UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



FORM 10-K





|(Mark one)
|----------
|          
|x         

For the fiscal year ended May 31,
2016

OR

| 
|-
| 
|o

For the transition period from _________________to

|                                  | 
|--------------------------------- | 
|Commission File Number: 000-54739 | 
|                                  | 
|                                  | 

ATVROCKN

(Exact name
of registrant as specified in its charter)

_________________

|Nevada                       |                                   | 27-4594495       |                    
|---------------------------- | --------------------------------- | ---------------- | -------------------
|(State or Other Jurisdiction |                                   | (I.R.S. Employer |                    
|                             | of Incorporation or Organization) |                  | Identification No.)
|                             |                                   |                  |                    



|1420 London Road, Suite 100, Duluth, MN  |  | 55805      | 
|---------------------------------------- |  | ---------- | 
|(Address of principal executive offices) |  | (Zip Code)
|                                         |  |            | 

218-728-8553(Registrant’s telephone number, including area code)



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesoNoþ



Indicate by check mark if the registrant is not required
to file reports pursuant to Section 13 or 15(d) of the Act.

YesoNoþ



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. YesoNoþ



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YesoNoþ



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







|Large accelerated filero                      | Accelerated filer      | o                         |  
|--------------------------------------------- | ---------------------- | ------------------------- | -
|                                              | Non-accelerated filero | Smaller Reporting Company | þ
|(Do not check if a smaller reporting company) |                        |                           |  
|                                              |                        |                           |  



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



The aggregate market value of the Company's common shares
of voting stock held by non-affiliates of the Company at November 30, 2015, based on the closing sales price of the common shares
of $4.30 per-share price as quoted on the OTC-BB, was $1,290,017.



There were 6,900,004 shares of Common
Stock issued and outstanding as of February 10, 2017.

















Table of Contents



|PART I                                                                                                          |                       
|--------------------------------------------------------------------------------------------------------------- | ----------------------
|TITLE                                                                                                           | Page
        Number   
|                                                                                                                |                       
|ITEM 1.  BUSINESS                                                                                               | 5                     
|                                                                                                                |                       
|ITEM1A. RISK FACTORS                                                                                            | 13                    
|ITEM1B. UNRESOLVED STAFF COMMENTS
        
        ITEM 2. PROPERTIES                                           | 23
        
        23
|ITEM 3. LEGAL PROCEEDINGS                                                                                       | 23                    
|ITEM 4. MINE SAFETY DISCLOSURES                                                                                 | 23                    
|                                                                                                                |                       
|PART II                                                                                                         |                       
|ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
        MATTERS                                        | 24                    
|                                                                                                                |                       
|ITEM 6. SELECTED FINANCIAL DATA                                                                                 | 24                    
|ITEM
        7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS           | 25                    
|                                                                                                                |                       
|ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                                             | 29                    
|                                                                                                                |                       
|ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                                                             | 29                    
|ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
        ACCOUNTING AND FINANCIAL DISCLOSURE            | 30                    
|ITEM 9A. CONTROLS AND PROCEDURES
        
        ITEM 9B. OTHER INFORMATION                                    | 31
        
        34
|                                                                                                                |                       
|PART III                                                                                                        |                       
|ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE                                                 | 34                    
|ITEM 11. EXECUTIVE COMPENSATION                                                                                 | 39                    
|ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
        AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 40                    
|ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND
        DIRECTOR INDEPENDENCE                       | 42                    
|ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES                                                                 | 43                    
|                                                                                                                |                       
|PART IV                                                                                                         |                       
|ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES                                                                | 44                    
|                                                                                                                |                       
|SIGNATURES                                                                                                      | 46                    

2

FORWARD-LOOKING STATEMENTS



This Annual Report on Form 10-K contains
forward-looking statements. When used in this Annual Report on Form 10-K, the words "may," "could," "estimate,"
"intend," "continue," "believe," "expect" or "anticipate" and similar expressions
identify forward-looking statements. Although we believe that our plans, intentions, and expectations reflected in any forward-looking
statements are reasonable, these plans, intentions, or expectations may not be achieved. Our actual results, performance, or achievements
could differ materially from those contemplated, expressed, or implied, by the forward-looking statements contained in this Annual
Report on Form 10-K. Important factors that could cause actual results to differ materially from our forward-looking statements
are set forth in this Annual Report on Form 10-K. Accordingly, readers are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the dates on which they are made. All forward-looking statements attributable to us or persons
acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth in this Annual Report on
Form 10-K. Except as required by federal securities laws, we are under no obligation to update any forward-looking statement, whether
as a result of new information, future events, or otherwise.



Although we believe that the expectations
reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected
or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking
statements, are subject to change and inherent risks and uncertainties. The factors impacting these risks and uncertainties include,
but are not limited to:



·inability to raise additional financing for working capital;

·inability to identify new customers;

·deterioration in general or regional economic, market and political
conditions;

·the fact that our accounting policies and methods are fundamental
to how we report our financial condition and results of operations, and they may require management to make estimates about matters
that are inherently uncertain;

·changes in accounting principles generally accepted in the United
States of America (“U.S. GAAP”) or in the legal, regulatory and legislative environments in the markets in which we
operate;

·inability to efficiently manage our operations;

·inability to achieve future operating results;

·our ability to recruit and hire key employees;

·the inability of management to effectively implement our strategies
and business plans; and

·the other risks and uncertainties detailed in this report.



In this form 10-K references to "ATVRockN",
"the Company", "we," "us," and "our" refer to ATVRockN.



3



















AVAILABLE INFORMATION



We file annual, quarterly and special
reports and other information with the SEC. You can read these SEC filings and reports over the Internet at the SEC's website at
www.sec.gov. You can also obtain copies of the documents at prescribed rates by writing to the Public Reference Section of the
SEC at 100 F Street, NE, Washington, DC 20549 on official business days between the hours of 10:00 am and 3:00 pm. Please call
the SEC at (800) SEC-0330 for further information on the operations of the public reference facilities. We will provide a copy
of our annual report to security holders, including audited financial statements, at no charge upon receipt of a written request
to us at ATVRockN, 1420 London Road, Suite 100, Duluth, MN 55805.













































4



















PART I



Item 1. Business



History and Organization



We were incorporated on December 27,
2010 as ATVRockN, as a Nevada corporation. We consider ourselves to be an emerging growth company under applicable federal securities
laws and will be subject to reduced public company reporting requirements. (See “Implications of Being an ‘Emerging
Growth Company’ ” below in this Section. Under our original business plan, it was our intention tomarket a "housingmolding" product to place audio equipment and lighting on
4-wheel drive vehicles such asAll Terrain Vehicles (“ATV”) and Utility Terrain Vehicles (“UTV”).
We did not manufacturer any units, we utilized the services of a contract manufacturer to make the unit for us. We had no material
agreement with our contract manufacturer other than we paid them to produce product for us based on our needs. As we are undercapitalized,
we were unable to produce the required housing molding(s) we believe would best sell in the ATV/UTV aftermarket.



Implications of Being an “Emerging
Growth Company



As a public reporting company with less
than $1.0 billion in revenue during our last fiscal year, we qualify as an “emerging growth company” under the Jumpstart
our Business Startups Act of 2012, or the JOBS Act. An emerging growth company may take advantage of certain reduced reporting
requirements and is relieved of certain other significant requirements that are otherwise generally applicable to public companies.
In particular, as an emerging growth company we:



|· | are not required to obtain an attestation report from our auditors on our management’s assessment of our internal control over financial reporting pursuant to the Sarbanes-Oxley Act of 2002;                                                                      
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                                                                                                     
|· | are not required to provide a detailed narrative disclosure discussing our compensation principles, objectives and elements and analyzing how those elements fit with our principles and objectives (commonly referred to as “compensation discussion and analysis);
|  |                                                                                                                                                                                                                                                                     
|· | are not required to obtain a non-binding advisory vote from our stockholders on executive compensation or golden parachute arrangements (commonly referred to as the “say-on-pay,” “say-on-frequency” and “say-on-golden-parachute” votes);                         
|  |                                                                                                                                                                                                                                                                     
|· | are exempt from certain executive compensation disclosure provisions requiring a pay-for-performance graph and CEO pay ratio disclosure;                                                                                                                            
|  |                                                                                                                                                                                                                                                                     
|· | may present only two years of audited
        financial statements and only two years of related Management’s Discussion & Analysis of Financial Condition and Results
        of Operations, or MD&A;
        5                                                    
|  |                                                                                                                                                                                                                                                                     
|· | are eligible to claim longer phase-in periods for the adoption of new or revised financial accounting standards under §107 of the JOBS Act; and                                                                                                                     
|  |                                                                                                                                                                                                                                                                     
|· | are exempt from any PCAOB rules relating to mandatory audit firm rotation and any requirement to include an auditor discussion and analysis narrative in our audit report.                                                                                          
|  |                                                                                                                                                                                                                                                                     

We intend to take advantage of all of
these reduced reporting requirements and exemptions, including the longer phase-in periods for the adoption of new or revised financial
accounting standards under §107 of the JOBS Act. Our election to use the phase-in periods may make it difficult to compare
our financial statements to those of non-emerging growth companies and other emerging growth companies that have opted out of the
phase-in periods under §107 of the JOBS Act.



Certain of these reduced reporting requirements
and exemptions were already available to us due to the fact that we also qualify as a “smaller reporting company” under
SEC rules. For instance, smaller reporting companies are not required to obtain an auditor attestation report regarding management’s
assessment of internal control over financial reporting; are not required to provide a compensation discussion and analysis; are
not required to a pay-for-performance graph or CEO pay ratio disclosure; and may present only two years of audited financial statements
and related MD&A disclosure.



Under the JOBS Act, we may take advantage
of these reduced reporting requirements and exemptions for up to five years after our initial sale of common equity pursuant to
a registration statement declared effective under the Securities Act of 1933, or such earlier time that we no longer meet the definition
of an emerging growth company. In this regard, the JOBS Act provides that we would cease to be an “emerging growth company”
if we have more than $1.0 billion in annual revenues, have more than $700 million in market value of our common stock held by non-affiliates,
or issue more than $1.0 billion of non-convertible debt over a three-year period. Furthermore, under current SEC rules we will
continue to qualify as a “smaller reporting company” for so long as we (1) have a public float (i.e., the market value
of common equity held by non-affiliates) of less than $75 million as of the last business day of our most recently completed second
fiscal quarter; or (2) for so long as we have a public float of zero, have annual revenues of less than $50 million during our
most recently completed fiscal year.



Investors should be aware that we will
be subject to the "Penny Stock" rules adopted by the Securities and Exchange Commission, which regulate broker-dealer
practices in connection with transactions in Penny Stocks. These regulations may have the effect of reducing the level of trading
activity, if any, in the secondary market for our stock, and investors in our common stock may find it difficult to sell their
shares.

6















Business of Issuer



Management is currently seeking new
business opportunities referred by various sources, including its officer/director, professional advisors, venture capitalists,
members of the financial community, and others who may present unsolicited proposals.





Selection of a Business



ATVRockN anticipates that businesses for possible acquisition
will be referred by various sources, including its officer/director, professional advisors, securities broker-dealers, venture
capitalists, members of the financial community, and others who may present unsolicited proposals. ATVRockN will seek businesses
from all known sources, but will rely principally on personal contacts of the officer/director and his affiliates, as well as indirect
associations between him and other business and professional people. While it is not presently anticipated that ATVRockN will engage
unaffiliated professional firms specializing in business acquisitions or reorganizations, such firms may be retained if management
deems it in the best interest of the Company.





Process of Selection



ATVRockN will not restrict its search
to any particular business, industry, or geographical location, and management reserves the right to evaluate and enter into any
type of business in any location. It may participate in a newly organized business venture. On the other hand, it may select a
more established company entering a new phase of growth or in need of additional capital to overcome existing financial problems.



In seeking a business venture, the decision
of management will not be controlled by an attempt to take advantage of any anticipated or perceived appeal of a specific industry,
management group, product, or industry, but will be based on the business objective of seeking long-term capital appreciation in
the real value of ATVRockN.





Time Frame of the Selection Process



The period within which we may participate
in a business acquisition cannot be predicted and will depend on circumstances beyond our control, including the availability of
businesses, the time required to complete our investigation and analysis of prospective businesses, the time required to prepare
appropriate documents and agreements providing for our participation, and other circumstances. It is anticipated that the analysis
of specific proposals and the selection of a business will take several months.



