~~an ~~value~~Employment ofagreement ~~derivative~~which ~~liability~~pays ~~was~~him ~~a credit of~~ $48120,~~020~~000 ~~due~~annually. toTo ~~the~~date, ~~quarterly~~his ~~mark~~entire tosalary ~~market~~has ofbeen ~~the debt~~accrued.

~~Loss~~Item on14. ~~retirement~~Principal ofAccountant ~~debt~~Fees ~~was~~and ~~$2,600 due to the modifications of terms for certain convertible notes payable~~Services.

~~Liquidity~~Audit ~~and Capital Resources~~Fees.

~~Our~~For ~~cash~~the ~~balance~~Company’s atfiscal ~~June~~years ~~30,~~ended ~~2015~~December ~~was $226~~31,~~088,~~ an2016 ~~increase~~we ofwere ~~$225,727~~billed ~~from~~approximately $~~361~~for atprofessional ~~June~~services ~~30,~~rendered ~~2014.~~by ~~Approximately~~our ~~$200,000~~independent ofauditors ~~the~~for ~~increase was cash acquired in~~ the ~~acquisition~~audit ofand ~~Attitude~~review ~~Beer Holding Co. The remaining $25,000 was the net~~ of ~~cash~~our ~~financings~~financial ~~less the cash used in operations~~statements. ~~At June 30, 2015 we have a working capital deficit of ($4,442,811) and an accumulated deficit of ($1,948,727).~~

AsAudit ofRelated September, 2015, we owe $950,000.in commercial real estate loans. These are notes that we issued when we acquired the real estate loans. The loans are secured by a pledge of the real estate loans that we acquired. We have limited capital resources, as, among other things, we are in a new line of business with a limited operating history. We have generated limited revenues to date and may not be able to generate sufficient revenues to become profitable in the future.Fees

~~The~~There ~~report~~were ofno ~~our~~fees ~~independent~~for ~~registered~~audit ~~public~~related ~~accounting~~services ~~firm~~rendered onby our ~~financial~~independent ~~statements~~auditors ~~for~~or the ~~fiscal~~years ~~year~~ ended June 30, ~~2015~~2016 ~~contains~~and ~~an explanatory paragraph regarding our ability to continue as a going concern based on our history of net losses since our inception.~~2015

~~We do not currently own any significant property or equipment that we will seek to sell in the near future.~~22

WeTax do not anticipate the need to hire corporate employees over the next 12 months with the possible exception of secretarial and accounting support should our business grow and necessitate such expenditure. We believe the services provided by the employees at Attitude Drinks are sufficient at this time. Fees

29There were no fees for professional services rendered by our independent auditors for tax compliance, tax advice, and tax planning for the year ended June 30, 2016

~~Off-Balance~~All ~~Sheet~~Other ~~Arrangements~~Fees

WeThere ~~have~~were no ~~off-balance~~other ~~sheet~~fees ~~arrangements~~for services rendered by our independent auditors for the year ended December 31, 2020.

~~ITEM~~Pre-Approval ~~7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~Policies

~~Not applicable~~a.Audit Services

~~ITEM~~There 8is no Audit Committee. ~~FINANCIAL~~the ~~STATEMENTS~~Board ~~AND~~of ~~SUPPLEMENTARY~~Directors ~~DATA~~will approve that all audit services to be performed by the primary external auditor will be performed pursuant to a written engagement letter which outlines the scope and nature of the services and the fees to be paid for such services, and review the annual audit engagement terms and related fees to see if any change in terms, conditions and fees needed resulting from changes in audit scope.

~~Reference~~In isaddition ~~made~~ to the ~~following~~annual inaudit ~~the~~services ~~Financial~~engagement, ~~Section~~the Board of ~~this~~Directors ~~report:~~may grant pre-approval for other audit services, which are those services that only the independent auditor can reasonably provide. The Audit Committee has pre-approved the audit services listed in Appendix A. All other audit services not listed in Appendix A must be separately pre-approved by the Audit Committee.

·b.Audit-Related Services

~~Financial~~Audit-related ~~statements~~services, ~~together~~including ~~with~~internal control-related services, are assurance and related services that are reasonably related to the ~~report~~performance ~~thereon~~of the audit or review of Lithe Company’s financial statements and/or the Company,’s PCinternal ~~dated~~control ~~October~~over 4,financial ~~2012,~~reporting ~~beginning~~and ~~with~~that are traditionally performed by the ~~section~~independent ~~entitled~~auditor. ~~“Report~~The Board of ~~Independent~~Directors ~~Registered~~believes ~~Public~~that ~~Accounting~~the ~~Firm”~~provision of the audit-related services does not impair the independence of the auditor and ~~continuing~~is ~~through~~consistent ~~“Note~~with 7:the ~~Subsequent~~SEC’s ~~Events”;~~rules on auditor’s independence. The Board of Directors has pre-approved the audit-related services.

·c.Non-audit services

~~“Quarterly~~The ~~Information”~~Audit ~~(unaudited);~~Committee may grant preapproval for those permissible non-audit services classified as all other services that it believes would not impair the independence of the auditor and that are consistent with SEC’s rules on auditor independence, including those that are routine and recurring services.

·All requests for non-audit services to be provided by the independent director that are not included in the pre-approval policy will be approved by the Board of Directors and include a detailed description of the services.

~~Financial~~A ~~Statement~~list ~~Schedules~~of ~~have~~the ~~been~~Securities ~~omitted~~and ~~because~~Exchange ~~they~~Commission’s ~~are~~(“SEC”) prohibited non-audit services is attached to this Preapproval Policy as Exhibit 1. The Company will not ~~applicable~~engage orits ~~the~~independent ~~required~~auditor ~~information~~for issuch ~~shown~~services. inThe rules of the ~~consolidated~~SEC ~~financial~~and ~~statements~~the orPublic ~~notes~~Company ~~thereto~~Accounting Oversight Board (“PCAOB”) should be consulted to determine whether there are possible exceptions of the prohibitions.

~~ITEM 9~~d.Delegation ~~CHANGES~~of ~~IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE~~Authority

OnAs ~~May~~provided 8,in ~~2015~~the Act, ~~our~~the Board of Directors (may delegate pre-approval authority to one or more of its members. The Chairman of the “Board”) of ~~notified~~ LiDirectors ~~and~~is ~~Company,~~authorized PCto ~~(“Li~~give ~~and~~specific ~~Company”)~~pre-approval ~~that~~to itany ~~had~~audit ~~determined~~or non-audit services to ~~dismiss~~be ~~them~~provided asby ~~our~~the independent ~~registered~~auditor. ~~public~~The ~~accounting~~Board ~~firm,~~of ~~effective~~Directors asdoes ofnot ~~May~~delegate 8,to ~~2015.~~management ~~Also~~its onresponsibilities ~~May~~to 8,pre-approve ~~2015,~~services performed by the ~~Board~~independent ~~determined~~auditor. toAll ~~engage~~pre-approval ~~Scrudato~~decisions &must ~~Co.,~~be PAreported ~~(“Scrudato”)~~to asthe ~~its~~Board ~~new~~of ~~independent~~Directors ~~registered~~at ~~public~~its ~~accounting~~next ~~firm~~scheduled tomeeting ~~replace~~for Liinformational ~~and~~purpose ~~Company~~only.

Li and Company’s reports on our financial statements as of and for the two years ended June 30, 2014 and 2013, did not contain an adverse opinion or disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that Li and Company’s reports contained an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern.23

~~There~~PART ~~were no disagreements with Li and Company in regards to accounting treatment.~~IV

~~These~~Item ~~events~~15. ~~were~~Exhibits ~~described~~and inFinancial ~~our~~Statement ~~Form 8-K filed with the SEC on May 26, 2105~~Schedules.

~~ITEM 9A. CONTROLS AND PROCEDURES~~Exhibits

Management’s Evaluation of Disclosure Controls and Procedures

Exhibit Number		Description
31.1		Section 302 Certification by Chief Executive Officer
31.2		Section 302 Certification by Chief Financial Officer
32.1		Section 906 Certification by Chief Executive Officer
32.2		Section 906 Certification by Chief Financial Officer

Our Chief Executive Officer and Chief Financial Officer have evaluated our disclosure controls and procedures as of June 30, 2015. We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We conducted an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective in ensuring that information required to be disclosed by us in the reports that it files or submits under the Exchange Act is accumulated and communicated to them in a manner that allows for timely decisions regarding required disclosures and are effective in ensuring that such information is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Inasmuch as we only have two individuals serving as officers and two independent directors plus one of the officers who also serves as director, we have determined that we have, per se, inadequate controls and procedures over financial reporting due to the lack of segregation of duties. Management recognizes that its controls and procedures would be substantially improved if there was a greater segregation of the duties of the Chief Executive Officer and the Chief Financial Officer as such is actively seeking to remediate this issue. Management believes that the material weakness in its controls and procedures referenced did not have an effect on our financial results.24

30SIGNATURES

~~Evaluation~~In accordance with Section 13 or 15(d) of ~~Disclosure~~the ~~Controls~~Exchange ~~and~~Act, ~~Procedures~~the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

~~Management's~~HARRISON, ~~Report~~VICKERS on& ~~Internal~~WATERMAN, ~~Control Over Financial Reporting~~INC.

