UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q



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



or



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



Commission file # 333-149617



NOVAGEN SOLAR, INC.

(Exact Name of Registrant as Specified in its
Charter)



|Nevada                                                         |  | 98-0471927                             
|-------------------------------------------------------------- |  | ---------------------------------------
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification number)
|                                                               |  |                                        
|284 West Millbrook Road, Raleigh, North Carolina               |  | 27609                                  
|(Address of principal executive offices)                       |  | (Zip Code)                             



Registrant's telephone number: 310-994-7988



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

Securities registered pursuant to Section 12(g)
of the Act: Common Stock, $0.0001 par value



Indicate by check mark whether the registrant
(1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such
shorter period that the Issuer was required to file such reports), and (2) has been subject to such filing requirements for the
past 90 days. 	Yes x No  ̈



Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate 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). Yes x 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. See the definitions
of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of
the Exchange Act.



|Large accelerated filer |  ̈ | Accelerated filer         |  ̈
|----------------------- | - | ------------------------- | -
|Non-accelerated filer   |  ̈ | Smaller reporting company | x



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

Yes  ̈
No x



As of August 20, 2012 the registrant had 45,575,900
shares of its Common Stock outstanding.











Part I -- Financial Information



NOVAGEN SOLAR INC.

(A Development Stage Company)

CONSOLIDATED BALANCE SHEETS

(Expressed in US Dollars)

(Unaudited)



|                                                                                                                                                         |  | June 30, |          | December 31,
|-------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------- | -------- | ------------
|                                                                                                                                                         |  | 2012     |          | 2011        
|ASSETS                                                                                                                                                   |  |          |          |             
|                                                                                                                                                         |  |          |          |             
|CURRENT ASSETS                                                                                                                                           |  |          |          |             
|Cash                                                                                                                                                     |  |          | 1,188    |             
|Rental Bond                                                                                                                                              |  |          | 12,881   |             
|GST refund receivable                                                                                                                                    |  |          | 13,983   |             
|Inventories                                                                                                                                              |  |          | 140,761  |             
|TOTAL CURRENT ASSETS                                                                                                                                     |  | $        | 168,813  |             
|                                                                                                                                                         |  |          |          |             
|PROPERTY AND EQUIPMENT, net                                                                                                                              |  | $        | 371,002  |             
|                                                                                                                                                         |  |          |          |             
|TOTAL ASSETS                                                                                                                                             |  | $        | 539,815  |             
|                                                                                                                                                         |  |          |          |             
|                                                                                                                                                         |  |          |          |             
|LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                                                                    |  |          |          |             
|                                                                                                                                                         |  |          |          |             
|CURRENT LIABILITIES                                                                                                                                      |  |          |          |             
|Accounts payable and accrued liabilities                                                                                                                 |  |          | 60,090   |             
|Notes payable                                                                                                                                            |  |          | 279,294  |             
|TOTAL CURRENT LIABILITIES                                                                                                                                |  | $        | 339,384  |             
|                                                                                                                                                         |  |          |          |             
|STOCKHOLDERS' EQUITY                                                                                                                                     |  |          |          |             
|Preferred stock,  $0.0001 par value, 50,000,000 shares authorized; no shares issued and outstanding, respectively                                        |  |          | —        |             
|                                                                                                                                                         |  |          |          |             
|Common stock,  $0.0001 par value, 100,000,000 shares authorized; 44,075,900 shares issued and outstanding, respectively  (December 31, 2011: 43,675,900) |  |          | 4,408    |             
|Additional paid-in capital                                                                                                                               |  |          | 592,290  |             
|Accumulated other comprehensive income                                                                                                                   |  |          | 776      |             
|Accumulated deficit prior to current development stage                                                                                                   |  |          | (520,964 | )           
|Accumulated deficit during development stage                                                                                                             |  |          | 123,921  |             
|TOTAL STOCKHOLDERS' EQUITY                                                                                                                               |  | $        | 200,431  |             
|                                                                                                                                                         |  |          |          |             
|TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                                                              |  | $        | 539,815  |             



The accompanying notes are an integral part of these financial statements.

1





NOVAGEN SOLAR INC.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE INCOME

(Expressed in US Dollars)

(Unaudited)



