UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549



FORM 10-Q



|[X] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ---------------------------------------------------------------------------------------

| |  | For the Quarterly Period Ended December 31, 2012
| |  | ------------------------------------------------





| | [  ] | TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | ---- | ----------------------------------------------------------------------------------------





For the Transition Period From ________ to _________



Commission File Number 000-33215



AGRICON GLOBAL CORPORATION

(Exact name of registrant as specified in its
charter)



|Delaware                                 |  | 84-1089377         
|---------------------------------------- |  | -------------------
|(State or other jurisdiction of          |  | (I.R.S. Employer   
|incorporation or organization)           |  | Identification No.)
|                                         |  |                    
|25 East 200 South                        |  |                    
|Lehi, Utah                               |  | 84043              
|(Address of principal executive offices) |  | (Zip Code)         



801-592-3000

(Registrant’s telephone number, including
area code)



Indicate by check mark whether the registrant:
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
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 þ Noo



Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period
that the registrant was required to submit and post such files.) 			Yes o
No þ



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





|Large accelerated filer o                                                 |  | Accelerated filer o        
|------------------------------------------------------------------------- |  | ---------------------------
|Non-accelerated filer o (Do not check if a smaller
    reporting company) |  | Smaller reporting company þ





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



As of February 21, 2013, the registrant had 18,374,841 shares
of common stock, par value $0.0001, issued and outstanding.




Table of Contents




AGRICON GLOBAL CORPORATION AND SUBSIDIARIES

(A Development Stage Company)

FORM 10-Q

TABLE OF CONTENTS





PART I — FINANCIAL INFORMATION



|Item 1. Financial Statements                                        | Page                                                                                                                                                                                                   
|------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                    |                                                                                                                                                                                                        
|                                                                    | Condensed Consolidated Balance Sheets as of
        December 31, 2012 (Unaudited) and June 30, 2012                                                                                                    
|                                                                    |                                                                                                                                                                                                        
|                                                                    | Condensed Consolidated Statements of Operations (Unaudited) for the                                                                                                                                    
|                                                                    | three months ended December 31, 2012 and 2011,
        for the six months ended December 31, 2012, and for the periods from inception
        (July 5, 2011) through
        December 31, 2011 and 2012
|                                                                    |                                                                                                                                                                                                        
|                                                                    | Condensed Consolidated Statements of Cash Flows (Unaudited) for the                                                                                                                                    
|                                                                    | six months ended December 31, 2012 and for the
        periods from inception
        (July 5, 2011) through December 31, 2011 and
        2012                                                        
|                                                                    |                                                                                                                                                                                                        
|                                                                    | Notes to Condensed Consolidated Financial Statements                                                                                                                                                   
|                                                                    |                                                                                                                                                                                                        
|Item 2. Management’s Discussion and Analysis of Financial Condition |                                                                                                                                                                                                        
|and Results of Operations                                           | 13                                                                                                                                                                                                     
|                                                                    |                                                                                                                                                                                                        
|Item 3. Qualitative and Quantitative Disclosures About Market Risk  | 16                                                                                                                                                                                                     
|                                                                    |                                                                                                                                                                                                        
|Item 4. Controls and Procedures                                     | 16                                                                                                                                                                                                     
|                                                                    |                                                                                                                                                                                                        
|PART II — OTHER INFORMATION                                         |                                                                                                                                                                                                        
|                                                                    |                                                                                                                                                                                                        
|Item 1. Legal Proceedings                                           | 17                                                                                                                                                                                                     
|                                                                    |                                                                                                                                                                                                        
|Item 1A. Risk Factors                                               | 17                                                                                                                                                                                                     
|                                                                    |                                                                                                                                                                                                        
|Item 6. Exhibits                                                    | 18                                                                                                                                                                                                     
|                                                                    |                                                                                                                                                                                                        
|Signatures                                                          | 19                                                                                                                                                                                                     