~~Our~~By: ~~management~~/s/ isRobert ~~responsible~~William for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes policies and procedures that are intended to:Tetsch

1.Robert William Tetsch

~~maintain~~Chief ~~records~~Executive ~~in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;~~Officer

2.(Principal Executive Officer)

~~provide~~Date: ~~reasonable~~November ~~assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP~~8, ~~and that our receipts and expenditures are being made only in accordance with the authorization of our management and directors; and~~2024

3In accordance with the Securities Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

~~provide~~By: ~~reasonable~~/s/ ~~assurance~~Robert ~~regarding~~William ~~prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.~~Tetsch

~~Because~~Robert ofWilliam its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate due to changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. A control system, no matter how well designed and operated, can provide only reasonable, but not absolute, assurance that the control system's objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefit of controls must be considered relative to their costs.Tetsch

~~Management~~Interim ~~evaluated~~Chief ~~the~~Financial effectiveness of our internal control over financial reporting as of June 30, 2015. Management conducted an assessment of our internal control over financial reporting based on the framework and criteria established by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework (1992). The COSO framework summarizes each of the components of a company's internal control system, including: (i) the control environment, (ii) risk assessment, (iii) control activities, (iv) information and communication and (v) monitoring.Officer

~~Consistent~~(Principal ~~with~~Financial ~~the results of the Audit Committee's review~~ and ~~inquiry,~~Accounting ~~management did not identify any material weaknesses in our ability to appropriately account for complex or non-routine transactions.~~Officer)

AsDate: aNovember ~~result of the evaluation described above~~8, management has concluded that our internal control over financial reporting were not effective at June 30, 2015 based on the guidelines established in Internal Control—Integrated Framework issued by COSO. We have identified material weaknesses in our internal controls with respect to our financial statement closing process of our consolidated financial statements for the year ended June 30, 2015. Our management discovered certain conditions that we deemed to be material weaknesses and significant deficiencies in our internal controls as follows:2024

·25

We have noted that there may be an insufficient quantity of dedicated resources and experienced personnel involved in reviewing and designing internal controls. As a result, a material misstatement of the interim and annual financial statements could occur and not be prevented or detected on a timely basis.

We do not have an audit committee or an independent audit committee financial expert. While not being legally obligated to have an audit committee or independent audit committee financial expert, it is the management’s view that to have an audit committee, comprised of independent board members and an independent audit committee financial expert, is an important entity-level control over our financial statements. Currently, the Board does not have sufficient independent directors to form such an audit committee. Also, the Board of Directors does not have an independent director with sufficient financial expertise to serve as an independent financial expert.

Due to the complex nature of recording derivatives and similar financial instruments, we noted a need for increased coordination and review of techniques and assumptions used in recording derivatives to ensure accounting in conformity with generally accepted accounting principles.

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures and our internal control processes will prevent all error 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 error or fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that the breakdowns can occur because of 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 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 may not be detected. 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.

Changes in Internal Control Over Financial Reporting

There were no changes during our last fiscal quarter ended June 30, 2015 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER MATTERS

None

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

Directors and Executive Officers

Set forth below is certain information relating to our directors and executive officers, including their names, ages, and business experience.

Name	Age	Position
Roy Warren	60	Chairman, Chief Executive Officer and President
Tommy Kee	66	Chief Financial Officer
Isaac Onn	64	Director
Conrad Huss	66	Director

Mr. Roy Warren - Chairman, Chief Executive Officer and President since April, 2015

Mr. Warren serves as our Chairman of the Board, Chief Executive Officer and President. As Chief Executive Officer, Mr. Warren provides overall company leadership and strategy. Mr. Warren also serves as Chairman of the Board and Chief Executive Officer for Attitude Drinks Incorporated which is the majority owner of the Company. For 15 years from 1981 through 1996, Mr. Warren was in the securities brokerage industry. During those years, Mr. Warren acted as executive officer, principal, securities broker and partner with brokerage firms in Florida, most notably Kemper Financial Companies, Alex Brown & Sons and Laffer Warren & Company. From 1999 to 2007, Mr. Warren was Chief Executive Officer of Bravo! Brands, Inc. in Florida, a public company which was a beverage brand-development company, similar to Attitude Drinks Incorporated. Mr. Warren’s experience in the beverage industry as well as with a public company led to the conclusion that he should serve as a director of the Company.

Mr. Tommy Kee –Chief Financial Officer since April, 2015

Mr. Kee serves as our Chief Financial Officer and will provide all needed financial, accounting and compliance requirements. Mr. Kee is also Chief Financial Officer of Attitude Drinks Incorporated which is the majority owner of the Company. Mr., Kee joined Attitude Drinks Incorporated in November, 2007 as Chief Financial Officer. Mr. Kee was previously the Chief Accounting Officer of Bravo! Brands, Inc. He graduated with an MBA from the University of Memphis and a BS degree in accounting from the University of Tennessee. Before joining Attitude Drinks Incorporated, he served for several years as CFO for Allied Interstate, Inc. in the West Palm Beach area. Prior to that, Mr. Kee served as CFO and Treasurer for Hearx Ltd. a West Palm Beach, Florida public company. He also served 18 years as International Controller and Financial Director with the Holiday Inns Inc. organization in Memphis and Orlando.

Mr. Isaac Onn-Director since April 2015

Mr. Onn, 64, serves on the Board of Directors. He currently serves or has served on the Board of Directors of other companies such as Cybra Corp., Intellect Neurosciences, Inc. and Ness Energy. His previous experience includes Mooney Airplane Corp. from 2002 to 2004 as Crisis Manager. He served as CEO and Partner of Fueling Services, Ltd. From 2001 to 2002. He also served as VP –Marketing for Austria Casino. He received his degree in Business administration and marketing from the Tel Aviv College of Management, and his law degree is from Ono Academic College Law school in Israel, where he is a member of the Israeli Bar.

Mr. Conrad Huss -Director since April 2015

Mr. Huss, 66, serves on the Board of Directors. Mr. Huss is a financial professional with over 25 years of investment banking and operating experience. Most recently, he was with Ocean Cross Capital Markets, as Senior Managing Director. Previously, he was a Senior Managing Director at Southridge Investment Group.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires our executive officers, directors and persons who beneficially own more than 10 percent of a registered class of our equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of our common stock. Such officers, directors and persons are required by SEC regulation to furnish us with copies of all Section 16(a) forms that they file with the SEC.

Based solely on a review of the copies of such forms that were received by us, or written representations from certain reporting persons that no Form 5s were required for those persons, we are not aware of any failures to file reports or report transactions in a timely manner during the year ended June 30, 2015 other than late Form 3s filed by Roy Warren, Conrad Huss and Isaac Onn upon their appointments as Directors.

ITEM 11. EXECUTIVE COMPENSATION

Name and Principal Position	Year	Salary	Bonus	Stock Awards	Option Awards	Non-Equity Incentive Plan Compensation	Non-qualified Deferred Compensation Earnings	All Other Compensation	Total
		($)	($)	($)	($)	($)	($)	($)	($)
James Giordano,	2014	100,000*	–	208,088	–	–	–	–	308,088
CEO and CFO	2015	75,000*	–	-	–	–	–	–	75,000

* Amount accrued are under dispute as James Giordano is no longer an employee of the Company.

(1) Mr. Giordano resigned from all positions with our company in April 2015.

There are no corporate employees as we utilize the services of 4 employees of Attitude Drinks, the majority owner of our outstanding stock.

Director Compensation

To date, we have not paid any directors compensation for their services as directors

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth certain information regarding beneficial ownership of our capital stock as of the date hereof by (i) each person whom we know to beneficially own more than five percent of any class of our common stock, and (ii) our sole director and sole executive officer. The individual listed below has sole voting and investment power with respect to the shares beneficially owned.

As of September 14, 2015 we had 126,337,367 shares of common stock outstanding which are held by 11 record holders. The chart below sets forth the ownership of our common stock, or claimed ownership, of certain individuals.

Name and Address of Beneficial Owner (1)	Amount and Nature Of Beneficial Ownership Common Stock Included	Percent of Common Stock Beneficially Owned (2)
Roy Warren (1)	224,478,340 *	85.41%
Alpha Capital Anstalt (2)	216,878,858	9.99%
Tarpon Bay Partners LLC (3)	81,994,220	9.99%
Southridge Partners II LP (4)	26,153,683	9.99%
Robert J. Sharp (5)	10,000,000	7.3%
Attitude Drinks Incorporated(1)	224,478,140	85.4%

* Includes all of the issued and convertible shares of Series B Preferred Stock as well as warrants.