|                                                     |  |          |            |          |  |          |            |          |  | Cumulative from   
|---------------------------------------------------- |  | -------- | ---------- | -------- |  | -------- | ---------- | -------- |  | ------------------
|                                                     |  | Three    |            | Three    |  | Six      |            | Six      |  | January 1, 2012   
|                                                     |  | months   |            | months   |  | months   |            | months   |  | (beginning of     
|                                                     |  | ended    |            | ended    |  | ended    |            | ended    |  | development stage)
|                                                     |  | June 30, |            | June 30, |  | June 30, |            | June 30, |  | to June 30,       
|                                                     |  | 2012     |            | 2011     |  | 2012     |            | 2011     |  | 2012              
|                                                     |  |          |            |          |  |          |            |          |  |                   
|EXPENSES                                             |  |          |            |          |  |          |            |          |  |                   
|Administration expenses                              |  |          | 26,370     |          |  |          | —          |          |  |                   
|Depreciation                                         |  |          | 4,454      |          |  |          | —          |          |  |                   
|Professional fees                                    |  |          | 22,462     |          |  |          | 1,584      |          |  |                   
|Rent                                                 |  |          | 18,907     |          |  |          | —          |          |  |                   
|Travel                                               |  |          | 3,579      |          |  |          | —          |          |  |                   
|Compensation related expenses                        |  |          | 69,781     |          |  |          | —          |          |  |                   
|Research & development                               |  |          | 3,309      |          |  |          | —          |          |  |                   
|TOTAL EXPENSES                                       |  | $        | 148,862    |          |  | $        | 1,584      |          |  | $                 
|                                                     |  |          |            |          |  |          |            |          |  |                   
|OTHER ITEMS                                          |  |          |            |          |  |          |            |          |  |                   
|Gain on acquisition of subsidiary                    |  |          | 398,676    |          |  |          | —          |          |  |                   
|                                                     |  |          |            |          |  |          |            |          |  |                   
|NET PROFIT/(LOSS)                                    |  | $        | 249,814    |          |  | $        | (1,584     | )        |  | $                 
|                                                     |  |          |            |          |  |          |            |          |  |                   
|OTHER COMPREHENSIVE INCOME                           |  |          |            |          |  |          |            |          |  |                   
|Currency translation                                 |  |          | (1,000     | )        |  |          | —          |          |  |                   
|                                                     |  |          |            |          |  |          |            |          |  |                   
|NET COMPREHENSIVE PROFIT/(LOSS)                      |  | $        | 248,814    |          |  | $        | (1,584     | )        |  | $                 
|                                                     |  |          |            |          |  |          |            |          |  |                   
|BASIC AND DILUTED NET LOSS PER SHARE                 |  | $        | (0.00      | )        |  | $        | (0.00      | )        |  | $                 
|                                                     |  |          |            |          |  |          |            |          |  |                   
|WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING |  |          | 43,697,878 |          |  |          | 43,675,900 |          |  |                   



The accompanying notes are an integral part of these financial statements.

2





NOVAGEN SOLAR INC.

(A Development Stage Company)

CONSOLIDATED STATEMENT OF CASH FLOWS

(Expressed in US Dollars)

(Unaudited)



|                                              |  |            |          |            |  | Cumulative from   
|--------------------------------------------- |  | ---------- | -------- | ---------- |  | ------------------
|                                              |  |            |          |            |  | January 1, 2012   
|                                              |  | Six months |          | Six months |  | (beginning of     
|                                              |  | ended      |          | ended      |  | development stage)
|                                              |  | June 30    |          | June 30,   |  | to June 30,       
|                                              |  | 2012       |          | 2011       |  | 2012              
|                                              |  |            |          |            |  |                   
|CASH FLOWS FROM OPERATING ACTIVITIES:         |  |            |          |            |  |                   
|Net profit/(loss) for the period              |  | $          | 123,921  |            |  | $                 
|Adjustments to reconcile net loss to net cash |  |            |          |            |  |                   
|used by operating activities:                 |  |            |          |            |  |                   
|Depreciation                                  |  |            | 4,816    |            |  |                   
|Non cash gain on acquisition                  |  |            | (398,676 | )          |  |                   
|Changes in assets and liabilities:            |  |            |          |            |  |                   
|Prepaid expense                               |  |            | —        |            |  |                   
|Receivables                                   |  |            | (26,741  | )          |  |                   
|Accounts payable and accrued liabilities      |  |            | 59,809   |            |  |                   
|Net cash used by operating activities         |  | $          | (236,871 | )          |  | $                 
|                                              |  |            |          |            |  |                   
|CASH FLOWS FROM INVESTING ACTIVITIES:         |  |            |          |            |  |                   
|Cash proceeds from acquisitions               |  |            | 168      |            |  |                   
|Purchase of property & equipment              |  |            | (44,797  | )          |  |                   
|Net cash used by investing activities         |  | $          | (44,629  | )          |  | $                 
|                                              |  |            |          |            |  |                   
|CASH FLOWS FROM FINANCING ACTIVITIES:         |  |            |          |            |  |                   
|Proceeds from  notes payable                  |  |            | 281,084  |            |  |                   
|Net cash provided by financing activities     |  | $          | 281,084  |            |  | $                 
|                                              |  |            |          |            |  |                   
|NET INCREASE (DECREASE) IN CASH               |  |            | 416      |            |  |                   
|Foreign currency translation gain             |  |            | 772      |            |  |                   
|                                              |  |            |          |            |  |                   
|CASH, BEGINNING OF PERIOD                     |  |            | —        |            |  |                   
|                                              |  |            |          |            |  |                   
|CASH, END OF PERIOD                           |  | $          | 1,188    |            |  | $                 
|                                              |  |            |          |            |  |                   
|SUPPLEMENTAL CASH FLOW INFORMATION:           |  |            |          |            |  |                   
|Interest paid                                 |  | $          | —        |            |  | $                 
|Income taxes paid                             |  | $          | —        |            |  | $                 



The accompanying notes are an integral part of these financial statements.