2


Table of Contents


PART I - FINANCIAL INFORMATION



Item 1. Financial Statements





|AGRICON GLOBAL CORPORATION AND SUBSIDIARIES                            
|-----------------------------------------------------------------------
|(A Development Stage Company)                                          
|CONDENSED CONSOLIDATED BALANCE SHEETS                                  
|                                                                       
|                                                                       
|                                                                       
|ASSETS                                                                 
|Current Assets                                                         
|Cash                                                                   
|Prepaid expenses                                                       
|Subscriptions receivable                                               
|Notes receivable, current portion                                      
|Total current assets                                                   
|                                                                       
|Equipment                                                              
|Land under capital lease                                               
|Notes receivable, net of current portion                               
|                                                                       
|Total Assets                                                           
|                                                                       
|LIABILITIES AND STOCKHOLDERS' EQUITY                                   
|Current Liabilities                                                    
|Accounts payable                                                       
|Accrued liabilities                                                    
|Unsecured notes payable, related parties                               
|Current portion of capital lease obligation                            
|Total current liabilities                                              
|                                                                       
|Capital lease obligations, net of current portion                      
|                                                                       
|Total Liabilities                                                      
|                                                                       
|STOCKHOLDERS' EQUITY                                                   
|Preferred stock, $.0001 par value, 400,000 shares authorized; no shares
|issued and outstanding                                                 
|Common stock $.0001 par value, 100,000,000 shares authorized;          
|18,374,841 shares issued and outstanding at December 31, 2012 and      
|17,374,841 shares issued and outstanding at June 30, 2012              
|Additional paid-in capital                                             
|Deficit accumulated during developmental stage                         
|Total stockholders' equity                                             
|                                                                       
|Total Liabilities and Stockholders' Equity                             









See accompanying notes to the condensed consolidated
financial statements.



3


Table of Contents






|AGRICON GLOBAL CORPORATION AND SUBSIDIARIES                           
|----------------------------------------------------------------------
|(A Development Stage Company)                                         
|CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS                       
|(Unaudited)                                                           
|                                                                      
|                                                                      
|                                                                      
|Operating Expenses:                                                   
|Selling, general and administrative                                   
|Lease acquisition costs                                               
|Total Operating Expenses                                              
|                                                                      
|Loss from Operations                                                  
|                                                                      
|Other Income and Expense:                                             
|Interest income                                                       
|Interest expense                                                      
|Total Other Income                                                    
|                                                                      
|Net Loss                                                              
|                                                                      
|Basic and diluted loss per common share                               
|                                                                      
|Basic and diluted weighted average number of common shares outstanding







































See accompanying notes to the condensed consolidated
financial statements.



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|AGRICON GLOBAL CORPORATION AND SUBSIDIARIES                                
|---------------------------------------------------------------------------
|(A Development Stage Company)                                              
|CONSOLIDATED STATEMENTS OF CASH FLOWS                                      
|(Unaudited)                                                                
|                                                                           
|                                                                           
|                                                                           
|Cash Flows From Operating Activities                                       
|Net loss                                                                   
|Adjustments to reconcile net loss to net cash used in operating activities:
|Share-based compensation                                                   
|Common stock issued for services                                           
|Changes in operating assets and liabilities:                               
|Prepaid expenses                                                           
|Accounts payable                                                           
|Accrued liabilities                                                        
|Net Cash Used in Operating Activities                                      
|                                                                           
|Cash Flows From Investing Activities                                       
|Proceeds on notes receivable                                               
|Purchase of equipment                                                      
|Purchase of land                                                           
|Net Cash Used by Investing Activities                                      
|                                                                           
|Cash Flows From Financing Activities                                       
|Proceeds from issuance of common stock for cash                            
|Net Cash Provided by Financing Activities                                  
|                                                                           
|Effect of Exchange Rate on Cash                                            
|                                                                           
|Net Increase in Cash and Cash Equivalents                                  
|Cash at Beginning of Period                                                
|Cash at End of Period                                                      
|                                                                           
|Supplemental Disclosures of Cash Flow Information:                         
|Noncash Investing and Financing activities:                                
|The Company issued 12,000,000 shares of its Common                         
|Stock for all of the issued and outstanding stock of                       
|CPGL which stock had been issued for services by                           
|its two shareholders                                                       
|Recapitalization                                                           
|Subscription receivable                                                    
|Conversion of accounts payable and accrued liabilities                     
|to notes payable                                                           







See accompanying notes to the condensed consolidated
financial statements.

