SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



Form 10-Q



(Mark One)



|S | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
|- | ----------------------------------------------------------------------------------



For the quarterly period ended June 30,
2012.



or



|£ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT.
|- | ----------------------------------------------------------------



For the transition period from ___________
to ___________



Commission file number: 000-54050





VERSANT INTERNATIONAL, INC.

(Exact name of registrant as specified in
its charter)



|Nevada                                                         |  | 27-2553082                          
|-------------------------------------------------------------- |  | ------------------------------------
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)



19200 Von Karman, 6th Floor,
Irvine, CA 92612

(Address of Principal Executive Office)
(Zip Code)



(949) 281-6438

(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 past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.



Yes S
No £



Indicate by check mark
whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 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 S
No £



Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.



|Large accelerated filer £ | Accelerated filer £        
|------------------------- | ---------------------------
|Non-accelerated filer £   | Smaller reporting company S



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



Yes £
No S



As
of August 9, 2012, 140,870,000 shares of the registrant's common stock, $.001 par value, were outstanding.














TABLE OF CONTENTS



|                              | Page                                                                                 
|----------------------------- | -------------------------------------------------------------------------------------
|                              |                                                                                      
|Part I. FINANCIAL INFORMATION | 3                                                                                    
|                              |                                                                                      
|Item 1.                       | Financial Statements                                                                 
|                              |                                                                                      
|                              | Balance Sheet as of June 30, 2012 and December 31, 2011                              
|                              |                                                                                      
|                              | Statements of Operations for the Three and Six Months Ended June 30, 2012 and 2011   
|                              |                                                                                      
|                              | Statements of Cash Flows for the Three and Six Months Ended June 30, 2012 and 2011   
|                              |                                                                                      
|                              | Notes to Interim Statements                                                          
|                              |                                                                                      
|Item 2.                       | Management's Discussion and Analysis of Financial Condition and Results of Operations
|                              |                                                                                      
|Item 4.                       | Controls and Procedures                                                              
|                              |                                                                                      
|Part II.  OTHER INFORMATION   | 13                                                                                   
|                              |                                                                                      
|Item 1.                       | Legal Proceedings                                                                    
|                              |                                                                                      
|Item 2.                       | Recent Sales of Unregistered Securities                                              
|                              |                                                                                      
|Item 3.                       | Defaults Upon Senior Securities                                                      
|                              |                                                                                      
|Item 4.                       | Submission of Matter to a Vote of Security Holders                                   
|                              |                                                                                      
|Item 5.                       | Other Information                                                                    
|                              |                                                                                      
|Item 6.                       | Exhibits                                                                             
|                              |                                                                                      
|                              | Signatures                                                                           





2







PART I. FINANCIAL
INFORMATION



Item 1. Financial Statements



VERSANT INTERNATIONAL,
INC.

(Formerly Shang
Hide Consultants, Ltd.)

