UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington, D.C. 20549



Form 10-Q

(Mark One)

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



For the quarterly period ended September
30, 2012



OR



| ̈ | 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: 000-54182



Apollo Acquisition Corporation

(Exact name of Registrant as specified
in its charter)



|Cayman Islands                                                  | N/A                                 
|--------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
 organization) | (I.R.S. Employer Identification No.)



c/o Anslow & Jaclin, LLP

195 Route 9 South, Suite 204

Manalapan, NJ 07726

(Address of principal executive offices)
(Zip Code)



(732) 409-1212

(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.  YesxNo ̈



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 (§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). YesxNo ̈



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



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



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



At November 20, 2012 there were
998,275 shares of Registrant’s ordinary shares,par value $0.000128 issued andoutstanding.











EXPLANATORY NOTE



Apollo Acquisition Corporation (the “Registrant”)
and its professionals were severely impacted by the effects of Hurricane Sandy and lost power and access to its server for seven
(7) days following the storm. Accordingly, the Registrant was unable, without unreasonable effort or expense, to file its Quarterly
Report on Form 10-Q for the period ended September 30, 2012 (the “Quarterly Report”) by the November 14, 2012 filing
date applicable to smaller reporting companies. Pursuant to the Securities and Exchange Commission’s release 2012-226, the
Registrant will remain current and timely in its Exchange Act Reports by filing its Quarterly Report on Form 10-Q for the period
ended September 30, 2012 on or before November 21, 2012. As a result of the impact of Hurricane Sandy, the Registrant and its professionals
required additional time to complete their review of the financial statements and corresponding analysis for the year ended September
30, 2012 to be incorporated in the Quarterly Report.



2







GENERAL INDEX



|           |                                                                                       | Page
        Number
|---------- | ------------------------------------------------------------------------------------- | -------------------
|           |                                                                                       |                    
|           | PART I - FINANCIAL INFORMATION                                                        |                    
|           |                                                                                       |                    
|Item 1.    | Financial Statements                                                                  | 4                  
|           |                                                                                       |                    
|Item 2.    | Management's Discussion and Analysis of Financial Condition and Results of Operations | 11                 
|           |                                                                                       |                    
|Item 3.    | Quantitative and Qualitative Disclosures About Market Risk                            | 12                 
|           |                                                                                       |                    
|Item 4.    | Controls and Procedures                                                               | 12                 
|           |                                                                                       |                    
|           | PART II - OTHER INFORMATION                                                           |                    
|           |                                                                                       |                    
|Item 1.    | Legal Proceedings                                                                     | 13                 
|           |                                                                                       |                    
|Item 1.(A) | Risk Factors                                                                          | 13                 
|           |                                                                                       |                    
|Item 2.    | Unregistered Sales 0f Equity Securities & Use of Proceeds                             | 13                 
|           |                                                                                       |                    
|Item 3.    | Defaults Upon Senior Securities                                                       | 13                 
|           |                                                                                       |                    
|Item 4.    | Mine Safety Disclosures                                                               | 13                 
|           |                                                                                       |                    
|Item 5.    | Other Information                                                                     | 13                 
|           |                                                                                       |                    
|Item 6.    | Exhibits                                                                              | 13                 
|           |                                                                                       |                    
|           | SIGNATURES                                                                            | 14                 



3







PART I  -  FINANCIAL INFORMATION

Item 1. Financial Statements.