3


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




NOTE 1: ORGANIZATION AND DESCRIPTION
OF BUSINESS



Novagen Solar Inc. (hereinafter, the “Novagen”
and the “Company” collectively with its subsidiaries), was incorporated in the State of Nevada, U.S.A., on June 22,
2005 under the name of Pickford Minerals, Inc. The Company’s fiscal year end is December 31. On May 12, 2009, the Company
changed its name to Novagen Solar Inc. The Company was originally engaged in the exploration of mineral deposits in Labrador, Newfoundland,
but was unable to implement its exploration program. In April 2009, the Company began to pursue business opportunities relating
to photovoltaic solar energy.



On December 7, 2011, there was a change in
control of the Company when Twenty Second Trust, a trust organized under the laws of the State of Queensland, Australia acquired
control of the Company by purchasing 67% of the issued and outstanding shares of the Company’s common stock from shareholders
of the Company. Following the change in control of the Company, the board of directors determined that the Company should expand
its business to include the development of environmentally sustainable energy solutions through innovative and eco-friendly products
and technologies.



On January 3, 2012, the Company formed Novagen
Pty Ltd under the laws of Australia, as a wholly owned operating subsidiary. All of the Company’s operations are currently
conducted through Novagen Pty Ltd. On January 17, 2012, the Company formed Novagen Productions Pty Ltd. under the laws of Australia,
as a wholly owned operating subsidiary. On March 2, 2012, the Company formed Novagen Finance Pty Ltd under the laws of Australia,
as a wholly owned non-operating subsidiary. On June 25, 2012 the Company acquired Renegade Streetwear Pty Ltd, under the laws of
Australia as a wholly owned operating subsidiary.



As part of the change in control and the incorporation
of the new Australian subsidiaries, the Company has effectively entered into a new development stage for accounting purposes effective
from January 1, 2012.



NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES



The financial statements of the Company have
been prepared in accordance with the generally accepted accounting principles in the United States of America. Because a precise
determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period
necessarily involves the use of estimates that have been made using careful judgment. The financial statements have, in management’s
opinion been properly prepared within reasonable limits of materiality and within the framework of the significant accounting policies
summarized below:



Accounting Method



The Company’s financial statements are
prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States
of America and reported in US Dollars.



Use of Estimates



The preparation of financial statements in
conformity with generally accepted accounting principles 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 the reported amounts of revenues and expenses for the reporting period. The Company reviews its estimates on an ongoing basis.
The estimates were based on historical experience and on various other assumptions that the Company believes to be reasonable under
the circumstances. Actual results could differ from these estimates. The Company believes the judgments and estimates required
in its accounting policies to be critical in the preparation of the Company’s financial statements.



4


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




Cash and Cash Equivalents



For purposes of the statement of cash flows,
the Company considers all highly liquid investments and short-term debt instruments with original maturities of three months or
less to be cash equivalents. As at June 30, 2012 and December 31, 2011, there were no cash equivalents.



Property and Equipment



The Company has property and equipment being
depreciated over the period between two to thirty-five years. Depreciation on property and equipment is provided on a straight
line basis over their expected useful lives as follows:



|Computer equipment           | 2 years straight line       
|---------------------------- | ----------------------------
|Property improvements        | 10 to 35 years straight line
|Plant & Equipment            | 7 years straight line       
|Motor Vehicles               | 7 years diminishing value   
|Office Furniture & Equipment | 5 years straight line       



Inventories



Inventories are measured at the lower of cost
and net realizable value. The cost of manufactured products includes direct materials, direct labour and an appropriate portion
of variable and fixed overheads. Overheads are applied on the basis of normal operating capacity. Costs are assigned on the basis
of weighted average costs.



Concentration of Credit Risk



The Company places its cash and cash equivalents
with high credit quality financial institutions in uninsured accounts.



Consolidation Policy



In January, March and June 2012, the Company
incorporated three subsidiaries and acquired one wholly-owned subsidiary, and as such, the consolidated financial statements include
the accounts of Novagen Solar Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have
been eliminated upon consolidation.



Reclassifications



Certain financial statement amounts for the
prior period have been reclassified to conform to the current period presentation. These reclassifications had no effect on the
net loss or accumulated deficit as previously reported.



Foreign Currency Translations



Novagen maintains its accounting records in
US Dollars. The Company’s subsidiaries are located and operating outside of the United States of America. They maintain their
accounting records in Australian Dollars. For reporting purposes the Company reports its financial information in US Dollars.



Transactions in a currency other than the functional
currency are measured in the respective functional currencies of the Company and its subsidiaries and are recorded on initial recognition
in the functional currencies at exchange rates approximating those ruling at the transaction dates. Exchange gains and losses are
recorded in the statements of income and comprehensive income.



5


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




Assets and liabilities of the Company and its
subsidiaries are translated into the U.S. dollars at exchange rates at the balance sheet date, equity accounts are translated at
historical exchange rate and revenues and expenses are translated by using the average exchange rates. Translation adjustments
are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income in the statements
of stockholders’ equity.