CONSOLIDATED BALANCE
SHEETS





|                                                                                                                                                                                      |  | June 30,2012 |            |   | December 31,2011 |  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | ---------- | - | ---------------- | -
|                                                                                                                                                                                      |  | (unaudited)  |            |   |                  |  
|ASSETS                                                                                                                                                                                |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Current Assets                                                                                                                                                                        |  |              |            |   |                  |  
|Cash and cash equivalents                                                                                                                                                             |  | $            | 14,055     |   |                  | $
|Accounts receivable                                                                                                                                                                   |  |              | 333        |   |                  |  
|Inventory                                                                                                                                                                             |  |              | 8,609      |   |                  |  
|Prepaid expenses                                                                                                                                                                      |  |              | 48,391     |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Total current assets                                                                                                                                                                  |  |              | 71,388     |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Other Assets                                                                                                                                                                          |  |              |            |   |                  |  
|Goodwill                                                                                                                                                                              |  |              | 86,985     |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Total assets                                                                                                                                                                          |  | $            | 158,373    |   |                  | $
|                                                                                                                                                                                      |  |              |            |   |                  |  
|LIABILITIES AND STOCKHOLDERS' EQUITY / (DEFICIT)                                                                                                                                      |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Current Liabilities                                                                                                                                                                   |  |              |            |   |                  |  
|Advance from shareholder                                                                                                                                                              |  |              | –          |   |                  |  
|Accounts payable                                                                                                                                                                      |  |              | 41,918     |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Total liabilities                                                                                                                                                                     |  |              | 41,918     |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Commitments and Contingencies                                                                                                                                                         |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Stockholders' Equity/ (Deficit)                                                                                                                                                       |  |              |            |   |                  |  
|Preferred stock: 25,000,000 shares authorized, $0.001 par value none issued and outstanding                                                                                           |  |              | –          |   |                  |  
|Class A Common stock, $.001 par value, 200,000,000 shares authorized and 70,000,000 and 50,000,000 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively |  |              | 70,000     |   |                  |  
|Class B Common stock, $.001 par value, 675,000,000 shares authorized 70,670,000 and 15,000,000 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively     |  |              | 70,670     |   |                  |  
|Additional paid in capital                                                                                                                                                            |  |              | 3,363,729  |   |                  |  
|Accumulated deficit                                                                                                                                                                   |  |              | (3,387,944 | ) |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Total stockholders' equity / (deficit)                                                                                                                                                |  |              | 116,455    |   |                  |  
|                                                                                                                                                                                      |  |              |            |   |                  |  
|Total liabilities and stockholders' equity / (deficit)                                                                                                                                |  | $            | 158,373    |   |                  | $





See accompanying notes to financial statements.





3







VERSANT INTERNATIONAL,
INC.

(Formerly Shang
Hide Consultants, Ltd.)

CONSOLIDATED STATEMENTS
OF OPERATIONS





|                                       |  | For the Three Months Ended |             |   | For the Six Months Ended |  
|-------------------------------------- |  | -------------------------- | ----------- | - | ------------------------ | -
|                                       |  | June 30,                   |             |   | June 30,                 |  
|                                       |  | 2012                       |             |   | 2011                     |  
|                                       |  | (unaudited)                |             |   | (unaudited)              |  
|Revenue                                |  |                            |             |   |                          |  
|Net sales                              |  | $                          | 707         |   |                          | $
|Cost of goods sold                     |  |                            | 515         |   |                          |  
|                                       |  |                            |             |   |                          |  
|Gross margin                           |  |                            | 192         |   |                          |  
|                                       |  |                            |             |   |                          |  
|Expenses                               |  |                            |             |   |                          |  
|Officer compensation                   |  |                            | 61,812      |   |                          |  
|Sales and marketing                    |  |                            | 5,021       |   |                          |  
|Professional fees                      |  |                            | 71,160      |   |                          |  
|Other general and adminstrative        |  |                            | 24,969      |   |                          |  
|                                       |  |                            |             |   |                          |  
|Total operating expenses               |  |                            | 162,962     |   |                          |  
|                                       |  |                            |             |   |                          |  
|Loss from operations                   |  |                            | (162,770    | ) |                          |  
|                                       |  |                            |             |   |                          |  
|Net loss                               |  | $                          | (162,770    | ) |                          | $
|                                       |  |                            |             |   |                          |  
|Net loss per share - basic and diluted |  | $                          | (0.00       | ) |                          | $
|                                       |  |                            |             |   |                          |  
|Weighted average shares outstanding    |  |                            | 138,703,444 |   |                          |  





See accompanying notes to financial statements.



4







VERSANT INTERNATIONAL,
INC.

(Formerly Shang
Hide Consultants, Ltd.)