Apollo Acquisition Corporation

(A Development Stage Company)



INDEX TO CONDENSED FINANCIAL STATEMENTS



|                                                                                                                                                                  | Page
|----------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|                                                                                                                                                                  |     
|Condensed Balance Sheets as of September 30, 2012 and June 30, 2012                                                                                               | 5   
|                                                                                                                                                                  |     
|Condensed Statements of Operations for the three months ended September 30, 2012 and 2011 and the cumulative period from
    inception through September 30, 2012 | 6   
|                                                                                                                                                                  |     
|Condensed Statements of Cash Flows for the three months ended September 30, 2012 and 2011 and the cumulative period from
    inception through September 30, 2012 | 7   
|                                                                                                                                                                  |     
|Notes to Condensed Financial Statements                                                                                                                           | 8-10



4







Apollo Acquisition Corporation

(A Development Stage Company)

Condensed Balance Sheets





|                                                                                                                                                     |  | September 30, |         |   | June 30,  |  
|---------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ------- | - | --------- | -
|                                                                                                                                                     |  | 2012          |         |   | 2012      |  
|                                                                                                                                                     |  | (Unaudited)   |         |   | (Audited) |  
|ASSETS                                                                                                                                               |  |               |         |   |           |  
|                                                                                                                                                     |  |               |         |   |           |  
|CURRENT ASSETS                                                                                                                                       |  |               |         |   |           |  
|Cash and cash equivalents                                                                                                                            |  | $             | -       |   |           | $
|                                                                                                                                                     |  |               |         |   |           |  
|Total assets                                                                                                                                         |  | $             | -       |   |           | $
|                                                                                                                                                     |  |               |         |   |           |  
|LIABILITIES AND SHAREHOLDERS' DEFICIT                                                                                                                |  |               |         |   |           |  
|                                                                                                                                                     |  |               |         |   |           |  
|CURRENT LIABILITIES                                                                                                                                  |  |               |         |   |           |  
|Payable to affiliate                                                                                                                                 |  | $             | 10,361  |   |           | $
|Accounts payable                                                                                                                                     |  |               | 434     |   |           |  
|Total current liabilities                                                                                                                            |  |               | 10,795  |   |           |  
|                                                                                                                                                     |  |               |         |   |           |  
|SHAREHOLDERS' DEFICIT                                                                                                                                |  |               |         |   |           |  
|                                                                                                                                                     |  |               |         |   |           |  
|Preference shares, $0.000128 par value, 781,250 shares authorized, none issued and outstanding                                                       |  |               | -       |   |           |  
|Ordinary shares, $0.000128 par value; 39,062,500 shares authorized; 998,275 shares issued and outstanding as of September 30, 2012 and June 30, 2012 |  |               | 128     |   |           |  
|Additional paid in capital                                                                                                                           |  |               | 6,596   |   |           |  
|Deficit accumulated during development stage                                                                                                         |  |               | (17,519 | ) |           |  
|Total shareholders' deficit                                                                                                                          |  |               | (10,795 | ) |           |  
|Total liabilities and shareholders' deficit                                                                                                          |  | $             | -       |   |           | $



See accompanying notes to condensed financial
statements.



5







Apollo Acquisition Corporation

(A Development Stage Company)

Condensed Statements of Operations

(Unaudited)



|                                                   |  |                    |         |  |                    |   |         | Cumulative During                     | 
|-------------------------------------------------- |  | ------------------ | ------- |  | ------------------ | - | ------- | ------------------------------------- | 
|                                                   |  | Three Months Ended |         |  | Three Months Ended |   |         | Development Stage (September 27, 2006 | 
|                                                   |  | September 30, 2012 |         |  | September 30, 2011 |   |         | to September 30, 2012)                | 
|                                                   |  |                    |         |  |                    |   |         |                                       | 
|Revenues                                           |  | $                  | -       |  |                    | $ | -       |                                       | 
|                                                   |  |                    |         |  |                    |   |         |                                       | 
|Expenses                                           |  |                    |         |  |                    |   |         |                                       | 
|Formation, general and administrative
    expenses |  |                    | -       |  |                    |   | 109     |                                       | 
|Total operating expenses                           |  |                    | -       |  |                    |   | 109     |                                       | 
|                                                   |  |                    |         |  |                    |   |         |                                       | 
|Operation loss                                     |  |                    | -       |  |                    |   | (109    | )                                     | 
|                                                   |  |                    |         |  |                    |   |         |                                       | 
|Income tax expense (benefit)                       |  |                    | -       |  |                    |   | -       |                                       | 
|                                                   |  |                    |         |  |                    |   |         |                                       | 
|Net loss                                           |  | $                  | -       |  |                    | $ | (109    | )                                     | 
|                                                   |  |                    |         |  |                    |   |         |                                       | 
|Basic and diluted loss per share                   |  | $                  | 0.00    |  |                    | $ | 0.00    |                                       | 
|Weighted average ordinary shares outstanding       |  |                    |         |  |                    |   |         |                                       | 
|- basic and diluted                                |  |                    | 998,275 |  |                    |   | 998,275 |                                       | 



