Vortex Brands 10QSB 2008 Q1 Quarterly report (small business)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2007

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from _________ to _________

Commission file number: 000-52272

Zulu Energy Corp.

(Name of Small Business Issuer in Its Charter)

Colorado		20-3437301
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

1066 West Hastings Street, Vancouver, BC V6E 3X2

(Address of Principal Executive Offices)

(604) 602 1717

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

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

Yes [ ]

No [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ]

No [X]

As of November 14, 2007, the Company had 52,000,000 shares of its par value $0.0001 common stock issued and outstanding.

Transitional Small Business Disclosure Format (check one):

Yes [ ]

No [X]

ZULU ENERGY CORP.

(Formerly Global Sunrise, Inc.)

Quarterly Report on Form 10-QSB for the

Quarterly Period Ending September 30, 2007

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1.

Financial Statements

Balance Sheets:

September 30, 2007 (Unaudited) and June 30, 2007 (Audited)

Statements of Operations:

Three Months Ended September 30, 2007 and 2006 (Unaudited) and

Period from May 6, 2005 (Date of Inception) to September 30, 2007 (Unaudited)

Statements of Changes in Shareholders’ Equity:

Period from May 6, 2005 (Date of Inception) to September 30, 2007 (Unaudited)

Statements of Cash Flows:

Three Months Ended September 30, 2007 and 2006 (Unaudited) and

Period from May 6, 2005 (Date of Inception) to September 30, 2007 (Unaudited)

Notes to Unaudited Financial Statements:

September 30, 2007

6-10

Item 2.

Management Discussion and Analysis

Item 3.

Controls and Procedures

PART II. OTHER INFORMATION

Item 1.

Legal Proceedings

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

Submission of Matters to a Vote of Security Holders

Item 5.

Other Information

Item 6.

Exhibits

Signatures

ZULU ENERY CORP.

(Formerly Global Sunrise, Inc.)

(AN EXPLORATION STAGE COMPANY)

BALANCE SHEETS

ASSETS
	September 30,	June 30,
	2007	2007

Cash	$ -	$ -

Total Assets	$ -	$ -

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities:


Accounts payable	23,418	16,800
Accrued wages	3,333	-
Loan from shareholder	16,800	-
Total Current Liabilities	43,551	16,800

Stockholders' Equity (Deficit):
Preferred stock, $.001 par value; authorized 10,000,000, none issued	-	-
Common stock, $.0001 par value; 500,000,000 shares authorized
52,000,000 and issued and outstanding	5,200	5,200
Additional paid in capital	3,909,300	33,300
Deficit accumulated during the exploration stage	(3,958,051)	(55,300)

Total Stockholders' Equity (Deficit)	(43,551)	(16,800)

Total Liabilities and Stockholders' Equity (Deficit)	$ -	$ -

ZULU ENERY CORP.

(Formerly Global Sunrise, Inc.)

(AN EXPLORATION STAGE COMPANY)

CONSOLIDATED STATEMENTS OF OPERATIONS


			From May 5, 2005
	For the three months ended		(Date of inception
	September 30,	September 30,	of exploration stage)
	2007	2006	to September 30, 2007

Revenue:	$ -	$ -	$ -
Total Revenue	-	-	-

Operating Expenses:
Mineral exploration costs	-	-	15,500
Accounting	1,312		1,312
Consulting	15,000		15,000
Professional Fees	5,350		5,350
Salaries	3,333		3,333
Stock based Compensation	3,876,000		3,876,000
Other General & administrative	1,756	2,517	41,556
Total Operating Expenses	3,902,751	2,517	3,958,051
		-

NET LOSS	$ (3,902,751)	$ (2,517)	$ (3,958,051)

Weighted Average Shares
Common Stock Outstanding	52,000,000	52,000,000

Net Loss Per Share
(Basic and Fully Dilutive)	$ (0.08)	(0.00)

ZULU ENERY CORP.

(Formerly Global Sunrise, Inc.)