7















Acquisition of a Business



In implementing a structure for a particular
business acquisition, the Company may become a party to a merger, consolidation, or other reorganization with another corporation
or entity; joint venture; license; purchase and sale of assets; or purchase and sale of stock, the exact nature of which cannot
now be predicted. On the consummation of a transaction, it is likely that ATVRockN's present management and shareholder will not
be in control of the company. In addition, ATVRockN 's sole director may, as part of the terms of the acquisition transaction,
resign and his vacancy under Nevada law, NRS 78.335(5) be replaced by new director without vote of our shareholders.



While the actual terms of a transaction
to which we may be a party cannot be predicted, it may be expected that the parties to the business transaction will find it desirable
to structure the acquisition as a so-called "tax-free" event under sections 351 or 368(a) of the Internal Revenue Code
of 1986. In order to obtain tax-free treatment under section 351 of the Code, it would be necessary for the owners of the acquired
business to own 80% or more of the stock of the surviving entity. In that case, ATVRockN's shareholders, including investors in
this offering, would retain less than 20% of the issued and outstanding shares of the surviving entity. Section 368(a)(1) of the
Code provides for tax-free treatment of certain business reorganization between corporate entities where one corporation is merged
with or acquires the securities or assets of another.



Generally, we will be the acquiring
corporation in such a business reorganization, and the tax-free status of the transaction will not depend on the issuing of any
specific amount of stock of the surviving entity. Consequently, there is a substantial possibility that the shareholders of ATVRockN,
immediately prior to the transaction, would retain less than 50% of the issued and outstanding shares of the surviving entity.
Therefore, regardless of the form of the business acquisition, it may be anticipated that the investors will experience a significant
reduction in their percentage of ownership in the company.



Notwithstanding the fact that the Company
is technically the acquiring entity in these circumstances, generally accepted accounting principles will ordinarily require that
such a transaction be accounted for as if the Company had been acquired by the other entity owning the business and, therefore,
will not permit a write-up in the carrying value of the assets of the other company.



The manner in which we participate in
a business will depend on the nature of the business, our needs and desires and those of the other parties involved in the negotiations,
the management of the business, and the relative negotiating strengths of ATVRockN and the other management team.



8















We will participate in a business only after the negotiation
and execution of appropriate written agreements. Although the exact terms of these agreements cannot be predicted, generally they
will:



·require specific representations and warranties by all of the parties involved,

·specify certain events of default,

·detail the terms of closing and the conditions which must be satisfied by each of the parties
prior to it,

·outline the manner of bearing costs if the transaction is not closed,

·set forth remedies on default, and

·include miscellaneous other terms.



Evaluation Criteria



Despite his non-experience as a professional
business analyst, ATVRockN's sole officer/director, Hal B. Heyer, M.D. will carefully examine businesses for acquisition.



Management anticipates the selection
of an acquired business will be complex and risky because of the competition for such business opportunities among all segments
of the financial community. The nature of the Company's search for the acquisition of a business requires maximum flexibility since
the Company will be required to consider various factors and divergent circumstances which may preclude meaningful direct comparison
among the various business enterprises, product or services investigated. The management of the Company will have virtually unrestricted
flexibility in identifying and selecting a prospective acquired business. Besides determining its fair market value, management
will consider the following:



·the acquired business' net worth;

·the acquired business' total assets;

·the acquired business' cash flow;

·costs associated with effecting the business combination;

·equity interest and possible management participation in the acquired business;

·earnings and financial condition of the acquired business;

·growth potential of the acquired business and the industry in which it operates;

·experience and skill of management and availability of additional personnel of the acquired
business;

·capital requirements of the acquired business;

·competitive position of the acquired business;

·stage development of the product, process or service of the acquired business;

·degree of current or potential market acceptance of the product, process or service of the
acquired business; and

·regulatory environment of the industry in which the acquired business operates.



These criteria are not intended to be
exhaustive. As the Company’s sole officer/director searches through the candidates for acquisition, other factors he considers
relevant may apply.



9















The time and costs required to select
and evaluate an acquired business candidate, including conducting a due diligence review, and to structure and consummate the business
combination, including negotiating relevant agreements and preparing requisite documents for filing in keeping with applicable
securities laws and state corporate laws, cannot presently be stated with certainty.



Leverage



ATVRockN may be able to participate
in a business involving the use of leverage. Leveraging a transaction involves the acquisition of a business through incurring
indebtedness for a portion of the purchase price of that business, which is secured by the assets of the business acquired.



One method by which leverage may be
used is to locate an operating business available for sale and arrange for the financing necessary to purchase it. Acquisition
of a business in this fashion would enable us to participate in a larger venture than our limited funds would otherwise permit,
or use less of our funds to acquire a business and thus commit our remaining funds to the operations of the business acquired.



The likelihood that we could obtain
a conventional bank loan for a leveraged transaction would depend largely on the business being acquired and its perceived ability
to generate sufficient revenues to repay the debt. Generally, businesses suitable for leveraging are limited to those with income-producing
assets that are either in operation or can be placed in operation relatively quickly. We cannot predict whether it will be able
to locate any such business. As a general matter it may be expected that ATVRockN will have few, if any, opportunities to examine
businesses where leveraging would be appropriate, or to acquire financing with acceptable terms.



Tax Considerations



As a general rule, Federal and state
tax laws and regulations have a significant impact upon the structuring of business combinations. ATVRockN will evaluate the possible
tax consequences of any prospective business combination and will endeavor to structure the business combination so as to achieve
the most favorable tax treatment to itself, the acquired business, and our respective stockholders. The IRS or other appropriate
state tax authorities may, however, attempt to re-characterize the tax treatment of a particular business combination.







10



















Form and Structure of Acquisition



Of the various methods and forms by
which we may structure a transaction to acquire another business, management is likely to use, without limitation, one of the following
forms:



·a leveraged buyout transaction in which most of the purchase price is provided by borrowings
from one or more lenders or from the sellers in the form of a deferred purchase price;



·a merger or consolidation of the acquired corporation into or with the Company;



·a merger or consolidation of the acquired business corporation into or with a subsidiary of
the company organized to facilitate the acquisition (a "subsidiary merger"), or a merger or consolidation of such a subsidiary
into or with the acquired corporation (a "reverse subsidiary merger");



·an acquisition of all or a controlling amount of the stock of the acquired corporation followed
by a merger of the acquired business into us;



·an acquisition of the assets of a business by us or a subsidiary organized for such a purpose;



·a merger or consolidation of the Company with or into the acquired business or such a subsidiary;
or



·a combination of any of the above.





The actual form and structure for a
business combination may also be dependent upon numerous other factors pertaining to the acquired business and its stockholders,
as well as potential tax accounting treatments afforded the business combination.



As part of an acquisition, we may choose
to issue additional securities that could add numerous complications depending on whether or not these would need to be registered.
Dilution, change of management, additional costs, time delays or depressed prices for our stock could result.









11



















Daily Operations



We expect to use attorneys and accountants
as necessary, and do not anticipate a need to engage any full-time employees during the phase devoted to seeking and evaluating
business opportunities. The need for employees and their availability will be addressed along with the decisions specific to acquiring
or participating in a specific business opportunity.



Until an active business is commenced
or acquired, we will have only one employee, our sole officer/director for day-to-day operations. We are unable to make any estimate
as to the future number of employees, which may be necessary. If an existing business is acquired it is possible that we would
hire its existing staff.



Competition



We will be involved in intense competition with other business
entities, many of which will have a competitive edge over us by virtue of their more substantial financial resources and prior
experience in business. We also face numerous other smaller companies at the same stage of development as we are.



Patents, Trademarks and Licenses



We do not have any trademarks, patents,
or other intellectual property.



Based on the nature of our business,
we do not expect to file any trademarks or patents.





Employees



ATVRockN
currently has one employee, its sole officer/director. ATVRockN plans
to utilize independent contractors on a part-time/as needed basis to assist in its development activities, marketing, and financial
and accounting support.



12



















Item 1A. Risk Factors





RISK FACTORS RELATING TO OUR FINANCIAL
CONDITION



1. WE HAVE NO OPERATING HISTORY AND
LIMITED HISTORICAL FINANCIAL INFORMATION UPON WHICH YOU MAY EVALUATE OUR PERFORMANCE.



We have no operating history and we
are subject to all risks inherent in a developing business enterprise. Our likelihood of success must be considered in light of
the problems, expenses, difficulties, complications, and delays frequently encountered developing a business enterprise and the
competitive environment in which we operate. You should consider, among other factors, our prospects for success in light of the
risks and uncertainties encountered by companies that, like us, are in their early stages of research and business development.
We may not be able to successfully address these risks and uncertainties or successfully implement our operating and acquisition
strategies. If we fail to do so, it could materially harm our business to the point of having to cease operations and could impair
the value of our preferred and common stock to the point that the investors may lose their entire investment. Even if we accomplish
these objectives, we may not be able to generate positive cash flows or profits that we anticipate in the future.





2. Our
auditors have made reference to the substantial doubt as to our ability to continue as a going concern, THERE IS NO ASSURANCE
THAT WE WILL BE ABLE TO CONTINUE AS A GOING CONCERN.



Our financial statements included with
this Annual Report for the year ended May 31, 2016 have been prepared assuming that we will continue as a going concern. Our auditors
have made reference to the substantial doubt as to our ability to continue as a going concern in their audit report on our audited
financial statements for the year ended May 31, 2016. Because the Company has been issued an opinion by our auditors that substantial
doubt exists as to whether the Company can continue as a going concern, it may be more difficult for the Company to attract investors.
Since our auditors have raised a substantial doubt about our ability to continue as a going concern, this typically results greater
difficulty to obtain loans than businesses that do not have a qualified auditors opinion. Additionally, any loans we might obtain
may be on less advantageous terms. Our future is dependent upon our ability to obtain financing and upon future profitable operations
from our business. We plan to seek additional funds through private placements of our preferred and common stock. You may be investing
in a company that will not have the funds necessary to continue to deploy its business strategies. If we are not able to achieve
sufficient revenues or find financing to cover our expenses, then we likely will be forced to cease operations and investors will
likely lose their entire investment.



13















3. WE MAY NOT BE ABLE TO ATTAIN PROFITABILITY WITHOUT
ADDITIONAL FUNDING, WHICH MAY BE UNAVAILABLE.



For the period from inception (December
27, 2010) through the year end for May 31, 2016, we experienced a cumulative net loss of $(458,214). Our ability to continue to
operate as a going concern is fully dependent upon the Company obtaining sufficient financing to continue its development and operational
activities. The ability to achieve profitable operations is in direct correlation to our ability to generate revenues or raise
sufficient financing. It is important to note that even if the appropriate financing is received, there is no guarantee that we
will ever be able to operate profitably or derive any significant revenues from its operation. If we are unable to obtain additional
funding, we may be forced to cease operations.





COMPANY RISK FACTORS



4.
We are in a highly competitive market WITH a small number of business opportunities. there is a risk that we would be an insignificant
participant among other companies with larger financial resources.



The Company is and will continue to
be an insignificant participant in the business of seeking mergers with, joint ventures with and acquisitions of small private
and public entities. A large number of established and well-financed entities, including venture capital firms, are active in mergers
and acquisitions of companies that may be desirable target candidates for us.



Nearly all these entities have significantly
greater financial resources, technical expertise and managerial capabilities than we do and, consequently, we will be at a competitive
disadvantage in identifying possible business opportunities and successfully completing a business combination. Moreover, we will
also compete in seeking merger or acquisition candidates with numerous other small public companies





5.
The issuance of additional stock to consummate a business combination will reduce your percentage of ownership in the Company,
and reduce the value of your shares.



Our primary plan of operation is based
upon a business combination with a private company that, in all likelihood, would result in the issuance of our securities to the
shareholders of the private company. The issuance of previously authorized and unissued common stock would result in reduction
in percentage of shares owned by present and prospective shareholders of the Company and may result in a change in control or management.



14















6. There
is a risk, we will not be able to identify any suitable business combinations.



We have no arrangement, agreement or
understanding with respect to engaging in a merger with, joint venture with or acquisition of, a private or public entity. No assurances
can be given that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business
combination. Management has not identified any particular industry or specific business within an industry for evaluation. We cannot
guarantee that we will be able to negotiate a business combination on favorable terms.