See accompanying notes to condensed financial
statements.



6







Apollo Acquisition Corporation

(A Development Stage Company)

Condensed Statements of Cash Flows

(Unaudited)



|                                                                        |  |                    |   |  |                    |   |      | Cumulative During                     | 
|----------------------------------------------------------------------- |  | ------------------ | - |  | ------------------ | - | ---- | ------------------------------------- | 
|                                                                        |  | Three Months Ended |   |  | Three Months Ended |   |      | Development Stage (September 27, 2006 | 
|                                                                        |  | September 30, 2012 |   |  | September 30, 2011 |   |      | to September 30, 2012)                | 
|Cash flows from operating activities                                    |  |                    |   |  |                    |   |      |                                       | 
|Net loss                                                                |  | $                  | - |  |                    | $ | (109 | )                                     | 
|Adjustments to reconcile net loss to cash used in operating activities: |  |                    |   |  |                    |   |      |                                       | 
|                                                                        |  |                    |   |  |                    |   |      |                                       | 
|Shares issued to Founder for payment of formation costs                 |  |                    | - |  |                    |   | -    |                                       | 
|Changes in operating assets and liabilities                             |  |                    |   |  |                    |   |      |                                       | 
|Payable to affiliate                                                    |  |                    | - |  |                    |   | -    |                                       | 
|Accounts payable                                                        |  |                    | - |  |                    |   | 109  |                                       | 
|Net cash used in operating activities                                   |  |                    | - |  |                    |   | -    |                                       | 
|                                                                        |  |                    |   |  |                    |   |      |                                       | 
|Cash flows from investing activities                                    |  |                    |   |  |                    |   |      |                                       | 
|Net cash provided by investing activities                               |  |                    | - |  |                    |   | -    |                                       | 
|                                                                        |  |                    |   |  |                    |   |      |                                       | 
|Cash flows from financing activities                                    |  |                    |   |  |                    |   |      |                                       | 
|Proceeds from issuance of ordinary shares                               |  |                    | - |  |                    |   | -    |                                       | 
|Net cash provided by financing activities                               |  |                    | - |  |                    |   | -    |                                       | 
|                                                                        |  |                    |   |  |                    |   |      |                                       | 
|Net increase (decrease) in cash                                         |  |                    | - |  |                    |   | -    |                                       | 
|                                                                        |  |                    |   |  |                    |   |      |                                       | 
|Cash at beginning of the period                                         |  |                    | - |  |                    |   | -    |                                       | 
|Cash at end of the period                                               |  | $                  | - |  |                    | $ | -    |                                       | 
|                                                                        |  |                    |   |  |                    |   |      |                                       | 
|Supplemental disclosures of cash flow information:                      |  |                    |   |  |                    |   |      |                                       | 
|Interest paid                                                           |  | $                  | - |  |                    | $ | -    |                                       | 
|Income taxes paid                                                       |  | $                  | - |  |                    | $ | -    |                                       | 



See accompanying notes to condensed financial
statements.



7







Apollo Acquisition Corporation

(A Development Stage Company)



NOTES TO CONDENSED FINANCIAL STATEMENTS

SEPTEMBER 30, 2012



NOTE 1 - Organization, Business and
Operations



On September 27, 2006, Apollo Acquisition
Corporation (the "Company") was formed in the Cayman Islands with the objective to acquire, or merge with, an operating
business.