Fair Value of Financial Instruments



The Company's financial instruments as defined
by Accounting Standards Codification (“ASC”) 825, "Disclosures about Fair Value of Financial Instruments,"
include accounts payable and accrued liabilities and notes payable. Fair values were assumed to approximate carrying value for
these financial instruments, except where noted. Management is of the opinion that the Company is not exposed to significant interest
or credit risks arising from these financial instruments. The Company is operating outside the United States of America and has
significant exposure to foreign currency risk due to the fluctuation of currency in which the Company operates and U.S. dollars.



Long-lived assets impairment



Long-lived assets of the Company are reviewed
for impairment whenever events or circumstances indicate that the carrying amount of assets may not be recoverable, pursuant to
guidance established in ASC 360, Accounting for the Impairment or Disposal of Long-Lived Assets.



Management considers assets to be impaired
if the carrying value exceeds the future projected cash flows from related operations (undiscounted and without interest charges).
If impairment is deemed to exist, the assets will be written down to fair value. Fair value is generally determined using a discounted
cash flow analysis.



Going Concern



These financial statements have been prepared
in accordance with generally accepted accounting principles in the United States of America applicable to a going concern which
assumes that the Company will realize its assets and discharge its liabilities in the normal course of business. As of December
31, 2011, the Company has incurred accumulated losses of $520,964 since inception and has not generated any revenue. In the first
six months of fiscal 2012 the Company had profits of $123,921 due to a gain on the acquisition of a subsidiary. The future of the
Company is dependent upon its ability to develop profitable sales and distribution operations. These factors create doubt as to
the ability of the Company to continue as a going concern. Realization values may be substantially different from the carrying
values as shown in these financial statements should the Company be unable to continue as a going concern. Management is in the
process of identifying sources for additional financing, or will provide the necessary financial support, to fund the ongoing development
of the Company's businesses.



Stock-Based Compensation



The Company adopted ASC 718, "Share-Based
Payment", to account for its stock options and similar equity instruments issued. Accordingly, compensation costs attributable
to stock options or similar equity instruments granted are measured at the fair value at the grant date, and expensed over the
expected vesting period. ASC 718 requires excess tax benefits be reported as a financing cash inflow rather than as a reduction
of taxes paid. The Company did not grant any stock options during the year ended December 31, 2011 or the six months ended June
30, 2012.



Comprehensive Income



The Company adopted ASC 220, "Reporting
Comprehensive Income", which establishes standards for reporting and display of comprehensive income, its components and
accumulated balances. The Company is disclosing this information on its Statement of Stockholders' Equity and its Statements of
Operations and Comprehensive Income. The Company’s comprehensive income consists of net earnings for the period and currency
translation adjustments.



6


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




Income Taxes



The Company has adopted ASC 740, "Accounting
for Income Taxes", which requires the Company to recognize deferred tax liabilities and assets for the expected future
tax consequences of events that have been recognized in the Company’s financial statements or tax returns using the liability
method. Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the financial
statement and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected
to reverse.



Basic and Diluted Loss Per Share



In accordance with ASC 260 – “Earnings
Per Share”, the basic loss per common share is computed by dividing net loss available to common stockholders by the
weighted average number of common shares outstanding. Diluted loss per common share is computed similar to basic loss per common
share except that the denominator is increased to include the number of additional common shares that would be outstanding if the
potential common shares had been issued and if the additional common shares were dilutive. At June 30 2011, the basic loss per
share was equal to diluted loss per share as there were no dilutive instruments.



Business Combinations



ASC 805 applies the acquisition method of accounting
for business combinations established in ASC 805 to all acquisitions where the acquirer gains a controlling interest, regardless
of whether consideration was exchanged. ASC 805 establishes principles and requirements for how the acquirer: a) recognizes and
measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any non-controlling interest
in the acquiree; b) recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase;
and c) determines what information to disclose to enable users of the financial statements to evaluate the nature and financial
effects of the business combination. The adoption of the standard did not have a material impact on the Company.



Development Stage Enterprise



With the control change in December 2011, the
Company entered into a new development stage prior to establishing profitable operations. During the development stage all equity
transactions, operations and cash flows will be reported on the cumulative basis until sales are recognized in the normal course
of the Company’s planned business. Losses accumulated in prior exploration stage and development stage activities are accumulated
separately and reported on the balance sheet as a separate component of stockholders’ equity.



Fair Value Measurement and Disclosures



The Company adopted ASC 820 Fair Value Measurements
and Disclosures (“ASC 820”). As defined in ASC 820, fair value is based on the price that would be received to
sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In
order to increase consistency and comparability in fair value measurements, ASC 820 establishes a fair value hierarchy that prioritizes
observable and unobservable inputs used to measure fair value into three broad levels, which are described below:



Level 1: Quoted prices (unadjusted)
in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest
priority to Level 1 inputs.



Level 2: Inputs other than quoted
prices within Level 1 that are observable for the asset or liability, either directly or indirectly.



Level 3: Unobservable inputs that
are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.



7


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




In determining fair value, the Company utilizes
valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible
as well as considers counterparty credit risk in its assessment of fair value.



