UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K/A

Amendment Number 2



|þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended December 31,
2011



| ̈ | 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 333-171277



VALOR GOLD CORP.

(Formerly known as Felafel Corp.)

(Exact name of registrant as specified in
charter)



|Delaware                        |  | 80-0546288                          
|------------------------------- |  | ------------------------------------
|(State or Other Jurisdiction of |  | (I.R.S. Employer Identification No.)
|Incorporation or Organization)  |  |                                     



|c/o Idan Karako                                                       |  |           
|--------------------------------------------------------------------- |  | ----------
|27 Bet Hillel Street, Unit 18,
Tel Aviv, Israel
Tel Aviv Israel 67017 |  | 67017     
|(Address of Principal Executive Offices)                              |  | (Zip Code)



011-972-54-6419419




(Issuer’s Telephone Number)



Securities registered pursuant to Section
12(b) of the Act:  None



|                    |  | Name of Each Exchange
|------------------- |  | ---------------------
|Title Of Each Class |  | on Which Registered  



Securities registered under Section 12(g)
of the Exchange Act:

Common Stock, $0.0001 par value per share

Title of Class



Indicate by check mark whether the registrant is a well-known
seasoned issuer as defined in Rule 405 of the Securities Act.  Yes ̈
     Noþ



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 ̈
     Noþ



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.  Yesþ      No ̈



Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K 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.  þ



Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated
filer” in Rule 12b-2 of the Exchange Act.   (Check one):



Large accelerated filer ̈               Accelerated filer ̈             Non-accelerated filer   ̈

Smaller Reporting Companyþ



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



The aggregate market value of the
voting and non-voting common equity held by non-affiliates computed by reference to the last sale price of such common equity as
of January 30, 2012, was $ $1,666,667.



Number of shares of common stock
outstanding as of January 30, 2012 was77,500,002.















EXPLANATORY NOTE



As used in this Form 10-K/A, references to
the “Company,” “Felafel,” “Valor Gold,” “we,” “our” or “us”
refer to Valor Gold Corp. (formerly known as Felafel Corp.) unless the context otherwise indicates.



We are filing
this Amendment Number 2 to our Form 10-K for the fiscal year ended December 31, 2011 for purposes of including certain information
in Part III of the Form 10-K (Items 10-13), as permitted under General Instruction G(3) to Form 10-K.



Except as described above, the remainder
of the Form 10-K is unchanged and does not reflect events occurring after the original filing of the Form 10-K with the
SEC on February 3, 2012.



On March 27, 2012, the Company’s
board of directors authorized a dividend, whereby an additional 6.5 shares of common stock, par value $0.0001 per share, was issued
on each one share of common stock outstanding to each holder of record on April 9, 2012. Shares presented in this report reflect
the stock split.





Item 10. Directors, Executive Officers and Corporate
Governance



Our current executive officers and directors,
and their ages and positions, are as follows:



|                                |  |     |  |                                       
|------------------------------- |  | --- |  | --------------------------------------
|Name                            |  | Age |  | Position                              
|Idan Karako                     |  | 28  |  | President, CEO, Treasurer and Director
|Viktorija Eglinskaite-Dijokiene |  | 28  |  | Secretary and Director                





Mr. Karako has been working in the food industry starting in
his father’s catering business since a very young age. Since 2009 to present he has been managing food service events for
101 Tapasim and Tznoberim Traveling Chef’s, which are both companies in Israel. Mr. Karako earned a B.A. from the Interdisciplinary
Center (IDC) in Herzliya, Israel in 2009, where he studied at the Lauder School of Government. During his studies, Mr. Karako worked
within the food service industry including managing events at the Mool Hasade restaurant, where he was responsible for all aspects
of the events including employee management, sales, and food service. In addition, Mr. Karako handled the same responsibilities
at the Pri Haaretz Catering Group in 2006-2007. Between 2004-2005, Mr. Karako worked in the logistics department at Joe-Bar, a
company that offered its on-site bar-services at several locations for parties such as weddings and graduations.



Viktorija Eglinskaite-Dijokiene received a Bachelor’s
degree from the Lithuanian Academy of Art in 2006. Ms. Eglinskaite-Dijokiene moved to Israel in 2010 where she is a freelance textile
designer. From 2007-2010 Ms. Eglinskaite-Dijokiene lived in Riga, Latvia and worked as a Textile Designer for Studio Naturalus,
a textile company. From 2006 - 2007, Ms. Eglinskaite-Dijokiene served as a Fashion Stylist for Arteta Ltd., a television production
studio in Lithuania.