At September 30, 2012, the Company had
not yet commenced operations. All activity from September 27, 2006 (“Date of Inception”) through September 30, 2012
relates to the Company’s formation. The Company selected June 30 as its fiscal year-end.



The Company, based on its proposed business
activities, is a "blank check" company. The Securities and Exchange Commission defines such a company as “a development
stage company” as it either has no specific business plan or purpose, or has indicated that its business plan is to engage
in a merger or acquisition with an unidentified company or companies, or other entity or person; and has issued "penny stock",
as defined in Rule 3a51-1 under the Securities Exchange Act of 1934. Many states have enacted statutes, rules and regulations
limiting the sale of securities of "blank check" companies in their respective jurisdictions. Management does not intend
to undertake any efforts to cause a market to develop in its securities, either debt or equity, until the Company concludes a
business combination with an operating entity.



The Company was organized to acquire a
target company or business seeking the perceived advantages of being a publicly-held company and, to a lesser extent that desires
to employ the Company’s funds in its business. The Company’s principal business objective for the next 12 months and
beyond will be to achieve long-term growth potential through a business combination rather than short-term earnings. The Company
will not restrict its potential candidate target companies to any specific business, industry or geographical location. The analysis
of new business opportunities will be undertaken by or under the supervision of the officers and directors of the Company.



NOTE 2 - Summary of Significant Accounting
Policies



Interim financial information

The financial statements included herein,
which have not been audited pursuant to the rules and regulations of the Securities and Exchange Commission, reflect all adjustments
which, in the opinion of management, are necessary for a fair presentation of financial position, results of operations and cash
flows for the interim periods on a basis consistent with the annual audited statements. All such adjustments are of a normal recurring
nature. The results of operations for interim periods are not necessarily indicative of the results that may be expected for any
other interim period or for a full year. Certain information, accounting policies and footnote disclosures normally included in
consolidated financial statements prepared in conformity with accounting principles generally accepted in the United States of
America have been omitted pursuant to such rules and regulations, although we believe that the disclosures are adequate to make
the information presented not misleading. These financial statements should be read in conjunction with our audited financial
statements included in our Form 10-K for the year ended June 30, 2012, filed with the Securities and Exchange Commission on October
24, 2012.



Basis of Presentation

These financial statements are presented
on the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America,
whereby revenues are recognized in the period earned and expenses when incurred. The Company also follows the accounting guidelines
for accounting for and reporting in Development Stage Enterprises in preparing its financial statements.



Statement of Cash Flows

For purposes of the statement of cash
flows, we consider all highly liquid investments (i.e., investments which, when purchased, have original maturities of three months
or less) to be cash equivalents.



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 the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results
could differ from those estimates.



8







Apollo Acquisition Corporation

(A Development Stage Company)



NOTES TO CONDENSED FINANCIAL STATEMENTS

SEPTEMBER 30, 2012



NOTE 2 - Summary of Significant Accounting
Policies (Continued)



Loss Per Ordinary Share

Basic loss per ordinary share is based
on the weighted effect of ordinary shares issued and outstanding, and is calculated by dividing net loss by the weighted average
shares outstanding during the period. Diluted loss per ordinary share is calculated by dividing net loss by the weighted average
number of ordinary shares used in the basic loss per share calculation plus the number of ordinary shares that would be issued
assuming exercise or conversion of all potentially dilutive ordinary shares outstanding. The Company does not present diluted
earnings per share for years in which it incurred net losses as the effect is antidilutive.



At September 30, 2012 and June 30, 2012,
there were no potentially dilutive ordinary shares outstanding.



Income Taxes

Apollo Acquisition Corporation was registered
as an Exempted Company in the Cayman Islands, and therefore, is not subject to Cayman Islands income taxes for 20 years from the
Date of Inception. While the Company has no intention of conducting any business activities in the United States, the Company
would be subject to United States income taxes based on such activities that would occur in the United States.