5


Table of Contents


AGRICON GLOBAL CORPORATION AND SUBSIDIARIES

(A Development Stage Company)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS

(Unaudited)



NOTE 1 — THE COMPANY AND BASIS OF
PRESENTATION



Principles
of Consolidation–The accompanying condensed consolidated financial statements
are presented in conformity with accounting principles generally accepted in the United States of America and include operations
and balances of Agricon Global Corporation and its wholly-owned subsidiaries Canola Property Ghana Limited (“CPGL”),
and Agricon SH Ghana Limited (“ASHG”), both Ghanaian limited liability companies, collectively “Agricon”
or the “Company.” CPGL was incorporated under the laws of Ghana, West Africa on July 5, 2011and ASHG was incorporated
under the laws of Ghana, West Africa on November 7, 2012. Intercompany balances and transactions have been eliminated in consolidation.





Nature
of Operations– All of the Company’s business is conducted through its
two wholly owned subsidiaries CPGL and ASHG. The Company is in the development stage and its business activities to date have been
organizing the Company, locating appropriate land that might be leased or purchased for cultivating and harvesting agricultural
products. The Company completed its first lease purchase transaction on December 13, 2012 of 8,000 acres in the Shai Hill area
near Accra, the largest city in Ghana. We plan to begin clearing and cultivating the land included in the first lease purchase
during 2013.



The Company plans to locate and then lease
additional undeveloped land in Ghana, West Africa, at attractive prices, that can be cleared and used for agricultural purposes
and prepare the land for cultivation and production of primarily rotation crops such as rice, maize (corn), canola, sunflower,
and soya. The Company has located and began preliminary negotiations for
two additional leases for approximately 20,000 acres of land and we expect to enter into 50 year leases for these parcels of land.
Assuming that the Company completes these lease transactions—of which there can be no assurance--we expect to stake, demarcate
and survey the land and ready the leases for recording with the Ghana government.





NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES



Interim Financial Information–The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial
information and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”).
Accordingly, they are condensed and do not include all of the information and notes required by accounting principles generally
accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included and are of a normal recurring nature. The results of operations for the three
and six months ended December 31, 2012, may not be indicative of the results that may be expected for the year ending June 30,
2013.



These financial statements should be read
in conjunction with the financial statements and notes thereto which are included in Agricon in Annual Report on Form 10-K for
the year ended June 30, 2012. The accounting policies set forth in those annual financial statements are the same as the accounting
policies utilized in the preparation of these financial statements, except as modified for appropriate interim financial statement
presentation.

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Table of Contents




Use of Estimates – The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results
could differ from those estimates. The preparation of financial statements in conformity with accounting principles generally
accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure on contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual results could differ from those estimates.



Cash– The
balance in Cash consisted of cash reserves held in checking accounts.



Notes Receivable– On August 31, 2010, the Company sold its wholly owned subsidiary, Commission River Corporation. As part of the
payment for the sale, the Company was issued a secured negotiable promissory note receivable, in the amount of $490,000, with varying
interest rates beginning at 6% and required monthly payments of $10,000 until its maturity on September 12, 2014, when the remaining
principal balance of the note is due. The note is secured by all of the assets of Commission River Corporation. As of December
31, 2012, the note was current and had a remaining principal balance of $274,701, of which $95,545 is classified as“Notes
receivable, current portion”on the balance sheet.



Agricultural Land and Lease Acquisition
Costs– The Company expenses all costs relating to land and lease acquisition activities
until the actual acquisition or until the lease has been executed. The land purchase price is then capitalized and valuated periodically
for any valuation allowance required. Lease payments are capitalized and amortized over the appropriate lease period. Costs of
land clearing and preparation are expensed as incurred.



Equipment –
Equipment is stated at cost less accumulated depreciation. At the time equipment is disposed of or traded in, the assets and related
accumulated depreciation are removed from the accounts, and any resulting gain or loss is charged to operations. Major renewals
and betterments that extend the life of the property and equipment are capitalized. Maintenance and repairs are expensed as incurred.
The Equipment shown on the Condensed Consolidated Balance Sheets, had not been placed into use as of December 31, 2012 and therefore
no depreciation has been recognized at December 31, 2012..