7.
Since we have not conducted any market research, there is a risk that merger or acquisition opportunities do not exist as this
time.



We have neither conducted, nor have
others made available to us, results of market research indicating that market demand exists for the transactions we contemplate.
Moreover, we do not have, and do not plan to establish, a marketing organization. Even if demand is identified for a merger or
acquisition, we cannot assure you that we will be successful in completing a business combination.





8.
There can be no assurance of profitability, even once the acquisition has been accomplished.



We have not established a specific length
of operating history or a specified level of earnings, assets, net worth or other criteria that we will require a target business
opportunity to have achieved. Accordingly, we may enter into a business combination with a business opportunity having no significant
operating history, losses, limited or no potential for earnings, limited assets, negative net worth or other characteristics that
are indicative of development stage companies.







9.
The requirement of audited financial statements may disqualify potential business opportunities.



Management believes that any potential
business opportunity must provide audited financial statements for review for the protection of all parties to the business combination.
One or more attractive business opportunities may choose to forego the possibility of a business combination with us, rather than
incur the expenses associated with preparing audited financial statements.



15















10. The nature
of our operations IS highly speculative.



The success of our plan of operation
will depend to a great extent on the operations, financial condition and management of the identified business opportunity. While
management intends to seek business combination(s) with entities having established operating histories, we cannot assure you that
we will be successful in locating candidates meeting that criteria. In the event we complete a business combination, the success
of our operations may be dependent upon management of the successor firm and numerous other factors beyond our control.







11. THERE MAY BE A POSSIBLE INABILITY
TO FIND SUITABLE EMPLOYEES.



In order to implement our business plan,
management recognizes that additional staff will be required. No assurances can be given that we will be able to find suitable
employees that can support our needs or that these employees can be hired on favorable terms. We do not plan to hire any additional
employees until our cash flows can justify the expense.





12. OUR MANAGEMENT AND PREFERRED
SHAREHOLDER CONTROLS A LARGE BLOCK OF OUR COMMON STOCK THAT WILL ALLOW THEM TO CONTROL THE COMPANY.



As of February 10, 2017, our sole officer/director
owns 21.74% of our currently issued and outstanding common stock. Additionally, our registered preferred stock Series A shareholder
owns 122,500 of Series A preferred shares that can be converted into 12,250,000 common shares or 64% of the outstanding shares
upon conversion.



As a result, our sole officer/director
and Series A preferred shareholder will have the ability to control substantially all matters submitted to our stockholders for
approval including:



a)election of our board of directors;



b)removal of any of our directors;



c)amendment of our Articles of Incorporation or bylaws; and



d)adoption of measures that could delay or prevent a change in control or impede a merger, takeover
or other business combination involving us.





16















As a result of their ownership and positions,
these two individuals have the ability to influence all matters requiring shareholder approval, including the election of directors
and approval of significant corporate transactions. In addition, the future prospect of sales of significant amounts of shares
held by our director and executive officer could affect the market price of our preferred and common stock if the marketplace does
not orderly adjust to the increase in shares in the market and the value of your investment in the Company may decrease. Management's
stock ownership may discourage a potential acquirer from making a tender offer or otherwise attempting to obtain control of us,
which in turn could reduce our stock price or prevent our stockholders from realizing a premium over our stock price.



Investors will own a minority percentage
of the Company's common stock and will have minority voting rights. Investors will not have the ability to control either the vote
of the Company's Shareholders or Board of Directors.





13. WE WILL INCUR INCREMENTAL COSTS
AS A RESULT OF OPERATING AS A PUBLIC COMPANY.



Since we are a full reporting
company with the U. S. Securities and Exchange Commission, we will incur additional legal, accounting and other expenses. Moreover,
the Sarbanes-Oxley Act of 2002 (the "Sarbanes-Oxley Act"), as well as new rules subsequently implemented by the SEC,
have imposed various new requirements on public companies, including requiring changes in corporate governance practices. There
may be further increases if and when we are no longer an "emerging growth company." Moreover, these rules and regulations
will increase our legal and financial compliance costs and will make some activities more time-consuming and costly. We project
that the total incremental operating expenses of being a public company will be approximately $45,000 for 2017. The incremental
costs are estimates, and actual incremental expenses could be materially different from these estimates. Unless we can generate
sufficient revenues and profits, we may not be able to absorb the costs of being apublic
company.







17



















14.
As a result of operating as a public company, and our management will be required to devote substantial time to new compliance
initiatives.



As a public company, we will incur significant
legal, accounting and other expenses that we would not incur as a private company. There may be further increases if and when we
are no longer an "emerging growth company". The Sarbanes-Oxley Act of 2002, the Dodd-Frank Act of 2010, and rules subsequently
implemented and yet to be implemented by the U. S. Securities and Exchange Commission have imposed and will impose various new
requirements on public companies. Our management and other personnel will need to devote a substantial amount of time to these
new compliance initiatives. Moreover, these rules and regulations will increase our legal and financial compliance costs and will
make some activities more time-consuming and costly, particularly after we are no longer an "emerging growth company."
For example, we expect these new rules and regulations to make it more difficult and more expensive for us to obtain director and
officer liability insurance, and we may be required to incur substantial costs to maintain the same or similar coverage.



In addition, the Sarbanes-Oxley Act
requires, among other things, that we maintain effective internal control over financial reporting and disclosure controls and
procedures. In particular, we must perform system and process evaluation and testing of our internal control over financial reporting
to allow management, as required by Section 404 of the Sarbanes-Oxley Act. Compliance will require us to increase our general and
administrative expense in order to pay added compliance personnel, outside legal counsel and consultants to assist us in, among
other things, external reporting, instituting and monitoring a more comprehensive compliance function and board governance function,
establishing and maintaining internal controls over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act,
and preparing and distributing periodic public reports in compliance with our obligations under the U.S. federal securities laws.
We currently do not have an internal audit group, and we will evaluate the need to hire additional accounting and financial staff
with appropriate public company experience and technical accounting knowledge. Moreover, if we are not able to comply with the
requirements of Section 404 in a timely manner, the market price of our stock could decline.



However, for as long as we remain an
"emerging growth company" as defined in the Jumpstart Our Business Startups Act of 2012, we may take advantage of certain
exemptions from various reporting requirements that are applicable to other public companies that are not "emerging growth
companies" including, but not limited to, not being required to comply with the auditor attestation requirements of Section
404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy
statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder
approval of any golden parachute payments not previously approved. We will remain an emerging growth company until the earliest
of (a) the last day of our fiscal year during which we have total annual gross revenues of at least $1.0 billion; (b) the last
day of our fiscal year ending after the fifth anniversary of the first sale of our common equity securities under an effective
registration statement; (c) the date on which we have, during the previous three-year period, issued more than $1.0 billion in
non-convertible debt; or (d) the date on which we are deemed to be a "large accelerated filer" under the Exchange Act.



18











15.
We are an “emerging growth company” and our election to delay adoption of new or revised accounting standards applicable
to public companies may result in our financial statements not being comparable to those of some other public companies. As a result
of this and other reduced disclosure requirements applicable to emerging growth companies, our securities may be less attractive
to investors.



We are an “emerging growth company,”
as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, and we intend to take advantage of exemptions from
certain reporting requirements available to “emerging growth companies” under that Act, including but not limited to
not being required to comply with the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act of 2002 (relating
to the effectiveness of our internal control over financial reporting), reduced disclosure obligations regarding executive compensation
in our periodic reports and any proxy statements we may be required to file, and exemptions from the requirements of holding a
non-binding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.
In addition, Section 107 of the JOBS Act provides that an “emerging growth company” can delay the adoption of certain
accounting standards until those standards would apply to private companies.



We are electing to delay such adoption
of new or revised accounting standards and, as a result, we may not comply with new or revised accounting standards on the relevant
dates on which adoption of such standards is required for other public companies that are not “emerging growth companies.”
Consequently, our financial statements may not be comparable to the financial statements of other public companies. We may take
advantage of these reporting exemptions until we are no longer an “emerging growth company.” In this regard, we will
remain an “emerging growth company” for up to five years after the first sale of our common equity securities under
an effective registration statement, although if the market value of our common stock that is held by non-affiliates exceeds $700
million as of any November 30 before that time, we would cease to be an “emerging growth company” as of the next following
May 31.



We cannot predict if investors will
find our securities less attractive due to our reliance on these exemptions. If investors were to find our securities less attractive
as a result of our election, we may have difficulty raising funds in future offerings



16. WE DO NOT HAVE INSURANCE AND,
THEREFORE, LIABILITY WE INCUR COULD HAVE SUBSTANTIAL IMPACT ON OUR ABILITY TO CONTINUE AS A GOING CONCERN.



We have limited capital and, therefore,
we do not currently have a policy of insurance against liabilities arising out of the negligence of our officer and director and/or
arising from deficiencies in any of our business operations. Even assuming we obtained insurance, there is no assurance that such
insurance coverage would be adequate to satisfy any potential claims made against us, our officers and directors, or our business
operations or assets. Any such liability which might arise could be substantial and would likely exceed our total assets. However,
our Articles of Incorporation and Bylaws provide for indemnification of officers and directors to the fullest extent permitted
under Nevada law. Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors,
officer and controlling persons, it is the opinion of the U. S. Securities and Exchange Commission that such indemnification is
against public policy, as expressed in the Act, and is therefore, unenforceable.



17. WE ARE CURRENTLY REPORTING AS
A NON-SHELL REGISTRANT AS DEFINED in RULE 12B-2 OF THE SECURITIES AND EXCHANGE ACT DESPITE HAVING LIMITED REVENUE SINCE INCEPTION.



The Company received a favorable legal
opinion supporting our position as a non-shell company from outside legal counsel and continue to believe we qualify as a non-shell
company as defined through the Jumpstart our Business Startup Act of 2012. However, since we have generated limited revenue since
inception and no revenue since the fiscal year ending May 31, 2012 and we continue to search for a viable business candidate; the
Securities and Exchange Commission may challenge our non-shell status at some point in the future. We can provide no assurance
as to a favorable outcome upon a regulatory review or the potential impact on certain shareholders’ ability to freely trade
their common stock and the effect it may have on our stock price.







19















RISK FACTORS RELATING TO OUR PREFERRED AND COMMON STOCK.



18. OUR PREFERRED STOCK DOES NOT
PAY ANY DIVIDENDS AND CAN BE CONSIDERED ILLIQUID.



We have one Series of Preferred Shares
issued and outstanding as of May 31, 2016. Our registered preferred stock, par value $0.001, shall not be entitled to receive any
dividends, shall not have any liquidation rights and shall not be entitled to (a) any voting rights or (b) notice of any meeting
of the shareholders of the corporation. The registered preferred stock can be converted at the ratio of one hundred (100) shares
of Common Stock for every one (1) share of the registered preferred stock converted; however, the conversion is limited whereby
the beneficial owner cannot beneficially own in excess of 4.9% of the shares of the Common Stock outstanding immediately after
giving effect to such conversion or exercise.



Management has no intention to
apply to have any Series of the Company’s preferred stock listedor quoted on any exchange or inter-dealer quotation
system. This will make ownership of our preferred shares very illiquid.



19.
We have authorized andunissued shares Series A,
B and C Preferred stockthat may be issued in the future, which would dilute your ownership in the Company.



We have 5,000,000 preferred shares authorized
for each of our Series A, B and C preferred stock. We currently have 122,500 shares of the registered Series A preferred stock
issued and outstanding; no Series B preferred stock issued and outstanding and no Series C stock issued and outstanding. The Series
C stock is undesignated at this time. Therefore, if each Series has 5,000,000 authorized, this gives the Board of Directors a great
deal of discretion, in the future, to issue more shares in each Series, without shareholder approval. The issuance of more shares
of any Series would dilute your ownership in the Company, which would mean your percent of ownership in the Company would decrease.



20. WE HAVE NEVER DECLARED DIVIDENDS
ON OUR COMMON STOCK AND DO NOT PLAN TO DO SO IN THE FORESEEABLE FUTURE.



We intend to retain any future earnings
to finance the operation and expansion of its business and do not anticipate paying any cash dividends in the foreseeable future.
As a result, stockholders will need to sell shares of common stock in order to realize a return on their investment, if any. You
should not rely on an investment in our Company if you require dividend income. The only possibility of any income to investors
would come from any rise in the market price of your stock, which is uncertain and unpredictable.