The Company accounts for income taxes
using the liability method whereby deferred tax asset and liability account balances are determined based on differences between
financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be
in effect when the differences are expected to reverse. In assessing the realization of deferred tax assets, management considers
whether it is likely that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred
tax assets is dependent upon the Company attaining future taxable income during periods in which those temporary differences become
deductible.



Fair Value of Financial Instruments

Our financial instruments consist of accounts
payable and payables to an affiliate. We believe the fair value of our payables reflects their carrying amounts.



The fair value of the Company’s
financial instruments reflects the amounts that the Company estimates to receive in connection with the sale of an asset or paid
in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit
price). The guidance also established a fair value hierarchy that prioritizes the use of inputs used in valuation techniques into
the following three levels:



Level 1 – quoted prices in active
markets for identical assets and liabilities.

Level 2 – observable inputs other
than quoted prices in active markets for identical assets and liabilities.

Level 3 – unobservable inputs.



As of September 30, 2012 and June 30,
2012, the Company did not have financial assets or liabilities that would require measurement on a recurring basis based on this
guidance.



Recently Issued Accounting Pronouncements

Accounting standards that have been issued
or proposed by the Financial Accounting Standards Board or other standards-setting bodies are not expected to have a material
impact on the Company’s financial position, results of operations and cash flows.



9







Apollo Acquisition Corporation

(A Development Stage Company)



NOTES TO CONDENSED FINANCIAL STATEMENTS

SEPTEMBER 30, 2012



NOTE 3 - Liquidity and Capital Resources



The Company has no revenues for the period
from inception (September 27, 2006) through September 30, 2012, and does not intend to realize revenues until the consummation
of a merger with an operating entity. The Company’s principal business objective for the next 12 months and beyond will
be to achieve long-term growth potential through a business combination rather than short-term earnings. There can be no assurance
that the Company will ever consummate the business combination; achieve or sustain profitability or positive cash flows from its
operations, reduce expenses or sell ordinary shares. To date, the Company has funded its formation activities primarily through
issuances of its ordinary shares and a payable to affiliate.



The affiliate has agreed to continue funding
the Company’s formation activities through the next 12 months, or until a business combination has been consummated.



NOTE 4 - Payable to Affiliate and Accounts
Payable



The Company had a payable to affiliate
of $10,361 and $10,361 to a Founder of the Company as of September 30, 2012 and June 30, 2012, respectively. The payable is non-interest
bearing and payable on demand. The Company also had accounts payable related to the formation of the Company and general and administrative
expenses of $434 and $434 as of September 30, 2012 and June 30, 2012, respectively.



NOTE 5 - Ordinary Shares



On September 27, 2006, the Company was
formed with 859,375 shares of its restricted ordinary shares issued at par value of $0.000128 per share, for consideration of
$110 to its founding shareholders. The stock, along with a payable issued to a Founder of $2,482, were the basis of the funding
of the Company’s formation costs. On December 21, 2008, the Company sold 138,900 shares of its restricted ordinary shares
for $6,614. The restricted ordinary shares were sold to approximately 450 offshore private investors pursuant to a Private Placement
Offering in lots of 300 shares each at approximately $0.05 per share. No underwriting discounts or commissions were paid with
respect to such sales.



NOTE 6 - Preference Shares



The Company is authorized to issue 781,250
shares of preference shares with such designations, voting and other rights and preferences as may be determined from time to
time by the Board of Directors. At September 30, 2012 and June 30, 2012, there were no preference shares issued or outstanding.



NOTE 7 - Commitments and Contingencies



The Company may become subject to various
claims and litigation. The Company vigorously defends its legal position when these matters arise. The Company is neither a party
to, nor the subject of, any material pending legal proceeding nor to the knowledge of the Company, are any such legal proceedings
threatened against the Company.