Board Composition



The Company’s board of directors
is composed of two directors. Each director serves for annual terms and until his or her successor is elected and qualified. We
have no nominating committee nor do we have written procedures by which security holders may recommend nominees to our board of
directors. In addition, we do not currently have a policy with respect to the consideration of diversity in identifying director
nominees.



Board Committees



The board of directors has the authority
to appoint committees to perform certain management and administration functions. We do not currently have any committees.



Board Leadership Structure and Risk Oversight



Our board’s leadership structure
does not separate the positions of Chief Executive Officer and Chairman of the board of directors. The board does not currently
have any independent directors.



The board of directors exercises its role
in the oversight of risk as a whole. Due to the size of our company and its board of directors, we do not currently have an audit
committee.



Code of Ethics



We do not currently have a Code of Ethics
applicable to our principal executive, financial and accounting officers. We do not have a “financial expert” on the
board or an audit committee or nominating committee.



2







Item 11. Executive Compensation



EXECUTIVE COMPENSATION



Since our incorporation on June 2, 2009, we have not paid any
compensation to our Directors or officers.



We have no employment agreements with any of our directors or
executive officers.



During the fiscal years ended December 31, 2010 and December
31, 2011, no stock options or stock appreciation rights were granted to any of our directors or executive officers, none of our
directors or executive officers exercised any stock options or stock appreciation rights, and none of them held unexercised stock
options as of December 31, 2010 or December 31, 2011. We have no long-term incentive plans.



The following table sets forth information concerning the compensation
paid or earned during the fiscal year ended December 31, 2011 for services rendered to our Company in all capacities by our principal
executive officer and any officer with total compensation over $100,000 per year.



SUMMARY COMPENSATION
TABLE



|Name and principal position        |  | Year |      | Salary ($) |   | Bonus ($) |   | Stock Awards ($) |   | Option Awards ($) |   | Non-Equity Incentive Plan Compensation ($) |   | Nonqualified Deferred Compensation Earnings ($) |   | All other Compensation ($) |   | Total ($)
|---------------------------------- |  | ---- | ---- | ---------- | - | --------- | - | ---------------- | - | ----------------- | - | ------------------------------------------ | - | ----------------------------------------------- | - | -------------------------- | - | ---------
|Idan Karako(1)                     |  |      | 2011 |            | 0 |           | 0 |                  | 0 |                   | 0 |                                            | 0 |                                                 | 0 |                            | 0 |          
|Viktorija Eglinskaite-Dijokiene(2) |  |      | 2011 |            | 0 |           | 0 |                  | 0 |                   | 0 |                                            | 0 |                                                 | 0 |                            | 0 |          
|                                   |  |      |      |            |   |           |   |                  |   |                   |   |                                            |   |                                                 |   |                            |   |          





| | (1) | Idan Karako has been our President, Chief Executive Officer, Treasurer and Director since June 3, 2009.
| | --- | -------------------------------------------------------------------------------------------------------



| | (2) | Viktorija Eglinskaite-Dijokiene has been our Secretary and director since December 21, 2009.
| | --- | --------------------------------------------------------------------------------------------



Outstanding Equity Awards



As of December 31, 2010 and December 31, 2011, none of our directors
or executive officers held unexercised options, stock that had not vested, or equity incentive plan awards.



Compensation of Directors



No compensation was paid to our directors during the years ended
December 31, 2010 and December 31, 2011.



The following table sets forth information concerning the compensation
paid or earned during the fiscal year ended December 31, 2011 to our directors.



DIRECTOR COMPENSATION



|Name                            |  | Fees Earned or Paid in Cash ($) |   | Stock Awards ($) |  | Option Awards ($) |   | Non-Equity Incentive Plan Compensation ($) |  | Non-Qualified Deferred Compensation Earnings ($) |  | All Other Compensation ($) |  | Total ($)
|------------------------------- |  | ------------------------------- | - | ---------------- |  | ----------------- | - | ------------------------------------------ |  | ------------------------------------------------ |  | -------------------------- |  | ---------
|Idan Karako                     |  |                                 | 0 |                  |  |                   | 0 |                                            |  | 0                                                |  | 0                          |  | 0        
|Viktorija Eglinskaite-Dijokiene |  |                                 | 0 |                  |  |                   | 0 |                                            |  | 0                                                |  | 0                          |  | 0        
|                                |  |                                 |   |                  |  |                   |   |                                            |  |                                                  |  |                            |  |          





3









Item 12. Security Ownership of Certain Beneficial Owners
and Management and Related Stockholder Matters



The following table lists, as of January 30, 2012, the number
of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the
beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all
officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and
management is based upon information furnished by each person using “beneficial ownership” concepts under the rules
of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that
person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power,
which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any
security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission
rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial
owner of securities as to which he or she may not have any pecuniary beneficial interest. Except as noted below, each person has
sole voting and investment power.



