FORM 10-Q

FEBRUARY 28, 2017

TABLE OF CONTENTSINDEX

PART I—FINANCIAL INFORMATION
			Page No.
Item 1.PART I – FINANCIAL INFORMATION		Financial Statements			3
Item 1.	Financial Statements			4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations			21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk			26
Item 4.	Controls and Procedures			26
Item 2.PART II – OTHER INFORMATION		Management's Discussion and Analysis of Financial Condition and Results of Operations
		11
Item 3.1.	Quantitative and Qualitative Disclosures About Market RiskLegal Proceedings				12
				28
Item 4.1A.	Controls and ProceduresRisk Factors				12
				28
PART II—OTHER INFORMATIONItem 2.	Unregistered Sales of Equity Securities and Use of Proceeds
				28
Item 1.3.	Legal ProceedingsDefaults Upon Senior Securities				13
				28
Item 1A.4.	Risk FactorsMine Safety Disclosures				13
				28
Item 2.5.	Unregistered Sales of Securities and Use of ProceedsOther Information				13
				28
Item 3.6.	Defaults Upon Senior SecuritiesExhibits			29	13
Item 4.SIGNATURES		Mine Safety Disclosures		30	13
Item 5.	Other Information			13
Item 6.	Exhibits			14

PART I—I – FINANCIAL INFORMATION

TABLE OF CONTENTS

Index to Financial Statements		Page
Condensed Consolidated Balance Sheets as of February 28, 2017 (unaudited) and August 31, 2016 (audited)			4
Condensed Consolidated Statements of Operations for the three and six months ended February 28, 2017 and February 29, 2016 (unaudited)			5
Condensed Consolidated Statements of Cash Flows for the six months ended February 28, 2017 and February 29, 2016 (unaudited)			6
Notes to Condensed Consolidated Financial Statements			8

3

Item 1. Financial Statements.

FWF HOLDINGS INC.

FINANCIAL STATEMENTS

(Unaudited)

January 31, 2016

BALANCE SHEETS			4
STATEMENTS OF OPERATIONS			5
STATEMENTS OF CASH FLOWS			6
NOTES TO FINANCIAL STATEMENTS			7

FWF HOLDINGS, INC.

DOCASA, INC.
and Subsidiaries
Consolidated Condensed Balance Sheets
		February 28,				August 31,
		2017				2016
		(unaudited)
ASSETS
Current assets:
Cash		$	201,684			$	91,137
Accounts receivable, net (includes $0 and $288,389 to related parties for February 28, 2017 and August 31, 2016, respectively)			664,337				368,807
Other receivables			-				113,994
Prepaid expenses			104,634				190,249
Inventory			58,613				40,323
Total current assets			1,029,268				804,510
Fixed assets, net			1,018,269				674,627
Intangible assets, net			5,229				9,065
Other receivables			37,276				39,540
Investments			1,243				1,318
Deposits			84,067				57,311
Total assets		$	2,175,352			$	1,586,371
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable		$	39,945			$	18,368
Accounts payable			737,648				610,101
Accrued expenses			69,132				95,226
Accounts payable to related parties			14,326				-
Taxes payable			78,931				73,091
Deferred revenue			20,697				6,557
Total current liabilities			960,679				803,343
Non-current liabilities:
Notes payable (includes $0 and $39,540 to related parties for February 28, 2017 and August 31, 2016, respectively)			410,879				209,797
Other long-term liabilities			28,554				23,168
Total long-term liabilities			439,433				232,965
Total liabilities			1,400,112				1,036,308
Shareholders' equity:
Common stock, $0.001 par value, 250,000,000 shares authorized, 147,100,000 shares issued, issuable, and outstanding at February 28, 2017 and 0 at August 31, 2016, respectively			147,100				-
Additional paid-in capital			514,969				-
Class A ordinary shares (25,000,000 shares authorized, £1 par value, 0 and 243,800 shares issued and outstanding as of February 28, 2017 and August 31, 2016, respectively)			-				389,730
Class B ordinary shares (10,000,000 shares authorized, £1 par value, 0 and 0 shares issued and outstanding as of February 28, 2017 and August 31, 2016, respectively)			-				-
Preference shares (25,000,000 shares authorized, £1 par value, 1,227,326 and 870,826 shares issued and outstanding as of February 28, 2017 and August 31, 2016, respectively)			1,612,328				1,154,127
Share premium			-				193,540
Accumulated other comprehensive income			129,777				153,187
Minority interest			456				81
Accumulated deficit			(1,629,390	)			(1,340,602	)
Total shareholders' equity			775,240				550,063
Total liabilities and shareholders' equity		$	2,175,352			$	1,586,371

BALANCE SHEETS

		January 31, 2016				July 31, 2015
		(Unaudited)
ASSETS
CURRENT ASSETS
Cash		$	49			$	454
Accounts receivable			-				-
Inventory			1,631				2,410
TOTAL CURRENT ASSETS		$	1,680			$	2,864
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable		$	1,057			$	373
Due to related party (Note 5)			32,547				12,326
TOTAL CURRENT LIABILITIES			33,604				12,699
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock (Note 4)
Authorized 250,000,000 shares of common stock, $0.001 par value,
Issued and outstanding 151,800,000 shares of common stock (July 31, 2015 – 151,800,000)			151,800				151,800
Additional paid in capital			(132,210	)			(132,210	)
Accumulated deficit			(51,514	)			(29,425	)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)			(31,924	)			(9,835	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)		$	1,680			$	2,864

TheSee accompanying notes are an integral part of theseto unaudited consolidated condensed financial statements.