(AN EXPLORATION STAGE COMPANY)

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY(DEFICIT)

FOR THE PERIOD FROM THE DATE OF INCEPTION (MAY 5, 2005) TO SEPTEMBER 30

			Preferred Stock			Common Stock
			10,000,000 shares authorized			100,000,000 shares authorized		Additional	Deficit accumulated
		Shares		Par Value	Share		Par Value	Paid-In	during the exploration
		Issued		$.001 per share	Issued		$.0001 per share	Capital	stage	Total

BALANCE- May 6, 2005 (inception)		-		$ -	-		$ -	$ -	$ -	$ -
	Issuance of common stock in exchange for services	-		-	10,000,000		1,000	-	-	1,000
	Net loss for the period	-		-	-		-	-	(1,000)	(1,000)

BALANCE- June 30, 2005		-		-	-		1,000	-	(1,000)	-

	Issuance of common stock for mineral claims	-		-	5,000,000		500	-	-	500
	Issuance of common stock for cash at $.01 per share	-		-	37,000,000		3,700	33,300	-	37,000
	Net loss	-		-	-		-	-	(16,560)	(16,560)

BALANCE- June 30, 2006		-		-	52,000,000		5,200	33,300	(17,560)	20,940

	Net loss for the year ended June 30, 2007	-		-	-		-	-	(37,740)	(37,740)

BALANCE-June 30, 2007		-		-	52,000,000		5,200	33,300	(55,300)	(16,800)

	Stock Based Compensation							3,876,000		3,876,000
	Net Loss for the Quarter ended September 30, 2007								(3,902,751)	(3,902,751)

BALANCE- September 30, 2007		-		-	52,000,000		5,200	3,909,300	(3,958,051)	(43,551)

ZULU ENERY CORP.

(Formerly Global Sunrise, Inc.)

(AN EXPLORATION STAGE COMPANY)

STATEMENT OF CASHFLOWS



			From May 6, 2005
			(date of inception)
	For the three months ended		to September 30,
	September 30, 2007	September 30, 2006	2007
Cash Flows Used in Operating Activities:
Net Loss	$ (3,902,751)	$ (2,517)	$ (3,958,051)
Adjustments to reconcile net (loss) to net cash provided
by operating activites:
Issuance of stock for services rendered	-	-	1,000
Issuance of stock for mineral claims (expensed)	-	-	500
Stock Based Compensation	3,876,000	-	3,876,000
Increase in payables	9,951	(15,000)	26,751

Net Cash Used in Operating Activities	(16,800)	(17,517)	(53,800)

Cash Flows from Investing Activities	$ -	-	-

Cash Flows from Financing Activities:
Loan from Shareholder	16,800	-	16,800
Issuance of common stock	-	-	37,000
Net Cash Provided by Financing Activities	16,800	-	53,800

Net Increase (Decrease) in Cash	-	(17,517)	-

Cash at Beginning of the Period	-	35,940	-

Cash at End of the Period	$ -	$ 18,423	$ -


The Company did not expend any cash for interest and tax expenses during the three months ended September 30, 2007.
Non cash financing activities
Stock options issued	$ 3,876,000

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion contains forward-looking statements that are subject to significant risks and uncertainties about us, our current and planned projects, and our projected results of operations. There are several important factors that could cause actual results to differ materially from those anticipated by the forward-looking statements. The Company has sought to identify the most significant risks to its business, but cannot predict whether or to what extent any of such risks may be realized nor can there be any assurance that the Company has identified all possible risks that might arise. Investors should carefully consider all of such risks before making an investment decision with respect to the Company's stock. The following discussion and analysis should be read in conjunction with the financial statements of the Company and notes thereto. This discussion should not be construed t o imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future. Such discussion represents only the best present assessment from management.

Operations Plans

On September 25th, 2007, we signed a binding Letter of Intent (the “LOI”) with LMA Hughes, LLLP and Swansi Holdings Corp. to acquire an effective fifty-percent (50%) ownership interest in Nyati Botswana (PTY) Limited, the company having ownership of prospecting licenses, allowing for the exploration and production rights to more than two million (2,000,000) acres of what the Company believes is land containing contiguous coal beds for the production of coal bed methane gas (“CBM”), another form of natural gas, in the country of Botswana. The ensuing definitive agreements were expected to be executed on or before October 31, 2007, however, due to continuing negotiations, the Company has not yet executed such definitive agreements. The parties believe that such agreements will be in final form and executed on or before the end of November, 2007.

The licenses for the exploration and production of CBM are in the country of Botswana that is considered to a economically stable country in Africa with a top A-rating from Standard and Poors. It is the Company’s intent that the CBM gas recovered would be turned primarily into either or all of - Electricity through gas turbine generators, Liquified Natural Gas (LNG), Diesel and/or Ammonia for use in fertilizers.

