Note 1 - Organization, Business and Operations | Note 1 - Organization, Business and Operations On September 27, 2006, Apollo Acquisition Corporation (the Company) was formed in the Cayman Islands with the objective to acquire or merge with an operating business. On November 15, 2012, the Company, Access America Fund, L.P. (the Access America), and Sword Dancer, LLC, a Nevada limited liability company (the Sword Dancer), entered into and closed a Stock Purchase Agreement, whereby the Sword Dancer agreed to purchase from the Access America, 781,250 ordinary shares of the Companys capital stock, par value $0.000128 per share (Ordinary Shares), representing approximately 78.3% of the issued and outstanding Ordinary Shares of the Company, for an aggregate purchase price of $33,334. As a result of the transaction, Sword Dancer became our controlling stockholder. On March 20, 2013, Sword Dancer sold to Hybrid Kinetic Automotive Holdings, LLC, a Delaware corporation (Hybrid Kynetic), in a private transaction exempt from registration under the Securities Act of 1933, as amended, 781,250 Ordinary Shares of the Company, representing all of the shares of the Company held by Sword Dancer, for an aggregate purchase price of $100,000. As a result, Hybrid Kinetic acquired approximately 78.3% of the Companys common equity. On February 13, 2015, Hybrid Kinetic sold 781,250 Ordinary Shares of the Company to American Compass, Inc., a California corporation (ACI), in a private transaction exempt from registration under the Securities Act of 1933, as amended, for an aggregate purchase price of $781,250. As a result of the transaction, ACI was the beneficial owner of approximately 78.3% of the Companys issued and outstanding Ordinary Shares. On February 17, 2015, the Company entered into a Securities Purchase Agreement (the Agreement) with Lianyungang HK New Energy Vehicle System Integration Corporation, a company organized under the laws of the Peoples Republic of China (Lianyungang China), pursuant to which the Company issued 20,000,000 Ordinary Shares of the Company to Lianyungang China at a price of $1.00 per share, for aggregate proceeds equal to $20,000,000. As a result of the transaction, Lianyungang China beneficially owned approximately 95.24% of the Companys issued and outstanding Ordinary Shares. On March 18, 2015 (the TL Effective Date), the Company entered into a Technology License Agreement (the TL Agreement) with Ford Cheer International Limited, a company organized and existing under the laws of Hong Kong (Ford Cheer). Under the terms of the Agreement, Ford Cheer granted to the Company an irrevocable, exclusive right and license, including the right to sublicense, certain inventions, technology, know-how, patents and other intellectual property rights regarding the production of materials for use in lithium batteries (the Licensed Technology). As consideration for the Licensed Technology, the Company paid to Ford Cheer a one-time fee of $20,000,000. The TL Agreement commenced on the Effective Date and will continue for a term of twenty (20) years. On March 23, 2015, the Company entered into a Securities Purchase Agreement (the SPA) with HK Battery Technology, Inc., a Delaware corporation (the HK Battery), to purchase 10,000,000 shares of HK Batterys common stock, par value of $0.001 per share, at a per share price of $1.00. On June 26, 2015, the parties terminated the SPA. Effective May 29, 2015, Chuantao Wang, Jianguo Xu, Tim Xia, Junwen Hou, Sijun He, Xiaodong Yan and Vincent Wang all resigned as Directors; Jianguo Xu resigned as Chief Executive Officer; and Chunhua Huang resigned as Chief Financial Officer. Effective May 29, 2015, Jiafu Wei and Cliff Guan were appointed as Directors of the Company; Jiafu Wei was appointed Chief Executive Officer; Cliff Guan was appointed Chief Financial Officer; Chunhua Huang was appointed Chief Intelligence Officer; and Shuning Luo was appointed Secretary. On June 22, 2015, the Company established a wholly-owned subsidiary, Apollo Technology Corporation, a Cayman Islands Exempted Company (Apollo Subsidiary) and transferred the $20,000,000, representing other intangible assets, to Apollo Subsidiary. On June 26, 2015, the Company entered into a Common Stock Exchange Agreement (the Exchange Agreement) with Lianyungang Corporation, a Cayman Islands Exempted Company (Lianyungang). Pursuant to the Exchange Agreement, the Company transferred, conveyed and assigned 100% of its equity interest in Apollo Subsidiary to Lianyungang (the Apollo Subsidiary Transfer). In exchange for the Apollo Subsidiary Transfer, Lianyungang transferred, conveyed and assigned its 95.26% equity interest in the Company to the Company for cancellation. Upon the closing of the transaction, ACI beneficially owned 78.3% of the Companys issued and outstanding Ordinary Shares. Effective as of September 2, 2015, Jiafu Wei resigned as Chief Executive Officer and Director the Company and Jianguo Xu was appointed as Chief Executive Officer and Director of the Company. Effective as of October 31, 2015, Cliff Guan resigned as Chief Financial Officer of the Company and Jianguo Xu was appointed Chief Financial Officer of the Company. On November 6, 2015, ACI entered into a Stock Purchase Agreement with Hybrid Kinetic, pursuant to which ACI sold to Hybrid Kynetic 781,250 Ordinary Shares of the Company at a purchase price of $1.00 per share (the Stock Purchase). The Stock Purchase was a private transaction exempt from registration under the Securities Act of 1933, as amended. Upon the closing of the Stock Purchase, the Hybrid Kynetic was the beneficial owner of approximately 78.3% of the Companys issued and outstanding Ordinary Shares. Hybrid Kynetic has not advised the Company of any plans to appoint new directors to the Companys Board of Directors or to make any changes to the Companys management or operations. As of March 31, 2018, the Company had not yet commenced operations. All activity from September 27, 2006, the Companys date of inception, through March 31, 2018 relates to the Companys formation. The Company selected June 30 as its fiscal year-end. The Company, based on its proposed business activities, is a "blank check" company. The Securities and Exchange Commission defines such a company as a development stage company as it either has no specific business plan or purpose, or has indicated that its business plan is to engage in a merger or acquisition with an unidentified company or companies, or other entity or person; and has issued "penny stock", as defined in Rule 3a51-1 under the Securities Exchange Act of 1934. Many states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective jurisdictions. Management does not intend to undertake any efforts to cause a market to develop in its securities, either debt or equity, until the Company concludes a business combination with an operating entity. The Company was organized to acquire a target company or business seeking the perceived advantages of being a publicly-held company and, to a lesser extent that desires to employ the Companys funds in its business. The Companys principal business objective for the next 12 months and beyond will be to achieve long-term growth potential through a business combination rather than short-term earnings. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location. The analysis of new business opportunities will be undertaken by or under the supervision of the officers and directors of the Company. |