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Table of Contents

FWF HOLDINGS, INC.

STATEMENT OF OPERATIONS

(Unaudited)

		Three Months Ended January 31,								Six Months Ended January 31,
		2016				2015				2016				2015
REVENUES
Revenue		$	1,562			$	-			$	1,562			$	-
Cost of goods			(628	)			-				(628	)			-
GROSS PROFIT			934				-				934				-
EXPENSES
Office and general			2,592				481				13,623				1,149
Professional fees			3,500				4,500				9,400				10,500
TOTAL EXPENSES			6,092				(4,981	)			(23,023	)			(11,649	)
NET OPERATING LOSS			(5,158	)			(4,981	)			(22,089	)			(11,649	)
OTHER INCOME
Other income			-				-				-				-
TOTAL OTHER INCOME			-				-				-				-
NET LOSS		$	(5,158	)		$	(4,981	)		$	(22,089	)		$	(11,649	)

BASIC LOSS PER COMMON SHARE		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING-BASIC			151,800,000				1,150,000,000				151,800,000				1,150,000,000

DOCASA, INC.
and Subsidiaries
Consolidated Condensed Statements of Operations
For the Six Months Ended February 28,
(unaudited)
		For the three months ended								For the six months ended
		February 28,				February 29,				February 28,				February 29,
		2017				2016				2017				2016
Revenue, net		$	920,847			$	930,743			$	1,837,472			$	1,982,320
Operating expenses
Direct costs of revenue			715,781				586,559				1,289,023				1,238,768
Professional fees			52,314				23,718				107,934				49,392
Rent			99,120				107,712				193,363				218,681
Depreciation and amortization			42,784				35,369				75,287				71,923
Property taxes			-				50,337				47,005				103,072
Other general and administrative expenses			220,112				111,521				359,642				243,202
Operating income (loss)			(209,264	)			15,527				(234,782	)			57,282
Other income (expense)
Interest expense			(4,617	)			(1,100	)			(7,065	)			(3,019	)
Impairment expense			-				-				(46,566	)			-
Income (loss) before tax and minority interest			(213,881	)			14,427				(288,413	)			54,263
Minority interest income (loss)			(401	)			(28	)			(375	)			(109	)
Net income (loss)			(214,282	)			14,399			$	(288,788	)		$	54,154
Foreign currency translation loss			(15,853	)			5,020				(23,410	)			(27,276	)
Total comprehensive income (loss)		$	(230,135	)		$	19,419			$	(312,198	)		$	26,878
Net income (loss) per share - basic and diluted		$	(0.00	)		$	0.00			$	(0.00	)		$	0.00
Weighted average number of shares outstanding - basic and diluted			146,800,000				151,800,000				146,800,000				151,800,000

TheSee accompanying notes are an integral part of theseto unaudited consolidated condensed financial statements.

5

FWF HOLDINGS, INC.

STATEMENT OF CASH FLOWS

(Unaudited)

		Six months ended January 31, 2016				Six months ended January 31, 2015
OPERATING ACTIVITIES
Net loss for the period		$	(22,089	)		$	(11,649	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities:
Inventory			779				-
Increase (decrease) in Accounts payables and accrued liabilities			684				1,936
NET CASH USED IN OPERATING ACTIVITIES			(20,626	)			(9,713	)
CASH FLOW FROM INVESTING ACTIVITIES			-				-
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds on sale of common stock			-				-
Payment of purchase of common stock			-				-
Proceeds from related parties			20,221				45
NET CASH PROVIDED BY FINANCING ACTIVITIES			20,221				45
NET INCREASE (DECREASE) IN CASH			(405	)			(9,668	)
CASH, BEGINNING			454				9,990
CASH, ENDING		$	49			$	322
SUPPLEMENTAL CASH FLOW INFORMATION AND NONCASH FINANCING ACTIVITIES;

Cash paid during the period for:
Interest		$	-			$	-
Income taxes		$	-			$	-	Table of Contents

The

DOCASA, INC.
and Subsidiaries
Consolidated Condensed Statements of Cash Flows
(unaudited)
		For the Six Months Ended
		February 28,				February 29,
		2017				2016
Cash flows from operating activities:
Net income (loss)		$	(288,788	)		$	54,154
Adjustments to reconcile net income (loss) to net cash used in operations:
Depreciation and amortization expense			75,287				71,923
Other comprehensive income			(23,410	)			(27,276	)
Impairment expense			46,566				-
Minority interest gain (loss)			375				109
Changes in operating assets and liabilities:
Accounts receivable			(395,899	)			(111,952	)
Other receivables			(64,577	)			(35,034	)
Prepaid expenses			85,615				(26,011	)
Inventory			(18,290	)			7,044
Other non-current receivables			2,264				(1,392	)
Deposits			(26,756	)			-
Accounts payable			406,488				(54,193	)
Accounts payable to related parties			14,326				79,634
Accrued expenses			(26,094	)			136,042
Taxes payable			5,840				40,815
Deferred revenue			14,140				(2,252	)
Other non-current liabilities			5,386				(67,491	)
Net cash provided by (used in) operating activities			(187,527	)			64,120
Cash flows used in investing activities
Fixed assets and intangible assets acquired			(382,786	)			(52,543	)
Net cash used in investing activities			(382,786	)			(52,543	)
Cash flows from (used in) financing activities:
Proceeds from notes payable			432,456				-
Payments on notes payable			(209,797	)			-
Payments on notes payable to related parties			-				(100	)
Contributions of capital			458,201				-
Net cash provided by (used in) financing activities			680,860				(100	)
Net increase in cash			110,547				11,477
Cash at beginning of period			91,137				81,255
Cash at end of period		$	201,684			$	92,732
Supplemental disclosure of cash flow information:
Cash paid for interest		$	7,065			$	5,710
Cash paid for taxes		$	606			$	-