Name of Owner of Series A and B Convertible Preferred Stock

Alpha Capital Anstalt	65,000 shares of Series A Convertible Preferred Stock	65% total of Series A
Tarpon Bay Partners LLC	25,000 shares of Series A Convertible Preferred Stock	25% total of Series A
Robert J. Sharp	15,000 shares of Series A Convertible Preferred Stock	10% total of Series A
Attitude Drinks Incorporated	51 shares of Series B Convertible Preferred Stock	100% total of Series B

(1)

Consists of: (i) 87,990,000 shares of Common Stock, (ii) a warrant to purchase 5,000,000 shares of common stock, and (iii) 51 shares of Series B Preferred Stock that has the right to 131,488,340 votes, all 51 shares are owned by Attitude Drinks. Mr. Warren is deemed to share beneficial ownership of these securities with ADI due to his ownership of ADI securities that represents approximately 51% of the voting power of ADI and due to his position as the Chairman, Chief Executive Officer and President of ADI. Each share of the Series B Preferred Stock has voting rights equal to (x) (i) 0.019607 multiplied by the aggregate total of: (A) the issued and outstanding shares of Common Stock eligible to vote at the time of the respective vote, plus (B) the number of votes which all other series or classes of securities other that the Series B Preferred Stock are entitled to cast together with the other holders of Common Stock at the time of the relevant vote divided by (ii) 0.49, minus (y) the numerator. The voting rights are subject to adjustment for any stock splits, stock dividends, reorganizations, recapitalizations and the like. As a result, the 51 shares of Series B Preferred Stock currently equal the power to vote 131,488,340 shares of common stock. The business address of Attitude Drinks is 712 U.S. Highway 1, Suite 200, North Palm Beach, Florida 33408.

(2)

Consists of: (i) a secured convertible note in the principal amount of $1,619,375 that is convertible into 679,750,000 shares of common stock as well as $60,110 of accrued interest that is convertible into 24,044,167 shares of common stock; (ii) a warrant to purchase 1,295,564,000 shares of common stock; and (iii) Series A Convertible Preferred Stock that is convertible into 65,000,000 shares of common stock. None of the Notes, accrued interest, the Warrant, or the Series A Convertible Preferred Stock may be converted into common stock such that Alpha Capital Anstalt (“Alpha”) would beneficially own more the 9.99% (216,878,858 shares) of HVW’s common stock at any given time. Alpha also holds an additional investment right to purchase up to $3,750,000 in additional secured convertible notes and corresponding warrants. The business address of Alpha is Pradafant 7, Furstentums 9490, Vaduz, Liechtenstein.

(3)

Consists of: (i) a secured convertible note in the principal amount of $562,292 that is convertible into 224,916,800 shares of common stock as well as accrued interest for $20,342 that is convertible into 8,136,949 shares of common stock; (ii) a warrant to purchase 443,833,333 shares of common stock; and (iii) 25,000 shares of HVW’s Series A Convertible Preferred Stock that are convertible into 25,000,000 shares of common stock. None of the Notes, accrued interest, the Warrant, or the Series A Convertible Preferred Stock may be converted into common stock such that Tarpon Bay Partners LLC (“Tarpon”) would beneficially own more the 9.99% (81,994,220 shares) of HVW’s common stock at any given time. Tarpon also holds an additional investment right to purchase up to $1,250,000 in additional secured convertible notes and corresponding warrants. The business address of Tarpon is 17210 Germano Court, Naples, Florida 34110.

(4)

Consists of: (i) a series of convertible notes in the total principal amount of $109,878 that is convertible into 43,951,200 shares of common stock as well as accrued interest of $14,969 that is convertible into 5,987,646 shares of common stock; and (ii) warrants to purchase 87,902,400 shares of common stock. None of the Notes, accrued interest or the Warrant may be converted into common stock such that Southridge Partners II, LP (“Southridge”) would beneficially own more than 9.99% (26,153,683 shares) of HVW’s common stock at any given time. The business address of Southridge is 90 Grove Street, Suite 108, Ridgefield CT 06877

(5)

Consists of 10,000 shares of HVW’s Series A Convertible Preferred Stock that are convertible into 10,000,000 shares of common stock.

(6)

Beneficial ownership is determined in accordance with SEC rules and generally includes voting or investment power with respect to securities. Except as indicated in the footnotes to the table, to the knowledge of the Company, the persons named in the table have sole voting and investment power with respect to all shares of common stock shown as beneficially owned by them, subject to community property laws, where applicable. Pursuant to the rules of the SEC, the number of shares of our common stock deemed outstanding includes shares issuable pursuant to options held by the respective person or group that are currently exercisable or may be exercised within 60 days of September 14, 2015.

(7)

As of September 14, 2015, we had 126,337,367 shares of common stock outstanding

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

In order to further our real estate loan business, on September 6, 2013, we entered into a Securities Purchase Agreement (the “HVW Agreement”) with HVW Holdings LLC (“HVW”). We also entered into the Management Agreement on September 6, 2013 pursuant to which HVC agreed to render certain services to us in consideration of the shares issuances. Pursuant to the Agreement, we agreed to sell to HVW an aggregate of 308,166 shares of our Common Stock and 32,300 shares of our preferred stock which is convertible into 32,300,000 shares of our common stock. The Management Agreement also provides that HVW will receive a management fee of two percent (2%) per annum of our average gross assets and that HVW will also receive twenty percent (20%) of the net incomes derived from the services under the Management Agreement. To date HVW has not been paid any fees pursuant to the Management Agreement.

Prior to September 2013, we utilized office space owned by Mr. Sharp and have not been charged a fee for such use.

Since inception, we had received advances from our former Chairman and Chief Executive Officer, Robert J Sharp, for working capital purposes. During the interim period ended September 30, 2013, Mr. Sharp advanced the Company an additional $2,001.

During April 21, 2015, HVW sold its 32,300 shares of Series A Convertible Preferred Stock to Alpha Capital Anstalt and 87,990,000 shares of its common stock of the Company to Attitude Drinks Incorporated. As such, HVW is no longer considered having any related transactions with the Company.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Scrudato and Company CPAs has been our principal auditing firm since April, 2015.

Audit Fees

An aggregate of $6,500 was billed by our auditors for the following professional services: audit of our annual financial statement for the fiscal year ended June 30, 2015 including the review of our interim financial statements.

An aggregate of $9,500 was billed by our auditors for the following professional services: audit of our annual financial statement for the fiscal year ended June 30, 2014 including the review of our interim financial statements.

PART IV

ITEM 15. EXHIBIT INDEX

Exhibit
Number		Description
3.1		Articles of Incorporation (1)
3.2		Bylaws (1)
4.1		Specimen Common Stock Certificate (1)
10.1		Form of Subscription Agreement (2)
10.1A		Subscription Agreement, including Investor Questionnaire (2)
10.2		LLC Contribution Agreement (1)
10.3		Management Agreement with HVW Holdings LLC (3)_
10.4		Securities Purchase Agreement with HVW Holdings LLC (3)
10.5		Certificate of Designation of Rights and Preferences for Series A 8% Convertible Preferred Stock (4)
10.6		Certificate of Amendment (5)
10.7		2013 Equity Incentive Plan (5)
10.8		Certificate of Designation of Series B Convertible Preferred Stock (6)
10.9		A Warrant issued to Alpha Capital Anstalt (6)
10.10		A Warrant issued to Tarpon Bay Partners LLC (6)
10.11		B Warrant issued to Attitude Drinks Incorporated (6)
10.12		Secured Convertible Note due 2017 issued to Alpha Capital Anstalt (6)
10.13		Secured Convertible Note due 2017 issued to Tarpon Partners LLC (6)
10.14		Additional Investment Right issued to Alpha Capital Anstalt (6)
10.15		Additional Investment Right issued to Tarpon Bay Partners LLC (6)
10.16		Asset Purchase Agreement (6)
10.17		Stock Pledge Agreement (6)
10.18		Guaranty – Attitude Beer Holding Co. (6)
10.19		Guaranty – Attitude Drinks Incorporated (6)
10.20		Purchase Agreement – Alpha Capital Anstalt (6)
10.21		Purchase Agreement – Attitude Drinks Incorporated (6)
10.22		Draft Operating Agreement
10.23		Note issued to Alpha Capital Anstalt on July 29, 2015
10.24		Warrant to Alpha Capital Anstalt issued July 29, 2015
21.1		Subsidiary of Registrant**
31.1		Certification Pursuant To Section 302 Of The Sarbanes-Oxley Act And Rule 13a-14(A) Or 15d-14(A) Under The Securities Exchange Act Of 1934
32.1		Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.INS		XBRL Instance Document
101.LAB		XBRL Taxonomy Extension Labels Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.SCH		XBRL Taxonomy Extension Schema Document

(1) Filed with Registration Statement on Form S-1 (File No. 333-162072) filed on September 23, 2009

(2) Filed with Registration Statement on Form S-1/A (File No. 333-162072) filed on March 12, 2010

(3) Filed as an exhibit on Form 8-K on September 6, 2013 (SEC Accession No. 0001078782-13-001812)

(4) Filed as an exhibit on Form 8-K on September 18, 2013 (SEC Accession No. 0001078782-13-001871)

(5) Filed as an exhibit on Form 8-K on October 25, 2013 (SEC Accession No. 0001078782-13-002087)

(6) Filed as an exhibit on Form 8-K on April 27, 2015 (SEC Accession No. 0001144204-15-025280)

SIGNATURES

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

By: /s/ Roy G. Warren

Roy G. Warren

President and Chief Executive Officer

September 14, 2015

By: /s/ Tommy E. Kee

Tommy E. Kee

Chief Financial Officer and Principal Accounting Officer

September 14, 2015

By: /s/ Conrad Huss

Conrad Huss

Director

September 14, 2015

By: /s/ Isaac Onn

Isaac Onn

Director

September 14, 2015

Harrison Vickers and Waterman, Inc.

