Forward-Looking Statements This Report contains statements that we believe are, or may be considered to be, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Report regarding the prospects of our industry or our prospects, plans, financial position or business strategy, may constitute forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking words such as "may," "will," "expect," "intend," "estimate," "foresee," "project," "anticipate," "believe," "plans," "forecasts," "continue" or "could" or the negatives of these terms or variations of them or similar terms. Furthermore, such forward-looking statements may be included in various filings that we make with the SEC or press releases or oral statements made by or with the approval of one of our authorized executive officers. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements contained herein, which reflect management's opinions only as of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements. You are advised, however, to consult any additional disclosures we make in our reports to the SEC . All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this Report. General History Pan Global, Corp. ("Pan Global" or the "Company") was originally incorporated in the state of Nevada on April 30, 2010 as Savvy Business Support, Inc. ("Savvy"). During the fiscal year ended September 30, 2013 and the subsequent period, the following corporate events have occurred: ? On February 12, 2013 , Bharat Vasandani was appointed as the Chairman of the Board of the Directors of the Company and as the Company's President, Chief Executive Officer, Secretary and Treasurer. Mr. Vasandani is the sole officer and director of the Company. ? On April 19, 2013 , Savvy amended its Articles of Incorporation to increase its authorized Common Stock, par value $0.0001 per share, from 100,000,000 shares to 550,000,000 shares, and authorized "blank check" Preferred Stock, par value $0.0001 per share, from 10,000,000 shares to 25,000,000 shares, effective immediately. ? On April 25, 2013 , Savvy entered into a Stock Exchange Agreement (the "Exchange Agreement") with Pan Asia Infratech Corp. a Nevada corporation ("Pan Asia "). Pan Asia was incorporated in Nevada on July 13, 2012 . ? On April 26, 2013 , the Exchange Agreement was consummated and the stockholders of Pan Asia transferred to Savvy 100% of the outstanding capital stock of Pan Asia (consisting of 15,000 shares of Common Stock, no par value) in exchange for, on a pro rata basis, an aggregate of 90,000,000 shares of Savvy's Common Stock (the "Share Exchange"). As a result of the Share Exchange, Pan Asia became a wholly-owned subsidiary of Savvy and the business of Pan Asia has become the business of the Company. ? On April 26, 2013 , Savvy amended its Articles of Incorporation with the Secretary of State of Nevada thereby changing its name from Savvy Business Support, Inc. to Pan Global, Corp. ? On May 2, 2013 , the OTCQB symbol for the Company's Common Stock was changed from SVYB to PGLO. ? On June 11, 2013 , two individuals officially joined the Company, bringing our team to consist of three highly experienced individuals. These individuals had already been working informally with our CEO since Pan Asia's inception in July 2012 . ? On October 11, 2013 , the Company, through Pan Asia, entered into a lease agreement with an unaffiliated third party pursuant to which Pan Asia has agreed to lease a certain five-acre parcel of land located at Village MahalKhurd, District SBS Nagar, Punjab, India for an initial term of ten years, commencing on October 15, 2013 until October 14, 2023 , for the sole permitted purpose of building and operating a greenhouse growing facility. 24 ? On October 28, 2013 , the Company, through Pan Asia, entered into a Stock Purchase Agreement (the "Purchase Agreement") with Regency Yamuna Energy Limited , a privately held corporation formed in India under the Companies Act of 1956, as amended ("RYEL"), Mr. Arun Sharma , a Director and majority stockholder of RYEL ("Sharma"), and the remaining stockholders of RYEL (the "Selling Stockholders") pursuant to which the Company has agreed to purchase 100% of the equity and debt (if not previously converted) of RYEL in a staggered acquisition. RYEL is currently commissioning the construction of a 5.7 MW small-hydro project in northern India (the "Project"). The Project is estimated to be 95% complete and commercial operation is expected to commence during the fourth quarter of 2013. ? On October 28, 2013 , the Company consummated the Initial Financing under the Purchase Agreement (the "Initial Financing") and Pan Asia purchased a debenture from RYEL in the aggregate principal amount of Rs. 4.2 million (4,200,000) (approximately $68,852 USD based on the Effective Rate), bearing interest at the rate of 15% per year, maturing on the October 18, 2014 and convertible into Shares of RYEL at the rate of Rs. 14.50 per Share (the "Debenture"). ? On November 4, 2013 , the Company entered into a Loan Agreement (the "Loan Agreement") with Anatom pursuant to which Anatom has agreed to purchase, from time to time as requested by the Company, one or more promissory notes of the Company, bearing interest at the rate of 8% per year and maturing on the first year anniversary date of the date of issuance (the "Promissory Notes"). The maximum amount that the Company may borrow under the Loan Agreement is $1 million (the "Maximum