Development Stage Company–The Company has not earned any revenue from operations. Accordingly, the Company’s activities have been accounted
for as those of a “Development Stage Enterprise” as set forth in ASC Topic 914.  Among the disclosures required
by ASC 914 are that the Company’s financial statements be identified as those of a development stage company, and that the
statements of operations, cash flows and stockholders’ equity disclose activity since the date of the Company’s inception.



Foreign Currency
Translation –The financial statements are presented in United States dollars. In accordance with ASC Topic
830, “Foreign Currency Translation”, foreign denominated monetary assets and liabilities are translated to their
United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date.  Non-monetary
assets and liabilities are translated at exchange rates prevailing at the transaction date. Revenue and expenses are
translated at average rates of exchange during the periods presented.  Related translation adjustments are reported
as a separate component of stockholders’ equity, whereas gains or losses resulting from foreign currency transactions
are included in results of operations. All financial activity during the three months and six months ended December 31, 2012
were denominated in United States dollars, therefore no translation of currency was required and

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Table of Contents




there were no gains or losses on foreign
currency transactions during the three monthe or six months ended December 31, 2012. All material accounts of cash were being
held in US dollar accounts at December 31, 2012.



Share-Based Compensation– The
Company recognizes compensation expense for share-based awards expected to vest on a straight-line basis over the requisite
service period of the award based on their grant date fair value. The Company estimates the fair value of stock options using
a lattice model that values the options based on probability weighted projections of the various potential outcomes. The
intrinsic value, stock performance, stock volatility, vesting or exercise factors, and forfeiture variables, are all
considerations under this model. During the three months and six months ended December 31, 2012 the Company recorded
share based compensation expense of $9,183 and $18,364 respectively and $0 for each of the same periods in 2011and $18,364
since inception (July 5, 2011).



There were no new options granted or exercised
during the three months ended December 31, 2012 and 2011.



Basic and
Diluted Loss Per Share – Basic loss per common share is computed by dividing the net loss attributable to common
stockholders for the period by the weighted-average number of common shares outstanding during the period. Diluted net income per
common share, where applicable, is computed giving effect to all dilutive common stock equivalents, primarily common stock options
and warrants. All potential common shares, totaling 670,000 outstanding exercisable options, which could have an anti-dilutive
effect on diluted per share loss amounts, are excluded in determining the diluted loss per common share.



Income
Taxes -The
Company accounts for income taxes under the asset and liability method of accounting for deferred taxes as prescribed under
FASB ASC 740, Accounting for Income Taxes effect to all dilutive common stock equivalents, primarily common  tax consequences
attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their
respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. When
applicable, a valuation allowance is established to reduce any deferred tax asset when it is determined that it is more
likely than not that some portion of the deferred tax asset will not be realized. ASC 740 also requires reporting of taxes
based on tax positions that meet a more-likely-than-not standard and that are measured at the amount that is
more-likely-than-not to be realized. Differences between financial and tax reporting which do not meet this threshold are
required to be recorded as unrecognized tax benefits. ASC 740 also provides guidance on the presentation of tax matters and
the recognition of potential IRS interest and penalties. The Company classifies penalty and interest expense related to
income tax liabilities as an income tax expense. There are no significant interest and penalties recognized in the statement
of operations or accrued on the balance sheet. See further discussion and disclosures in Note 8.



Recent Accounting Pronouncements



Comprehensive Income
– In June 2011, the FASB issued authoritative guidance regarding the presentation of comprehensive income. This
guidance provides companies with the option to present the total of comprehensive income, components of net income, and the
components of other comprehensive income either in a single continuous
statement of comprehensive income or in two separate but

8


Table of Contents






consecutive statements. The objective of the standard is to increase the
prominence of items reported in other comprehensive income and to facilitate convergence of U.S. GAAP and International Financial
Reporting Standards (IFRS). The standard eliminates the option to present components of other comprehensive income as part of the
statement of changes in stockholders’ equity. The guidance is effective for fiscal years and interim periods beginning after
December 15, 2011 and should be applied retrospectively. Early adoption is permitted. The adoption of this guidance is not expected
to have a material impact on the Company’s consolidated financial statements.