June 30, 2015 and 2014

Index to the consolidated financial statements

Contents		Page
Report of Independent Registered Public Accounting Firm		F-2
Consolidated Balance Sheets at June 30, 2015 and 2014		F-3
Consolidated Statements of Operations for the Fiscal Years Ended June 30, 2015 and 2014		F-4
Consolidated Statement of Stockholders’ Equity (Deficit) for the Fiscal Years Ended June 30, 2015 and 2014		F-5
Consolidated Statements of Cash Flows for the Fiscal Years Ended June 30, 2015 and 2014		F-6
Notes to the Consolidated Financial Statements		F-7

F-1

Scrudato & Co., PA

CERTIFIED PUBLIC ACCOUNTING FIRM

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

Harrison Vickers and Waterman, Inc. 712 U.S. Highway 1,

Suite 200

North Palm Beach, FL 33408

We have audited the accompanying balance sheet of Harrison, Vickers and Waterman, Inc. as of June 30, 2015 and the related consolidated statements of operations, changes in stockholders’ equity and cash flows for the year then ended. These financial statements are the responsibility of the Company management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Harrison, Vickers and Waterman, Inc. at June 30, 2014, and the results of their operations and their cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3, the Company has incurred significant accumulated deficits, recurring operating losses and a negative working capital. This and other factors raise substantial doubt about the Company's ability to continue as a going concern. Management's plans in regard to these matters are also discussed in Note 9. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ John Scrudato CPA

Califon, New Jersey September 11, 2015

7 Valley View Drive Califon, New Jersey 07830 Registered Public Company Accounting Oversight Board Firm

F-2

Harrison Vickers and Waterman Inc.

Consolidated Balance Sheet

			June 30, 2015		June 30, 2014
ASSETS
CURRENT ASSETS:
	Cash		$	226,088	$	361
	Inventory			81,049		-
	Real estate loans receivable			950,000		1,470,000
	Receivable from Attitude Drinks, Inc.			131,423		-
	Prepaid Expenses			44,192		-
		Total Current Assets		1,432,752		1,470,361
NON-CURRENT ASSETS:
	Property, Plant and Equipment (net of accumulated depreciation)			962,470		-
	Capitalized costs (net of accumulated depreciation)			198,823		-
	Deferred Financing Costs			67,889		-
	Goodwill			4,038,945		-
		Total Non-Current Assets		5,268,127		-
		Total Assets	$	6,700,879	$	1,470,361
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
	Accounts payable		$	367,974	$	9,437
	Accrued expenses- in dispute			175,000		100,000
	Promissory note payable			950,000		1,470,000
	Convertible notes payable - investor, net of discount			144,699		65,472
	Derivative liability			4,237,890		-
		Total Current Liabilities		5,875,563		1,644,909
NON-CURRENT LIABILITIES
		Notes payable - investor-non-current		210,522		-
		Minority Interest		883,009		-
		Total Non-Current Liabilities		1,093,531		-
		Total Liabilities		6,969,094		1,644,909
STOCKHOLDERS' DEFICIT:
	Preferred stock par value $0.0001: 1,000,000 shares authorized;
		100,000 shares designated as Series A 8% Convertible Preferred Stock
	Series A 8% Convertible preferred stock par value $0.0001: stated value $1,000 per share; 100,000 and 95,000 shares issued and outstanding at June 30, 2015 and June 30, 2014, respectively			10		10
	Series B Convertible Preferred stock, par value $.0001, stated value of $1,000 per share; 51 and -0- shares outstanding at June 30, 2015 and June 30, 2014, respectively			-		-
	Common stock par value $0.0001: 2,000,000,000 shares authorized;
		126,337,367 and 124,337,367 shares issued and outstanding at June 30, 2015 and June 30, 2014, respectively		12,634		12,434
	Additional paid-in capital			1,667,868		417,785
	Accumulated deficit			(1,948,727)		(604,777)
		Total Stockholders' Deficit		(268,215)		(174,548)
		Total Liabilities and Stockholders' Deficit	$	6,700,879	$	1,470,361

See accompanying notes to the consolidated financial statements.

F-3

Harrison Vickers and Waterman Inc.

Consolidated Statement of Operations

			For the Year		For the Year
			Ended		Ended
			June 30, 2015		June 30, 2014
REVENUES AND GROSS MARGIN
	Restaurant:
		Revenues	$	669,172	$	-
		Cost of goods sold		(185,602)		-
		Gross margin		483,570		-
	Real Estate Loans
		Interest income earned		162,455		148,830
		Interest expense incurred		(162,455)		(148,830)
		Gross Margin		-		-
	Total Gross margin			483,570		-
OPERATING EXPENSES:
	Professional fees			80,956		11,750
	Compensation			195,567		-
	Compensation - officer (undisputed)			-		208,788
	Compensation - officer (in-dispute)			75,000		100,000
	Management fees			-		145,879
	Consulting fees			-		72,474
	Depreciation and Amortization Expense			31,935		-
	General and administrative expenses			205,050		23,210
		Total operating expenses		588,508		562,101
LOSS FROM OPERATIONS				(104,938)		(562,101)
OTHER (EXPENSE)
	Interest expense			(295,103)		(2,276)
	Derivative Expense			(2,058,493)		-
	Change in Fair Market Value of Derivative liability			48,020		-
	(Loss) on retirement of debt			(2,600)		-
		Other (expense), net		(2,308,176)		(2,276)
LOSS BEFORE INCOME TAX PROVISION AND MINORITY INTEREST				(2,413,114)		(564,377)
INCOME TAX PROVISION				-		-
NET LOSS BEFORE MINORITY INTEREST				(2,413,114)		(564,377)
MINORITY INTEREST				1,069,164		-
NET LOSS			$	(1,343,950)	$	(564,377)
EARNINGS PER COMMON SHARE
	- basic and diluted		$	(0.01)	$	(0.00)
	Weighted average common shares outstanding
		- basic and diluted		124,868,874		124,986,367

See accompanying notes to the consolidated financial statements.

F-4

Harrison Vickers and Waterman Inc.

Consolidated Statement of Stockholders’ Deficit

For the Period June 30, 2012 through June 30, 2015

	Series A Preferred Stock Par Value $0.0001			Series B Preferred Stock Par Value $0.0001			Common Stock Par Value $0.0001				Additional paid-in Capital		Accumulated Deficit		Total Stockholders' Deficit
	Number of Shares		Amount	Number of Shares		Amount	Number of Shares		Amount
Balance, June 30, 2012	-	$	-	-	$	-	1,634,993,250	$	163,499	$	(159,649)	$	(35,085)	$	(31,235)
Net loss	-		-	-		-	-		-		-		(5,315)		(5,315)
Balance, June 30, 2013	-		-	-		-	1,634,993,250		163,499		(159,649)		(40,400)		(36,550)
Retirement of common shares	-		-	-		-	(1,610,006,750)		(161,000)		161,000		-		-
Issuance of common shares for compensation	-		-	-		-	99,999,867		10,000		(8,621)		-		1,379
Issuance of Series A Preferred Stock for compensation	95,000		10	-		-	-		-		424,990		-		425,000
Shares returned to Treasury	-		-	-		-	(649,000)		(65)		65		-		-
Net loss	-		-	-		-	-		-		-		(564,377)		(564,377)
Balance, June 30, 2014	95,000		10	-		-	124,337,367		12,434		417,785		(604,777)		(174,548)
Shares issued upon conversion of debt	-		-	-		-	2,000,000		200		5,000		-		5,200
Issuance of Series A Preferred	5,000		-	-		-	-		-		40,089		-		40,089
Issuance of Series B Preferred	-		-	51		-	-		-		1,031,061		-		1,031,061
Issuance of Warrants	-		-	-		-	-		-		173,933		-		173,933
Net loss	-		-	-		-	-		-		-		(1,343,950)		(1,343,950)
Balance, June 30, 2015	100,000	$	10	51	$	-	126,337,367	$	12,634	$	1,667,868	$	(1,948,727)	$	(268,215)

See accompanying notes to the consolidated financial statements.

F-5

Harrison Vickers and Waterman Inc.

Consolidated Statement of Cash Flows

			For the Year		For the Year
			Ended		Ended
			June 30, 2015		June 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss			$	(1,343,950)	$	(564,377)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities
	Common stock issued for compensation			-		1,314
	Series A Preferred Stock issued for compensation			-		425,065
	Depreciation and amortization expense			31,935		-
	Amortization of Discount on Notes Payable			241,313		-
	Derivative Expense			2,058,493		-
	Change in Fair Market Value of Derivative liability			(48,020)		-
	Minority Interest			(1,069,165)		-
	Gain (loss) on conversion of debt			2,600		-
	Changes in operating assets and liabilities:
		Real estate loans		-		330,000
		Inventory		(2,066)		-
		Prepaid Expenses		(37,737)		-
		Accounts payable and accrued expenses		112,620		104,808
		Accounts payable and accrued expenses- in dispute		75,000		-
		Accrued interest converted to debt		25,384		-
		Net working capital acquired from acquisition		(174,689)		-
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES				(128,282)		296,810
CASH FLOWS FROM INVESTING ACTIVITIES:
	Cash received on acquisition			203,467		-
	Purchase of Property, Plant and Equipment and other capitalized costs			(2,708)		-
NET CASH USED IN INVESTING ACTIVITIES				200,759		-
CASH FLOWS FROM FINANCING ACTIVITIES:
	Amounts received from related party -net			-		2,001
	Issuance of notes payable -investor			153,250		28,844
	Payment on secured promissory note			-		(330,000)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES				153,250		(299,155)
NET CHANGE IN CASH				225,727		(2,345)
Cash at beginning of reporting period				361		2,706
Cash at end of reporting period			$	226,088	$	361
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
	Interest paid		$	-	$	-
	Income tax paid		$	-	$	-
NON-CASH INVESTING AND FINANCING ACTIVITIES:
	Purchase of real estate loans for debt, net		$	-	$	1,800,000
	Goodwill acquired in acquisition		$	4,038,945	$	-
	Issuance of Series B Preferred		$	1,031,061	$	-
	Issuance of warrants associated with Acquisition debt		$	173,933	$	-

See accompanying notes to the consolidated financial statements.