NOTE 8 – Subsequent Events



The Company considered all events subsequent
to the balance sheet date but prior to filing this Quarterly Report on Form 10-Q that would require recognition or disclosure
in the condensed financial statements. On November 15, 2012, the Company, Access America Fund, L.P. (the “Seller”),
and Sword Dancer, LLC (the “Purchaser”) entered into and closed a Stock Purchase Agreement, whereby the Purchaser
agreed to purchase from the Seller, 781,250 ordinary shares of the Company’s capital stock, par value $0.000128 per share,
representing approximately 78.3% of the issued and outstanding ordinary shares of the Company, for an aggregate purchase price
of $33,334.  As a result of this transaction, the Purchaser became our controlling stockholder.



On November 15, 2012, a related party to the Seller, released
the Company from the payable to affiliate of $10,361 and waived any rights or obligations pursuant to this liability.  Additionally,
as of November 15, 2012, pursuant to the Stock Purchase Agreements with Sword Dancer, LLC, the accounts payable of $434 related
to general and administrative expenses is the sole responsibility of the Seller and is no longer a Company obligation.



10







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



Disclosure Regarding Forward Looking Statements



Statements, other than historical facts,
contained in this Quarterly Report on Form 10-Q, including statements of potential acquisitions and our strategies, plans and
objectives, are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended
(the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
 Although we believe that our forward looking statements are based on reasonable assumptions, we caution that such statements
are subject to a wide range of risks, trends and uncertainties that could cause actual results to differ materially from those
projected.  Among those risks, trends and uncertainties are important factors that could cause actual results to differ materially
from the forward looking statements, including, but not limited to; the effect of existing and future laws, governmental regulations
and the political and economic climate of the United States; the effect of derivative activities; and conditions in the capital
markets.  We undertake no duty to update or revise these forward-looking statements.



When used in this Form 10-Q, the words,
"expect," "anticipate," "intend," "plan," "believe," "seek," "estimate"
and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain
these identifying words. Because these forward-looking statements involve risks and uncertainties, actual results could differ
materially from those expressed or implied by these forward-looking statements for a number of important reasons.



General



Apollo Acquisition Corporation (“we,”
“us,” or the “Company”) is a development stage company formed solely for the purpose of identifying and
entering into a business combination with a privately held business or company, domiciled and operating in an emerging market
that is seeking the advantages of being a publicly held corporation whose stock is eventually traded on a major United States
stock exchange.  We intend to focus on targets located primarily in Asia, South America and Eastern Europe, as we believe
that businesses with operating history and growth potential in these locations would benefit significantly from access to the
United States capital markets and may offer the potential of capital appreciation stemming from the economic growth in such emerging
markets.



Plan of Operation



We have not engaged in any business activities
that generate revenue.  Our activities to date have been primarily focused upon our formation and raising capital.  We
have conducted private offerings of our ordinary shares, the proceeds of which we intend to use for payment of costs associated
with formation, accounting and auditing fees, legal fees, and costs associated with identifying acquisition targets and completing
necessary due diligence.  In addition, we expect to incur costs related to filing periodic reports with the Securities and
Exchange Commission.  We believe we will be able to meet these costs for at least the next 12 months by obtaining loans from
our shareholders, management or other investors.



We may consider a business which has recently
commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking
to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties
and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with,
a company which does not need substantial additional capital, but which desires to establish a public trading market for its shares,
while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public
offering.



Change of Control



On November 15, 2012, the Company, Access
America Fund, L.P. (the “Seller”), and Sword Dancer, LLC (the “Purchaser”) entered into and closed a Stock
Purchase Agreement, whereby the Purchaser agreed to purchase from the Seller, 781,250 ordinary shares of the Company’s capital
stock, par value $0.000128 per share, representing approximately 78.3% of the issued and outstanding ordinary shares of the Company,
for an aggregate purchase price of $33,334. As a result of this transaction, the Purchaser became our controlling stockholder.