Fair Value Measurements–
In May 2011, the FASB issued authoritative guidance regarding fair value measurements. This guidance establishes common requirements
for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. GAAP and IFRS. It
also clarifies the FASB’s intent on the application of existing fair value measurement requirements. The guidance is effective
for fiscal years and interim periods beginning after December 15, 2011 and should be applied prospectively. The adoption of this
guidance is not expected to have a material impact on the Company’s consolidated financial statements.



NOTE 3 – GOING CONCERN



The accompanying condensed consolidated financial
statements have been prepared assuming that the Company will continue as a going concern.  As shown in the accompanying
condensed consolidated financial statements, the Company incurred a loss from operations of $471,926 for the six month period ended
December 31, 2012 and has an accumulated deficit of $1,095,463 since its inception (July 5, 2011).  The Company also
used cash in operating activities of $352,597during the six month period ended December 31, 2012 , and $905,767 since its inception.  At
December 31, 2012, the Company had negative working capital of $190,278.  The Company is in default on Notes Payable.
These factors raise substantial doubt about the Company’s ability to continue as a going concern.



In order
for us to continue as a going concern, we expect to obtain additional debt or equity financing. There can be no assurance that
we will be able to secure additional debt or equity financing, that we will be able to acquire cash flow positive operations, or
that, if we are successful in any of those actions, those actions will produce adequate cash flow to enable us to meet all our
future obligations. All of our existing financing arrangements are short-term. If we are unable to obtain additional debt or equity
financing, we may be required to significantly reduce or cease operations.



NOTE 4 – RECAPITALIZATION



On March 31, 2012, Agricon, formerly BayHill Capital Corporation, and CPGL, and CPGL’s shareholders,
Global Green Capacity Limited and Invest in Ghana Co Limited, entered into a share exchange agreement pursuant to which Agricon
agreed to issue an aggregate of 12,000,000 shares of common stock to CPGL stockholders and designees, in return for 100% of the
75,000 issued and outstanding shares of CPGL stock (the “Share Exchange”). As a result, CPGL became a wholly-owned
subsidiary of Agricon, and for accounting purposes, Agricon began operations on July 5, 2011 (date of inception of CPGL), as reflected
in the Consolidated Financial Statements. The Share Exchange resulted in a change in control of the Company. The former CPGL stockholders,
and designees, now own in the aggregate 69% of the outstanding shares of the Company’s common stock. In conjunction with
the share exchange the Company changed its name from BayHill Capital Corporation to Agricon Global Corporation.





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As one of the requirements
of the Share Exchange, Agricon was required to raise a minimum of $600,000 through the sale of its common stock. As of December
31, 2012, the Company had raised $1,110,000 under a private placement of 2,220,000 shares of common stock. This initial working
capital is being used to acquire land and begin the operations of clearing and cultivating.



In accordance with Financial
Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) section 805, “Business
Combinations”, CPGL is considered the accounting acquiror in the Share Exchange. Under current accounting guidance Agricon
is not a business for purposes of determining whether a business combination would occur upon the acquisition of the outstanding
stock of CPGL. The acquisition was accounted for as the recapitalization of CPGL since, at the closing of the Share Exchange, Agricon
was a non-operating public shell corporation with no significant assets and liabilities. Accordingly, the assets and liabilities
and the historical operations that are reflected in the Company’s consolidated financial statements are those of CPGL, restated
for the effects of the capital restructure.



The accounting transactions
required to accomplish the Share Exchange are recognized as follows: (1) the recapitalization of CPGL by recognizing the Agricon
common shares issued in exchange for the CPGL shares in a manner equivalent to a 160 for 1 stock split, and (2) the Agricon common
shares that remain outstanding are recognized as the issuance of common shares by CPGL—as the acquirer for accounting purposes-for
the assets less liabilities of BayHill Capital Corporation, the predecessor to Agricon, are recorded at fair value which approximates
the book value.