F-6

Harrison Vickers and Waterman Inc.

June 30, 2015 and 2014

Notes to the Consolidated Financial Statements

Note 1 − Organization and Operations

Sharp Performance, Inc.

Sharp Performance Associates LLC (“LLC” or “Predecessor”) was organized as a Limited Liability Company on September 5, 2008 under the laws of the State of Nevada. Sharp Performance, Inc. (the “Sharp”) was incorporated on the same date under the laws of the State of Nevada for the sole purpose of acquiring all of the outstanding membership units of Sharp Performance Associates LLC.

April 2015 Material definitive Agreement

On April 21, 2015, the Company entered into a Purchase Agreement (the “Purchase Agreement”), with the three original shareholders of Attitude Beer Holding Co., a Delaware corporation (“ABH”), namely, Attitude Drinks, Incorporated, a Delaware corporation (“Attitude Drinks”), Alpha Capital Anstalt, a company organized under the laws of Liechtenstein (“Alpha”) and Tarpon Bay Partners LLC, a Florida limited liability company (“Tarpon Bay”), pursuant to which the shareholders sold to the Company all of the outstanding shares of stock of ABH and ABH thereupon became a wholly owned subsidiary of the Company. In consideration for the purchase of the shares of common stock of ABH, the Company issued: (i) to Attitude Drinks, 51 shares of a newly created Series B Preferred Stock of the Company (the “Series B Preferred Stock”) and a seven year warrant (the “B Warrant”) to purchase 5,000,000 shares of the Company’s common stock, par value $.0001 per share (the “Common Stock”), at an exercise price of $0.075 per share (subject to customary anti-dilution adjustments); (ii) to Alpha, a secured convertible note due April 20, 2017 (the “Secured Convertible Note”) in the principal amount of $1,619,375 a seven year warrant (the “Alpha Warrant”), to purchase 1,295,500,500, shares of Common Stock at an exercise price of $0.0025 per share (subject to customary anti-dilution adjustments), and an additional investment right (“AIR”) to purchase up to $3,750,000 in additional notes (the “AIR Note”) and corresponding warrants (“the “AIR Warrant”); and (iii) to Tarpon, a Secured Convertible Note in the principal amount of $554,792, a seven year warrant (the “Tarpon Warrant”) to purchase 443,833,333 shares of Common Stock at an exercise price of $0.0025 per share (subject to customary anti-dilution adjustments), and an AIR to purchase up to $1,250,000 in additional notes and corresponding AIR Warrants. In addition, Alpha acquired 32,300 shares of the Company’s Series A Preferred Stock (convertible into 32,300,000 shares of the Company’s Common Stock) from HVW Holdings LLC (an entity of which Mr. James Giordano, the Company’s prior Chief Executive Officer and Chairman of the Board, is the managing member), subject to the terms of a Purchase Agreement (the “Series A Purchase Agreement”). Attitude Drinks purchased 87,990,000 shares of Common Stock from HVW Holdings LLC at a price of $65,000, subject to the terms of a Purchase Agreement (the “Common Stock Purchase Agreement”). The Alpha Warrant and the Tarpon Warrant are collectively referred to herein as the “A Warrants” and the B Warrant and the A Warrants are collectively referred to herein as the “Warrants.”

In December 2014, ABH entered into a joint venture with New England World of Beer and together opened a 4,000 sq. foot tavern in West Hartford (“West Hartford WOB”), Connecticut that sells a selection of over 500 craft and imported beers along with tavern food and other spirits and cocktails. New England World of Beer holds franchise rights for all of Connecticut and Massachusetts. Similar taverns are currently open in 20 states, namely AL, AZ, CO, CT, FL, GA, IL, LA, MD, MI, NC, NJ, NY, OH, SC, TN, TX, VA, WA and WI.

September 2013 Material Definitive Agreement

Effective September 6, 2013 the Company entered into a Securities Purchase Agreement (the “Agreement”) with Harrison Vickers and Waterman, LLC (“Harrison Vickers”). Pursuant to the Agreement the Company agreed to purchase from Harrison Vickers certain assets held by Harrison Vickers in the form of real estate loans (the “Loans”). The purchase price was paid by the Company via the issuance of a secured promissory note in the principal amount of $1,800,000 (the “Note”) due December 31, 2014.

The Note is secured by a Pledge Agreement (the “Pledge Agreement”) entered into between the Company and Harrison Vickers, whereby the proceeds of the Loans are pledged as security for the repayment of the Note.

F-7

Effective September 6, 2013 the Company entered into a Securities Purchase Agreement (the “HVW Agreement”) with HVW Holdings LLC (“HVW”). Pursuant to the Agreement the Company agreed to sell to HVW an aggregate of 308,166 shares of the Company’s Common Stock and 32,300 shares of preferred stock of the Company which pursuant to the terms thereof will be convertible into 32,300,000 shares of the Company’s common stock. The consideration under the HVW Agreement was certain services to be rendered by HVW to the Company pursuant to a management agreement (the “Management Agreement”) entered into between the Company and HVW on September 6, 2013. Some of the material terms of the HVW Agreement include: (i) that Robert J. Sharp, the Chief Executive Officer and Board Member of the Company retire 4,961,500 shares of common stock of the Company owned by Mr. Sharp, (ii) the Company will submit to a vote of its shareholders a forward split of the Company’s common stock equal to 324.5 for 1, (iii) the Company will appoint up to three persons nominated by HVW to the board of directors of the Company to serve until the next annual meeting of shareholders of the Company, (iv) the Company will issue shares of a to be created series of preferred stock (8% annual dividend, anti-dilution rights for 24 months, each share convertible into 1,000 shares of common stock) to each of HVW (32,300), Mr. Sharp (46,500) and an Institutional Investor (16,200).

The material terms of the Management Agreement include: (i) HVW will provide certain business, financial and advisory services to the Company; (ii) HVW will receive a management fee of two percent (2%) per annum of average gross assets, (iii) HVW will also receive twenty percent (20%) of the revenues received by the Company derived from the services under the Management Agreement.

Certificate of Amendment of the Articles of Incorporations

On October 24, 2013 the Company filed a Certificate of Amendment to amend its Articles of Incorporation (the “Actions”) to: (i) change the name of the Company to Harrison Vickers & Waterman Inc. (the “Company”); (ii) increase the number of shares of authorized common stock of the Corporation from 74,000,000 to 2,000,000,000 shares; and (iii) effect a forward stock split of our common stock at a ratio determined by our Board of Directors of 324.5 for 1.

All shares and per share amounts in the consolidated financial statements have been adjusted to give retroactive effect to the Stock Split and the change in authorized stock.

Note 2 − Significant and Critical Accounting Policies and Practices

The Management of the Company is responsible for the selection and use of appropriate accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company’s financial condition and results and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company’s significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles.

Basis of Presentation

The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Fiscal Year End

The Company elected June 30th as its fiscal year end date upon its formation.

Reclassification

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported losses.

Use of Estimates and Assumptions and Critical Accounting Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s).

F-8

Critical accounting estimates are estimates for which (a) the nature of the estimate is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and (b) the impact of the estimate on financial condition or operating performance is material. The Company’s critical accounting estimate(s) and assumption(s) affecting the financial statements were:

(i)

Assumption as a going concern: Management assumes that the Company will continue as a going concern which contemplates continuity of operations, realization of assets and liquidation of liabilities in the normal course of business.

(ii)

Valuation allowance for deferred tax assets: Management assumes that the realization of the Company’s net deferred tax assets resulting from its net operating loss (“NOL”) carry–forwards for Federal income tax purposes that may be offset against future taxable income was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are offset by a full valuation allowance. Management made this assumption based on (a) the fact that the Company has incurred recurring losses, (b) general economic conditions, and (c) its ability to raise additional funds to support its daily operations by way of a public or private offering, among other factors.

Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

Principles of Consolidation

The Company applies the guidance of Topic 810 “Consolidation” of the FASB Accounting Standards Codification ("ASC") to determine whether and how to consolidate another entity. Pursuant to ASC Paragraph 810-10-15-10 all majority-owned subsidiaries—all entities in which a parent has a controlling financial interest—shall be consolidated except (1) when control does not rest with the parent, the majority owner; (2) if the parent is a broker-dealer within the scope of Topic 940 and control is likely to be temporary; (3) consolidation by an investment company within the scope of Topic 946 of a non-investment-company investee. Pursuant to ASC Paragraph 810-10-15-8, the usual condition for a controlling financial interest is ownership of a majority voting interest, and, therefore, as a general rule ownership by one reporting entity, directly or indirectly, of more than 50 percent of the outstanding voting shares of another entity is a condition pointing toward consolidation. The power to control may also exist with a lesser percentage of ownership, for example, by contract, lease, agreement with other stockholders or by court decree. The Company consolidates all less-than-majority-owned subsidiaries, if any, in which the parent’s power to control exists.