CONSOLIDATED STATEMENTS
OF CASH FLOWS





|                                                                                  |  | For the Six Months Ended |           
|--------------------------------------------------------------------------------- |  | ------------------------ | ----------
|                                                                                  |  | June 30,                 |           
|                                                                                  |  | 2012                     |           
|                                                                                  |  | (unaudited)              |           
|Cash Flows from Operating Activities                                              |  |                          |           
|                                                                                  |  |                          |           
|Net loss                                                                          |  | $                        | (2,830,820
|                                                                                  |  |                          |           
|Adjustments to reconcile net income to net cash provided by operating activities: |  |                          |           
|Stock based compensation                                                          |  |                          | 2,628,697 
|Increase in accounts receivable                                                   |  |                          | (333      
|Increase in prepaid expenses                                                      |  |                          | (3,391    
|Increase in accounts payable                                                      |  |                          | 29,353    
|Decrease in inventories                                                           |  |                          | 4,642     
|                                                                                  |  |                          |           
|Net cash used in operating activities                                             |  |                          | (171,852  
|                                                                                  |  |                          |           
|                                                                                  |  |                          |           
|Cash Flows from Investing Activities                                              |  |                          |           
|Cash received in subsidiary acquisition                                           |  |                          | 2,907     
|                                                                                  |  |                          |           
|                                                                                  |  |                          |           
|Cash Flows from Financing Activities                                              |  |                          |           
|Proceeds from issuances of common stock                                           |  |                          | 168,000   
|                                                                                  |  |                          |           
|Net decrease in cash and cash equivalents                                         |  |                          | (945      
|                                                                                  |  |                          |           
|Cash and cash equivalents at beginning of the period                              |  |                          | 15,000    
|                                                                                  |  |                          |           
|Cash and cash equivalents at end of the period                                    |  | $                        | 14,055    



Supplementary Disclosures of Cash Flow Information

The Company did not pay any interest or taxes for the six months
ended June 30, 2012 and 2011, respectively



Non-Cash Investing and Financing Activities

During the six months ended June 30,
2012 the Company issued 10,000,000 shares of Class B common stock, valued at $100,000, to acquire the identifiable assets
including goodwill along with the assumed liabilities of its wholly-owned subsidiary Mamma's Best, LLC.





See accompanying notes to financial statements.





5







VERSANT INTERNATIONAL,
INC.

NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS



The
unaudited condensed consolidated financial statements included herein were prepared pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote disclosure normally included in financial statements
prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or
omitted pursuant to such rules and regulations. In the opinion of management, disclosures made are adequate to make the
information not misleading.



In the opinion of management, the interim data includes
all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results for the interim period.
The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the fiscal
year.



Note 1 – Organization



Versant International, Inc. (Company) was organized
under the laws of the State of Nevada in May 2010.  The Company was organized as a vehicle to investigate and, if such
investigation warrants, acquire companies or businesses seeking the perceived advantages of being a publicly held corporation.
One of our principal business objectives for the next 12 months and beyond will be to achieve long-term growth potential through
acquisitions or combinations with other businesses.



Through
our recently acquired, wholly-owned subsidiary, Mamma’s Best, LLC we produce and sell food products. Our products are available
at well-known organic and natural food retail outlets primarily in the Los Angeles and Orange County locales. To date, our food
products consist of a total of four barbeque sauces and marinades.



Prior to the acquisition of Mamma’s Best we
were considered to be in the development stage as defined by United States generally accepted accounting principles.



Note
2 – Summary of Significant Accounting Policies



Use of Estimates



Management makes estimates and assumptions that affect
the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements and reported amounts of revenues and expenses during the reporting periods.  Actual results could vary from
these estimates.



Principles of Consolidation



Our consolidated financial statements consist of our
legal parent, Versant International, Inc. and our wholly-owned subsidiary, Mamma’s Best, LLC. All inter-company balances
and transactions have been eliminated upon consolidation.



Cash and Cash Equivalents



We maintain our cash at federally insured financial
institutions.  Cash equivalents with maturity dates less than 90 days from the date of origination are considered to
be cash equivalents for all financial reporting purposes.  We currently have no cash equivalents.



Fair Value



Cash and other current assets and liabilities are
carried at cost which approximates their fair value in accordance with the fair value hierarchy as established by US GAAP.



6







Receivables



Accounts receivable consist of amounts due from our
distributors. Accounts receivable are current in nature and we have not experienced any material collection issues. Our reserve
for bad debt is based on factors including current sales amounts, historical charge-offs and specific accounts identified as high
risk. Uncollectible accounts receivable are charged against the allowance for doubtful accounts when reasonable efforts to collect
the amounts due have been exhausted.