Amount") and amounts borrowed under the Loan Agreement and repaid or prepaid may not be re-borrowed. ? On December 2, 2013 , the Company consummated the First Tranche of the First Closing (the "First Tranche Closing") under that certain Purchase Agreement. At the First Tranche Closing, the Company purchased an aggregate of 331,034 Shares of RYEL from RYEL in consideration for Rs. 4,799,993 (equivalent to approximately $77,022 USD based on the exchange rate on December 2, 2013 . At the First Tranche Closing, the Company also converted the outstanding Rs. 4,200,000 principal amount (approximately $68,852 USD at the date of purchase) under the Debenture purchased by the Company on October 28, 2013 from RYEL into an aggregate of 289,656 Common Shares of RYEL (the "Conversion"). As a result of the First Tranche Closing, the Company acquired an aggregate of 620,690 Common Shares of RYEL, representing approximately 3.36% of the outstanding Common Shares of RYEL. ? On December 24, 2013 , the Company consummated the Second Tranche of the First Closing (the "Second Tranche Closing"). At the Second Tranche Closing, the Company purchased an aggregate of 620,690 RYEL Common Shares from RYEL in consideration for Rs. 9,000,000 (equivalent to approximately $145,575 USD based on the exchange rate of 1 INR = $0.016175 USD on the closing date of the Second Tranche Closing). As a result of the previously reported First Tranche Closing on December 2, 2013 and the Second Tranche Closing on December 24, 2013 , the Company has purchased and currently owns an aggregate of 1,241,380 Common Shells of RYEL, representing approximately 6.51% of the outstanding Common Shares of RYEL, in consideration for an aggregate purchase price of Rs. 18,000,010 (approximately $291,450 based on the applicable exchange rate on the respective closing dates). Plan of Operations During the next year, the Company intends to continue executing its projects under development, including the acquisition of RYEL according to the terms established under the Purchase Agreement and to complete a business plan for a hydroponic greenhouse vegetable growing operation and to build such a greenhouse facility. In addition, the Company plans to further develop its business plans for certain other of its lines of business. During our first and second quarters, we plan to complete additional tranches of investment into RYEL, with the timing to be determined according to certain milestones set out in the Purchase Agreement. These milestones are based on such items as completion of US GAAP financial statements by RYEL, completion of an audit of RYEL under US GAAP, and RYEL achieving COD (Commercial Operation Date), amongst other milestones. If any of these milestones are delayed, our acquisition may be completed over a longer period of time, stretching into the second half of the fiscal year. In addition, during the first and second quarters of our 2014 fiscal year, we plan to complete legal, financial and technical due diligence on another small hydro project, subject to the conclusions of which we plan to proceed to execute a definitive purchase agreement for the acquisition of such project. In addition, we intend to continue to build our pipeline of small hydro projects by undertaking preliminary due diligence on additional potential acquisition opportunities during the next several quarters. During the first half of our fiscal year ending September 30, 2014 , we also plan to prepare a draft business plan for our hydroponic greenhouse vegetable growing operations and to finalize such plan, at which point we intend to proceed with commissioning engineering designs for a greenhouse facility on leased land. We intend to have a greenhouse facility in operation during the next fiscal year, which will also require us to establish sales and marketing relationships with certain key buyers we intend to pursue, such as large chain food retail stores and high end hotels; we intend to begin formalizing these relationships upon the finalization of our hydroponic greenhouse business plan. Finally, by the second quarter of our fiscal year we hope to have added a senior manager to our management team who will be responsible for developing and operating our hydroponic greenhouse business. 25 During the next two quarters we also intend to review, on a preliminary basis, certain geothermal power generation and real estate infrastructure opportunities. If these opportunities appear promising, we intend to prepare business plans for these potential projects during the second half of our fiscal year and to begin to undertake the initial development activities that are entailed in the development of such projects, such as but not limited to, technical analysis, engineering studies, site identification and acquisition. Subject to positive outcomes of our preliminary reviews, we intend to endeavor to continue to build our team to add personnel who can assist us with developing and operating these projects. Such personnel would likely be added upon the completion of business plans and the execution of necessary agreements to cover the scope of work on such projects. Going Concern The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, Pan Global had a negative current ratio and Company has incurred an accumulated deficit of $230,159 for the period from April 30, 2010 (inception) to September 30, 2013 . These conditions raise substantial doubt about the Company's ability to continue as a going concern. The following table provides selected financial data about our company for the period from the date of inception through September 30, 2013 . For detailed financial information, see the financial statements included in this Report. Balance Sheet Data: Cash $ 7,186 Total assets $ 8,072 Total liabilities $ 446,880 Total stockholders' deficit $ 438,808 If we experience a shortfall in operating capital, we would borrow funds from our executive officer, majority shareholder or an unaffiliated third party to fund operations. However, they are not obligated to fund the Company. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of its planned business. These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might arise from this uncertainty. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. Results of Operations As of September 30, 2013 , our total assets were $8,072 and consisted of $7,186 in cash on hand and $886 in prepaid expenses. As of September 30, 2012 , our total assets consisted solely cash on hand which was $450 . As of September 30, 2013 , our total current liabilities were $446,880 and consisted of $51,628 in accounts payable, $4,252 in amounts due to a related party, $348,000 in notes payable, $25,000 in notes payable - related party, and $18,000 in dividends payable. As of September 30, 2012 , our total current liabilities were $35,473 and consisted of $9,790 in accounts payable and $25,683 in amounts due to a related party. The accounts payable primarily consist of audit fees as the Company due to the Company's SEC reporting requirements under the Exchange Act. Our total stockholders' deficit was $438,808 at September 30, 2013 , compared to $35,023 at September 30, 2012 . 26 Fiscal Year Ended September 30, 2013 Compared to Fiscal Year Ended September 30, 2012 . Revenues. Our revenues were $15,000 for the fiscal year ended September 30, 2013 , compared to $0 for the fiscal year ended September 30, 2012 . This increase was due to the change in the Company's operations as a result of the share exchange on April 26, 2013 (the "Share Exchange") between the Company (then known as Savvy Business Support, Inc. ) and the stockholders of Pan Asia Infratech Corp. , a Nevada corporation formed on July 13, 2012 . Prior to the Share Exchange, Savvy Business Support, Inc. had no operations. Operating expenses. Our total operating expenses for the year ended September 30, 2013 were $129,183 compared to $18,717 for the fiscal year ended September 30, 2012 . The increase was primarily due to the Share Exchange on April 26, 2013 and consisted of professional fees. Interest Expense. During the fiscal year ended September 30, 2013 , we incurred $70,003 in interest expense, compared to $0 for the fiscal year ended September 30, 2012 . The interest expense for the fiscal year ended September 30, 2013 included $50,000 of discount accretion on convertible notes payable. Net Loss. We had a net loss of $184,186 for the fiscal year ended September 30, 2013 , compared to $18,717 for the fiscal year ended September 30, 2013 . Net loss was comprised of general and administrative expenses which consisted of legal and professional fees and interest expense. The increase was primarily due to the Share Exchange on April 26, 2013 . Liquidity and Capital Resources As of September 30, 2013 , we had $7,186 in cash on hand and an accumulated deficit of $230,159 . In their report for the fiscal year ended September 30, 2013 , our auditors expressed that there is substantial doubt as to our ability to continue as a going concern. From inception to the date of her resignation on February 12, 2013 , our operations were funded by Virginia K. Sourlis , our former sole officer and director, pursuant to a verbal, non-binding agreement. As of September 30, 2013 , the Company owed a total of $10,000 to Ms. Sourlis. Until the Company can achieve revenues sufficient to sustain its operational and regulatory requirements, of which there can be no assurances, the Company intends to borrow funds from our executive officer, majority stockholder or unaffiliated third parties, although we currently do not have any written agreements with any of them which would obligate them to do so. To date, we have funded our Company by issuing promissory notes from time to time and on as-needed basis, most of which bear interest at a rate of 8% per annum, are fully-payable on first anniversary of the issuance date and may be pre-paid without consent or penalty. The notes are non-convertible unsecured and non-recourse. Also, on April 12, 2013 , the Company issued a promissory note to Brookstone Partners, LLC , an affiliate of the Company ("Brookstone") for the principal amount of $5,000 bearing interest at the rate of 0% per annum and maturing on May 12, 2013 . On April 23, 2013 , Brookstone converted the promissory note into 50,000,000 shares of Common Stock of the Company. On April 23, 2013 , the Company issued a promissory note to Brookstone for the principal amount of $45,000 bearing interest at the rate of 0% per annum and maturing on May 23, 2013 . On April 23, 2013 , Brookstone converted the promissory note into 450,000,000 shares of Common Stock of the Company. As explained below, from November 8, 2012 to April 30, 2013 , the Company purchased an aggregate of 4.9 million (4,900,000) shares of Company's Common Stock held by Virginia K. Sourlis , the Company's