A holder of common stock will be entitled
to receive dividends only when, as, and if declared by the Board of Directors out of funds legally available therefore. We have
never issued dividends on our common stock. Our Board of Directors will determine future dividend policy based upon our results
of operations, financial condition, capital requirements, and other circumstances.



20











21. HOLDERS OF OUR PREFERRED AND
COMMON STOCK HAVE A RISK OF POTENTIAL DILUTION IF WE ISSUE ADDITIONAL SHARES OF PREFERRED AND/OR COMMON STOCK IN THE FUTURE.



Although our Board of Directors intends
to utilize its reasonable business judgment to fulfill its fiduciary obligations to our then existing stockholders in connection
with any future issuance of our common stock, the future issuance of additional shares of our preferred and common stock would
cause immediate, and potentially substantial, dilution to the net tangible book value of those shares of preferred and common stock
that are issued and outstanding immediately prior to such transaction. Any future decrease in the net tangible book value of our
issued and outstanding shares could have a material effect on the market value of the shares.



22. IF WE FAIL TO MAINTAIN
AN EFFECTIVE SYSTEM OF INTERNAL CONTROLS, WE MAY NOT BE ABLE TO ACCURATELY REPORT OUR FINANCIAL RESULTS OR PREVENT FRAUD AND AS
A RESULT, INVESTORS MAY BE MISLED AND LOSE CONFIDENCE IN OUR FINANCIAL REPORTING AND DISCLOSURES, AND THE PRICE OF OUR PREFERRED
AND COMMON STOCK MAY BE NEGATIVELY AFFECTED.



The Sarbanes-Oxley Act of 2002 requires
that we report annually on the effectiveness of our internal control over financial reporting. A "significant deficiency"
means a deficiency or a combination of deficiencies, in internal control over financial reporting that is less severe than a material
weakness yet important enough to merit attention by those responsible for oversight of the Company's financial reporting. A "material
weakness" is a deficiency or a combination of deficiencies in internal control over financial reporting, such that there is
a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected
on a timely basis.



21

















As of May 31, 2016 management assessed
the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial
reporting. The matters involving internal controls and procedures that our management considered to be material weaknesses under
the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee due to a lack of
a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective
oversight in the establishment and monitoring of required internal controls and procedures; and (2) inadequate segregation of duties
consistent with control objectives.



In addition, in connection with our
on-going assessment of the effectiveness of our internal control over financial reporting, we may discover "material weaknesses"
in our internal controls as defined in standards established by the Public Company Accounting Oversight Board, or the PCAOB. A
material weakness is a significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood
that a material misstatement of the annual or interim financial statements will not be prevented or detected.



Failure to provide effective internal
controls may cause investors to lose confidence in our financial reporting and may negatively affect the price of our preferred
and common stock. Moreover, effective internal controls are necessary to produce accurate, reliable financial reports and to prevent
fraud. If we have deficiencies in our internal controls over financial reporting, these deficiencies may negatively impact our
business and operations.



23. LOW-PRICED STOCKS MAY AFFECT
THE RESELL OF OUR SHARES.



Penny Stock Regulation Broker-dealer
practices in connection with transactions in "Penny Stocks" are regulated by certain penny stock rules adopted by the
Securities and Exchange Commission. Penny stocks generally are equity securities with a price of less than $5.00 (other than securities
registered on certain national securities exchanges or quoted on the NASDAQ system). The penny stock rules require a broker-dealer,
prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document
that provides information about penny stocks and the risk associated with the penny stock market. The broker-dealer must also provide
the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson
in the transaction, and monthly account statements showing the market value of each penny stock held in the customer's account.
In addition, the penny stock rules generally require that prior to a transaction in a penny stock; the broker-dealer must make
a written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement
to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary
market for a stock that is subject to the penny stock rules.





24. THE MARKET PRICE OF OUR COMMON
STOCK MAY BE HIGHLY VOLATILE, AND YOU COULD LOSE ALL OR PART OF YOU INVESTMENT.



The trading price of our common stock
is likely to be volatile. This volatility may prevent you from being able to sell your shares at or above the price you paid for
your shares. Our stock price could be subject to wide fluctuations in response to a variety of factors, which include:



·actual or anticipated fluctuations in our quarterly or annual financial results;

·additional needs for financing;

·announcements by us or our competitors of significant acquisitions, strategic partners,
joint ventures or capital commitments;

·sales of our commons stock or other securities in the open market;

·additions or departures of key personnel;

·failure of any of our initiatives;

·regulatory or political developments;

·changes in accounting principles or methodologies;

·litigation or governmental investigations;

·negative publicity about us in the media and online;

·general financial market conditions or events; and

·other events or factors, many of which are beyond our control.



Additionally, in recent years the stock
market in general, and the penny stock markets in particular, have experienced extreme price and volume fluctuations. In some cases,
these fluctuations are unrelated or disproportionate to the operating performance of the underlying company. These market and industry
factors may materially and adversely affect our stock price, regardless of our operating performance. In the past, class action
litigation often has been brought against companies following periods of volatility in the market price of those companies common
stock. If we become involved in this type of litigation in the future, it could result in substantial costs and diversion of management
attention and resources, which could have a further negative effect on shareholders’ investments in our stock.







22

















Item 1B. Unresolved Staff Comments.



Not Applicable.



Item 2. Properties.



The Company's corporate headquarters
are located at: 1420 London Road, Suite 100, Duluth, MN 55805. The Company does not own any real property. This administrative
office is being provided at no cost by the Officer of the Company. The Officer will not seek reimbursement for providing this administrative
space. Management believes that its current facilities are adequate for its needs through the next twelve months.





Item 3. Legal Proceedings.



From time to time, we may become involved in various lawsuits
and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties,
and an adverse result in these or other matters may arise from time to time that may harm our business.



We are not presently a party to any material litigation,
nor to the knowledge of management is any litigation threatened against us, which may materially affect us.



Item 4. Mine Safety Disclosures.



Not Applicable.

















23

















PART II



Item 5. Market for Registrant's Common
Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.



(a) Market Information



ATVRockN Common Stock, $0.001 par value,
was cleared for quotation on the OTC-Bulletin Board on November 20, 2012, under the symbol: ATVK.



There have been a limited amount of
trades of the Company’s stock since it was listed on the OTC-BB, there are no assurances that a market will ever develop
for the Company's stock.



The following table sets forth the high
and low sales prices for our common stock, which has been listed on the OTC-BB for all periods presented. The prices below have
been adjusted to reflect the Company’s 1:10 reverse stock split effective as of January 8, 2016.



|Year ended May 31, 2016 |  | High |       |  | Low |  
|----------------------- |  | ---- | ----- |  | --- | -
|First Quarter           |  | $    | 35.00 |  |     | $
|Second Quarter          |  | $    | 35.50 |  |     | $
|Third Quarter           |  | $    | 3.50  |  |     | $
|Fourth Quarter          |  | $    | 0.70  |  |     | $
|                        |  |      |       | 
|Year ended May 31, 2015 |  | High |       |  | Low |  
|First Quarter           |  | $    | 6.00  |  |     | $
|Second Quarter          |  | $    | 6.00  |  |     | $
|Third Quarter           |  | $    | 6.00  |  |     | $
|Fourth Quarter          |  | $    | 6.00  |  |     | $
|                        |  |      |       | 

(b) Holders of Common Stock



As of February 10, 2017, there are approximately
fifty (50) holders of record of our Common Stock and one holder of our Preferred Stock.



(c) Dividends



In the future we intend to follow a
policy of retaining earnings, if any, to finance the growth of the business and do not anticipate paying any cash dividends in
the foreseeable future. The declaration and payment of future dividends on the Common Stock will be the sole discretion of board
of directors and will depend on our profitability and financial condition, capital requirements, statutory and contractual restrictions,
future prospects and other factors deemed relevant.



(d) Securities Authorized for Issuance
under Equity Compensation Plans



There are no outstanding grants or rights
or any equity compensation plan in place.



24



(e) Recent Sales of Unregistered Securities



No shares were issued during the fiscal
years ending May 31, 2016 and May 31, 2015.



(f) Issuer Purchases of Equity Securities



We did not repurchase any of our equity
securities during the years ending May 31, 2016 and May 31, 2015.



Item 6. Selected Financial Data.



Not applicable.



Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations.



Overview of Current Operations



We were incorporated on December 27,
2010 as ATVRockN, as a Nevada corporation. We consider ourselves to be an emerging growth company under applicable federal securities
laws and will be subject to reduced public company reporting requirements. Management is currently seeking new business opportunities
referred by various sources, including its officer/director, professional advisors, venture capitalists, members of the financial
community, and others who may present unsolicited proposals.





RESULTS OF OPERATIONS



For the fiscal years ended May 31, 2016
and May 31, 2015, the Company recognized no revenues.



For the fiscal year ended May 31, 2016,
the Company incurred total operating expenses of $18,562, which consists of $18,562 in professional fees. This compares to the
fiscal year ended May 31, 2015, where the Company incurred total operating expenses of $15,500, which consisted of $15,500 in professional
fees.



For the fiscal year ended May 31, 2016,
the Company had other income (expense) of $(144,167), which consists of $3,900 in interest income, $18,067 of a valuation adjustment
associated with the interest receivable on the promissory note receivable as well as a valuation adjustment associated with the
promissory note receivable principal balance of $(130,000). This compares to the fiscal year ended May 31, 2015, where the Company
had $14,167 of other income, which consisted of $14,167 in interest income.



For the fiscal year ended May 31, 2016,
the Company had a loss applicable to common shareholders of $(162,729) or $(0.02) per common share basic and diluted, as compared
to a loss applicable to common shareholders of $(1,333) or $(0.00) per common share for the year ended May 31, 2015.



During the year ended May 31, 2016,
the Company used net cash of $(2,500) in operations, $2,500 was provided by investing activities and no cash was provided by or
used in financing activities. During the year ended May 31, 2015, the Company used net cash of $(38,000) in operations, $38,000
was provided by investing activities and no cash was provided by financing activities.



25

Going Concern



Our ability to continue as a going concern
is contingent upon the successful completion of additional financing arrangements and our ability to achieve and maintain profitable
operations.



Therefore, management plans to raise
equity capital to finance the operating and capital requirements of the Company. While the Company is devoting its best efforts
to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations.
These conditions raise substantial doubt about the Company's ability to continue as a going concern.



Summary of any product research and development that we
will perform for the term of our plan of operation.



At this time, the Company has no product
research, nor development taking place. As such, research is not required at this time.



Expected purchase or sale of plant
and significant equipment



We do not anticipate the purchase or
sale of any plant or significant equipment; as such items are not required by us at this time.



Significant changes in the number
of employees



As of May 31, 2016, we have one employee
who also serves as our sole officer/director. We are dependent upon our sole officer/director for our future business development.
As our operations expand we anticipate the need to hire additional employees, consultants and professionals; however, the exact
number is not quantifiable at this time.

























26



















LIQUIDITY AND CAPITAL RESOURCES



As of May 31, 2016, the Company had
no cash and cash equivalents on hand. At the same date, the Company had total current liabilities of $80,835.



Management intends to raise additional
debt or equity financing to fund ongoing operations and for necessary working capital. However, there is no assurance that such
financing plans will be successful or be obtained in amounts sufficient to meet the Company’s needs.



Notwithstanding, the Company anticipates
generating losses and therefore may be unable to continue operations in the future. The Company anticipates it will require additional
capital in order to develop its business. The Company may use a combination of equity and/or debt instruments or enter into a strategic
arrangement with a third party. Management has yet to find a solution to its funding requirements.



Off-Balance Sheet Arrangements



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



Critical Accounting Policies and Estimates



Revenue Recognition: The Company recognizes
revenue related to product sales when (i) persuasive evidence of the arrangement exists, (ii) shipment has occurred, (iii) the
fee is fixed or determinable, and (iv) collectability is reasonably assured.



Recent Pronouncements



The Company's management has evaluated all the recently issued
accounting pronouncements through the filing date of these financial statements and does not believe that any of these pronouncements
will have a material impact on the Company's financial position and results of operations.