The Company’s financial instruments consist
principally of cash, accounts payable and accrued liabilities, payroll withholding payable, and notes payable. Pursuant to ASC
820, the fair value of cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets
for identical assets. The recorded values of all other financial instruments approximate their current fair values because of their
nature and respective maturity dates or durations.



New Accounting Pronouncements



The Company has implemented all new accounting
pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new
accounting pronouncements that have been issued that might have a material impact on our financial position or results of operations.



NOTE 3: PROPERTY AND EQUIPMENT



The Company has property and equipment being
depreciated over period between two to thirty-five years. Depreciation on property and equipment is provided on a straight line
basis over their expected useful lives.



|                                                    |  |                |                        |  | Accumulated            |  |                       | Net book        | 
|--------------------------------------------------- |  | -------------- | ---------------------- |  | ---------------------- |  | --------------------- | --------------- | 
|                                                    |  | Cost
        $ |                        |  | amortization
        $ |  |                       | value
        $ | 
|                                                    |  |                |                        |  |                        |  |                       |                 | 
|June 30, 2012                                       |  |                |                        |  |                        |  |                       |                 | 
|Property Improvements                               |  |                | 3,571                  |  |                        |  | (115)                 |                 | 
|Plant & Equipment                                   |  |                | 78,547                 |  |                        |  | (3,614)               |                 | 
|Motor Vehicles
        Office Furniture & Equipment |  |                | 270,705
        28,831 |  |                        |  | (6,063)
        (860) |                 | 
|                                                    |  |                | 381,654                |  |                        |  | (10,652)              |                 | 
|December 31, 2011                                   |  |                |                        |  |                        |  |                       |                 | 
|Property Improvements
        Plant & Equipment     |  |                | -                      |  |                        |  | -                     |                 | 
|Motor Vehicles                                      |  |                | -                      |  |                        |  | -                     |                 | 
|Office Furniture & Equipment                        |  |                | -                      |  |                        |  | -                     |                 | 
|                                                    |  |                | -                      |  |                        |  | -                     |                 | 



NOTE 4: NOTES PAYABLE



The Company entered into four notes payable
at the end of March 2012 for a total $129,889 in Australian Dollars $135,151 US Dollars). The amounts borrowed increased by $139,908
Australian Dollars during the current quarter and at June 30, 2012 totaled $269,797 in Australian Dollars ($279,294 US Dollars).
The notes are payable on demand with no guarantee or stated maturity date, and bear 5% annual interest on un-matured amounts and
10% on matured, unpaid amounts. As demand notes these notes are considered current liabilities. No interest was accrued as of June
30, 2012 and the reported balance owing in US Dollars was $279,294. These loans were from officers of the Company and its affiliates.



8


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




NOTE 5: PREFERRED AND COMMON STOCK



The Company has 50,000,000 shares of preferred
stock authorized and none issued. The Company has 100,000,000 shares of common stock authorized, of which 43,675,900 shares are
issued and outstanding. All shares of common stock are non-assessable and non-cumulative, with no preemptive rights.



On June 25, 2012, the Company issued 400,000
shares of common stock to acquire all the issued and outstanding shares of Renegade Streetwear Pty Ltd., an Australian company,
from unaffiliated persons not resident in the United States.





NOTE 6: RELATED PARTY TRANSACTIONS





On December 7, 2011, a former director of the
Company released the Company from all debt owing to him for disbursements incurred on behalf of the Company. As a result of the
release, $13,395 was forgiven and recorded in additional paid in capital. Also during the year ended December 31, 2011, a company
related to an officer of the Company forgave $5,000 used to pay for outstanding bills and the amount was recorded in additional
paid in capital.



Also see Note 4.



NOTE 7: BUSINESS COMBINATIONS



On June 25, 2012, the Company acquired 100%
of the issued and outstanding shares of Renegade Streetwear Pty Ltd., an Australian company, for consideration of 400,000 shares
of common stock in Novagen Solar Inc. Through obtaining 100% of the issued and outstanding shares of Renegade Streetwear Pty Ltd.,
Novagen Solar Inc. has obtained control of the company. The preliminary estimation of fair value of the assets and liabilities
obtained as a result of the transaction are as follows:



From the acquisition date through to June 30,
2012, Renegade Streetwear Pty Ltd. has not earned any revenue or incurred any expenses.



|                                               |  | Fair Value | 
|---------------------------------------------- |  | ---------- | 
|                                               |  | $          | 
|Purchase consideration                         |  |            | 
|Equity issued (400,000 shares of common stock) |  | 76,000     | 
|                                               |  |            | 
|Fair value of assets and liabilities obtained  |  |            | 
|Cash and cash equivalents                      |  | 168        | 
|Receivables                                    |  | 293        | 
|Inventories                                    |  | 140,842    | 
|Property, plant and equipment                  |  | 333,772    | 
|Payables                                       |  | (399)      | 
|Identifiable assets and liabilities acquired   |  | 474,676    | 
|                                               |  |            | 
|Gain recognized on bargain purchase            |  | 398,676    | 
|                                               |  |            | 



From the acquisition date through to
June 30, 2012, Renegade Streetwear Pty Ltd. has not earned any revenue or incurred any expenses.