11







Comparison of the three months ended
September 30, 2012 and 2011





Because we currently do not have any business
operations, we have not had any revenues during the three months ended September 30, 2012 and 2011. Total expenses for the three
months ended September 30, 2012 were $[0] compared with $[109] for the three months ended September 30, 2011.





Liquidity and Capital Resources



As of September 30, 2012, we do not maintain
a cash balance and must rely on an affiliate to fund business operations. The Company is actively pursuing merger opportunities
as described in the “General” Section of Management’s Discussion and Analysis.



Off-Balance Sheet Arrangements



We do not have any significant off-balance
sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition,
revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.



Item 3. Quantitative and Qualitative Disclosures
About Market Risk.



Not applicable.



Item 4. Controls And Procedures.



Evaluation of Disclosure Controls and
Procedures.  Our Chief Executive and Financial Officer has reviewed and evaluated the effectiveness of our disclosure
controls and procedures (as defined in Exchange Act Rules 240.13a-15(e) or 15d-15(e)) as of the end of the period covered
by this report.  Based on that evaluation, the Chief Executive and Financial Officer has concluded that our current disclosure
controls and procedures provide him with reasonable assurance that they are effective to provide him with timely material information
relating to us required to be disclosed in the reports we file or submit under the Exchange Act.





Changes in
Internal Control over Financial Reporting.There has been no change in our internal control over financial reporting during
the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control
over financial reporting. On November 15, 2012, the Company, Access America Fund, L.P. (the “Seller”), and Sword
Dancer, LLC (the “Purchaser”) entered into and closed a Stock Purchase Agreement as described in the Change of Control
section above. OurChief Executive and Financial Officer do not believe this will result in any material
changes to our processes or procedures that will affect our internal control over financial reporting.





12







PART II - OTHER INFORMATION



Item 1. Legal Proceedings.



We are not currently involved in any litigation that we believe
could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding,
inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our
company, our ordinary shares of capital stock, any of our subsidiaries or of our companies or our subsidiaries’ officers
or directors in their capacities as such, in which an adverse decision could have a material adverse effect.



Item 1A. Risk Factors.



There have been no material changes to the risk factors previously
disclosed under Item 1A of the Company’s Annual Report on Form 10K for the year ended June 30, 2012.



Item 2. Unregistered Sales Of Equity Securities And Use
Of Proceeds.



None.



Item 3. Defaults Upon Senior Securities.



None.



Item 4. Mine Safety Disclosures.



Not applicable.



Item 5. Other Information.



None.



Item 6. Exhibits



|Exhibit Number |  | Exhibit Title                                                                                                                                                                             
|-------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                           
|31.1           |  | Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted
    pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|               |  |                                                                                                                                                                                           
|32.1           |  | Certification of Principal Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted
    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



|101.INS * |  | XBRL Instance Document             
|--------- |  | -----------------------------------
|          |  |                                    
|101.SCH * |  | XBRL Taxonomy Schema               
|          |  |                                    
|101.CAL * |  | XBRL Taxonomy Calculation Linkbase 
|          |  |                                    
|101.DEF * |  | XBRL Taxonomy Definition Linkbase  
|          |  |                                    
|101.LAB * |  | XBRL Taxonomy Label Linkbase       
|          |  |                                    
|101.PRE * |  | XBRL Taxonomy Presentation Linkbase



In accordance with SEC Release 33-8238,
Exhibit 32.1 and 32.2 are being furnished and not filed.



* To be filed by amendment.





13







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.



|Date: November 21, 2012 | APOLLO ACQUISITION CORPORATION
|----------------------- | ------------------------------



| | By: | /s/ Gregg E. Jaclin
| | --- | -------------------



| | Name:  | Gregg E. Jaclin                      
| | ------ | -------------------------------------
| | Title: | President and Chief Executive Officer



14