See accompanying notes are an integral part of theseto unaudited consolidated condensed financial statements.

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Table of Contents

DOCASA, INC.
and Subsidiaries
Consolidated Condensed Statements of Cash Flows
(unaudited)
		For the Six Months Ended
		February 28,				February 29,
		2017				2016
Non-cash investing and financing activities:
Issuance of note payable for treasury stock		$	320,000			$	-
Assets and liabilities assumed, net		$	46,359			$	-
Treasury stock acquired		$	(115,000	)		$	-
Issuable common stock for contribution		$	300			$	-
Issuance of preference shares for debt and services		$	386,116			$	811,749
Payment of debt by third party		$	(320,000	)		$	-

See accompanying notes to unaudited consolidated condensed financial statements.

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

NOTE 1 – NATURE OF OPERATIONSBUSINESS AND BASIS OF PRESENTATION

FWF HOLDINGS, INC.Organization

DOCASA, Inc. (the “Company,” “we,” “us,” “our,” or “DOCASA”) was incorporated in the State of Nevada as a for-profit Company on July 22, 2014, and established a fiscal year endunder the name of July 31.FWF Holdings, Inc. The Company is organized and has entered intochanged its name on August 4, 2016. The Company was originally engaged in the business of commercial production and distribution of the hot sauce business.

Going concern

To date the Company has generated no revenues from its business operations and has incurred operating losses since inception of $51,514. As at January 31,sauce. On August 4, 2016, the Company has working capital deficit of $33,555. Thechanged its year end from July 31 to August 31.

On July 8, 2016, the Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. The abilityexperienced a change in control. Atlantik LP (“Atlantik”), a related party, acquired a majority of the Company to continue as a going concern is dependent on raising capital to fund its initial business planissued and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company's ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. As of August 31, 2015, the Company has issued 1,150,000,000 founders shares at $0.000008695 per share for net proceeds of $10,000 to the Company; and the founder shareholder returned 1,035,000,000 restricted shares at $0.0000000009 for a cost of $10 to the Company; and issued by way of private placements to 32 individuals 36,800,000 common shares at $0.000261 per share for net proceeds of $9,600 to the Company. On March 26, 2015, the directors of the Company approved a special resolution to undertake a forward split of theoutstanding common stock of the Company on a basis of 115 new common shares for 1 old common share. These financial statements do not include any adjustments relatingin accordance with stock purchase agreements by and between Atlantik and Nami Shams (“Seller”). On the closing date, July 8, 2016, pursuant to the recoverabilityterms of the Stock Purchase Agreement, Atlantik purchased from the Seller 115,000,000 shares of the Company’s outstanding restricted common stock for $200,000, representing 75.8% of the total issued and classification of recorded asset amounts, or amountsoutstanding at that time. See Notes 2, 9, 10 and classification of liabilities that might result from this uncertainty.11.

All referencesThe Company determined that it would expand its products in thesethe food industry. On September 1, 2016, the Company acquired 99.8% of the voting stock of Department of Coffee and Social Affairs Limited (“DEPT-UK”), a United Kingdom corporation. DEPT-UK was incorporated on August 12, 2009. The acquisition of 99.8% of the voting stock of DEPT-UK from Stefan Allesch-Taylor (“Allesch-Taylor”) was pursuant to a stock exchange (the “Share Exchange”), which obligated the Company to issue Allesch-Taylor 170,000,000 shares of restricted common stock—110,000,000 shares initially and 60,000,000 additional shares at a date to be determined by the Company’s Board of Directors, but no later than August 31, 2017. See Notes 2, 10 and 11.

Also on September 1, 2016, the Company acquired 115,000,000 shares of the Company’s common stock from Atlantik in exchange for issuing Atlantik a promissory note for $320,000, which shares were cancelled (the “Stock Cancellation”). As a result of the Stock Cancellation and the initial 110,000,000 share issuance to Allesch-Taylor, Allesch-Taylor, the Chairman of the Company, became the holder of the majority of the issued and outstanding stock of the Company, holding 74.9% of the outstanding common stock of the Company. See Note 9.

DEPT-UK formed a wholly-owned subsidiary, Department of Coffee and Internal Affairs Limited (“DCIA”), on September 11, 2014, as filed with the Registrar of Companies for England and Wales. As of February 28, 2017, DCIA has had no operations or activity.