27



















JOBS Act



On April 5, 2012, the Jumpstart Our
Business Startups Act of 2012, or the JOBS Act, was enacted. Section 107 of the JOBS Act provides that an “emerging growth
company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933
for complying with new or revised accounting standards. This means that an “emerging growth company” can delay the
adoption of certain accounting standards until those standards would apply to private companies. We are electing to delay such
adoption of new or revised accounting standards and, as a result, we may not comply with new or revised accounting standards at
the same time as other public reporting companies that are not “emerging growth companies.”



In addition, we intend to rely on other
exemptions from reporting and disclosure requirements that are offered by the JOBS Act, including (i) an exemption from the need
to provide an auditor’s attestation report on our system of internal control over financial reporting pursuant to Section
404(b) of the Sarbanes-Oxley Act of 2002, and (ii) an exemption from the need to comply with any PCAOB requirement regarding mandatory
audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and our financial
statements (auditor discussion and analysis). These exemptions will apply for a period of five years following our first sale of
common equity securities under an effective registration statement or until we no longer qualify as an “emerging growth company,”
whichever is earlier. For further information regarding disclosure and other exemptions available to us under the JOBS Act, please
see “Prospectus Summary—The Company—Implications of Being an Emerging Growth Company.”



Item 7A. Quantitative and Qualitative Disclosures about Market
Risk.



Not applicable.



Item 8. Financial Statements and Supplementary Data.



Index to Financial Statements

















28



















ATVRockN

Financial Statements





INDEX TO FINANCIAL STATEMENTS

|                      |                                   |                                                                                                |    
|--------------------- | --------------------------------- | ---------------------------------------------------------------------------------------------- | ---
|Financial Statements: |                                   |                                                                                               
|                      |                                   |                                                                                                |    
|                      |                                   | Report of Independent Registered Public Accounting Firm                                        | F-1
|                      |                                   |                                                                                                |    
|                      |                                   | Balance Sheets as of May 31, 2016 and 2015                                                     | F-2
|                      |                                   |                                                                                                |    
|                      |                                   | Statements of Operations for the Years Ended May 31, 2016 and May 31, 2015                     | F-3
|                      |                                   |                                                                                                |    
|                      |                                   | Statements of Stockholders’ Equity (Deficit) for the Years Ended May 31, 2016 and May 31, 2015 | F-4
|                      |                                   |                                                                                                |    
|                      |                                   | Statements of Cash Flows for the Years Ended May 31, 2016 and May 31, 2015                     | F-5
|                      |                                   |                                                                                                |    
|                      | Notes to the Financial Statements | F-6                                                                                            |    
|                      |                                   |                                                                                                |    
|                      |                                   |                                                                                                |    
|                      |                                   |                                                                                                |    













































29



















Report of Independent Registered Public
Accounting Firm







To the Board of Directors and Stockholders of

ATVROCKN

Duluth, Minnesota







We have audited the accompanying balance sheets of ATVROCKN
(“the Company”) as of May 31, 2016 and 2015 and the related statement of operations, stockholders’ equity (deficit),
and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our
responsibility is to express an opinion on these financial statements based on our audits.



We conducted our audits in accordance with the standards of
the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have,
nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of
internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our
opinion.



In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position of ATVROCKN at May 31, 2016 and 2015, and the results of its operations
and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of
America.



The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has earned no
revenues in the year ended May 31, 2016, has negative working capital at May 31, 2016, has incurred recurring losses and recurring
negative cash flow from operating activities, and has an accumulated deficit. These factors raise substantial doubt about its ability
to continue as a going concern. Management’s plans in regard to these matters are also described in Note 3. The financial
statements do not include any adjustments that might result from the outcome of this uncertainty.





/s/ SOMERSET CPAS, P.C.



Indianapolis, Indiana

February 10, 2017









F-1















ATVROCKN

Balance Sheets





|                                                     |                                                              |                                                |                                | May 31, 2016          |                              | May 31, 2015
|---------------------------------------------------- | ------------------------------------------------------------ | ---------------------------------------------- | ------------------------------ | --------------------- | ---------------------------- | ------------
|                                                     |                                                              | ASSETS                                         |                                |                       |                              |             
|Current assets:                                      |                                                              |                                                |                                |                      
|                                                     | Cash and cash equivalents                                    |                                                | $                            - |                       | $                          -
|                                                     |                                                              | Total current assets                           |                                | -                     |                              | -           
|                                                     |                                                              |                                                |                                |                      
|Long-term assets:                                    |                                                              |                                                |                                |                      
|                                                     | Promissory note receivable                                   |                                                | -                              |                       | 250,000                     
|                                                     | Interest receivable                                          |                                                | -                              |                       | 14,167                      
|                                                     |                                                              | Total long-term assets                         |                                | -                     |                              | 264,167     
|                                                     |                                                              |                                                |                                |                       |                              |             
|TOTAL ASSETS                                         |                                                              | $                -                             |                                | $             264,167
|                                                     |                                                              |                                                |                                |                       |                              |             
|                                                     |                                                              | LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) |                                |                       |                              |             
|Current liabilities:                                 |                                                              |                                                |                                |                      
|                                                     | Accounts payable                                             |                                                | $                 22,835       |                       | $                  4,273    
|                                                     | Other accrued expenses                                       |                                                | 17,500                         |                       | 20,000                      
|                                                     | Due to related party                                         |                                                | 40,500                         |                       | 38,000                      
|                                                     |                                                              | Total current liabilities                      |                                | 80,835                |                              | 62,273      
|                                                     |                                                              |                                                |                                |                       |                              |             
|Stockholders' equity (deficit):                      |                                                              |                                                |                                |                      
|                                                     | Preferred stock Series B, $0.001 par value, 5,000,000 shares |                                                | -                              |                       | -                           
|                                                     |                                                              | authorized, none issued and outstanding as of  |                                |                       |                              |             
|                                                     |                                                              | 5/31/2016 and 5/31/2015, respectively          |                                |                       |                              |             
|                                                     | Convertible preferred stock Series A, $0.001 par             |                                                | 123                            |                       | 123                         
|                                                     |                                                              | value, 5,000,000 shares authorized, 122,500    |                                |                       |                              |             
|                                                     |                                                              | and 122,500 issued and outstanding as of       |                                |                       |                              |             
|                                                     |                                                              | 5/31/2016 and 5/31/2015, respectively          |                                |                       |                              |             
|                                                     | Preferred stock Series C, $0.001 par value, 5,000,000 shares |                                                | -                              |                       | -                           
|                                                     |                                                              | authorized, none issued and outstanding as of  |                                |                       |                              |             
|                                                     |                                                              | 5/31/2016 and 5/31/2015, respectively          |                                |                       |                              |             
|                                                     | Common stock, $0.001 par value, 185,000,000 shares           |                                                | 6,900                          |                       | 6,900                       
|                                                     |                                                              | authorized, 6,900,004 and 6,900,004 issued and |                                |                       |                              |             
|                                                     |                                                              | outstanding as of 5/31/2016 and 5/31/2015,     |                                |                       |                              |             
|                                                     |                                                              | respectively                                   |                                |                       |                              |             
|                                                     | Additional paid-in capital                                   |                                                | 370,356                        |                       | 490,356                     
|                                                     | Accumulated deficit                                          |                                                | (458,214)                      |                       | (295,485)                   
|                                                     |                                                              | Total stockholders' equity (deficit)           |                                | (80,835)              |                              | 201,894     
|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) |                                                              | $                          -                   |                                | $             264,167





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



F-2















ATVROCKN

Statements of Operations



|                                              |                                                          |                               | For the Year Ended May 31, 2016 |                        | For the Year Ended May 31, 2015 | 
|--------------------------------------------- | -------------------------------------------------------- | ----------------------------- | ------------------------------- | ---------------------- | ------------------------------- | 
|Revenue                                       | $                         -                              |                               | $                         -     |                       
|Cost of goods sold                            | -                                                        |                               | -                               |                       
|Gross profit                                  | -                                                        |                               | -                               |                       
|                                              |                                                          |                               |                                 |                        |                                 | 
|Expenses:                                     |                                                          |                               |                                 |                       
|                                              | Professional fees                                        | 18,562                        |                                 | 15,500                 |                                
|                                              |                                                          | Total expenses                | 18,562                          |                        | 15,500                          | 
|                                              |                                                          |                               |                                 |                        |                                 | 
|Operating loss                                | (18,562)                                                 |                               | (15,500)                        |                       
|                                              |                                                          |                               |                                 |                        |                                 | 
|Other Income (Expenses):                      |                                                          |                               |                                 |                       
|                                              | Interest income (expense)                                | 3,900                         |                                 | 14,167                 |                                
|                                              | Promissory note receivable interest valuation adjustment | (18,067)                      |                                 | -                      |                                
|                                              | Promissory note receivable valuation adjustment          | (130,000)                     |                                 | -                      |                                
|                                              |                                                          | Total other income (expenses) | (144,167)                       |                        | 14,167                          | 
|                                              |                                                          |                               |                                 |                        |                                 | 
|Net loss applicable to                        |                                                          |                               |                                 |                       
|                                              | common shareholders                                      | $              (162,729)      |                                 | $              (1,333) |                                
|                                              |                                                          |                               |                                 |                        |                                 | 
|Net loss per share - basic and diluted        | $                (0.02)                                  |                               | $                (0.00)         |                       
|                                              |                                                          |                               |                                 |                        |                                 | 
|Weighted average shares outstanding – basic   | 6,900,004                                                |                               | 6,692,466                       |                       
|                                              |                                                          |                               |                                 |                        |                                 | 
|Weighted average shares outstanding – diluted | 19,150,004                                               |                               | 19,150,004                      |                       





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



F-3























ATVROCKN

Statements of Stockholders’ Equity
(Deficit)



|                                               |  | Series B        |  | Series A Convertible |  |              |  |         |  | Additional  |  |               |  | Total    
|---------------------------------------------- |  | --------------- |  | -------------------- |  | ------------ |  | ------- |  | ----------- |  | ------------- |  | ---------
|                                               |  | Preferred Stock |  | Preferred Stock      |  | Common Stock |  | Paid-In |  | Accumulated |  | Stockholders'
|                                               |  | Shares          |  | Amount               |  | Shares       |  | Amount  |  | Shares      |  | Amount        |  | Capital  
|Balance, June 1, 2014                          |  | -               |  | -                    |  | 125,000      |  | 125     |  | 6,650,004   |  | 6,650         |  | 240,604  
|                                               |  |                 |  |                      |  |              |  |         |  |             |  |               |  |          
|Contributed capital - assignment of debt       |  | -               |  | -                    |  | -            |  | -       |  | -           |  | -             |  | 250,000  
|Conversion of
        Preferred Stock          |  | -               |  | -                    |  | (2,500)      |  | (2)     |  | 250,000     |  | 250           |  | (248)    
|                                               |  |                 |  |                      |  |              |  |         |  |             |  |               |  |          
|Net loss                                       |  | -               |  | -                    |  | -            |  | -       |  | -           |  | -             |  | -        
|                                               |  |                 |  |                      |  |              |  |         |  |             |  |               |  |          
|Balance, May 31, 2015                          |  | -               |  | -                    |  | 122,500      |  | 123     |  | 6,900,004   |  | 6,900         |  | 490,356  
|Distribution of note receivable to shareholder |  | -               |  | -                    |  | -            |  | -       |  | -           |  | -             |  | (120,000)
|                                               |  |                 |  |                      |  |              |  |         |  |             |  |               |  |          
|Net loss                                       |  | -               |  | -                    |  | -            |  | -       |  | -           |  | -             |  | -        
|                                               |  |                 |  |                      |  |              |  |         |  |             |  |               |  |          
|Balance, May 31, 2016                          |  | -               |  | $    -               |  | 122,500      |  | $123    |  | 6,900,004   |  | $6,900        |  | $ 370,356