9


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)






NOTE 8: SEGMENT INFORMATION



Identification of reportable segments



The Company has identified its operating segments based on the internal
reports that are reviewed and used by the chief operating decision makers in assessing performance and determining the allocation
of resources.



Reportable segments disclosed are based on aggregating operating
segments where the segments are considered to have similar economic characteristics and are also similar with respect to the following:



| | · | the products sold and/or services provided by the segment;
| | - | ----------------------------------------------------------

| | · | the manufacturing process;
| | - | --------------------------

| | · | the type or class of customer for the products or services;
| | - | -----------------------------------------------------------

| | · | the distribution method; and
| | - | ----------------------------

| | · | any external regulatory requirements.
| | - | -------------------------------------



Types of products and services by segment



| | (i) | Development of environmentally sustainable energy solutions
| | --- | -----------------------------------------------------------



The key segment
of the Company is the development of environmentally sustainable energy solutions utilizing innovative and eco-friendly products
and technologies.



(ii) 	Manufacture and distribution

The Company’s
subsidiary, Renegade Streetware Pty Ltd., is in the business of design, manufacture and distribution of V-Twin engines, custom
motorcycles and related urban clothing under the Renegade brand.



All segment
activities occur in Australia.



Basis of accounting for purposes of reporting by operating segments



(a)	Accounting policies adopted

All amounts reported to the Board of Directors, being the chief
operating decision makers with respect to operating segments, are determined in accordance with accounting policies that are consistent
to those adopted in the annual financial statements of the Group.



(b)Intersegment transactions



There are no intersegment transactions



(c)Segment assets



Where an asset is used across multiple segments, the asset is allocated
to the segment that receives the majority of the economic value from the asset. In most instances, segment assets are clearly identifiable
on the basis of their nature and physical location.



(d)Segment liabilities



Liabilities are allocated to segments where there is a direct nexus
between the incurrence of the liability and the operations of the segment. Borrowings and tax liabilities are generally considered
to relate to the Group as a whole and are not allocated. Segment liabilities include trade and other payables and certain direct
borrowings.



10


NOVAGEN SOLAR INC.(A Development Stage Company)NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSJUNE 30, 2012(EXPRESSED IN US DOLLARS)(UNAUDITED)




(e)Segment information



(i) 	Segment revenue and expenses



The manufacturing and distribution segment was acquired
on June 25, 2012. As a result this segment is yet to earn any revenue or incur any expenditure. All revenues and expenditure recorded
by the group are related to the development of environmentally sustainable energy solutions. All revenue earned in the period and
year to date is from external customers.



(ii) 	Segment assets

|                          |  |   | Energy Solutions |   |  |   | Manufacture & Distribution |  |  |   | Total         | 
|------------------------- |  | - | ---------------- | - |  | - | -------------------------- |  |  | - | ------------- | 
|                          |  |   | June 30, 2012    |   |  |   | June 30, 2012              |  |  |   | June 30, 2012 | 
|                          |  |   |                  |   |  |   |                            |  |  |   |               | 
|Segment Net Assets        |  |   | (271,663         | ) |  |   | 472,093                    |  |  |   | 200,431       | 
|Other unallocated amounts |  |   | —                |   |  |   | —                          |  |  |   | —             | 
|Consolidated total        |  | $ | (271,663         | ) |  | $ | 472,093                    |  |  | $ | 200,431       | 





NOTE 9: SUBSEQUENT EVENTS, COMMITMENTS
AND CONTINGENCIES



On July 5, 2012, the Company entered into an
agreement to acquire all the issued and outstanding shares of Y Engine Developments Pty Ltd, an Australian company (“YED”),
from Micheal Nugent, President and Chief Executive Officer of the Company. The Company will issue one share of its common stock
to Mr. Nugent in exchange for one Ordinary share of YED. The acquisition of YED is to complete on September 14, 2012.



On July 24, 2012, the Company entered into an agreement to acquire
28 acres of farmland in Beerwah, Queensland, Australia (the “Property”), from an unrelated third party. The acquisition
of the Property is to close on October 3, 2012. On closing, the Company will pay $75,000 cash to the seller of the Property and
issue to the seller 1,800,000 shares of its common stock plus 1,800,000 warrants exercisable at $0.10 per share that expire on
July 25, 2017.



On July 26, 2012, the Company issued 1,500,000 shares of common
stock to Wakabayashi Fund LLC for investment banking and public relations services to be rendered over a six month period.

11





Item 2. 	Management's Discussion and Analysis or Plan of Operations



The following discussion and analysis of our plan of operation
should be read in conjunction with the financial statements and the related notes. This discussion contains forward-looking statements
based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions.
Our actual results and the timing of certain events could differ materially from those anticipated in these forward-looking statements
as a result of certain factors.



Overview



Novagen Solar Inc. (hereinafter, “Novagen” and the “Company”
collectively with its subsidiaries), was incorporated in the State of Nevada, U.S.A., on June 22, 2005 under the name of Pickford
Minerals, Inc. The Company’s fiscal year end is December 31. On May 12, 2009, the Company changed its name to Novagen Solar
Inc. The Company was originally engaged in the exploration of mineral deposits in Labrador, Newfoundland, but was unable to implement
its exploration program. In April 2009, the Company began to pursue business opportunities relating to photovoltaic solar energy.