DEPT-UK formed a wholly-owned subsidiary, The Department of Coffee and Social Affairs Limited, on November 9, 2014, as filed with the Registrar of Companies for England and Wales. On February 28, 2014, the name was changed to DOCASA Limited. On May 1, 2015, the name was changed to Eat Sleep Juice Repeat Limited. As of January 18, 2017, this subsidiary, with no operations or activity, was sold for £1.

On April 5, 2017, the Company formed Department of Coffee and Social Affairs IL, Inc., an Illinois corporation. See Note 15.

For financial statementsreporting purposes, the Share Exchange transaction represented a "reverse merger" rather than a business combination and DEPT-UK is deemed to number of common shares, price per sharebe the accounting acquirer in the transaction. The Share Exchange transaction is being accounted for as a reverse-merger and weighted average number of shares outstandingrecapitalization. DEPT-UK is the acquirer for financial reporting purposes, and the Company (DOCASA, Inc., f/k/a FWF Holdings, Inc., the public company) is being treated as the acquired company. Consequently, the assets and liabilities and the operations that will be reflected in the historical financial statements prior to the 115:1 forward split have been adjusted to reflectShare Exchange will be those of the stock split on a retroactivePrivate Company and will be recorded at the historical cost basis unless otherwise noted.of the Private Company, and the financial statements after completion of the Share Exchange will include the assets and liabilities of the Public Company and the Private Company and the historical operations of Private Company and operations of both companies from the closing date of the Share Exchange.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESNature of Operations

We are currently devoting our efforts to migrating to the specialty coffee industry, specifically with company-operated stores. The Company will generate revenue through sales at fourteen existing company-operated coffee shop locations in the UK, with five more locations under construction. Our objective is to continue to be recognized as one of the upper tier specialty coffee retail operations. Similar to leading operators, we sell our proprietary coffee and related products, and complementary food and snacks. The Company will continue to market its hot sauce products.

Basis of Presentation – Unaudited Financial Statements

The accompanying unaudited condensed financial statements of DOCASA, Inc. have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q. They do10-Q and done under §240.13(a) of the Securities Act. The results of operations for the interim period ended February 28, 2017 shown in this report are not include all information and footnotes required by United States generally accepted accounting principlesnecessarily indicative of results to be expected for complete financial statements. However, except as disclosed herein, there has been no material changes inthe full fiscal year ending August 31, 2017. In the opinion of the Company’s management, the information disclosed incontained herein reflects all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the notes to theCompany’s results of operations, financial statements for the fiscal year ended July 31, 2015 included in the Company's Annual Report on Form 10-K filed with the Securitiesposition and Exchange Commission.cash flows. The unaudited interim financial statements should be read in conjunction with thosethe audited financial statements included in the Company’s Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the six months ended January 31, 2016 are not necessarily indicative of the results that may be expected10-K for the year endingended July 31, 2016.2016, filed on October 4, 2016 and Management’s Discussion and Analysis of Financial Condition and Results of Operations, and the Form 8-K/A filed on December 5, 2016 which includes the audited financial statements of the subsidiary, Department of Coffee and Social Affairs Limited and its audited financial statements for the year ended August 31, 2016 and 2015 and Management’s Discussion and Analysis of Financial Condition and Results of Operations.

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

Segmented ReportingUse of Estimates

FSAB ASC 280, "Disclosure about SegmentsThe preparation of an Enterprise and Related Information", changed the way public companies report information about segments of their business in their quarterly reports issued to shareholders. It also requires entity-wide disclosures about the products and services the entity provides, the material countries in which it holds assets and reports revenues and its major customers.

Comprehensive Loss

"Reporting Comprehensive Income," establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at January 31, 2016, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

Use of Estimates and Assumptions

Preparation of the financial statements in conformity with accounting principles generally accepted accounting principlesin the United States of America requires management to make estimates and assumptions that affect certainthe reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actualActual results could differ from those estimates.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Significant estimates in the accompanying financial statements include the amortization period for intangible assets, valuation and impairment valuation of intangible assets, allowance for accounts receivable, depreciable lives of the web site and fixed assets, and valuation of share-based payments.

Cash and Cash Equivalents

For purposes of the statement of cash flows, theThe Company considers all highly liquid financial instruments purchasedinvestments with aan original maturity of three months or less when purchased to be cash equivalents.

InventoryAccounts Receivable

We value our inventoriesAccounts receivable consisted of amounts due from customers primarily for management fees. The Company considered accounts more than 30 days old to be past due. The Company used the allowance method for recognizing bad debts. When an account was deemed uncollectible, it was written off against the allowance. The Company generally does not require collateral for its accounts receivable. Management deems all accounts receivable to be collectible at February 28, 2017. Management has recorded an allowance for doubtful accounts.

Inventory

Inventory is recorded at the lower of cost determined on a first-in, first-out method, or market value. Our inventory consists solelyand the cost of finished goods. We review inventories on hand at least quarterly and record provisions for estimated excess, slow moving and obsolete inventory, as well as inventory with a carrying valuesales are recorded utilizing the first in excess of net realizable value. The regular and systematic inventory valuation reviews include a current assessment of future product demand, historical experience and obsolete finished product.first out (“FIFO”) method.