Inventories



Inventories are stated at the lower of cost or market
using the first-in first-out (“FIFO”) method. Inventory is produced, bottled, and packed for shipment by a third party
manufacturer. We are not required to and have not entered into any firm purchase commitments with our manufacturer and we order
inventory on a “just-in-time” basis.



Revenue Recognition



We recognize revenues upon delivery of goods to a
customer. This is generally the point at which title and risk of loss is transferred, and when payment has either been received
or collection is reasonably assured. Revenues are recorded net of applicable incentives and promotions and include all shipping
and handling costs passed to customers.



We recognize an allowance for sales returns based
upon estimated and known returns. Product returns are recorded as a reduction of net revenues and as a reduction of the accounts
receivable balance. When all revenues are collected within the same period, resulting in no outstanding receivables at the balance
sheet date, the allowance is reclassified to current liabilities. Since inception, we have had an immaterial amount of our products
returned.



Cost of Goods Sold



Our cost of goods sold includes all production and
handling costs to produce our products. We have not incurred material shipping and handling costs to date.



Selling, General, and Administrative Expenses



Marketing
–We promote our products with trade promotions and other product demonstrations. These programs include in-store
display incentives and volume-based incentives. We expense advertising costs either in the period the advertising first takes place
or as incurred. Consumer incentive and trade promotion activities are recorded as a reduction to revenues. All marketing costs
are recorded as an expense in the year incurred.



Goodwill



We test goodwill for impairment at least annually.
We assess goodwill impairment risk by first performing a qualitative review of entity-specific, industry, market and general economic
factors. If significant potential goodwill impairment risk exists, we apply a two-step quantitative test. The first step compares
the estimated fair value with its carrying value. If the carrying value exceeds its fair value, the second step is applied to measure
the difference between the carrying value and implied fair value of goodwill. If the carrying value of goodwill exceeds its implied
fair value, the goodwill is considered impaired and reduced to its implied fair value.



Recent Accounting Pronouncements



There are no recently issued accounting pronouncements
that the Company expects to have a material impact on the financial position, results of operations, or cash flows.



Note 3 – Inventory



Our inventory is stated at the lower of cost or market
using the FIFO method. We have entered into third party production agreements on an as needed basis, correspondingly, there are no
purchase commitments related to inventory. As of June 30, 2012 and December 31, 2011 we had finished goods inventory valued at
$8,609 and $13,251 (pre-acquisition inventory held by our wholly-owned subsidiary Mamma’s Best LLC), respectively. Periodic
reviews for obsolescence are performed and applicable reserves are recognized. We have not recognized any reserves for obsolete
inventory through the period covered by this report.



7







Note 4 – Stock Issuances



On March 12, 2012 we issued 10,000,000 shares of Class
B common stock valued at $100,000 in exchange for 100% of the 40,000,000 outstanding ownership units of Mamma’s Best, LLC.
For additional detail related to this stock issuance see Note 5 – Business Acquisition.



On March 27, 2012 we issued an aggregate of 20,000,000
shares of Class A common stock and 40,000,000 shares of Class B common stock to Glen W. Carnes (Chairman and Chief Executive Officer)
and Michael D. Young (President and Chief Operating Officer) with each receiving 10,000,000 shares of Class A common stock and
20,000,000 shares of Class B common stock for related party compensation of $2,569,697.



During March 2012 we issued an aggregate of 2,475,000
shares of Class B common stock for total cash consideration of $79,500.



On April, 5 2012 we issued 50,000 shares of Class
B common stock for prior services received valued at $3,500.



On
April 26, 2012 we issued 500,000 shares of Class B common stock in exchange for consulting services for a term of twenty
months for total consideration of $50,000. As of June 30, 2012 we had a remaining pre-paid expense related to this issuance
of $45,000.



On
June 20, 2012 we issued 1,000,000 shares of Class B common stock to the founders and employees of our wholly-owned
subsidiary, Mamma’s Best, for total compensation consideration of $54,000. In addition, during the three months ended
June 30, 2012, the founders and employees of Mamma’s Best agreed to forgive $24,175 of previously accrued payables. We
determined the forgiveness was in the nature of a capital contribution, correspondingly we did not recognize any gain or loss
in the periods presented.