NOTE 5 – UNSECURED NOTES PAYABLE TO
RELATED PARTIES



The unsecured notes payable to present and
past affiliates of the Company are related to legal fees, director fees, and unpaid salaries, from previous periods, that were
converted into 12% notes payable with a maturity date of June 30, 2012. The notes were not paid at maturity, therefore the interest
rate increased to 15% per annum. No affiliate has demanded payment. These notes consist of the following:



|Note Holder                              |  | Amount
|---------------------------------------- |  | ------
|ClearWater Law and Governance Group, LLC |  | $     
|James U Jensen                           |  |       
|John M Knab                              |  |       
|John D Thomas                            |  |       
|Robert K Bench                           |  |       
|Robyn Farnsworth                         |  |       
|Total                                    |  | $     



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Additional amounts of director fees and unpaid
salaries during the six months ended December 31, 2012 were converted into 12% notes payable, at December 31, 2012, with a maturity
date of March 31, 2013. These new notes consist of the following:



|Note Holder      |  | Amount
|---------------- |  | ------
|Lars Nielsen     |  | $     
|James U Jensen   |  |       
|Soren Jonassen   |  |       
|Stephen Abu      |  |       
|Rene Mikkelsen   |  |       
|Robert K Bench   |  |       
|Robyn Farnsworth |  |       
|Total            |  | $     





NOTE 6 – CAPITAL LEASE OBLIGATIONS



In December 2012 the Company acquired approximately
8,000 acres of agricultural land in the Shai Hills area of Ghana, West Africa. The lease requires total payments over nine (9)
years of $1,954,840. The company paid the first year payment of $129,032, which included a payment at the acquisition date of $119,000
and a credit for $10,032 of costs and expenses advanced to the lessee by the Company during lease negotiations, which were expensed
in prior periods. The lease has been accounted for as a capital lease. The following is a schedule by year of future minimum lease
payments under the capital lease, together with the present value of the minimum lease payments as of December 31, 2012:







|December 31, |                                    | Amount
|------------ | ---------------------------------- | ------
|             | 2013                               |       
|             | 2014                               |       
|             | 2015                               |       
|             | 2016                               |       
|             | 2017                               |       
|             | Thereafter                         |       
|             | Total minimum lease payments       |       
|             | Less: amount representing interest |       
|             | Present value of lease payments    |       
|             | Less: current portion              |       
|             | Long-term portion                  |       





NOTE 7 – STOCKHOLDERS’ EQUITY



The Company's capitalization is 100,000,000
common shares with a par value of $0.0001 per share. As of December 31, 2012, the Company had 18,374,841 common shares outstanding.



Preferred shares of 400,000 with a par value
of $0.0001 have been authorized and no shares are issued or outstanding as of December 31, 2012.





During 2012, the Company conducted a private
placement offering to a limited number of foreign investors under which the Company issued a total of 2,220,000 shares, of its
common stock, at a price of





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fifty cents ($0.50) per share for a total of $1,110,000. Of the 2,220,000 shares sold by the Company
1,220,000 were sold prior to June 30, 2012. The remaining 1,000,000 were sold during the three months ended December 31, 2012.





The Company issued 75,000 shares of its common stock, to two shareholders, for services relating to administrative
and organizational costs totaling $50,463. It was these 75,000 shares that were exchanged for 12,000,000 shares in the Share Exchange
Agreement. See Note 4 – Recapitalization.



NOTE 8 – INCOME TAXES



In evaluating the realizability of the net
deferred tax assets, we take into account a number of factors, primarily relating to the ability to generate taxable income. Where
it is determined that it is likely that we will be unable to realize deferred tax assets, a valuation allowance is established
against the portion of the deferred tax asset. Because it cannot be accurately determined when or if we will become profitable,
a valuation allowance was provided against the entire deferred income tax asset balance.



The 2009 through 2012 tax years remain open
to examination by the Internal Revenue Service.  These taxing authorities have the authority to examine those tax years until
the applicable statute of limitations expire.



The Company did not recognize any interest
or penalties related to income taxes for the three or six months ended December 31, 2012 and 2011.





NOTE 9 – SUBSEQUENT EVENTS





On January 3, 2013 the Company announced its execution of a Letter
of Intent (LOI) to merge with Africa Farmlands, Inc. (AFL), an Iowa Corporation, by acquiring all issued and outstanding shares
of AFL and controlling interest in its two Ghanaian Subsidiaries. If the LOI leads to a completed agreement, Agricon will issue
25,000,000 unregistered shares of its common stock to acquire all of the shares, presently outstanding of AFL. The terms of the
agreement will require that AFL and its associates complete a private placement of Agricon common stock in an amount of not less
than $10 million. If the acquisition and private placement are completed on the terms contemplated, the Company would have 43,874,841
shares issued and outstanding--prior to any share issuances for the anticipated $10 million private investment in public equity
(PIPE), and future funding needs—of which current Agricon shareholders would own approximately 43%.