Revenue RecognitionProperty, Equipment and Depreciation

Property and equipment is recorded at cost. Depreciation is computed using the straight-line method based on the estimated useful lives of the related assets of three years for computer equipment, five years for office furniture and fixtures, and the lesser of the lease term or the useful life of the leased equipment. Leasehold improvements, if any, would be amortized over the lesser of the lease term or the useful life of the improvements. Expenditures for maintenance and repairs along with fixed assets below our capitalization threshold are expensed as incurred.

Accounting for Derivatives

The Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for. The result of this accounting treatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date.

Impairment of Long-Lived Assets

The Company accounts for long-lived assets in accordance with the provisions of Statement of Financial Accounting Standards ASC 360-10, “Accounting for the Impairment or Disposal of Long-Lived Assets”. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

Fair Value of Financial Instruments

The Company measures its financial assets and liabilities in accordance with generally accepted accounting principles. For certain of our financial instruments, including cash, accounts payable, accrued expenses, and short term loans the carrying amounts approximate fair value due to their short maturities.

We follow accounting guidance for financial and non-financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use.

Revenue Recognition

The Company recognizes revenue for our services in accordance with ASC topic 605605-10, "Revenue Recognition and other applicable revenue recognition guidance under US GAAP. Salesin Financial Statements." Under these guidelines, revenue is recognized for our retail and wholesale customers when: (i)on transactions when all of the following exist: persuasive evidence of a salesan arrangement exists, (ii)did exist, delivery of service has occurred, the sales terms areprice to the buyer is fixed or determinable (iii) title and risk of loss have transferred, and (iv) collectability is reasonably assured — generally when products are shipped to the customer and services are rendered, except in situations in which title passes upon receipt of the products by the customer. Revenue consists ofassured. The Company has four primary revenue earned for the sale of "Fruit With Fire" hot sauce and Revenue is recognized at the time the product is shipped to the customer. streams as follows:

	·	Sales of specialty coffee and complementary food products.
	·	Coffee school.
	·	Coffee services.
	·	Sale of hot sauce products.

Financial InstrumentsStock-Based Compensation

All significant financial assets, financial liabilitiesThe Company accounts for stock-based instruments issued to employees in accordance with ASC Topic 718. ASC Topic 718 requires companies to recognize in the statement of operations the grant-date fair value of stock options and other equity instrumentsbased compensation issued to employees. The value of the portion of an award that is ultimately expected to vest is recognized as an expense over the requisite service periods using the straight-line attribution method. The Company accounts for non-employee share-based awards in accordance with the measurement and recognition provisions ASC Topic 505-50. The Company estimates the fair value of stock options at the grant date by using the Black-Scholes option-pricing model.

Advertising

Advertising is expensed as incurred and is included in selling, general and administrative expenses on the accompanying statement of operations. For the six months ended February 28, 2017 and February 29, 2016 advertising expense was $20,409 and $6,125, respectively.

Income Taxes

The Company adopted the provisions of ASC 740-10, “Accounting for Uncertain Income Tax Positions.” When tax returns are eitherfiled, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized or disclosed in the financial statements togetherin the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other information relevantpositions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for makingunrecognized tax benefits in the accompanying balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all highly certain of being upheld upon examination. As such, the Company has not recorded a reasonable assessmentliability for unrecognized tax benefits. As of future cash flows, interest rate riskFebruary 28, 2017, tax years 2014 - 2016 remain open for IRS audit and credit risk. Where practicaltax years 2015 – 2016 remain open for HM Revenue & Customs (“HMRC”) audit. The Company has received no notice of audit from the fair valuesIRS and HMRC for any of the open tax years.

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

Company adopted ASC 740-10, “Definition of Settlement in FASB Interpretation No. 48,” (“ASC 740-10”), which was issued on May 2, 2007. ASC 740-10 amends FIN 48 to provide guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits. The term “effectively settled” replaces the term “ultimately settled” when used to describe recognition, and the terms “settlement” or “settled” replace the terms “ultimate settlement” or “ultimately settled” when used to describe measurement of a tax position under ASC 740-10. ASC 740-10 clarifies that a tax position can be effectively settled upon the completion of an examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The adoption of ASC 740-10 did not have an impact on the accompanying financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed.statements.

Loss per CommonNet Earnings (Loss) Per Share

TheIn accordance with ASC 260-10, “Earnings Per Share,” basic net earnings (loss) per common share is calculatedcomputed by dividing the Company's net income available to common shareholdersearnings (loss) for the period by the weighted average number of common shares during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity.period. Diluted earnings (loss) per share are computed using the same as basic earnings (loss) per share due toweighted average number of common stock shares outstanding during the lack of dilutive items in the Company.period.

Foreign Currency Translation and Transactions

The British Pound (“£”) is the functional currency of DEPT-UK whereas the financial statements are reported in United States Dollar (“USD,” “$”). Assets and liabilities are translated based on the exchange rates at the balance sheet date, while revenue and expense accounts are translated at the average exchange rates prevailing during the period. Equity accounts are translated at historical exchange rates. The resulting translation gain and loss adjustments are accumulated as a component of stockholders’ equity and other comprehensive income.