The Company's consolidated subsidiaries and/or entities are as follows:

Name of consolidated subsidiary or entity		State or other jurisdiction of incorporation or organization		Date of incorporation or formation (date of acquisition, if applicable)		Attributable interest
Attitude Beer Holding Co.		The State of Delaware		April 21, 2015		100%

The consolidated financial statements of the Company include all accounts of the Company and its wholly owned subsidiary, Attitude Beer Holding Co.

All intercompany balances and transactions have been eliminated.

Fair Value of Financial Instruments

The Company follows paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments and paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

F-9

Level 1

Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2

Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3

Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses approximate their fair values because of the short maturity of these instruments.

Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

Cash Equivalents

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Related Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.

Pursuant to Section 850-10-20 the related parties include (a) affiliates of the Company; (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

The consolidated financial statements include disclosures of material related party transactions, other than compensation arrangements, expense allowances and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures include: (a) the nature of the relationship(s) involved; (b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the consolidated financial statements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Commitment and Contingencies

The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

F-10

If the assessment of a contingency indicates that it is probable that a material loss has been incurred, and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability and an estimate of the range of possible losses, if determinable and material, would be disclosed.

Loss contingencies considered remote are generally not disclosed unless they involve guarantees in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position and results of operations or cash flows.

Revenue Recognition

The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.

Income Tax Provision

The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal 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 Statements of Operations in the period that includes the enactment date.

The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the consolidated financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying consolidated balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its consolidated balance sheets and provides valuation allowances as management deems necessary.

Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

Uncertain Tax Positions

The Company did not take any uncertain tax positions and had no adjustments to unrecognized income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the reporting period ended June 30, 2015 or 2014.

F-11

Earnings per Share

Earnings Per Share ("EPS") is the amount of earnings attributable to each share of common stock. For convenience, the term is used to refer to either earnings or loss per share. EPS is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Pursuant to ASC Paragraphs 260-10-45-10 through 260-10-45-16. Basic EPS shall be computed by dividing income available to common stockholders (the numerator) by the weighted-average number of common shares outstanding (the denominator) during the period. Income available to common stockholders shall be computed by deducting both the dividends declared in the period on preferred stock (whether or not paid) and the dividends accumulated for the period on cumulative preferred stock (whether or not earned) from income from continuing operations (if that amount appears in the income statement) and also from net income. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued during the period to reflect the potential dilution that could occur from common shares issuable through contingent shares issuance arrangement, stock options or warrants.

Pursuant to ASC Paragraphs 260-10-45-45-21 through 260-10-45-45-23, diluted EPS shall be based on the most advantageous conversion rate or exercise price from the standpoint of the security holder. The dilutive effect of outstanding call options and warrants (and their equivalents) issued by the reporting entity shall be reflected in diluted EPS by application of the treasury stock method unless the provisions of paragraphs 260-10-45-35 through 45-36 and 260-10-55-8 through 55-11 require that another method be applied. Equivalents of options and warrants include non-vested stock granted to employees, stock purchase contracts and partially paid stock subscriptions (see paragraph 260–10–55–23). Anti-dilutive contracts, such as purchased put options and purchased call options, shall be excluded from diluted EPS. Under the treasury stock method: (a) Exercise of options and warrants shall be assumed at the beginning of the period (or at time of issuance, if later), and common shares shall be assumed to be issued. (b) The proceeds from exercise shall be assumed to be used to purchase common stock at the average market price during the period. (See paragraphs 260-10-45-29 and 260-10-55-4 through 55-5.) (c) The incremental shares (the difference between the number of shares assumed issued and the number of shares assumed purchased) shall be included in the denominator of the diluted EPS computation.

Since there was no reported net income for the 2015 and 2014 reporting periods, any potentially outstanding dilutive common shares are not considered for the reporting period ended June 30, 2015 or 2014.

Cash Flows Reporting

The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing or financing activities and provides definitions of each category and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.

Subsequent Events

The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the consolidated financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its consolidated financial statements issued when they are widely distributed to users, such as through filing them on EDGAR.

Derivative Liabilities

The Company reconsidered the requirements of the Financial Accounting Standards Board Accounting Standards Classification 820 (‘FASB ASC 820” or “ASC 820”) and determined that newly issued debt were derivative financial instruments.

Derivative financial instruments are initially measured at their fair value. For derivative financial instruments that are accounted for as liabilities, the derivative instruments are initially recorded at their fair values and are then re-valued at each reporting date, with changes in the fair values reported as charges or credits to income. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period. If reclassification is required, the fair value of the derivative instrument, as of the determination date, is reclassified. Any previous charges or credits to income for changes in the fair value of the derivative instrument are not reversed. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date.

F-12

The Company values its derivative instruments under FASB ASC 820 which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt, the Company will continue its evaluation process of these instruments as derivative financial instruments.

Once determined, derivative liabilities are adjusted to reflect fair value at the end of each reporting period. Any increase or decrease in the fair value from inception is made quarterly and appears in results of operations as an adjustment to fair value of derivatives.

Deferred Financing Costs and Debt Discount

The Company paid debt issue costs and recorded debt discounts in connection with raising funds through the issuance of convertible debt. These costs are amortized over the life of the debt to interest expense.

Original Issue Discount

For certain issued convertible debt, the Company provides the debt holder with an original issue discount. The original issue discount is recorded to debt discount, reducing the face amount of the note and is amortized to interest expense over the life of the debt.

Recently Issued Accounting Pronouncements

In May 2014, the FASB issued the FASB Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”)

This guidance amends the existing FASB Accounting Standards Codification, creating a new Topic 606, Revenue from Contracts with Customer. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

To achieve that core principle, an entity should apply the following steps:

Identify the contract(s) with the customer

Identify the performance obligations in the contract

Determine the transaction price

Allocate the transaction price to the performance obligations in the contract

Recognize revenue when (or as) the entity satisfies a performance obligations

The ASU also provides guidance on disclosures that should be provided to enable financial statement users to understand the nature, amount, timing and uncertainty of revenue recognition and cash flows arising from contracts with customers. Qualitative and quantitative information is required about the following:

Contracts with customers – including revenue and impairments recognized, disaggregation of revenue and information about contract balances and performance obligations (including the transaction price allocated to the remaining performance obligations)

Significant judgments and changes in judgments – determining the timing of satisfaction of performance obligations (over time or at a point in time) and determining the transaction price and amounts allocated to performance obligations

F-13

Assets recognized from the costs to obtain or fulfill a contract.

ASU 2014-09 is effective for periods beginning after December 15, 2016, including interim reporting periods within that reporting period for all public entities. Early application is not permitted.

Management does not believe that any other recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

Note 3 – Going Concern

The consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets and liquidation of liabilities in the normal course of business.

As reflected in the consolidated financial statements, the Company had an accumulated deficit at March 31, 2015 and a net loss for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

The Company is attempting to further implement its business plan and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to further implement its business plan and generate sufficient revenue and in its ability to raise additional funds by way of a public or private offering, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

The consolidated financial statements do not include any adjustments related to the recoverability and classification of reported asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 4- Inventory

Inventory consists of the following at the West Hartford, Connecticut World of Beer location:

Bottled beer	$	46,190
Other alcoholic beverages		11,141
Food items		11,399
Other items		12,319
Total inventory at June 30, 2015	$	81,049

There was no inventory at June 30, 2014.

Note 5 – Real Estate Loans Receivable and Related Promissory Note Payable

Four loans, $1,800,000 in aggregate, were purchased with one loan of $180,000 being collected during the interim period ending December 31, 2013. The remaining three loans of $520,000, $550,000 and $550,000 were issued on April 2, 2013, May 15, 2013 and July 15, 2013, respectively. They all bear interest at 12% per annum and are due one year from the date of issuance. The loans are secured by a first lien.

During the interim period ended December 31, 2013, the Company received payment on and paid down $330,000 of the Loans.

The $550,000 loan was reduced to $400,000 during the year ended June 30, 2014 with a corresponding reduction in the promissory note payable. The balance of $400,000 is being disputed by the property owner, but the Company is fully insured by Title Insurance for this amount.

F-14

On February 10, 2015, the note for $520,000 was fully repaid.

The current balance outstanding is $950,000.

		June 30, 2015		June 30, 2014
Balance Outstanding	$	950,000	$	1,470,000

Note 6- Receivable from Attitude Drinks Incorporated

Attitude Drinks Incorporated is the majority owner of the Company. Occasionally, cash is forwarded to and from the entities, and a receivable/payable balance is established. As of the report date, the Company had a receivable of $131,423 that is due from Attitude Drinks Incorporated.

Note 7- Property Plant and Equipment

Property, plant and equipment relate to the fixtures at the West Hartford, Connecticut World of Beer location which are as follows (in $000):

Property Description		Amount	Depreciable life
Tenant Improvements	$	490	20 years
Bar equipment		236	10 years
Communications Equipment		88	5 years
Capitalized permitting and fees		46	15 years
Other		162	5-7 years
Accumulated Depreciation		(60)
Total	$	962

Note 8- Capitalized Costs

Capitalized costs represent all costs incurred at the West Harford, Connecticut World of Beer location prior to its opening date. Such costs in thousands include:

Property Description		Amount
Pre-opening labor costs	$	67
Franchise fees		45
Training fees		29
Legal fees		23
Start-up costs		20
Other		24
Accumulated Depreciation		(9)
Total	$	199

All costs are amortized over fifteen years.