On December 7, 2011, there was a change in control of the Company
when Twenty Second Trust, a trust organized under the laws of the State of Queensland, Australia acquired control of the Company
by purchasing 67% of the issued and outstanding shares of the Company’s common stock from shareholders of the Company. Following
the change in control of the Company, the board of directors determined that the Company should expand its business to include
the development of environmentally sustainable energy solutions through innovative and eco-friendly products and technologies.



On January 3, 2012, the Company formed Novagen Pty Ltd. under the
laws of Australia, as a wholly owned operating subsidiary. Novagen Pty Ltd is engaged in the manufacture and distribution of products
for commercialization in the area of solar energy and other clean technologies including low carbon emission engines. Novagen Pty
Ltd operates from leased premises situated at Helensvale, Queensland for use as a workshop and employs seven full time employees,
including qualified mechanics, machinists, a draughtsman and administrative support.



On January 17, 2012, the Company formed Novagen Productions Pty
Ltd under the laws of Australia, as a wholly owned non-operating subsidiary.



On March 2, 2012, the Company formed Novagen Finance Pty Ltd under
the laws of Australia as a wholly owned subsidiary. Novagen Finance Pty Ltd operates as an internal finance company for Novagen
Solar Inc. and its subsidiaries.



On June 25, 2012, the Company completed the acquisition of all of
the outstanding capital stock of Renegade Streetwear Pty Ltd, an Australian corporation ("Renegade"), for an aggregate
of 400,000 shares of the Company’s common stock. Renegade is in the business of design, manufacture and distribution of V-Twin
engines, custom motorcycles and related urban clothing under the Renegade brand. Management believes that the acquisition of Renegade
will enable the Company to accelerate the development of its products and services.



On July 5, 2012, Novagen entered into an agreement to acquire Y
Engine Developments Pty Ltd (hereunder “Y Engine Developments”) under the laws of Australia as a wholly-owned operating
subsidiary. Y Engine Developments owns all rights to an opposing piston divaricate cylinder twin crank journal reciprocating piston
engine developed by Micheal Nugent, the sole officer and director of Y Engine Developments, who has been a director and officer
of Novagen since December 7, 2011. Novagen will issue one share of its common stock to Mr. Nugent in exchange for 1 ordinary share
of Y Engine Developments. The acquisition of Y Engine Developments is to complete on September 14, 2012. Y Engine Developments
will continue to research producing engines to utilize advances in bio fuel initiatives and development.



On July 24, 2012, Novagen entered into an agreement to acquire 28
acres of farmland in Beerwah, Queensland, Australia, from an unrelated person. Management intends to utilize the property for development
and testing of environmentally sustainable energy solutions.



12







As part of the change in control and the incorporation and acquisition
of new Australian subsidiaries, the Company has effectively entered into a new development stage for accounting purposes which
commenced on January 1, 2012.



Our currently available capital and cash flow has been generated
through share subscriptions and loans from management and non-affiliated third parties and it is our management’s intention
that this will continue together until the Company earns sufficient revenue to become self-sustaining.



Our ultimate success will depend upon our ability to raise capital
including joint venture projects and debt or equity financings. Future financings through equity investments are likely to be dilutive
to existing stockholders. Also, the terms of securities we may issue in future capital transactions may be more favorable for our
new investors. Newly issued securities may include preferences, superior voting rights, and the issuance of warrants or other derivative
securities, which may have additional dilutive effects. Further, we may incur substantial costs in pursuing future capital and
financing, including investment banking fees, legal fees, accounting fees, printing and distribution expenses and other costs.
We may also be required to recognize non-cash expenses in connection with certain securities we may issue, such as convertible
notes and warrants, which will adversely impact our financial condition.



Our ability to obtain needed financing may be impaired by such factors
as the capital markets, both generally and specifically in the renewable energy industry, and the fact that we have not been profitable,
which could impact the availability or cost of future financings.



Results of Operations



We recorded a net profit of $249,814 for the three months ended
June 30, 2012 (net profit of $123,921 for the 6 months ended June 30, 2012), compared with a net loss of $1,584 for the three
months ended June 30, 2011 (net loss of $16,093 for the 6 months ended June 30, 2011). The net profit is due to the gain on acquisition
of the wholly owned subsidiary, Renegade Streetware Pty Ltd.



Total expenses amounted to $148,862 for the three months ended June
30, 2012 ($274,755 for the 6 months ended June 30, 2012) compared with $1,584 for the three months ended June 30, 2011 ($16,093
for the 6 months ended June 30, 2011).