former sole executive officer and director and a principal stockholder of the Company, for a total of $305,092 . ? On November 8, 2012 , the Company issued a five-month promissory note to Anatom Associates, S.A, an unrelated party ("Anatom"), for the principal amount of $193,000 bearing interest at the rate of 8% per annum. The Company used the proceeds of this note to redeem an aggregate of 2,700,000 shares of the Company's Common Stock held by Ms. Sourlis for $189,000 on November 9, 2012 . ? On February 12, 2013 , the Company issued a promissory note to Anatom for the principal amount of $50,000 bearing interest at the rate of 8% per annum and maturing on the one year anniversary of the date of issuance. The Company used the proceeds of this note to redeem an aggregate of 825,000 shares of the Company's Common Stock held by Ms. Sourlis for $50,000 on February 12, 2013 . 27 ? On February 22, 2013 , the Company issued a promissory note to Anatom for the principal amount of $25,000 bearing interest at the rate of 8% per annum and maturing on the one year anniversary of the date of issuance. The Company used the proceeds of this note to redeem an aggregate of 275,000 shares of the Company's Common Stock held by Ms. Sourlis for $25,000 on February 22, 2013 . ? On April 30, 2013 , the Company issued a promissory note to Anatom for the principal amount of $50,000 bearing interest at the rate of 8% per annum and maturing on the one year anniversary of the date of issuance. The Company used the proceeds of this promissory note to redeem an aggregate of 1,100,000 shares of Common Stock of the Company held by Ms. Sourlis for $41,092 on April 30 , 2013. On November 4, 2013 , the Company entered into a Loan Agreement (the "Loan Agreement") with Anatom pursuant to which Anatom has agreed to purchase, from time to time as requested by the Company, one or more promissory notes of the Company, bearing interest at the rate of 8% per year and maturing on the first year anniversary date of the date of issuance (the "Promissory Notes"). The maximum amount that the Company may borrow under the Loan Agreement is $1 million (the "Maximum Amount") and amounts borrowed under the Loan Agreement and repaid or prepaid may not be re-borrowed. As of the date of the Loan Agreement, the Company has borrowed an aggregate of $118,500 of the Maximum Amount. The Company has also previously borrowed an aggregate of $353,500 from Anatom pursuant to a series of one-year Promissory Notes, as amended, bearing interest at the rate of 8% per annum, each of which is currently outstanding and not included in the Maximum Amount. The Promissory Notes are non-convertible. Pursuant to the terms and conditions of the Loan Agreement, the Company used a portion of the borrowed funds under the Loan Agreement to consummate the First Closing under the Company's definitive Purchase Agreement, dated October 28, 2013 , between Pan Asia, RYEL, Sharma and the Selling Stockholders. The remaining borrowed funds under the Loan Agreement shall be used for general corporate purposes of the Company. We believe that the Loan Agreement will be sufficient to meet our liquidity needs for the next 12 months. However, if the Loan Agreement was not available or was in default, we would need additional cash resources in the future if we pursue opportunities for investment, acquisition, strategic cooperation or other similar actions. To satisfy future cash requirements, we would expect to seek funding through the issuance of debt or equity securities and the obtaining of a credit facility. Any future issuance of equity securities could cause dilution for our shareholders. Any incurrence of indebtedness will increase our debt service obligations and may cause us to be subject to restrictive operating and financial covenants. It is possible that financing may be available to us in amounts or on terms that are not favorable to the Company or not available at all. Off-Balance Sheet Operations The Company does not have any off-balance sheet transactions. CRITICAL ACCOUNTING POLICIES The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (US GAAP) for financial information and in accordance with the Securities and Exchange Commission's Regulation S-X. They reflect all adjustments which are, in the opinion of the Company's management, necessary for a fair presentation of the financial position and operating results as of and for the period April 30, 2010 (date of inception) to September 30, 2013 . Use of Estimates The preparation of consolidated financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company's estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. 28 Cash and Cash Equivalents The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. Basic and Diluted Earnings (Loss) Per Share ("EPS") Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method for options and warrants and the if-converted method for convertible preferred stock. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. Foreign Currency Translation The Company's functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company had no foreign currency transactions and has not entered into derivative instruments to offset the impact of foreign currency fluctuations. Income Taxes The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. Revenue Recognition The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
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