Note 9 – Deferred Financing Costs

Deferred financing costs represent fees associated with the debt issuances for the merger with Attitude Beer as follows:

Legal fees associated with April 21 2015 merger	$	35,000
Value of Preferred Series A shares associated with financing		40,089
Total costs		75,089
Amortization		(7,200)
Net Deferred costs	$	67,889

All deferred financing costs are being amortized over the length of the financing, being two years

F-15

Note 10- Goodwill

Goodwill represents the increase in the consideration paid over the fair value of the assets being acquired by the Company on the acquisition date as set forth in the Statement of Financial Accounting Standard ASC 350 Intangibles- Goodwill and Other and ASC 850 Subsequent Accounting and Disclosure for Goodwill. In order to fairly value the enterprise, the following assumptions were made for a base case:

The Company would open another three World of Beer franchises, one in October 1, 2015, and the other two would open prior to April 1, 2016;

Operating results would be predicated on 80% of the existing World of Beer location in West Hartford, Connecticut;

Discounted cash flow model through 2022 was used ;

15% discount rate was used.

After the base case was quantified, various scenarios using 20% required rate of returns and 75% of operating results were quantified.

After equal weighting of all these scenarios, it was determined that goodwill was worth $3,997,418 as follows:

Value of enterprise	$	4,841,801
Add: Negative net equity
of company		20,764
Intercompany eliminations		20,665
Less: Incremental debt acquired		(844,285)
Goodwill	$	4,038,945

Note 11- Accrued Expenses- in dispute

Upon the signing of the April 2015 Material Definitive agreement (see Note 1 above), Mr. James Giordano resigned as our Chief Executive Officer. At that time, his shares in the Company were purchased, and all liabilities to him extinguished. Mr. Girodano disputes this and believes he is entitled to his back salary of which $175,000 was accrued. The Company disputes this assertion but has reaccrued the liability. No legal action by either party has been initiated at this time.

F-16

Note 12- Note Payable-investor

Notes payable – investor is as follows:

		June 30, 2015		June 30, 2014
On October 9, 2013, the Company issued a promissory note in consideration for $2,500 received from an investor. The note matured on June 30, 2014 and bears interest at ten percent per annum, compounded monthly. The note is currently in default. The note balance with the accrued interest included is $3,188 at June 30, 2015 and $2,938 at June 30, 2014.	$	3,188	$	2,938
On October 23, 2013, the Company issued a promissory note in consideration for $5,000 received from an investor. The Note matured on June 30, 2014 and bears interest at ten percent per annum, compounded monthly. The note is currently in default. The note balance with the accrued interest included is $6,027 at June 30, 2015 and $5,527 at June 30, 2014.		6,027		5,527
On January 31, 2014, the Company issued a promissory note in consideration for $5,000 received from an investor. The Note matured on January 31, 2015 and bears interest at ten percent per annum, compounded monthly. The note is currently in default. The note balance with the accrued interest included is $5,992 at June 30, 2015 and $5,212 at June 30, 2014.		5,992		5,212
On May 15, 2014, the Company issued a promissory note in consideration for $5,000 received from an investor. The Note matured on November 15, 2014 and bears interest at ten percent per annum, compounded monthly. The note is currently in default. The note balance with the accrued interest included is $5,542 at June 30, 2015 and $5,042 at June 30, 2014.		5,542		5,042
On May 30, 2014, the Company issued a promissory note in consideration for $10,000 received from an investor. The Note matured on December 31, 2014 and bears interest at ten percent per annum, compounded monthly. The note is currently in default. The note balance with the accrued interest included is $11,628 at June 30, 2015 and $10,125 at June 30, 2014.		11,628		10,125
Since inception, the Company had received advances from its former Chairman and Chief Executive Officer, Robert J Sharp, for working capital purposes. Mr. Sharp advanced the Company $36,628. On September 1, 2013, Mr. Sharp assigned his rights to the advances to an investor. On January 2, 2015, the Company and the investor agreed to adjust the note such that the note (a) became immediately convertible; (b) converts into common stock at a 50% discount from the lowest closing bid price for the prior thirty trading days; (c) bears interest at a rate of 10% per year. On March 25, 2015, the investor converted $2,600 worth of debt into 2,000,000 shares. The note balance with accrued interest is $35,775 at June 30, 2015 and $36,628 at June 30, 2014.		35,775		36,628

F-17

On October 1, 2014, the Company issued a promissory note in consideration for $25,000 received from an investor. The Note matures on June 30, 2015 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest is $26,863 at June 30, 2015.	26,863	-
On October 24, 2014, the Company issued a promissory note in consideration for $5,000 received from an investor. The Note matures on July 31, 2015 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest is $5,073 at June 30, 2015.	5,073	-
On March 15, 2015, the Company issued a promissory note in consideration for $2,500 received from an investor. The Note matures on July 31, 2015 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest is $2,573 at June 30, 2015.	2,573	-
On April 21, 2015, the Company issued a promissory note in consideration for $1,619,375 received from an investor. The Note matures on April 20, 2017 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest at June 30, 2015 is $1,650,432.	1,650,432	-
On April 21, 2015, the Company issued a promissory note in consideration for $554,792 received from an investor. The Note matures on April 20, 2017 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest at June 30, 2015 is $565,432.	565,432	-
On April 27, 2015, the Company issued a promissory note in consideration for $13,250 received from an investor. The Note matures on July 31, 2015 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest at June 30, 2015 is $13,482.	13,482	-

F-18

On May 8, 2015, the Company issued a promissory note in consideration for $7,500 received from an investor. The Note matures on July 31, 2015 and bears interest at ten percent per annum. The investor is entitled at his option to convert all or any lesser portion of the amounts due from the Company for additional shares. The conversion price is an amount equal to fifty percent (50%) of the lowest closing bid price in the thirty days prior to the day that the Investor requests conversion. The balance of the note with accrued interest at June 30, 2015 is $7,609.		7,609		-
Total face value of notes plus accrued interest		2,339,616		65,472
Discount on Notes Payable		1,984,395		-
Net debt		355,221		65,472
Less: long term portion		210,522		-
Current portion	$	144,699	$	65,472

Note 13 – Derivative Liabilities:

Fair Value Measurement

Valuation Hierarchy

ASC 820, “Fair Value Measurements and Disclosures,” establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following table provides the liabilities carried at fair value measured on a recurring basis as of June 30, 2015:

			Fair Value Measurements at June 30, 2015
	Total Carrying Value at June 30, 2015		Quoted prices in active markets (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Conversion feature liability	$	4,237,890	$	–	$	–	$	4,237,890

The carrying amounts of cash, accounts receivable, prepaid expenses, accounts payable, and accrued liabilities approximate their fair value due to their short maturities. The Company measures the fair value of financial assets and liabilities based on 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. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.

Level 3 liabilities are valued using unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the derivative liabilities. For fair value measurements categorized within Level 3 of the fair value hierarchy, the Company’s accounting department, who reports to the Principal Financial Officer, determines its valuation policies and procedures. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s accounting department and are approved by the Principal Financial Officer.

Level 3 Valuation Techniques

Level 3 financial liabilities consist of the conversion feature liability for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate. A significant decrease in the volatility or a significant decrease in the Company’s stock price, in isolation, would result in a significantly lower fair value measurement.

F-19

As of June 30, 2015, there were no transfers in or out of level 3 from other levels in the fair value hierarchy.

Note 14 – Commitments and Contingencies

Management Agreement

Effective September 6, 2013 the Company entered into a management agreement (the “Management Agreement”) between the Company and HVW.

The material terms of the Management Agreement include: (i) HVW will provide certain business, financial and advisory services to the Company; (ii) HVW will receive a management fee of two percent (2%) per annum of average gross assets, and (iii) HVW will also receive twenty percent (20%) of the revenues received by the Company derived from the services under the Management Agreement. The management fee has been waived for the year ended June 30, 2015 and June 2014.

Note 15 – Income Tax Provision

Deferred Tax Assets and Valuation Allowance

At June 30, 2015, the Company had net operating loss (“NOL”) carry–forwards for Federal income tax purposes of $1,944,010 that may be offset against future taxable income through 2034. No tax benefit has been reported with respect to these net operating loss carry-forwards in the consolidated financial statements because the Company believes that the realization of the Company’s net deferred tax assets of approximately $680,404 was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are offset by a full valuation allowance.

Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realization. The valuation allowance increased approximately $468,732 and $191,888 for the fiscal year ended June 30, 2015 and 2014, respectively.