The percentages below are calculated based on 77,500,002 shares
of our common stock issued and outstanding as of January 30, 2012. We do not have any outstanding options, warrants or other securities
exercisable for or convertible into shares of our common stock. Unless otherwise indicated, the address of each person listed is
c/o Felafel Corp., 27 Bet Hillel Street, Unit 18, Tel Aviv Israel 67017.



|Name of Beneficial Owner                      |  | Title Of Class |        | Amount and Nature of Beneficial Ownership |  | Percent of Class
|--------------------------------------------- |  | -------------- | ------ | ----------------------------------------- |  | ----------------
|Idan Karako(1)                                |  |                | Common |                                           |  |                 
|Viktorija Eglinskaite-Dijokiene(2)            |  |                | Common |                                           |  |                 
|Directors and Officers as a Group (2 persons) |  |                | Common |                                           |  |                 





| | (1) | Our President, Chief Executive Officer, Treasurer and Director
| | --- | --------------------------------------------------------------



| | (2) | Our Secretary and Director.
| | --- | ---------------------------



Item 13. Certain Relationships and Related Transactions,
and Director Independence



On June 3, 2009, we issued 37,500,000 shares of common stock
to Mr. Idan Karako, our President, Chief Executive Officer, Treasurer and Director, for a $500 subscription receivable, which has
since been paid.



On December 21, 2009, we issued 15,000,000 shares of common
stock to Ms. Viktorija Eglinskaite-Dijokiene, our Secretary and Director, for a $200 subscription receivable, which has since been
paid.



The shares that were issued to each of Mr. Karako and Ms. Viktorija
Eglinskaite-Dijokiene were issued in a transaction that was exempt from the registration requirements of the Securities Act pursuant
to Regulation S promulgated by the Securities and Exchange Commission.



As of December 31, 2011, loans from related parties amounted
to $3,684 and represented working capital advances from Directors who are also stockholders of the Company. The loans are unsecured,
non-interest bearing, and due on demand.



The Company's president and director provides rent-free office
space to the Company.





4









SIGNATURES



In accordance with Section 13 or 15(d)
of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





|                   | VALOR GOLD CORP. |                                                                             
|------------------ | ---------------- | ----------------------------------------------------------------------------
|                   |                  |                                                                             
|Date: May 16, 2012 | By:              | /s/ Idan Karako                                                             
|                   |                  | Name:  Idan Karako                                                          
|                   |                  | Title:  President, Chief Executive Officer, Treasurer, and
    Director     
|                   |                  | (Principal Executive Officer and
Principal Financial and Accounting Officer)
|                   |                  |                                                                             
|                   |                  |                                                                             
|                   | By:              | /s/Viktorija Eglinskaite-Dijokiene                                          
|                   |                  | Name:  Viktorija Eglinskaite-Dijokiene                                      
|                   |                  | Title:  Secretary and Director                                              
|                   |                  |                                                                             
|                   |                  |                                                                             



In accordance with the Exchange Act, this
report has been signed below by the following persons on behalf of the registrant and in the capacities and the dates indicated.



|Signature                          |  | Title                                                                        |  | Date        
|---------------------------------- |  | ---------------------------------------------------------------------------- |  | ------------
|                                   |  |                                                                              |  |             
|                                   |  |                                                                              |  |             
|/s/ Idan Karako                    |  | President, Chief Executive Officer, Treasurer
        and Director           |  | May 16, 2012
|Idan Karako                        |  | (Principal Executive Officer and
Principal Financial and Accounting Officer) |  |             
|                                   |  |                                                                              |  |             
|                                   |  |                                                                              |  |             
|/s/Viktorija Eglinskaite-Dijokiene |  | Secretary and Director                                                       |  | May 16, 2012
|Viktorija Eglinskaite-Dijokiene    |  |                                                                              |  |             







5