Over the next twelve months we intend to expedite the preparation and execution of the definitive agreements covered by the Binding Letter of Intent. Once the definitive agreements are signed and executed, we further intend to locate and obtain financing commitments to allow us to advance towards exploration, testing and evaluation of the CBM reserves in the area covered by the licenses owned by Nyati Botswana (PTY) Limited in Botswana.

Our current cash position is not sufficient to fund our cash requirements during the next twelve months, including operations and capital expenditures. We intend to seek joint ventures and/or to obtain equity and/or debt financing to support our current and proposed operations and capital expenditures. We cannot assure that any such funding will be available.

Our future financial results will depend primarily on (1) our execution of the definitive agreements covered by the Binding Letter of Intent executed on September 25th, 2007 (2) our ability to obtain financings; (3) our ability to discover or produce commercial quantities of CBM in the country of Botswana (4) the market price for our final product (5) our ability to continue to source and screen potential projects; and (6) our ability to fully implement our exploration and development program with respect to these and other matters. We cannot assure that we will be successful in any of these activities or that the prices of CBM prevailing at the time of any production will be at a level allowing for profitable production.

We have not entered into commodity swap arrangements or hedging transactions. Although we have no current plans to do so, we may enter into commodity swap and/or hedging transactions in the future in conjunction with oil and gas production. We have no off-balance sheet arrangements.

Liquidity and Capital Resources

As at September 30, 2007, we had zero dollars ($0) in available cash. As at September 30, 2007, we had a loan in the amount of $16,800 from one of the shareholders of the Company. The Company had $23,418 in accounts payables and $3,333 in accrued wages as on September 30, 2007. Shareholders loan of $16,800 was used to pay off accounts payables existing on June 30, 2007. The balance of accounts payables increased by $6,618 during the quarter ended on September 30, 2007 because of an increase in general and administrative expenses during the quarter ended on September 30, 2007.

We intend to seek joint ventures and/or to obtain equity and/or debt financing to support our current and proposed operations and capital expenditures. We cannot assure that any such funding will be available. The included financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should we be unable to continue as a going concern.

We will require additional financing in order to complete our stated plan of operations for the next twelve months. We do not believe that our existing capital resources will be sufficient to fund our current level of operating activities, capital expenditures and other obligations through the next three months and that we will require an additional financing in the range of $20,000,000 to $25,000,000 to carry out our intended objectives during the next twelve months. There can be no assurance, however, that such financing will be available or, if it is available, that we will be able to structure such financing on terms acceptable to us and that it will be sufficient to fund our cash requirements until we can reach a level of profitable operations and positive cash flows. If we are unable to obtain the financing necessary to support our operations, we may be unable to continue as a going concern. We currently have no firm c ommitments for any additional capital.

The trading price of our shares of common stock and the downturn in the United States stock and debt markets could make it more difficult to obtain financing through the issuance of equity or debt securities. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect significant amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing. Further, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our shares of common stock. If additional financing is not available or is not available on acceptable terms, we will have to curtail our operations.

Results of operations for the three months ended September 30, 2007 compared to the three months ended September 30, 2006.

Revenues. For the three months ended September 30, 2007 and September 30, 2006 there were no revenues from operating or any other activities.

Operating Expenses. For the three months ended September 30, 2007 operating expenses of $3,902,751 consisted primarily of stock-based compensation expense of $3,876,000, consulting fees of $15,000, professional and accounting fees of $6,662, salaries of $3,333 and other general and administrative expenses of $1,756. For the three months ended September 30, 2006, operating expenses were $2,517 consisting of general and administrative expenses of $2,517. The company has not made any investments in fixed assets since its inception.

Summary of Significant Accounting Policies

Our financial statements have been prepared on a going concern basis. Our ability to continue as a going concern is dependent upon our ability to generate profitable operations in the future and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. The outcome of these matters cannot be predicted with any certainty at this time.

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America. Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment. Actual results may vary from these estimates.

The financial statements have, in management’s opinion been properly prepared within the framework of the significant accounting policies summarized below:

Accounting Estimates

The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on the historical trends and other information available when the consolidated financial statements are prepared. Changes in the estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates and assumptions.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all investment purchased with a maturity of three months or less to be cash equivalents.