Expenses for the three months ended June 30, 2012 compared with
the three months ended June 30, 2011 included:







|·Administration
expenses       | $26,370 | ($NIL)  
|------------------------------ | ------- | --------
|·Depreciation                  | $4,454  | ($NIL)  
|·Professional fees             | $22,462 | ($1,584)
|·Rent                          | $18,907 | ($NIL)  
|·Travel                        | $3,579  | ($NIL)  
|·Compensation
related expenses | $69,781 | ($NIL)  
|·Research & development        | $3,309  | ($NIL)  



Expenses for the six months ended June 30, 2012 compared with the
six months ended June 30, 2011 included:



|·Administration expenses       | $44,644  | ($7,812)
|------------------------------ | -------- | --------
|·Depreciation                  | $4,816   | ($NIL)  
|·Professional fees             | $38,131  | ($8,281)
|·Rent                          | $29,989  | ($NIL)  
|·Travel                        | $13,669  | ($NIL)  
|·Compensation related expenses | $132,378 | ($NIL)  
|·Research & development        | $11,128  | ($NIL)  



13







Liquidity and Capital Reserves



As at June 30, 2012 the Company had total assets of $539,815 including:



|·Inventory - engines          | $114,700
|----------------------------- | --------
|·Inventory – bike parts       | $26,061 
|·Plant & Equipment at cost    | $74,933 
|·Motor Vehicles               | $264,642
|·Office Furniture & Equipment | $27,971 
|·Property Improvements        | $3,456  





The above reflects an increase in the value of our total assets
from $nil as at December 31, 2011.



As at June 30, 2012, the Company’s total liabilities amounted
to $339,385 which reflects an increase of the value of total liabilities from $267 as at December 31, 2011. The increase was primarily
due to $279,294 in notes payable.



The Company entered into four notes payable
at the end of March 2012, with subsequent increases to the amounts borrowed in the June 2012 quarter. As at June 30, 2012 the notes
total $269,797 Australian Dollars ($279,294 US Dollars). These notes are demand notes with no guarantee, no stated maturity date
bearing 5% annual interest on un-matured amounts and 10% on matured, unpaid amounts. As demand notes these notes are considered
current liabilities. No interest was accrued as of June 30, 2012 and the reported balance owing in US Dollars was $279,294. These
loans were from officers of the Company and its affiliates.



Item 4.	Controls and Procedures



Evaluation of Disclosure Controls and Procedures



In connection with the preparation of this
quarterly report on Form 10-Q, an evaluation was carried out by our management, with the participation of the Chief Executive Officer
and the Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the Securities Exchange Act of 1934 (“Exchange Act”) as of June 30, 2012. Disclosure controls and
procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act
is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms and that such information
is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, to allow
timely decisions regarding required disclosures.



Based on that evaluation, the Company’s
management concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures
were not effective.



Changes in Disclosure Controls and Procedures



As of the end of the period covered by this
report, there have been no changes in internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act)
during the quarter ended June 30, 2012, that materially affected, or are reasonably likely to materially affect, our internal control
over financial reporting.



14





Part II.	Other Information



Item 1.	Legal Proceedings



None.



Item 1A.	Risk Factors



We are a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this Item.



Item 2.	Unregistered Sales of Equity
Securities and Use of Proceeds



On June 30, 2012, the Company issued 400,000
shares of its common stock to acquire all the issued and outstanding shares of Renegade Streetwear Pty Ltd., an Australian company,
from unaffiliated persons not resident in the United States. The issuance of our common stock was exempt from registration under
Regulation S promulgated under the Securities Act of 1933.



On August 16, 2010, the Company issued 21,224,600
shares of common stock to three of its creditors at a price of $0.01 per share, in full and final settlement of a debt of $212,246
owed to the creditors. One of the creditors was the prior sole director of the Company, and he received 5,855,800 shares of common
stock in full and final settlement of $58,558 owed to him by the Company for expenses incurred on the Company’s behalf. The
issuance of our common stock was exempt from registration under sections 4(2) and 4(6) of the Securities Act of 1933 and Regulation
S and Regulation D, promulgated thereunder.



Item 3.	Default Upon Senior Notes



Not applicable.



Item 5.	Other Information



None.



Item 6.	Exhibits



|Exhibit  | Description                                                             
|-------- | ------------------------------------------------------------------------
|         |                                                                         
|31.1     | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 
|31.2     | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 
|32.1     | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|32.2     | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|101.INS* | XBRL Instance Document                                                  
|101.SCH* | XBRL Schema Document                                                    
|101.CAL* | XBRL Calculation Linkbase Document                                      
|101.DEF* | XBRL Definition Linkbase Document                                       
|101.LAB* | XBRL Label Linkbase Document                                            
|101.PRE* | XBRL Presentation Linkbase Document                                     



* 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 for the first quarterly period in which detailed footnote tagging is required after the filing
date of this Form 10-Q.



15







Signatures



In accordance with the requirements of the Exchange Act, the Company
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



|                      | NOVAGEN SOLAR INC.                                                                                                                                                   
|--------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                      |                                                                                                                                                                      
|Date: August 20, 2012 | By: /s/ Micheal Nugent
        Micheal P. Nugent
        Chief Executive Officer, President,
        Chief Financial Officer and
        Principal Accounting Officer
|                      |                                                                                                                                                                      
|                      |                                                                                                                                                                      
|Date: August 20, 2012 | By: /s/ Michael Norton-Smith
        Michael Norton-Smith
        Chief Financial Officer and
        Principal Accounting Officer