**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

**Form 10-K/A**

 

**x****ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the fiscal year ended December 31, 2013**

**** 

** ̈ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**Commission file number: 000-54497**

 

**REVE TECHNOLOGIES, INC.**

(Exact name of registrant as specified in its charter)

 

| **Nevada**                                                     |   | **27-2571663**                       |
|----------------------------------------------------------------|--------|--------------------------------------|
| (State or other jurisdiction of incorporation or organization) |   | (I.R.S. Employer Identification No.) |

 

| **17011 Beach Blvd. Suite 900, Huntington Beach CA** |   | **92647**  |
|------------------------------------------------------|--------|------------|
| (Address of principal executive offices)             |   | (Zip Code) |

 

Registrant's telephone number: **(714) 907-1241**

 

**Bassline Productions, Inc.**

(Former name, if changed since last report)

 

Securities registered under Section 12(b) of the Act: **None**

 

Securities registered under Section 12(g) of the Act: **Common Stock, $0.001 par value**

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  ̈ No x

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  ̈ No x

 

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 x No  ̈

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every 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 x No  ̈

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ̈

 

Indicate by check mark whether the registrant a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "small reporting company" in Rule 12b-2 of the Exchange Act.

 

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

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes  ̈ No x

 

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of June 30, 2013 (the last business day of the registrant's most recently completed second fiscal quarter) was $21,150,000 based on a share value of $1.41.

 

The number of shares of Common Stock, $0.001 par value, outstanding on April 15, 2014 was 75,027,369 shares. Throughout this filing all references to shares have been restated to reflect a 10:1 forward stock split enacted on August 23, 2011.

 

DOCUMENTS INCORPORATED BY REFERENCE: None.

 

 

 

 **EXPLANATORY NOTE**

 

Reve Technologies, Inc. (the “Company”) is filing this Amendment No. 1 (this “Amendment”) to its Annual Report on Form 10-K for the year ended December 31, 2013 filed with the Securities and Exchange Commission (the “SEC”) (the “Original Report”) to amend the following:

 

The Registrants cover page to its Original Report contained an incorrect selection of shell status as defined in Rule 12b-2. The registrant in fact is not a Shell nor has it been for the prescribed quarterly reports. The Company is making this amendment to properly check the box that says No, the Company is not a Shell Company as defined in Rule 12b-2 of the Exchange act. In addition corrections were made to the business section of the filing.

 

There have been no other changes to the report herein filed on Form 10-K.

 

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**PART I**

 

**ITEM 1. BUSINESS**

 

**General Business Development**

 

We were originally incorporated in the State of Nevada on May 11, 2010, under the name Bassline Productions, Inc. We invest in, develop and market emerging hardware, mobile and web applications.

 

The Company continued development of SwipeDial- an inexpensive picture based cell phone with simple user interface. The market for Swipedial is small children, the elderly and those with special needs. The Company expects revenue of $50-75 for each phone purchased with a $10 monthly service fee.

 

The Company began developing Kinderkall in October, 2013. Kindercall is a phone watch for kids with simple user interface. The market for Kindercall is children age 5-12. Kindercall is expected to sell for $75-100 per phone.

 

The Company began developing WishBin.com in October 2013 as a website with browser plug-in to facilitate gift giving and getting. The target market is mothers and grandmothers. There will be revenue of 3-12% commission on click thru purchases.

 

The Company began developing Reminisce Android mobile app in November 2013 as a way to rediscover photos on the phone’s lock screen. There will be a per gallery download fee along with enterprise galleries with ads.

 

Since our inception on May 11, 2010 through December 31, 2013, we have generated minimal revenues and have incurred a net loss of $362,032. Since May of 2010, our only business activities have included the formation of our corporate entity, the development of our business model, and the completion of our S-1 offering for $50,000.

 

On February 7, 2013, we entered into an exchange agreement to purchase 100% of the outstanding shares of Match Trade, Inc. in exchange for 30,000 common shares of Bassline stock. A material condition of the acquisition, production of audited financial statements, has not been provided by Matchtrade. On June 13, 2013, the Company postponed the closing of the merger with Match Trade, Inc. Match Trade, Inc. was required to deliver audited financial statements and footnotes to the Company and Match Trade, Inc. has not been able to deliver that yet. No stock has been issued associated with the Acquisition. No postponement penalties have been incurred by the Company.

 

On March 7, 2013, we entered into an exchange agreement to purchase 100% of the outstanding shares of On The Curb, LLC in exchange for 10,000 common shares of Bassline stock. A material condition of the acquisition, production of audited financial statements, has not been provided by OTC therefore the closing of the Acquisition. On June 18, 2013, the Company postponed the closing of the merger with On The Curb, LLC. On The Curb, LLC was required to deliver audited financial statements and footnotes to the Company and On The Curb, LLC. has not been able to deliver that yet. No stock has been issued associated with the acquisition. No postponement penalties have been incurred by the Company.

 

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**PART IV**

 

**ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES**

 

 (b) Exhibits

 

|                  |            |                                                                                                                           |            |                  |            | **Incorporated by reference** |
|-----------------------|------------|--------------------------------------------------------------------------------------------------------------------------------|------------|-----------------------|------------|-------------------------------|
| **Exhibit****Number** | ** ** | **Exhibit Description**                                                                                                        | ** ** | **Filed****herewith** | ** ** | **Form**                      | ** ** | **Period**

**ending** | ** ** | **Exhibit** | ** ** | **Filing date** |
| 31.1                  |       | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act |       | x                     |       |                          |  |   |  |   |  |   |
| 32.1                  |       | Certification Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act    |       | x                     |       |                          |  |   |  |   |  |   |

 

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**SIGNATURES**

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

|                  | **REVE TECHONOLGIES, INC.** |                           |
|-----------------------|-----------------------------|--------------------------------|
|                  |                        |                           |   |
| Date: October 7, 2014 | By                          | */s/ Tamio Stehrenberger* |   |
|                  |                        | Tamio Stehrenberger            |   |
|                  | Title                       | President                      |   |
|                  |                        |                           |   |

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

| **Signature**             |     | **Title**                                                                        |   | **Date**        |
|---------------------------|----------|----------------------------------------------------------------------------------|--------|-----------------|
| ****                      |          |                                                                             |        |            |
| */s/ Tamio Stehrenberger* | * * | President, Principal Executive Officer, Principal Financial Officer and Director |   | October 7, 2014 |
| Tamio Stehrenberger       |     |                                                                             |        |            |
|                      |          |                                                                             |        |            |

 

 

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