During the quarter ended June 30, 2012 we issued an
aggregate of 1,645,000 shares of Class B common stock for total cash consideration of $88,500.



Note 5 – Business Acquisition



On March 12, 2012 we acquired 100% of the 40,000,000
outstanding ownership units of Mamma’s Best, LLC in exchange for 10,000,000 shares of Class B common stock. We accounted
for the transaction as a business combination by applying the acquisition method in which the fair value of the consideration given,
$100,000, was allocated to the identifiable assets acquired of $16,158; the liabilities assumed of $3,143; and the goodwill acquired
of $86,985. Subsequent to the completion of the acquisition, Mamma’s Best LLC became a wholly-owned operating subsidiary
of Versant International, Inc.



Since the fair value of the consideration given exceeded
the fair value of the identifiable assets acquired and liabilities assumed, we recognized goodwill in accordance with ASC 805-30-30-1.
Correspondingly, we performed a preliminary impairment analysis of the goodwill acquired in accordance with the applicable US GAAP
and our corresponding accounting policies. Based on the results of Step 1 of our impairment test we determined the fair value of
the acquired reporting unit (Mamma’s Best) inclusive of goodwill exceeds its carrying amount, thus no impairment was recognized.



Subsequent to the issuance of the Class B common stock
related to the acquisition of Mamma’s Best, our officers and affiliates maintained the controlling interest in our consolidated
Company.



Prior to the acquisition of Mamma’s Best, LLC
we were considered and exploration stage shell company as defined by US GAAP and the applicable Securities and Exchange Commission
Rules and Regulations, therefore, we are providing the following unaudited pro forma statement of operations for the three months
ended June 30, 2011 for informational purposes.





8







MAMMA’S
BEST, LLC – PRO FORMA STATEMENT OF OPERATIONS (Unaudited)





|                                 |  | For the Three Months Ended |       
|-------------------------------- |  | -------------------------- | ------
|                                 |  | June 30, 2011              |       
|                                 |  |                            |       
|Net Sales                        |  | $                          | 5,879 
|Cost of goods sold               |  |                            | 4,479 
|                                 |  |                            |       
|Gross Margin                     |  |                            | 1,400 
|                                 |  |                            |       
|Operating Expenses:              |  |                            |       
|Sales and marketing              |  |                            | 3,759 
|Other general and administrative |  |                            | 2,002 
|                                 |  |                            |       
|Total operating expenses         |  |                            | 5,761 
|                                 |  |                            |       
|Loss from operations / Net loss  |  | $                          | (4,361









|                                 |  | For the Six Months Ended |       
|-------------------------------- |  | ------------------------ | ------
|                                 |  | June 30, 2011            |       
|                                 |  |                          |       
|Net Sales                        |  | $                        | 8,698 
|Cost of goods sold               |  |                          | 6,626 
|                                 |  |                          |       
|Gross Margin                     |  |                          | 2,072 
|                                 |  |                          |       
|Operating Expenses:              |  |                          |       
|Sales and marketing              |  |                          | 6,985 
|Other general and administrative |  |                          | 2,986 
|                                 |  |                          |       
|Total operating expenses         |  |                          | 9,971 
|                                 |  |                          |       
|Loss from operations / Net loss  |  | $                        | (7,899





For additional information related to the acquisition,
including the prior two years of audited financial statements for Mamma’s Best, LLC and pro-forma financial statements as
of and for the year ended December 31, 2011, see our Current Reports on Form 8-K and 8-K/A as filed on March 16, 2012 and April
26, 2012, respectively.



Note 6 – Related Party Transactions





During the six months ended June 30, 2012 our officers and key
employees provided operating advances totaling $51,321. As of June 30, 2012 we settled all of our related party payables, including
the outstanding balance at December 31, 2011 of $20,000. Of these advances we repaid $47,146 in cash and $24,175 of obligations
were forgiven.