Comprehensive Income Taxes(Loss)

The Company followsreports comprehensive income (loss) and its components in its consolidated financial statements. Comprehensive income (loss) consists of net loss and foreign currency translation adjustments affecting stockholders’ equity that, under U.S. GAAP, are excluded from net loss. As of February 28, 2017, the liability methodexchange rate between U.S. Dollars and British Pounds was U.S. $1.245307717 = £1.00, and the weighted average exchange rate for the six months ended February 28, 2017 was U.S. $1.2508972121 = £1.00. As of August 31, 2016, the exchange rate between U.S. Dollars and British Pounds was U.S. $1.43531 = £1.00.

Effect of Recent Accounting Pronouncements

The Company reviews new accounting standards and updates as issued. No new standards or updates had any material effect on these unaudited financial statements. The accounting pronouncements and updates issued subsequent to the date of these unaudited financial statements that were considered significant by management were evaluated for income taxes. Under this method, deferred taxthe potential effect on these unaudited financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these unaudited financial statements as presented and does not anticipate the need for any future restatement of these unaudited financial statements because of the retro-active application of any accounting pronouncements issued subsequent to February 28, 2017 through the date these unaudited financial statements were issued.

In February 2016, the Financial Accounting Standards Board (“FASB”) issued an ASU on lease accounting. The ASU requires the lease rights and obligations arising from lease contracts, including existing and new arrangements, to be recognized as assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.

Stock-based Compensation

The Company follows ASC 718-10, "Stock Compensation", which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") OpinionNo. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized.balance sheet. The Company has not adopted a stock option plan and has not granted any stock options. As at July 31, 2015 the Company had not adopted a stock option plan nor had it granted any stock options. Accordingly no stock-based compensation has been recorded to date.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recent Accounting Pronouncements

In June 2014, the FASB issued ASU 2014-10, "Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation". The guidance eliminates the definition of a development stage entity thereby removing the incremental financial reporting requirements from U.S. GAAP for development stage entities, primarily presentation of inception to date financial information. The provisions of the amendments areis effective for annual reporting periods beginning after December 15, 2014, and the interim periods therein. However,2018 with early adoption is permitted. Accordingly,While the Company has adopted this standard asis still evaluating the ASU, the Company expects the adoption of July 31, 2014.

In August 2014, FASB issued Accounting Standards Update (ASU) No. 201415 Preparation of Financial Statements – Going Concern (Subtopic 20540), Disclosure of Uncertainties about an Entity's Abilitythe ASU to Continue as a Going Concern. Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity's liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity's liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 20530, Presentation of Financial Statements— Liquidation Basis of Accounting. Even when an entity's liquidation is not imminent, there may be conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. In those situations, financial statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed to determine whether to disclose information about the relevant conditions and events. The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. The Company will evaluate the going concern considerations in this ASU, however, at the current period; management does not believe that it has met the conditions which would subject these financial statements for additional disclosure. Management has considered all recent accounting pronouncements issued since the last audit of its financial statements. The Company's management believes that these recent pronouncements will not have a material effect on the Company'sCompany’s financial statements.condition due to the recognition of the lease rights and obligations as assets and liabilities. The Company does not expect the ASU to have a material effect on the Company’s results of operations, and the ASU will have no effect on cash flows.

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In January 2015, FASBDOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

NOTE 2 – ENTRY INTO A DEFINITIVE AGREEMENT

Acquisition of Department of Coffee and Social Affairs Limited

DOCASA, Inc. (f/k/a FWF Holdings, Inc., the “Public Company,” “we,” “us,” “our”) entered into an acquisition agreement (the “Acquisition Agreement”) with Department of Coffee and Social Affairs Limited (the “Private Company”), a United Kingdom corporation. Prior to the acquisition, Pankaj Rajani, an officer and director of the Public Company, through Atlantik, acquired 115,000,000, or 75.8% of the outstanding shares of DOCASA, Inc. (f/k/a FWF Holdings, Inc.), the public company. Stefan Allesch-Taylor, an individual, and the Private Company’s chairman (“Allesch-Taylor,” or “Shareholder”), was the owner of record of 99.8% of the voting shares of the Private Company (the “Private Company Stock”). Pursuant to the Acquisition Agreement, the Private Company Stock was transferred to the Public Company in consideration of the Public Company issuing Shareholder 170,000,000 shares (the “New Shares”) of the Public Company’s common stock to the Shareholder (or his designees) in an initial tranche of 110,000,000 shares and a subsequent tranche of 60,000,000 shares. The Public Company issued Accounting Standards Update (ASU) No. 201501 Income Statement – ExtraordinaryShareholder 110,000,000 fully paid and Unusual Items, Simplifying Income Statement Presentationnonassessable shares of the Public Company’s restricted common stock at the time of the execution of the Agreement. The Public Company shall issue a second tranche of 60,000,000 fully paid and nonassessable shares of the Company’s restricted common stock (the “Deferred Shares”) at a time to be determined by Eliminating the ConceptPublic Company’s Board of Extraordinary Items. Eliminating the concept of extraordinary items will save time and reduce costs for preparers because they willDirectors, but no later than August 31, 2017. The Deferred Shares are not have to assess whether a particularconditional or contingent on any event or action by any party of the Agreement. As a result of the Acquisition Agreement, the Private Company became a subsidiary of the Public Company. See Notes 1, 9, 10 and 11.