Exploration Stage Company

The Company complies with Financial Accounting Standards Board Statement No. 7 and Securities and Exchange Commission Act Guide 7 for its characterization of the Company as exploration stage.

Asset Retirement Obligations

The Corporation recognizes the fair value of a liability for an asset retirement obligation in the year in which it is incurred when a reasonable estimate of fair value can be made. The carrying amount of the related long-lived asset is increased by the same amount as the liability.

Changes in the liability for an asset retirement obligation due to the passage of time will be measured by applying an interest method of allocation. The amount will be recognized as an increase in the liability and an accretion expense in the statement of operations. Changes resulting from revisions to the timing or the amount of the original estimate of undiscounted cash flows are recognized as an increase or a decrease in the carrying amount of the liability for an asset retirement obligation and the related asset retirement cost capitalized as part of the carrying amount of the related long-lived asset.

Long-Lived Assets Impairment

Our long-term assets are reviewed when changes in circumstances require, as to whether their carrying value has become impaired, pursuant to guidance established in SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.” Management considers assets to be impaired if the carrying value exceeds the future projected cash flows from the related operations, undiscounted and without interest charges. If impairment is deemed to exist, the assets will be written down to fair value, and a loss is recorded as the difference between the carrying value and the fair value. Fair values are determined based on the quoted market values, discounted cash flows or internal and external appraisal, as applicable. Assets to be disposed of are carried at the lower of carrying value or estimated net realizable value.

Income Taxes

We have adopted SFAS No. 109, “Accounting for Income Taxes”, going forward, which requires us to recognize deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns using the liability method. Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the consolidated financial statements and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse.

Financial Instruments

The carrying value of cash and accounts payable and accrued liabilities approximates their fair value because of the short maturity of these instruments. It is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.

Accounting for Derivative Instruments and Hedging Activities

We have adopted SFAS No. 133 “Accounting for Derivative and Hedging Activities”, which requires companies to recognize all derivative contracts as either assets or liabilities in the balance sheet and to measure them at fair value. If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain and loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change. We have not entered into derivative contracts either to hedge existing risks or for speculative purposes, but we plan to use derivative contracts in the future solely for hedging prices o n production.

Stock-based Compensation

We have adopted SFAS No. 123 “Accounting for Stock Based Compensation” as amended by SFAS No. 148 "Accounting for Stock-based Compensation - Transition and Disclosure”. We recognize stock-based compensation expense using a fair value based method. We do not have a qualified stock option plan in place as of the reporting date.

On September 24, 2007, the Company granted 3,000,000 stock options exercisable at $1.81 until September 24, 2012. All these options vest on the date of the grant.

The fair value of these share purchase options which were granted during the three months ended September 30, 2007 was determined using the Company’s historical stock prices and the Black-Scholes option-pricing model with the following assumptions:


Risk free rate	3.875%
Dividend yield	0%
Weighted average expected volatility	90%
Weighted average expected option life	5 yrs

Weighted average fair value of options	$ 1.292
Total options outstanding	3,000,000
Total fair value of options outstanding	$ 3,876,000

During the three months ended September 30, 2007, the Company recorded stock based compensation expense of $3,876,000 in accordance with SFAS 123R.

The anti dilutive effect due to exercise of outstanding stock options using the if-converted method is non-significant.

ITEM 3. CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures.

Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 as of September 30, 2007. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Based on our evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in 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.

(b) Changes in internal control over financial reporting.

We regularly review our system of internal control over financial reporting and make changes to our processes and systems to improve controls and increase efficiency, while ensuring that we maintain an effective internal control environment. Changes may include such activities as implementing new, more efficient systems, consolidating activities, and migrating processes.

There were no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-QSB that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

Item 5. Other Information.

None.

Item 6. Exhibits

31.1

Certification of Chief Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended

31.2

Certification of Chief Financial Officer pursuant to Rule 13a-14 and Rule 15d 14(a), promulgated under the Securities and Exchange Act of 1934, as amended

32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer)

32.2

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer)

SIGNATURES

In accordance with requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ZULU ENERGY CORP.

Date: November 14, 2007	By: /s/ PAUL STROUD
	PAUL STROUD
	Chief Executive Officer (Principal Executive Officer)

Date: November 14, 2007	By: /s/ SATYENDRA DESHPANDE
	SATYENDRA DESHPANDE
	Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

Vortex Brands (VTXB) 10QSB2008 Q1 Quarterly report (small business)