See Note 4 for a discussion
of the stock based compensation issued to our officers and employees.



Note 7 – Concentrations



Customers



During the six months ended June
30, 2012 three customers accounted for 100% of our revenue.



Vendor



Our product line is produced,
bottled, and packaged by one vendor. The Company has alternatives for these services, and no firm purchase commitments have been
entered into with this vendor.





9







Note 8 – Operating
Lease



During
March 2012 we entered into an operating lease for our corporate office. The lease commences on April 2, 2012 and expires on June
30, 2013. The lease calls for monthly payments of $1,391.



Note 9 – Subsequent Events



On August 17, 2012 our Board of Directors accepted
the resignation of Mr. Stanley L. Teeple as the Company’s Interim Chief Financial Officer and Director.



In conjunction with the resignation of Mr. Teeple,
our remaining Board of Directors approved the appointment of Michael D. Young, our current President, Chief Operating Officer,
and a Director to serve as our Principal Accounting Officer.



10







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



This
Quarterly Report on Form 10-Q contains certain statements that are not historical facts, including, most importantly,
information concerning possible or assumed future results of operations of Versant International, Inc. (the
"Company") and statements preceded by, followed by or that include the words "may," "believes,"
"expects," "anticipates," or the negation thereof, or similar expressions, which constitute
"forward-looking statements" within the meaning of the Section 27A of the Securities Act of 1933 and Section 21E
(the "Reform Act")of the Securities Exchange Act of 1934 (the "Exchange Act"). For those statements, the
Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. These
forward-looking statements are based on the Company's current expectations and are susceptible to a number of risks,
uncertainties and other factors.



The
Company will not undertake and specifically declines any obligation to publicly release the result of any revisions, which
may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to
reflect the occurrence of anticipated or unanticipated events. In addition, it is the Company's policy generally not to make
any specific projections as to future earnings, and the Company does not endorse any projections regarding future performance
that may be made by third parties.



The
following discussion and analysis provides information which the Company's management believes to be relevant to an
assessment and understanding of the Company's results of operations and financial condition. This discussion should be read
together with the Company's financial statements and the notes to financial statements, which are included in this report, as
well as the Company's Form 10-K for the period ended December 31, 2011.



Business Overview & Plan of Operations



Prior to our acquisition of Mamma’s Best, LLC
on March 12, 2012, we were considered, under SEC Rule 12b-2 of the Exchange Act, a “shell company,” because we had
nominal assets consisting of cash and no or nominal operations.



We continue to investigate and, if such investigation
warrants, seek to acquire additional companies or businesses seeking the perceived advantages of being a publicly held corporation
which may or may not be in the same industry as our wholly-owned subsidiary, Mamma’s Best, LLC. Our on-going principal business
objective for the next 12 months and beyond will be to achieve long-term growth potential through additional business combinations
and the operation and growth of Mamma’s Best, rather than immediate, short-term earnings.



The
analysis of new business opportunities will be undertaken by or under the supervision of Glen W. Carnes, our Chief Executive Officer
and Chairman; Michael D. Young, our President and Chief Operating Officer. Mssrs. Carnes and Young possess significant investment
banking and acquisition experience to enhance our ability to identify acquisition targets. Our officers and directors have nearly
25 years of combined experience and involvement with these types of transactions across a wide array of industries. Correspondingly,
we believe the contacts obtained along with the experience in analyzing and accounting for these types of transactions is significantly
beneficial in identifying potential acquisition targets.



Through
our wholly-owned subsidiary, Mamma’s Best, LLC we sell unique, all natural food products based on family recipes of the
subsidiaries’ founders. Through the date of this report all of our sales were from a total of four sauces and marinades
available at approximately 140 natural and organic food outlets in Southern California.



We are currently in the process of expanding our food
line to include additional sauces and marinades, jams, soups, and salad dressings. We are also seeking to expand our geographical
presence throughout the Western United States as well as increase the number of retailers carrying our products.



We
presently have four employees that consist of our officers and directors, and two of the founders of Mamma’s Best. Apart
from our Chairman and Chief Executive Officer, Glen W. Carnes, our officers and other employees are engaged in outside business
activities and anticipate that they will devote limited time to our business until it grows to a point its operations can
support the appropriate level of full-time employees.