If the LOI leads to a completed agreement,
Two of Agricon’s present board members will resign and three new board members will be appointed. Agricon expects its present
management team to remain and be augmented by AFL management team.



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Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations



The following discussion is intended to assist
you in understanding our results of operations and our present financial condition. Our condensed consolidated financial statements
and the accompanying notes included in this quarterly report on Form 10-Q contain additional information that should be referred
to when reviewing this material.



Forward-Looking Information and Cautionary Statements



This quarterly
report contains forward-looking statements as that term is defined in Section 27A of the United States Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or our future financial performance.
In some cases, you can identify forward-looking statements by terminology such as “may”, “should”,
“expects”, “plans”, “anticipates”, “believes”, “estimates”,
“predicts”, “potential” or “continue” or the negative of these terms or
other comparable terminology.Such statements are based on currently available financial and competitive information and
are subject to various risks and uncertainties that could cause actual results to differ materially from our historical experience
and our present expectations. Undue reliance should not be placed on such forward-looking statements as such statements speak only
as of the date on which they are made. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance
or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or
implied by these forward-looking statements.



Forward-looking statements are predictions
and not guarantees of future performance or events. Forward-looking statements are based on current industry, financial and economic
information, which we have assessed but which by its nature, is dynamic and subject to rapid and possibly abrupt changes. Our actual
results could differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties
associated with our business. We hereby qualify all our forward-looking statements by these cautionary statements. We undertake
no obligation to amend this report or revise publicly these forward-looking statements (other than pursuant to reporting obligations
imposed on registrants pursuant to the Securities Exchange Act of 1934) to reflect subsequent events or circumstances.



Business Review



The Company is in the development stage and
its activities to date have been organizing the Company and locating appropriate land that might be leased for cultivating and
harvesting agricultural products and acquiring 8,000 acres through a lease purchase agreement. Assuming the Company can raise adequate
capital, we plan to continue to locate and then lease undeveloped land in Ghana, at attractive prices, that can be cleared and
used for agricultural purposes and prepare the land for cultivation and production of primarily rotation crops such as rice, maize
(corn), canola, sunflower, and soya.



The Company has located and began preliminary
negotiations for two additional leases for approximately 20,000 acres of land and we expect to enter into 50 year leases for the
land. We expect to stake, demarcate and survey the land and ready the lease for recording with the Ghana government. We plan to
begin clearing and cultivating the land included in the first lease purchase during 2013.



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In order to execute on this strategy, the
Company will need significant capital. There is no assurance that the Company will be successful in raising capital and completing
its planned acquisition of leases and farming operations.



Summary of Operations



Three months ended December 31, 2012



The Company generated no revenues from operations
during the three months ended December 31, 2012.



During
the three months ended December 31, 2012, our activities related to our continued negotiations of leases in Ghana totaling
20,000 acres, and acquiring 8,000 acres on which we plan to begin farming operations.



General and Administrative Expenses



General and administrative expenses were $220,319 and $421,610
for the three months and six months ended December 31, 2012 respectively, all of which related to our search for land leases
and negotiation activities.



Lease acquisition costs were $22,695 and $59,699 for the
three months and six months ended December 31, 2012 respectively. These represent costs and expenses directly relating to
surveying and soil testing prospective land for possible acquisition or lease.



Period from Inception (July 5, 2011)
through December 31, 2012



The Company generated no revenues from operations
during the period from inception (July 5, 2011) through December 31, 2012. The general and administrative expenses of $740,589
related to its activities in the formation of the Company and its search and negotiation efforts to secure a lease to begin farming
and agricultural operations in Ghana.



Lease acquisition costs of $368,662 relate
to direct costs of surveying activities and soil testing prospective land for possible acquisition or lease.



Liquidity and Capital Resources



As of December 31, 2012 and June 30, 2012,
we had cash on hand of $121,711 and $5,221, respectively, and total current liabilities exceeded total current assets by $190,278
and $158,121, respectively.