Also, in connection with the Acquisition Agreement: (i) Allesch-Taylor and Gill were appointed to serve on DOCASA’s Board of Directors, serving as Chairman and Vice-Chairman, respectively; and (ii) Ashley Lopez (“Lopez”) was appointed Chief Executive Officer and President and Kazi Shahid (“Shahid”) was appointed Chief Financial Officer. Allesch-Taylor, Gill, Lopez and Shahid will maintain the same positions of DEPT-UK.

The transaction event is extraordinary (even if they ultimately would conclude it is not). This also alleviates uncertaintywas accounted for preparers, auditors,as a reverse acquisition. As such, the future period equity amounts will be retro-actively restated to reflect the equity instruments of the accounting acquirer.

The following table summarizes the consideration given for DEPT-UK and regulators because auditorsthe fair values of the assets and regulators no longer will need to evaluate whether a preparer treated an unusual and/or infrequent item appropriately. This update is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015. Early application is permitted.liabilities assumed at the acquisition date.

Consideration given:
Common stock given		$	207
Total consideration given		$	207
Fair value of identifiable assets acquired and liabilities assumed:
Inventory		$	731
Notes payable			(32,547	)
Accounts payable			(6,043	)
Accrued expenses			(8,500	)
Total identifiable net liabilities			(46,359	)
Goodwill			46,566
Total consideration		$	207

The Company has implemented all newdetermined that the goodwill of $46,566 is impaired and has been expensed accordingly in the period ended February 28, 2017.

Accounting Treatment of the Merger

For financial reporting purposes, the Share Exchange represents a “reverse merger” rather than a business combination and Private Company is deemed to be the accounting pronouncementsacquirer in the transaction. The Share Exchange is being accounted for as a reverse-merger and recapitalization. Private Company is the acquirer for financial reporting purposes and the Public Company (DOCASA, Inc., f/k/a FWF Holdings, Inc.) is the acquired company. Consequently, the assets and liabilities and the operations that arewill be reflected in effect and that may impact itsthe historical financial statements prior to the Share Exchange will be those of the Private Company and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on itswill be recorded at the historical cost basis of the Private Company, and the financial position or resultsstatements after completion of operations.the Share Exchange will include the assets and liabilities of the Public Company and the Private Company, and the historical operations of Private Company and operations of both companies from the closing date of the Share Exchange.

NOTE 3 – INVENTORY

As of January 31, 2016 the Company had 109 cases containing 12 bottles per case (1,308 bottles). During the period the Company received a purchase order and sold for 42 cases. Also during the period the Company used 10 cases for samples in its marketing efforts.

NOTE 4 – COMMERCIAL AGREEMENT

Commercial Agreement

On April 29, 2015, the Board of Directors of FWF Holdings, Inc., a Nevada corporation (the "Company")DOCASA authorized the execution of that certain commercial agreement (the "Agreement") with Alimentos Kamuk Internacional (Costa Rica) S.A. ("AKI"). In accordance with the terms and provisions of the Agreement, the Company has agreed to purchase the hot sauce manufactured by AKI (the "Hot Sauce") with a purchase price (the "Purchase Price") that is subject to a 5%-7% annual price increase based on increasedincreases in production costs and raw materials and a potential volume discount starting from 10 pallets of a single product. For the first order, the Purchase Price shall be payable in full in advance and for subsequent orders, the Purchase Price shall be payable 50% in advance and the remaining balance net 30 days. In the event the relationship continues between the Company and AKI and exceeds $100,000 annually, revisions in the payment terms can be negotiated.

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

In further accordance with the terms and provisions of the Agreement: (i) all packaging material design will be the Company's property and will be used by AKI for such products; (ii) AKI shall guarantee a one year shelf life and in the event the shelf life is extended by the Company, the Company will indemnify AKI and be responsible for any damages, claims or returns; (iii) the Company shall supply the artwork for the labels; and (iv) the Company shall cover all expenses associated with customs clearance, taxes or charges incurred during importing of the Hot Sauce.

NOTE 3 – GOING CONCERN

The accompanying financial statements and the factors within it, have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business and the ability of the Company to continue as a going concern for a reasonable period of time. The Company sustained net losses of $288,788 and cash used in operating activities of $187,527 for the six months ended February 28, 2017. The Company had working capital, stockholders’ equity and accumulated deficit of $68,589, $775,240 and $1,629,390, respectively, at February 28, 2017. The Company’s continuation as a going concern is dependent upon its ability to generate revenues and its ability to continue receiving investment capital and loans from third parties to sustain its current level of operations. The Company is in the process of securing working capital from investors for common stock, convertible notes payable, and/or strategic partnerships. No assurance can be given that the Company will be successful in these efforts. The financial statements do not include any adjustments relating to the recoverability and classification of recorded 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 – RECEIVABLES

As of February 28, 2017 and August 31, 2016, the Company has net receivables of $664,337 and $368,807, respectively. The receivables are as follows:

		February 28,				August 31,
		2017				2016
Trade receivables		$	675,315			$	380,396
Allowance for doubtful accounts			(10,978	)			(11,589	)
Receivables, net		$	664,337			$	368,807

NOTE 5 – CAPITAL STOCKINVENTORY

The Company has inventory of various items used for the sale of coffee and complementary products. As of February 28, 2017 and August 31, 2016, the Company had inventory for the coffee segment of $57,882 and $40,323, respectively. The Company accounts for its inventory using the lower of cost or market and the cost of sales are recorded utilizing the first in first out (“FIFO”) method.