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



F-4





















ATVROCKN

Statements of Cash Flows



|                                                 |                                                              |                             | For the Year Ended May 31, 2016     |   | For the Year Ended May 31, 2015
|------------------------------------------------ | ------------------------------------------------------------ | --------------------------- | ----------------------------------- | - | -------------------------------
|                                                 |                                                              |                             |                                    
|CASH FLOWS FROM OPERATING ACTIVITIES             |                                                              |                             |                                    
|Net loss                                         | $                     (162,729)                              |                             | $                    (1,333)       
|                                                 | Adjustments to reconcile net loss to net cash used           |                             |                                     |  
|                                                 | in operating activities                                      |                             |                                     |  
|                                                 | Promissory note and interest receivable valuation adjustment | 148,067                     |                                     | -
|                                                 | Changes in operating assets and liabilities:                 |                             |                                     |  
|                                                 |                                                              | Accrued interest receivable | (3,900)                             |   | (14,167)                       
|                                                 |                                                              | Accounts payable            | 18,562                              |   | (7,500)                        
|                                                 |                                                              | Accrued expenses            | (2,500)                             |   | (15,000)                       
|Net cash used in operating activities            | (2,500)                                                      |                             | (38,000)                           
|                                                 |                                                              |                             |                                     |   |                                
|CASH FLOWS FROM INVESTING ACTIVITIES             |                                                              |                             |                                    
|Advances from shareholder                        | 2,500                                                        |                             | 38,000                             
|Net cash provided by investing activities        | 2,500                                                        |                             | 38,000                             
|                                                 |                                                              |                             |                                     |   |                                
|NET INCREASE (DECREASE) IN CASH                  | -                                                            |                             | -                                  
|                                                 |                                                              |                             |                                    
|CASH - BEGINNING OF THE PERIOD                   | -                                                            |                             | -                                  
|                                                 |                                                              |                             |                                    
|CASH - END OF THE PERIOD                         | $                                 -                          |                             | $                                 -
|                                                 |                                                              |                             |                                     |   |                                
|NON-CASH ACTIVITIES                              |                                                              |                             |                                    
|Contribution of note receivable from shareholder | $                                   -                        |                             | $        250,000                   
|Distribution of note receivable to shareholder   | $                     (120,000                               | )                           | $                     -            





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



F-5















ATVROCKN

Notes to the Financial Statements

May 31, 2016





NOTE 1. GENERAL ORGANIZATION AND BUSINESS



The Company was organized on December
27, 2010 under the laws of the State of Nevada, as ATVRockN.





NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES



Basis of Accounting

The financial statements and accompanying
notes are prepared under accrual of accounting in accordance with generally accepted accounting principles of the United States
of America ("US GAAP").



Cash and Cash Equivalents

For purposes of the statement of cash
flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.



Earnings per Share

The basic earnings (loss) per share
is calculated by dividing the Company's net income (loss) available to common shareholders by the weighted average number of common
shares issued and outstanding during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net
income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The
diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first year for
any potentially dilutive debt or equity.



The Company has not issued any options
or warrants or similar securities since inception.





F-6

















ATVROCKN

Notes to the Financial Statements

May 31, 2016



Dividends

The Company has not yet adopted any
policy regarding payment of dividends. No dividends have been paid during the period shown.



Income Taxes

The Company utilizes the asset and liability
method of accounting for deferred income taxes as prescribed by the FASB Accounting Standard Codification, ("ASC"), 740
(Income Taxes). This method requires the recognition of deferred tax liabilities and assets for the expected future tax consequences
of temporary differences between the tax return and financial statement reporting basis of certain assets and liabilities.



As required by ASC 740-10, "Income
Taxes", the Company recognizes the financial statement benefit of a tax position only after determining that the relevant
tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not
threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50% likelihood of being
realized upon ultimate settlement with the relevant tax authority. Management does not believe that there are any uncertain tax
positions which would have a material impact on the financial statements. The Company has elected to include interest and penalties
related to uncertain tax positions as a component of income tax expense. To date, the Company has not recorded any interest or
penalties related to uncertain tax positions.



Fixed Assets

Furniture, fixtures and equipment are
stated at cost less accumulated depreciation. Depreciation is provided for in amounts sufficient to relate the cost of depreciable
assets to operations over their estimated service lives, principally on a straight-line basis.



Year-end

The Company has selected May 31 as its
year-end.



Advertising

Advertising is expensed when incurred.
There have been no advertising costs incurred during the current period.



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 the reported amounts of revenue and expenses during the reporting period. Actual results
could differ from those estimates.



Recent Accounting Pronouncements

The Company's management has evaluated all the recently issued
accounting pronouncements through the filing date of these financial statements and does not believe that any of these pronouncements
will have a material impact on the Company's financial position and results of operations.





NOTE 3. GOING CONCERN



These financial statements have been prepared in accordance
with generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and the
satisfaction of liabilities and commitments in the normal course of business. As of May 31, 2016, the Company has accumulated operating
losses of approximately $458,214 since inception. The Company's ability to continue as a going concern is contingent upon the successful
completion of additional financing arrangements and its ability to achieve and maintain profitable operations.



F-7



















ATVROCKN

Notes to the Financial Statements

May 31, 2016



Management plans to raise equity capital to finance the operating
and capital requirements of the Company. Amounts raised will be used to further development of the Company's products, to provide
financing for marketing and promotion, to secure additional property and equipment, and for other working capital purposes. While
the Company is putting forth its best efforts to achieve the above plans, there is no assurance that any such activity will generate
funds that will be available for operations.



These conditions raise substantial doubt about the Company's
ability to continue as a going concern. These financial statements do not include any adjustments that might arise from this uncertainty.





NOTE 4. PROMISSORY NOTE RECEIVABLE



On November 19, 2014, Hal Heyer, M.D., CEO of ATVRockN personally
loaned $250,000 to VoCare, Inc., an Indiana company. The $250,000 Promissory Note pays 12% interest per annum with a maturity date
of December 31, 2017. On December 10, 2014, Hal Heyer, M.D., assigned this Promissory Note to ATVRockN. On June 2, 2015, VoCare,
Inc. repaid a portion of the Promissory Note in the amount of $120,000 directly to Hal Heyer, M.D. The payment was recorded as
a reduction of the Promissory Note as well as a non-cash distribution and related reduction in paid-in-capital in the quarter-ended
August 31, 2015. During the quarter ended November 30, 2015, the Company recorded a valuation adjustment for the outstanding interest
that had accrued per the terms of the original terms of the promissory note.



In conjunction with the change in ownership as described
in Note 8, Hal Heyer agreed to leave the remaining note receivable amount of $130,000 due from Vocare, Inc. with the Company. The
Company has analyzed the collectability of this receivable and as a result has recorded a $130,000 valuation allowance against
the promissory note receivable asset. The Company expects to aggressively pursue collection of the note receivable and is optimistic
about receiving some value in the future. The remaining unpaid balance as of May 31, 2016 is $130,000.





NOTE 5. INCOME TAXES



The Company accounts for income taxes under FASB Accounting
Standard Codification ASC 740 "Income Taxes". ASC 740 provides that deferred tax assets and liabilities are recorded
based on the differences between the tax basis of assets and liabilities and their carrying amounts for financial reporting purposes,
referred to as temporary differences. Deferred tax assets and liabilities at the end of each period are determined using the currently
enacted tax rates applied to taxable income in the periods in which the deferred tax assets and liabilities are expected to be
settled or realized.



As of May 31, 2016, the Company did not have any eligible
net operating loss carry forwards as the Company has not filed the appropriate federal and state income tax returns so any accumulated
net operating losses could be subject to the respective tax agency disallowance. Any actual net operating losses would be limited
by a valuation allowance, as their realization, as determined by management, is determined to be not likely to occur and accordingly,
the Company would have recorded a valuation allowance for the deferred tax asset relating to the tax potential net operating loss
carry-forwards. Additionally, actual net operating losses carry-forwards and the related deferred tax assets would also be limited
due to the change in control that is described in Note 8.















NOTE 6. STOCKHOLDERS' EQUITY AND CONTRIBUTED CAPITAL



Effective December 2, 2015, the Company
effected a 1-for-10 reverse stock split of its common stock (which reduced the issued and outstanding shares of common stock from
69,000,000 shares to 6,900,004 shares) and its Series A Preferred Stock (which reduced the issued and outstanding shares of Series
A Preferred Stock from 1,225,000 shares to 122,500 shares). Shares contained in these financial statements are retroactively stated.



Series A Preferred Stock



The Company is authorized to issue 5,000,000 shares of $0.001
par value Series A Preferred Stock, of which 122,500 shares are issued and outstanding as of May 31, 2016. Series A Preferred Stock
have no liquidation rights. Series A Preferred Stock shall not be entitled to receive any dividends nor are they entitled to any
voting rights with respect to the Series A Preferred Stock. At any time and from time-to-time after the issuance of the Series
A Preferred Stock, any holder may convert any or all of the shares of Series A Preferred Stock held by such holder at the ratio
of one hundred (100) shares of Common Stock for every one (1) share of Series A Preferred Stock. However, the beneficial owner
of such Series A Preferred Stock cannot convert their Series A Preferred stock where they will beneficially own in excess of 4.9%
of the shares of the Common Stock.



On May 31, 2011, the Company issued 125,000 shares of its
Series A Preferred Stock to shareholders in exchange for cash of $12,500. Each share of the Series A Preferred Stock can be exchanged
for one hundred (100) shares of Common Stock of the Company. This Series A Preferred Stock was issued with a beneficial conversion
feature totaling $112,500. This non-cash expense related to the beneficial conversion features of those securities and is recorded
with a corresponding credit to paid-in-capital. If the issued and outstanding preferred stock were to be converted into common
stock, and each beneficial owner held less than 4.9% of the stock, the common stock would be increased by 12,500,000 shares.



During the year ended May 31, 2015, two shareholders who
owned 2,500 registered shares of the Series A Preferred Stock, exercised the conversion feature of the Preferred Stock and they
converted their shares into common stock and received 250,000 registered common shares.







F-8











ATVROCKN

Notes to the Financial Statements

May 31, 2016



Series B Preferred Stock

The Company is authorized to issue 5,000,000
shares of $0.001 par value Series B Preferred Stock. Series B Preferred Stock has liquidation and first position ownership rights
on any assets owned by the Company. The Series B Preferred Stock has no voting rights and are not entitled to receive dividends.
The holders of Series B Preferred Stock shall be entitled to interest payments on monies paid or loaned to the corporation for
their Series B Preferred Shares and a first position in a security interest on any assets of the Company upon default of a loan
to the Company, liquidation or dissolution of the Company. Further, the Company may call these shares at any time provided the
holders of the Series B Preferred Stock are paid the amount of monies they paid for their Series B Preferred Stock along with any
interest due. Upon the payment of principal and interest to the Series B Preferred Stock shareholders, the shares must be returned
to the Company.



On May 24, 2011, the Company issued
2,500 shares of its Series B Preferred Stock to a shareholder and former director upon execution of a Promissory Note for cash
of $25,000 and a collateral security interest in the Company's molding tool. The loan was to accrue interest of $1,250 per quarter
until the note is paid-in-full, with the first payment due on November 30, 2011. On January 28, 2014, the shareholder and former
director forgave the debt owed and returned 2,500 shares of Series B Preferred Stock for cancellation. As of May 31, 2016, there
is no Series B Preferred Stock outstanding.



Series C Preferred Stock



The Company is authorized to issue 5,000,000 shares of $0.001
par value Series C Preferred Stock, of which no shares are issued and outstanding as of May 31, 2106. The designation of these
shares have yet to be determined by the Board of Directors.



Common Stock

The Company is authorized to issue 185,000,000 shares of
its $0.001 par value common stock, of which 6,900,004 shares are issued and outstanding as of May 31, 2016.





F-9











ATVROCKN

Notes to the Financial Statements

May 31, 2016



Contributed Capital

On January 28, 2014, the holder of the 25,000 shares of the
Company’s Series B Preferred Stock (a former director of the Company) forgave the debt owed to the Company and returned the
25,000 shares of Series B Preferred Stock for cancellation. The forgiveness of this promissory note as well as other cash advances
that have been made to the Company resulted in a capital contribution in the amount of $50,979.



On November 19, 2014, Hal Heyer, M.D.,
CEO of ATVRockN personally loaned $250,000 to VoCare, Inc., an Indiana company. The $250,000 Promissory Note pays 12% interest
per annum with a maturity date of December 31, 2017. On December 10, 2014, Hal Heyer, M.D., assigned this Promissory Note to ATVRockN.
On June 2, 2015, VoCare, Inc. repaid a portion of the Promissory Note in the amount of $120,000 directly to Hal Heyer, M.D., the
payment was recorded as a reduction of the Promissory Note as well as a non-cash distribution and related reduction in paid-in-capital
in the quarter-ended August 31, 2015.