For the six months ended December 31, 2012,
we used cash in operating activities of $352,597.



The company will need further funding to execute
its plans to acquire leases and begin farming operations. It presently plans additional rounds of funding in the near future. If
we are not able to raise the anticipated funds, the Company may not be able to continue its operations and continue with its business
strategy.



Off-Balance Sheet Financing Arrangements



The Company had no off-balance sheet financing arrangements at December
31, 2012 and June 30, 2012.





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Recent Accounting Pronouncements



For details of applicable new accounting standards, please, refer
to Note1 – The Company and Basis of Presentationto ourcondensed consolidated financial statements.



Critical Accounting Policies and Estimates



The preparation of financial statements in
accordance with accounting standards generally accepted in the United States requires management to make estimates and assumptions
that affect both the recorded values of assets and liabilities at the date of the financial statements and the revenues recognized
and expenses incurred during the reporting period. Our estimates and assumptions affect our recognition of deferred expenses, bad
debts, income taxes, the carrying value of our long-lived assets and our provision for certain contingencies. We evaluate the reasonableness
of these estimates and assumptions continually based on a combination of historical information and other information that comes
to our attention that may vary our outlook for the future. Actual results may differ from these estimates under different assumptions.



We suggest that our Summary of Significant
Accounting Policies, as described in Note 1- The Company and Basis of Presentation to our condensedconsolidated
financial statements in our most recent Annual Report on Form 10-K be read in conjunction with this Management’s Discussion
and Analysis of Financial Condition and Results of Operations. We believe the critical accounting policies that most impact
our consolidated financial statements are described below.



Fair Value of
Financial Instruments

The carrying amounts reported in the accompanying
condensed consolidated financial statements for the notes receivable, accounts payable and accrued expenses approximate fair values
because of the immediate nature of short-term maturities of these financial instruments. The carrying amount of long-term debt
approximates fair value due to the stated interest rates approximating prevailing market rates.





Item 3. Qualitative and Quantitative
Disclosures About Market Risk



As a Smaller Reporting Company as defined
by Rule 12b-2 of the Exchange Act and in Item 10(f)(1) of Regulation S-K, we are electing scaled disclosure reporting
obligations and therefore are not required to provide the information requested by this Item.



Item 4. Controls and Procedures



Evaluation of Disclosure Controls and Procedures



Our management, under the supervision and with
the participation of our President and Chief Financial Officer, evaluated the effectiveness of the design and operation of our
disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934,
as amended (the “Exchange
Act”)), as of the end of the period covered by this report. Based on this evaluation, our President and Chief Financial Officer
concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective in (1)
recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports
that we file or

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submit under the Exchange Act and (2) ensuring
that information disclosed by us in such reports is accumulated and communicated to our management, including our President and
Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.



Changes in Internal Control
over Financial Reporting



There were no changes in our internal
control over financial reporting during the three months ended December 31, 2012 that materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.



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PART II - OTHER INFORMATION





Item 1. Legal Proceedings



The company had no legal proceedings at December 31, 2012.



Item 1A. Risk Factors



During the three months ended December 31, 2012 there were no
material changes in the risk factors previously described in Form 10K filed with the SEC on September 21, 2012.





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Item 6. Exhibits



Exhibits. The following
exhibits are included as part of this report:



| | Exhibit No.  |  | Description of Exhibit                                  
| | ------------ |  | --------------------------------------------------------
| |              |  |                                                         
| | Exhibit 31.1 |  | Certification of Principal Executive Officer Pursuant to
| |              |  | Section 302 of the Sarbanes Oxley Act of 2002           
| |              |  |                                                         
| | Exhibit 32.1 |  | Certification Pursuant to Section 906 of the Sarbanes-  
| |              |  | Oxley Act of 2002                                       
| |              |  |                                                         
| |              |  |                                                         
| |              |  |                                                         



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SIGNATURES



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



AGRICON GLOBAL
CORPORATION





|Date: | February 21, 2013 |  | By: | /s/ Robert K Bench                 | 
|----- | ----------------- |  | --- | ---------------------------------- | 
|      |                   |  |     | Robert K Bench                     | 
|      |                   |  |     | President, Chief Financial Officer | 
|      |                   |  |     |                                    | 





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