As of February 28, 2017, the Company had 49 cases containing 12 bottles per case (588 bottles) of hot sauce products. As of February 28, 2017 and August 31, 2016, the Company had inventory for the hot sauce segment of $731 and $0 (actual amount was $731 but due to the reverse merger, is not reflected on the August 31, 2016 balance sheet), respectively. Inventory is recorded at the lower of cost or market and the cost of sales are recorded utilizing the FIFO method.

The inventory is as follows: 

		February 28,				August 31,
		2017				2016
Consumable products		$	12,914			$	8,500
Food and drinks			29,399				22,858
Retail products			15,569				8,965
Hot sauce products (1)			731				-
Total inventory		$	58,613			$	40,323

______________________

(1)	The hot sauce products were recorded on the books of DOCASA and due to the reverse merger with DEPT-UK, were not reflected as of August 31, 2016 (since the reverse merge did not occur until September 1, 2016).

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

NOTE 6 – FIXED ASSETS

The Company has fixed assets including computer equipment, office equipment, site equipment and machinery, site fit out costs, site furniture, fixtures and fittings. As of February 28, 2017 and August 31, 2016, the Company had total fixed assets of $1,542,297 and $1,126,093, respectively, with accumulated depreciation of $524,028 and $451,466, respectively, for net fixed assets of $1,018,269 and $674,627, respectively. Variances between the two reporting periods may be due to the currency translation calculation. The fixed assets are as follows:

		February 28,				August 31,
		2017				2016
Computer equipment		$	51,656			$	36,839
Office equipment			21,930				22,972
Site equipment and machinery			213,180				198,532
Site fit out costs			1,054,715				707,678
Site furniture, fixtures and fittings			200,816				160,072
Total fixed assets			1,542,297				1,126,093
Less: Accumulated depreciation			524,028				451,466
Fixed assets, net		$	1,018,269			$	674,627

The depreciation expense for the six months ended February 28, 2017 and February 29, 2016 was $72,562 and $71,923, respectively. The variance between the expense and the increase in accumulated depreciation is due to timing of the currency translation calculation.

NOTE 7 – INTANGIBLE ASSETS

The Company has intangible assets related to website development. The amortization of the intangible assets is over a three-year period. As of February 28, 2017 and August 31, 2016, the Company had intangible assets, net of accumulated amortization, of $5,229 and $9,065, respectively. Variances between the two reporting periods are primarily due to the currency translation calculation. The intangible assets are as follows:

		February 28,				August 31,
		2017				2016
Website development		$	19,977			$	21,088
Total intangible assets			19,977				21,088
Less: Accumulated amortization			14,748				12,023
Intangible assets, net		$	5,229			$	9,065

The amortization expense for the six months ended February 28, 2017, was $2,725.

NOTE 8 – INVESTMENTS

On January 12, 2017, Allesch-Taylor purchased the Company’s original investment of £5,000 for a 5% ownership of Radio Station (f/k/a Soho Radio Ltd.) for £5,000 of his issued preference shares in DEPT-UK. The relationship with Radio Station will continue to provide the Company with intangible benefits. As the Company has previously impaired £4,000 of the investment as of August 31, 2015, the exchange will result in a gain on the transaction and will be recorded accordingly. The Company had previously impaired the investment as the investment would only provide intangible benefits, which, after this transaction, will still be applicable. As of February 28, 2017 and August 31, 2016, the balance was $1,243 and $1,318, respectively, with the variance due to currency translations. See Notes 10 and 11.

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DOCASA, INC.

(f/k/a FWF Holdings, Inc.)

Notes to Condensed Financial Statements

February 28, 2017

(unaudited)

NOTE 9 – NOTES PAYABLE

The Company has notes payable as of February 28, 2017 and August 31, 2016 are as follows:

Notes payable - current
		February 28, 2017												August 31, 2016
						Accrued												Accrued
		Principal				Interest				Total				Principal				Interest				Total
Nami Shams (1)		$	2,194			$	-			$	2,194			$	-			$	-			$	-
Arch Investments (1)			5,067				-				5,067				-				-				-
Nami Shams (1)			5,065				-				5,065				-				-				-
Nami Shams (1)			15,873				-				15,873				-				-				-
Nami Shams (1)			4,349				-				4,349				-				-				-
Deij Capital Limited			7,397				-				7,397				-				-				-
HSBC			-				-				-				18,368				-				18,368
Total		$	39,945			$	-			$	39,945			$	18,368			$	-			$	18,368

______________________

(1)	The balance for August 31, 2016 of $32,548 is not reflected on the balance sheet due to the reverse merger.  The Company assumed this liability as a condition of the reverse merger.

Notes payable - non-current
		February 28, 2017												August 31, 2016
						Accrued												Accrued
		Principal				Interest				Total				Principal				Interest				Total
Deij Capital Limited		$	-			$	-			$	-			$	39,540			$	-			$	39,540
HSBC			410,879				-				410,879				170,257				-				170,257
Total		$	410,879			$	-			$	410,879			$	209,797			$	-			$	209,797