As of May 31, 2016, there have been no stock options or warrants
granted.





NOTE 7. RELATED PARTY TRANSACTIONS



The Company does not lease or rent any
property. Office services are provided without charge by a sole officer/director of the Company. Such costs are immaterial to the
financial statements and, accordingly, have not been reflected therein. The sole officer/director of the Company is involved in
other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity
becomes available, Company’s sole office/director may face a conflict in selecting between the Company and their other business
interests. The Company has not formulated a policy for the resolution of such conflicts.





F-10















ATVROCKN

Notes to the Financial Statements

May 31, 2016





As described in Note 4, on November
19, 2014, Hal Heyer, M.D., CEO of ATVRockN personally loaned $250,000 to VoCare, Inc., an Indiana company. The $250,000 Promissory
Note pays 12% interest per annum with a maturity date of December 31, 2017. On December 10, 2014, Hal Heyer, M.D., assigned this
Promissory Note to ATVRockN. On June 2, 2015, VoCare, Inc. repaid a portion of the Promissory Note in the amount of $120,000 directly
to Hal Heyer, M.D., the payment was recorded as a reduction of the Promissory Note as well as a non-cash distribution and related
reduction in paid-in-capital in the quarter-ended August 31, 2015.





NOTE 8. SUBSEQUENT EVENTS



The Company has evaluated subsequent
events through the date the financial statements were available to be issued. Subsequent to year-end, the Company on September
14, 2016, underwent a change of control of ownership. Hal Heyer, CEO of the Company, entered into an agreement on September 23,
2016 whereby he sold his ownership of 5,100,000 control block shares to Mark Cole. Mark Cole paid cash consideration of ten thousand
($10,000) for the 5,100,000 control block shares. The terms of this agreement were fulfilled on September 20, 2016.



Also, subsequent to year-end, on September 22, 2016 Arden
A. Johnson, who was the beneficial owner of the Company’s Series A Convertible Preferred Stock, entered into an agreement
whereby he sold his ownership in Legal Beagle Services to J. Chad Guidry who subsequent to year-end is now currently the beneficial
owner of the Company’s Series A Convertible Preferred Stock.



















F-11

















Item 9. Changes in and Disagreements
With Accountants On Accounting and Financial Disclosure.



None.





Item 9A. Controls and Procedures.



Evaluation of Disclosure Controls
and Procedures



Our disclosure controls and procedures,
as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
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 rules and forms adopted by the SEC, 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.



Management, with the participation of
the Chief Executive Officer and the Chief Financial Officer, who is also the sole member of our Board of Directors, has evaluated
the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Form 10-K. Based on such
evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that, as of May 31, 2016, our disclosure controls
and procedures were not effective. Our disclosure controls and procedures were not effective because of the "material weaknesses"
described below under "Management's annual report on internal control over financial reporting," which are in the process
of being remediated as described below under "Management Plan to Remediate Material Weaknesses."







30



















Management's Report on Internal Control
over Financial Reporting



Our management is responsible for establishing
and maintaining adequate internal control over financial reporting. Internal control over financial reporting, as defined in rules
promulgated under the Exchange Act, is a process designed by, or under the supervision of, our Chief Executive Officer and Chief
Financial Officer and affected by our Board of Directors, management and other personnel to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.
Internal control over financial reporting includes those policies and procedures that:



·pertain to the maintenance of records that in reasonable detail
accurately and fairly reflect the transactions and dispositions of our assets;



·provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being
made only in accordance with authorizations of our management and our Board of Directors; and



·provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements





31

















Because of its inherent limitations,
a system of internal control over financial reporting can provide only reasonable, not absolute, assurance that the objectives
of the control system are met and may not prevent or detect misstatements. Internal control over financial reporting is a process
that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures.
Internal control over financial reporting also can be circumvented by collusion or improper override. Because of such limitations,
there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial
reporting. However, these inherent limitations are known features of the financial reporting process, and it is possible to design
into the process safeguards to reduce, though not eliminate, this risk. Further, over time control may become inadequate because
of changes in conditions or the degree of compliance with the policies or procedures may deteriorate.



Our management assessed the effectiveness
of our internal control over financial reporting as of May 31, 2016. In making its assessment, management used the criteria established
in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
Based on its assessment, management has concluded that we had certain control deficiencies described below that constituted material
weaknesses in our internal controls over financial reporting. As a result, our internal controls over financial reporting were
not effective as of May 31, 2016.

















32





















A "material weakness" is defined
under SEC rules as a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there
is a reasonable possibility that a material misstatement of a company's annual or interim financial statements will not be prevented
or detected on a timely basis by the company's internal controls. As a result of management's review that were completed related
to the preparation of management's report on internal controls over financial reporting required for this annual report on Form
10-K, management concluded that we had material weaknesses in our control environment and financial reporting process consisting
of the following:



1) lack
of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors
on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls
and procedures; and



2) insufficient
written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP
and SEC disclosure requirements.



We do not believe the material weaknesses
described above caused any meaningful or significant misreporting of our financial condition and results of operations for the
fiscal year ended May 31, 2016. However, management believes that the lack of a functioning audit committee and the lack of a majority
of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required
internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.



Management Plan to Remediate Material
Weaknesses



Management is pursuing the implementation
of corrective measures to address the material weaknesses described below. In an effort to remediate the identified material weaknesses
and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:



We plan to appoint one or more outside
directors to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee
who will undertake the oversight in the establishment and monitoring of required internal controls and procedures such as reviewing
and approving estimates and assumptions made by management when funds are available to us. Additionally, we will create written
policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and
SEC disclosure requirements







33

















We believe the remediation measures
described above will remediate the material weaknesses we have identified and strengthen our internal control over financial reporting.
We are committed to continuing to improve our internal control processes and will continue to diligently and vigorously review
our financial reporting controls and procedures. As we continue to evaluate and work to improve our internal control over financial
reporting, we may determine to take additional measures to address control deficiencies or determine to modify, or in appropriate
circumstances not to complete, certain of the remediation measures described above.



Changes in Internal Control over
Financial Reporting



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



In May 2013, the Committee of Sponsoring
Organizations of the Treadway Commission ("COSO") released an updated version of its Internal Control - Integrated Framework
("2013 Framework"), Initially issued in 1992, the original framework ("1992 Framework") provided guidance to
organizations to design, implement and evaluate the effectiveness of internal control concepts and simplify their use and application.
The 2013 Framework is intended to improve upon systems of internal control over external financial reporting by formalizing the
principles embedded in the 1992 Framework, incorporating business and operating environment changes and increasing the framework
ease of use and application. The 1992 Framework remained available until December 15, 2014, after which it was superseded by the
2013 Framework. As of May 31, 2016, the Company transitioned to the 2013 Framework. The Company did not experience significant
changes to its internal control over financial reporting as a result from the transition to the 2013 Framework.



This annual report does not include
an attestation report of the Corporation's registered public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the Corporation's registered public accounting firm pursuant to temporary
rules of the SEC that permit the Corporation to provide only the management's report in this report.









Item 9B. Other Information



None.



34

















PART III



Item 10. Directors, Executive Officers and Corporate Governance.



(a) Identification of Directors and
Executive Officers.



The following table sets forth certain
information regarding our current directors and executive officers. Our executive officers serve one-year terms.



|Name               | Age | Positions and Offices Held       
|------------------ | --- | ---------------------------------
|Hal B. Heyer, M.D. | 60  | President, Secretary and Director

Appointed: January 27, 2014



B. Work Experience



Hal B. Heyer, M.D., Director, President, CEO/CFO, Secretary



1998- Present Anesthesiologist at Northshore Anesthesia ,
Duluth, MN

Medical Director, Lakewalk Surgery Center,
Duluth, MN



Although Dr. Heyer's background in is the field of Anesthesiology,
he has also been active in the business community. This includes, but not limited to his active part ownership in the following
start-up businesses:



1)Fasetto, a software company, Cloud storage offering secure and faster transfer of data

2)Edsense, offering educational software programs

3)BGR Mods, a gaming company

4)Caliber II, consoles for X-Box, manufactured in China

5)Magtech, manufacture of flameless heaters for oil rigs

6)Clean Waste Systems Fargo, a medical and hazardous waste disposal using ozone degradation.



Education:



1974-1977 University of Minnesota, BS Degree.

1977-1981 Medical School of Medicine, Minneapolis, MN, MD
Degree

1981-1982 Residency, internal Medicine, Abbott Northwestern

1982-1984 Anesthesiology, University of Minnesota Graduate
School of Medicine



Medical Licensure:



Minnesota



35















Board Certification:



American Board of Anesthesiology



(b) Involvement in Certain Legal Proceedings.



Our director, executive officer and
control person have not been involved in any of the following events during the past ten years and which is material to an evaluation
of the ability or the integrity of our directors or executive officers:



1. any
bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at
the time of the bankruptcy or within two years prior to that time;



2. any
conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor
offences);



3. being
subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities
or banking activities;



4. being
found by a court of competent jurisdiction (in a civil action), the SEC or the Commodity Futures Trading Commission to have violated
a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated;



5. any
judicial or administrative proceedings resulting from involvement in mail or wire fraud or fraud in connection with any business
entity;



6. Any
judicial or administrative proceedings based on violations of federal or state securities, commodities, banking or insurance laws
and regulations, or any settlement to such actions; and



7. Any
disciplinary sanctions or orders imposed by a stock, commodities or derivatives exchange or other self-regulatory organization.



Section 16(a) Beneficial Ownership Reporting
Compliance



Section 16(a) of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), requires our executive officers and directors, and persons who beneficially
own more than ten percent of our common stock, to file initial reports of ownership and reports of changes in ownership with the
SEC. Executive officers, directors and greater than ten percent beneficial owners are required by SEC regulations to furnish us
with copies of all Section 16(a) forms they file. Based upon a review of the copies of such forms furnished to us and written representations
from our executive officers and directors, we believe that as of the date of this report they were not current in their 16(a) reports.



36



Board of Directors



Our board of directors currently consists
of one member. Our director serves one-year terms.



Audit Committee



The company does not presently have
an Audit Committee. No qualified financial expert has been hired because the company is too small to afford such expense.



Committees and Procedures



1. The
registrant has no standing audit, nominating and compensation committees of the Board of Directors, or committees performing similar
functions. The Board acts itself in lieu of committees due to its small size.



2. The
view of the board of directors is that it is appropriate for the registrant not to have such a committee because its directors
participate in the consideration of director nominees and the board and the company are so small.



3. The
members of the Board who acts as nominating committee is not independent, pursuant to the definition of independence of a national
securities exchange registered pursuant to section 6(a) of the Act (15 U.S.C. 78f(a).



4. The
nominating committee has no policy with regard to the consideration of any director candidates recommended by security holders,
but the committee will consider director candidates recommended by security holders.



5. The
basis for the view of the board of directors that it is appropriate for the registrant not to have such a policy is that there
is no need to adopt a policy for a small company.



6. The
nominating committee will consider candidates recommended by security holders, and by security holders in submitting such recommendations.



7. There
are no specific, minimum qualifications that the nominating committee believes must be met by a nominee recommended by security
holders except to find anyone willing to serve with a clean background.



8. The
nominating committee's process for identifying and evaluation of nominees for director, including nominees recommended by security
holders, is to find qualified persons willing to serve with a clean backgrounds. There are no differences in the manner in which
the nominating committee evaluates nominees for director based on whether the nominee is recommended by a security holder, or found
by the board.



37



Code of Ethics



We have not adopted a Code of Ethics
for the Board and any salaried employees.





Limitation of Liability of Directors



Pursuant to the Nevada General Corporation
Law, our Articles of Incorporation exclude personal liability for our Directors for monetary damages based upon any violation of
their fiduciary duties as Directors, except as to liability for any breach of the duty of loyalty, acts or omissions not in good
faith or which involve intentional misconduct or a knowing violation of law, or any transaction from which a Director receives
an improper personal benefit. This exclusion of liability does not limit any right which a Director may have to be indemnified
and does not affect any Director's liability under federal or applicable state securities laws. We have agreed to indemnify our
directors against expenses, judgments, and amounts paid in settlement in connection with any claim against a Director if he acted
in good faith and in a manner he believed to be in our best interests.