Components of deferred tax assets and valuation allowance are as follows:

	June 30, 2015		June 30, 2014
Net deferred tax assets – non-current:
Expected income tax benefit from NOL carry-forwards	$	680,404	$	205,624
Less valuation allowance		(680,404)		(205,624)
Deferred tax assets, net of valuation allowance	$	−	$	−

Income Tax Provision in the Consolidated Statements of Operations

A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows:

	For the Fiscal Year Ended June 30, 2015		For the Fiscal Year Ended June 30, 2014
Federal statutory income tax rate		35.0%		34.0%
Change in valuation allowance on net operating loss carry-forwards		(35.0)%		(34.0)%
Effective income tax rate		0.0%		0.0%

F-20

Note 16 – Stockholders’ Deficit

Shares Authorized

Upon formation, the total number of shares of all classes of stock which the Company is authorized to issue is Seventy Five Million (75,000,000) shares of which One Million (1,000,000) shares shall be Preferred Stock, par value $0.0001 per share, and Seventy Four Million (74,000,000) shares shall be Common Stock, par value $0.0001 per share.

On October 24, 2013 the Company filed a Certificate of Amendment to amend its Articles of Incorporation (the “Actions”) to: (i) change the name of the Company to Harrison Vickers & Waterman Inc.; (ii) increase the number of shares of authorized common stock of the Company from 74,000,000 to 2,000,000,000 shares; and (iii) effectuate a forward stock split of our common stock at a ratio determined by our Board of Directors of 324.5 for 1.

All shares and per share amounts in the consolidated financial statements have been adjusted to give retroactive effect to the Stock Split and the change in authorized stock.

Series A 8% Convertible Preferred Stock

On September 17, 2013 the Company filed the Series A 8% Convertible Preferred Stock Certificate of Designation with the Secretary of State of Nevada (the “Certificate of Designation”) authorizing 100,000 shares of Series A Convertible Preferred Stock and establishing the rights, preferences, privileges and obligations thereof.

As set forth in the Certificate of Designation, the holders of Series A Convertible Preferred Stock are entitled to receive, when and as declared by the Board of Directors out of funds legally available therefore, and the Company is obligated to accrue, quarterly in arrears on March 31, September 30, September 30, and December 31 of each year, cumulative dividends on the Series A Preferred Stock at the rate per share equal to eight percent (8%) per annum on the Stated Value, payable in common stock valued at the closing trade price per share on the last trading day of the calendar quarter. Through the Balance sheet date, the holders of the Series A Preferred Stock have waived all dividends. There is no guarantee they will do so going forward. The Series A Convertible Preferred Stock does not have the right to vote on any matter that may from time to time be submitted to the Company’s shareholders for a vote, either by written consent or by proxy. So long as any shares of Series A Preferred Stock are outstanding, the Company does not have the right to, and cannot cause its subsidiaries not to, without the affirmative vote of the Requisite Holders, (a) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock, (b) alter or amend this Certificate of Designation, (c) amend its certificate of incorporation, bylaws or other charter documents so as to affect adversely any rights of any Holders of the Series A Preferred Stock, (d) increase the authorized or designated number of shares of Series A Preferred Stock, (e) issue any additional shares of Series A Preferred Stock (including the reissuance of any shares of Series A Preferred Stock converted for Common Stock) or (f) enter into any agreement with respect to the foregoing. Each share of Series A Convertible Preferred Stock is convertible into 1,000 shares of Common Stock. For a period of 24 months from the Issuance Date, if the Company issues shares of common stock (or securities, including any derivative securities, containing the right to purchase, exercise or convert into shares of common stock) (the “Dilution Shares”) such that the outstanding number of shares of common stock on a fully diluted basis is greater than 214,000,000 shares (inclusive of conversions of Series A Preferred Stock at the Conversion Ratio immediately above), then the Conversion Ratio for the Series A Preferred Stock then outstanding and unconverted as of the date the Dilution Shares are issued shall be adjusted to equal the Conversion Ratio multiplied by a fraction, the numerator of which shall be the number of shares outstanding on a fully diluted basis after the issuance of the Dilution Shares, and the denominator shall be 214,000,000. The Company cannot effect any conversion of the Series A Preferred Stock, to the extent that, after giving effect to the conversion, such Holder (together with such Holder’s Affiliates, and any Persons acting as a group together with such Holder or any of such Holder’s Affiliates) would beneficially own in excess of 9.9% of the number of shares of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion of Series A Preferred Stock.

Effective September 6, 2013 the Company entered into a Securities Purchase Agreement (the “HVW Agreement”) with HVW Holdings LLC (“HVW”). Pursuant to the Agreement the Company agreed to sell to HVW an aggregate 32,300 shares of its Series A, 8% Convertible Preferred Stock which pursuant to the terms thereof will be convertible into 32,300,000 shares of the Company’s common stock. The consideration under the HVW Agreement was certain services to be rendered by HVW to the Company pursuant to a management agreement (the “Management Agreement”) entered into between the Company and HVW on September 6, 2013. HVW sold these 32,300 shares to another investor on April 21, 2015.

In addition, the Company issued 46,500 shares of its Series A, 8% Convertible Preferred Stock to its former president, Robert Sharp and 16,200 shares to an investor. Robert Sharp sold 36,500 of these shares to two other investors on April 21, 2015

The 95,000 shares issued of the A 8% Convertible Preferred Stock were valued at $425,000 in aggregate, $208,206, $144,500 and $72,474 of which were booked as compensation – officer, management fees and consulting fees, respectively.

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On November 4, 2013, the owners of the Series A Convertible Preferred Stock agreed that the Conversion ratio, as defined in the Certificate of Designation, shall not change in the event of forward-split or reverse-split for a period of nine months from issuance.

On April 21, 2015, we issued 5,000 new shares of the Series A Convertible Preferred Stock to another investor.

Series B Convertible Preferred Stock

On April 21, 2015, the Company issued 51 shares of Series B Convertible Preferred Stock to Attitude Drinks Incorporated. At the time, the Company accounted for approximately $1,000,000 in Additional paid in capital due to its issuance. See Note 10- Goodwill, above for more detail.

Common Stock

The common stock issued was valued at its fair market value of $1,379.

On September 10, 2013, 649,000 shares of the Company’s common stock were returned without consideration. The transaction was recorded at the Company’s par value.

Equity Incentive Plan

On October 24, 2013, the Company created the 2013 Equity Incentive Plan (the “2013 Plan.”) The aggregate number of shares of Common stock that may be issued under the Plan shall not exceed five million (5,000,000) shares.

No shares have been issued as of June 30, 2015, and all of the 5,000,000 shares are available for issuance under the 2013 Plan.

Note 17 – Concentrations and Credit Risk

Customers Concentrations

The Company’s net revenues come from restaurant and bar operations, and it has been determined that there is no concentration of revenues from any one customer.

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Note 18- Segment Reporting

The Company operates in two segments which are consistent with its internal organization. The major segments are restaurants/taverns and commercial lending.

Revenues, expenses and assets not explicitly attributed to a segment are deemed to be unallocated.

See below for a summary:

Harrison Vickers and Waterman, Inc.
Segment Reporting
June 30, 2015
		Restaurants/ Tavern		Commercial Lending		Corporate overhead		Total
Net Revenues	$	669,172	$	-	$	-	$	669,172
Cost of Goods sold		(185,602)		-		-		(185,602)
Gross Margin		483,570		-		-		483,570
Operating Expenses		461,124		127,384		-		588,508
Other Income (Expense)		(253,038)		(39,948)		(2,015,190)		(2,308,176)
Net Income (loss) before minority interest		(230,592)		(167,332)		(2,015,190)		(2,413,114)
Minority interest		(34,827)		-		1,103,991		1,069,164
Net Income		(265,419)		(167,332)		(911,199)		(1,343,950)
Total Current assets		482,752		950,000		-		1,432,752
Total Assets		1,676,934		950,000		4,073,945		6,700,879
Total Liabilities	$	1,705,268	$	1,254,180	$	4,009,615	$	6,969,063

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Harrison Vickers and Waterman, Inc.
Segment Reporting
June 30, 2014
		Restaurants/ Tavern		Commercial Lending		Corporate overhead		Total
Net Revenues	$	-	$	-	$	-	$	-
Cost of Goods sold		-		-		-		-
Gross Margin		-		-		-		-
Operating Expenses		-		562,101		-		562,101
Other Income (Expense)		-		(2,276)		-		(2,276)
Net Income (loss) before minority interest		-		(564,377)		-		(564,377)
Minority interest		-		-		-		-
Net Income		-		(564,377)		-		(564,377)
Total Current assets		-		1,470,361		-		1,470,361
Total Assets		-		1,470,361		-		1,470,361
Total Liabilities	$	-	$	1,644,909	$	-	$	1,644,909

Note 19 – Subsequent Events

The Company has evaluated all events that occurred after the balance sheet date through the date when the consolidated financial statements were issued to determine if they must be reported. Here is the subsequent event:

On July 29, 2015, we issued a convertible note payable for $80,000 with a two year maturity at an interest rate of ten percent per annum. We also issued a warrant to purchase up to 64,000 shares of our common stock at a price of $.0025 with an expiration date of June 29, 2022.

On August 18, 2015, we filed a DEF 14C report whereas the Company obtained the approval by written consent of one shareholders that has 85.4% of the voting power of the Company as well as the Board of Directors to amend the Company’s Articles of Incorporation to (1) increase the Company’s authorized shares of common stock from 2,000,000,000 to 7,500,000,000, (2) change the name of the Company to Attitude Beer, Inc. and (3) to adopt the 2015 Stock Incentive Plan. Effective date will be September 8, 2015.

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Filing Compare · HARRISON VICKERS & WATERMAN INC