11







Results of Operations



Our analysis of the results of operations for the
six months ended June 30, 2012 include comparisons with the results of operations of Mamma’s Best for the corresponding period
in 2011 as contained in Note 5 to our consolidated interim financial statements. Prior to the acquisition, for the six months ended
June 30, 2011, Versant International incurred approximately $6,000 in total general and administrative expenses of which all related
to maintaining the Company’s ’34 Act filing requirements with the Securities and Exchange Commission (“SEC”).



For the six months ended June 30, 2012 our revenues
from sauce and marinade sales decreased approximately 40% to $5,179. The decrease was primarily due to the Company changing brokers
and re-focusing its efforts to a longer-term strategy by introducing our current products into new markets with the assistance
of additional outside food brokers. Historically, we have seen a relative even mix of sales amongst our four current product offerings.
We anticipate our sales to increase as we intend to devote additional time resources developing broker relationships; expand our
product offerings; increase our geographical reach; and implement new promotional programs.



Our
cost of goods sold decreased by  approximately $2,500 in-line with the decreased revenue during the period ended June 30,
2012. Our gross margin and cost of goods sold, as a percentage of revenue, remained relatively flat as compared to the six
months ended June 30, 2011 since we did not increase our product price nor did our production vendor. We expect to maintain
our current sales margins and we closely monitor the costs of our underlying ingredients. As our product lines increase our
exposure to rapid price changes in raw materials such as fruits will also increase. We believe our relationship with our
production vendor is good which provides us timely information to making corresponding price adjustments to our finished
goods.



During
the six  months ended June 30, 2012 our sales and marketing expenditures declined 15% to approximately $5,900 due to the
decreased need to provide demos and samples. During 2012 and beyond we expect our sales and marketing expenses to increase as
we roll out new products and attempt to extend our geographical reach.



Our
officer compensation (primarily stock based) of $2,631,509; professional fees of $157,731; and other general and administrative
expenses of $36,694 all increased significantly during the six months ended June 30, 2012. Most of the increases were non-recurring
items related to due diligence and increased SEC filings for the acquisition of Mamma’s Best which was completed on March
12, 2012. We expect these items to decrease throughout the remainder of 2012 unless we require additional non-recurring ’34
Act filings, acquire another operating business, or exceed our current growth expectations for Mamma’s Best.



Liquidity and Capital Resources



Our current working capital and liquidity needs are
provided by the operations of Mamma’s Best; working capital advances from our officers; and private placements of our common
stock. We have historically been able to meet our obligations from liquidity provided by our operations enhanced by advances from
our officers. Our current obligations primarily consist of amounts due to our professional service providers related to the acquisition
of Mamma’s Best.



Since we generally purchase inventory on a just in
time basis we believe that cash provided by operations will be sufficient to meet our recurring obligations. Additionally, our
officers have agreed to defer payment or forgive their outstanding obligations until such time as the Company obtains the appropriate
level of operating resources or may accept equity settlements in the future.



We do not believe our current business activities
will require significant additional capital asset investment.



In order to execute our Mamma’s Best growth
strategy and acquire other businesses we will need to raise additional capital. We intend to raise funds via private placements
of our common stock, however, there are no firm future funding commitments by stockholders, management, or other third party investors.



We believe that our current resources are sufficient
to meet our on-going operations, at their current levels, for at least the next twelve months. Since we cannot accurately predict
the timing of a new food product launch or when we will acquire additional business, if any, we are currently unable to estimate
our liquidity needs beyond the next twelve months.



Off-Balance Sheet Arrangements



None.





12







Item 4. Controls and Procedures



We
maintain "disclosure controls and procedures," as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, that
are designed to ensure that information required to be disclosed by us in reports we file or submit under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information
is accumulated and communicated to our principal executive officer to allow timely decisions regarding required disclosure.



Evaluation of disclosure and controls and procedures.