Nevada Anti-Takeover Law and Charter
and By-law Provisions



The anti-takeover provisions of Sections
78.411 through 78.445 of the Nevada Corporation Law apply to ATVRockN. Section 78.438 of the Nevada law prohibits the Company from
merging with or selling more than 5% of our assets or stock to any shareholder who owns or owned more than 10% of any stock or
any entity related to a 10% shareholder for three years after the date on which the shareholder acquired the ATVRockN shares, unless
the transaction is approved by ATVRockN 's Board of Directors. The provisions also prohibit the Company from completing any of
the transactions described in the preceding sentence with a 10% shareholder who has held the shares more than three years and its
related entities unless the transaction is approved by our Board of Directors or a majority of our shares, other than shares owned
by that 10% shareholder or any related entity. These provisions could delay, defer or prevent a change in control of ATVRockN























38



Item 11. Executive Compensation.



Compensation



The following table sets forth summary
executive compensation information for the fiscal years ended May 31, 2016 and May 31, 2015.



Summary Compensation Table



|     |                    |                       |     | Fiscal Year | Salary | Bonus | Awards | Compen-
        sation | Total
|---- | ------------------ | --------------------- | --- | ----------- | ------ | ----- | ------ | ---------------------- | -----
|Name | Principal Position | Ending
        May 31 | ($) | ($)         | ($)    | ($)   | ($)   



|Hal B. Heyer, M. D.   | CEO/Director | 2016 | 0 | 0 | 0 | 0 | 0
|--------------------- | ------------ | ---- | - | - | - | - | -
|Appointed:  1/27/2014 |              | 2015 | 0 | 0 | 0 | 0 | 0





We do not maintain key-man life insurance
for our executive officer/director. We do not have any long-term compensation plans or stock option plans.



As of the date hereof, there have been
no grants of stock options to purchase our Common Stock made to the executive officers named in the Summary Compensation Table.



Stock Option Grants



We did not grant any stock options to
the executive officers or directors from inception through the fiscal year end May 31, 2016.







39



Outstanding Equity Awards



We did not have any outstanding equity
awards to the executive officers or directors from inception through fiscal year end May 31, 2016.



Option Exercises



There were no options exercised by our
executive officers or directors from inception through fiscal year end May 31, 2016.



Potential Payments upon Termination
or Change in Control



We have not entered into any compensatory
plans or arrangements with respect to our named executive officer, which would in any way result in payments to such officer because
of his resignation, retirement, or other termination of employment with us or our subsidiaries, or any change in control of, or
a change in his responsibilities following a change in control.



Director Compensation



We did not pay our directors any compensation
during fiscal years ended May 31, 2016 or May 31, 2015.





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



The following table presents information,
to the best of our knowledge, about the ownership of our common stock on February 10, 2017 relating to those persons known to beneficially
own more than 5% of our capital stock and by our named executive officer and sole director.



Beneficial ownership is determined in
accordance with the rules of the Securities and Exchange Commission and does not necessarily indicate beneficial ownership for
any other purpose. Under these rules, beneficial ownership includes those shares of common stock over which the stockholder has
sole or shared voting or investment power. It also includes shares of common stock that the stockholder has a right to acquire
within 60 days after February 10, 2017 pursuant to options, warrants, conversion privileges or other right. The percentage ownership
of the outstanding common stock, however, is based on the assumption, expressly required by the rules of the Securities and Exchange
Commission, that only the person or entity whose ownership is being reported has converted options or warrants into shares of ATVRockN's
common stock.





40



















The percentages below are calculated
based on 6,900,004 shares of our common stock issued and outstanding. We do not have any outstanding options, warrants or other
securities exercisable for or convertible into shares of our common stock.





|TITLE OF CLASS                             | NAME OF BENEFICIAL OWNER AND POSITION | AMOUNT AND NATURE OF BENEFICIAL OWNERSHIP | PERCENT OF CLASS BEFORE CONVERSION(1) | PERCENT OF CLASS AFTER CONVERSION(2)
|------------------------------------------ | ------------------------------------- | ----------------------------------------- | ------------------------------------- | ------------------------------------
|Common Stock                               | Mark Cole (3)                         | 5,100,000                                 | 73.91%                                | 26.63%                              
|                                           |                                       |                                           |                                       |                                     
|Common Stock                               | Hal B. Heyer, M.D. (4)                | 1,500,000                                 | 21.74%                                | 7.83%                               
|                                           |                                       |                                           |                                       |                                     
|Ownership upon conversion of Shareholders' |                                       |                                           |                                      
|preferred stock                            |                                       |                                           |                                       |                                     
|                                           |                                       |                                           |                                       |                                     
|Common Stock                               | Legal Beagle Services (5)             | 12,250,000                                | 0.0%                                  | 63.97%                              
|Preferred Stock                            | Legal Beagle Services(5)(6)           | 122,500                                   | 100%                                  | 100%                                
|                                           |                                       |                                           |                                       |                                     
|DIRECTORS AND OFFICERS AS A GROUP          |                                       |                                           |                                      
|                                           | (1 person)                            | 1,500,000                                 | 21.74%                                | 7.83%                               



(1)   Percent of Class based on 6,900,004 shares
before conversion of registered preferred stock.

(2)   Percent of Class based on 19,150,004 shares
after conversion of the 1,225,000 registered preferred stock.

(3)  Mark Cole, 9788
Gilespie St., Unit 400, Las Vegas, NV 89113, is the beneficial owner of these shares.

(4)   Hal B. Heyer, M.D., 1420 London Road, Suite
100, Duluth, MN 55805.

(5)   Legal Beagle Services, 1825 Imperial Cup
Drive, Las Vegas, Nevada 89117. J. Chad Guidry is the beneficial owner who exercised the
sole voting anddispositive powers with respect to the shares owned and has the ultimate voting control over the shares
held by this entity. Subsequent to year-end, on September 22, 2016 Arden A. Johnson entered into an agreement whereby he sold his
ownership in Legal Beagle Services to J. Chad Guidry who subsequent to year-end is currently the beneficial owner of the Company’s
Series A Convertible Preferred Stock.

(6)   At any time and from time-to-time any holder
of the Preferred Convertible shares may convert any or all of the shares of Series A Convertible Preferred Stock held by such holder
at the ratio of one hundred (100) shares of Common Stock for every one (1) share of Series A Convertible Preferred Stock. However,
the beneficial owner of such Series A Convertible Preferred Stock cannot not convert their Series A Convertible Preferred stock
where they will beneficially own in excess of 4.9% of the shares of the Common Stock.



If
Legal Beagle Services converts theirregistered preferred stock to common stock, theywill own 63.97% of our common stock. This would result in a change of control of the Company.



We believe that all persons named have
full voting and investment power with respect to the shares indicated, unless otherwise noted in the table. Under the rules of
the Securities and Exchange Commission, a person (or group of persons) is deemed to be a "beneficial owner" of a security
if he or she, directly or indirectly, has or shares the power to vote or to direct the voting of such security, or the power to
dispose of or to direct the disposition of such security. Accordingly, more than one person may be deemed to be a beneficial owner
of the same security. A person is also deemed to be a beneficial owner of any security, which that person has the right to acquire
within 60 days, such as options or warrants to purchase our common stock.



41



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



The Company's Director has contributed
office space for our use for all periods presented. There is no charge to us for the space, and the director will not seek compensation
for the use of this space.



Our sole officer and director, Mr. Hal
B. Heyer, M.D. can be considered a promoter of ATVRockN in consideration of his participation and managing of the business of the
company.



Item 14. Principal Accountant Fees and Services.



Somerset CPAs, P.C. served as our principal
independent public accountant for reporting fiscal years ending May 31, 2016 and May 31, 2015. The following table shows the fees
that we paid or accrued for the audit and other services provided by Somerset CPAs, P.C.



| |                                  | For the Year Ended May 31, |  | For the Year Ended May 31, | 
| | -------------------------------- | -------------------------- |  | -------------------------- | 
| |                                  | 2016                       |  | 2015                       | 
| | Audit Fees – Somerset CPAs, P.C. | $17,500                    |  | $17,500                    | 
| | Audit-Related Fees               | -                          |  | -                          | 
| | Tax Fees                         | -                          |  | -                          | 
| | All Other Fees                   | -                          |  | -                          | 
| | Total                            | $17,500                    |  | $17,500                    | 



Audit Fees - includes fees billed and
expected to be billed for services performed to comply with Generally Accepted Auditing Standards (GAAS), including the recurring
audit of the Company's financial statements for such period included in this Annual Report on Form 10-K and for the reviews of
the quarterly financial statements included in the Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission.



Audit-Related Fees - this category consists
of fees for assurance and related services by our principal independent registered public accountant that are reasonably related
to the performance of the audit or review of our financial statements and are not reported above under “Audit Fees”.
The services for the fees disclosed under this category include consultations concerning financial accounting and reporting standards.



Tax Fees - this category consists of
fees for professional services rendered by our principal independent registered public accountant for tax compliance, tax advice,
and tax planning.



All Other Fees - this category consists
of fees for services provided by our principal independent registered public accountant other than the services described above.
The Board of Directors has considered whether the provision of non-audit services is compatible with maintaining the principal
accountant’s independence.



42

















Audit Committee Policies and Procedures



We do not have an audit committee; therefore
our sole director pre-approves all services to be provided to us by our independent auditor. This process involves obtaining (i)
a written description of the proposed services, (ii) the confirmation of our Principal Accounting Officer that the services are
compatible with maintaining specific principles relating to independence, and (iii) confirmation from our securities counsel that
the services are not among those that our independent auditors have been prohibited from performing under SEC rules. In fiscal
year ending May 31, 2016, all fees paid to Somerset CPAs, P.C.were unanimously pre-approved
in accordance with this policy.

































43



















PART IV



Item 15. Exhibits, Financial Statement Schedules.



The following information required under this item is filed
as part of this report:





(a) 1. Financial Statements



|                                                                 | Page
|---------------------------------------------------------------- | ----
|                                                                 |     
|                                                                 |     
|Management's Report on Internal Control Over Financial Reporting | 31  
|Report of Independent Registered Public Accounting Firm          | F-1 
|Balance Sheets                                                   | F-2 
|Statements of Operations                                         | F-3 
|Statements of Stockholders' Equity (Deficit)                     | F-4 
|Statements of Cash Flows                                         | F-5 







(b) 2. Financial Statement Schedules



None.





























44

















Item 6 – Exhibits



The following exhibits are filed as part of this registration
statement:

| |         |                                                                                                                                                                                       |                | Incorporated by reference
| | ------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------- | -------------------------
| | Exhibit | Exhibit Description                                                                                                                                                                   | Filed herewith | Form                     
| | 3.1     | Articles of Incorporation, as currently in effect                                                                                                                                     |                | S-1                      
| | 3.2     | Bylaws, as currently in effect                                                                                                                                                        |                | S-1                      
| |         |                                                                                                                                                                                       |                |                          
| | 10.1    | Promissory Note between ATVRockN and Dan Berger dated May 23, 2011                                                                                                                    |                | S-1                      
| | 10.2    | Addendum to Promissory Note for Callable and Convertible Preferred Shares Secured by Ownership Rights in Tooling Mold dated April 13, 2012                                            |                | S-1                      
| | 31.1    | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                               | X              |                          
| | 31.2    | 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. | X              |                          





























45























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.





|                         | ATVRockN
        Registrant |                                                                                                                             
|------------------------ | --------------------------- | ----------------------------------------------------------------------------------------------------------------------------
|                         |                             |                                                                                                                             
|                         |                             |                                                                                                                             
|Date:  February 10, 2017 | /s/  Hal B. Heyer, M.D.     |                                                                                                                             
|                         | Name: Hal B. Heyer, M.D.    |                                                                                                                             
|                         |                             | Title: Chief Executive Officer, President,
        Director, Principal Executive, Financial,
        and Accounting Officer.
|                         |                             |                                                                                                                             



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



|                                                   
|---------------------------------------------------
|                                                   
|Signature                                          
|                                                   
|/s/ Hal B. Heyer, M.D.
        (Hal B. Heyer, M.D.)
|                                                   





46