As of June 30, 2012, the Company carried out an evaluation,
under the supervision and with the participation of our Principal Executive Officer and our newly appointed Principal Accounting
Officer of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Exchange Act). Based on the evaluation, the Company's Principal Executive Officer and newly appointed
Principal Accounting Officer have concluded that the Company's disclosure controls and procedures are designed to provide reasonable
assurance that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act
is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and are operating
in an effective manner.



Changes in internal controls over financial reporting.



There have been no changes in our internal control
over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our most recent
quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.





PART II. OTHER INFORMATION



Item
1. Legal Proceedings



We
are unaware of any existing or pending legal proceedings or claims against the Company.



Item 2. Recent Sales of Unregistered Securities



The following is a discussion of our previously undisclosed
recent sales of unregistered securities for the six months ended June 30, 2012:



On April, 5 2012 we issued 50,000 shares of Class
B common stock for prior services received valued at $3,500.



On
April 26, 2012 we issued 500,000 shares of Class B common stock in exchange for consulting services for a term of twenty
months for total consideration of $50,000. As of June 30, 2012 we had a remaining pre-paid expense related to this issuance
of $45,000.



On
June 20, 2012 we issued 1,000,000 shares of Class B common stock to the founders and employees of our wholly-owned
subsidiary, Mamma’s Best, for total compensation consideration of $54,000.



During the quarter ended June 30, 2012 we issued an
aggregate of 1,645,000 shares of Class B common stock for total cash consideration of $88,500.



These securities were issued pursuant to an exemption
from registration relying on Regulation D of the Securities Act of 1933.



Item 3. Defaults Upon Senior Securities



None.



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



None.



13







Item 5. Other Information



Item 5.02. Departure of Directors and Certain Officers
and Appointment of Certain Officers



On August 17, 2012 our Board of Directors accepted
the resignation of Mr. Stanley L. Teeple as the Company’s Interim Chief Financial Officer and Director. Mr. Teeple indicated
that he had no disagreements or disputes with the Company’s accounting policies or practices.



In conjunction with the resignation of Mr. Teeple,
our remaining Board of Directors approved the appointment of Michael D. Young, our current President, Chief Operating Officer,
and a Director to serve as our Principal Accounting Officer.



A brief biography of Mr. Young’s previous work
experience as contained on our Form 10-K for the period ended December 31, 2011 as filed on February 3, 2012 is as follows:



Michael
D. Young (Age 30) – Mr. Young is the President of JPY Enterprises, Inc. where he has served as a consultant to numerous
middle market firms and startup companies. Since 2006, Mr. Young has played a key role in consulting on various projects in a
variety of industries, including the oil and gas, wireless technology, solar power, waste to energy, and electric vehicle sectors.
Previously, Mr. Young worked for Western States Management Advisors as a Senior Manager and was directly responsible for acquisitions
and structured transactions.



Item
6. Exhibits





|31      | Section 302 Certification of Principal Executive and Financial Officer
|------- | ----------------------------------------------------------------------
|32      | Section 906 Certification of Principal Executive and Financial Officer
|101.INS | XBRL Instance Document*                                               
|101.SCH | XBRL Taxonomy Extension Schema*                                       
|101.CAL | XBRL Taxonomy Extension Calculation Linkbase*                         
|101.DEF | XBRL Taxonomy Extension Definition Linkbase*                          
|101.LAB | XBRL Taxonomy Extension Label Linkbase*                               
|101.PRE | XBRL Taxonomy Extension Presentation Linkbase*                        





* Pursuant to Rule 405(a)(2) of Regulation S-T, the
Company will furnish the XBRL Interactive Data Files with detailed footnote tagging as Exhibit 101 in an amendment to this
Form 10-Q within the permitted 30-day grace period granted for the first quarterly period in which detailed footnote tagging
is required.



14







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.



|                      | VERSANT INTERNATIONAL, INC.
|--------------------- | ---------------------------
|                      |                            
|Date: August 20, 2012 | By:                        
|                      |                            





|                      | VERSANT INTERNATIONAL, INC.
|--------------------- | ---------------------------
|                      |                            
|Date: August 20, 2012 | By:                        
|                      |                            









15