10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended October 31, 2017

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

From transition period from ________ to _________

Commission File No.: 000-54956

BRK, INC.

(Exact name of registrant as specified in its charter)

Nevada	26-2840468
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
411 Eastgate Rd, Suite A, Henderson, Nevada	89011
(Address of principal executive offices)	(Zip Code)

(702) 572-8050

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

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. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes x No ¨

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

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x	Smaller reporting company	x
		Emerging growth company	x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes    x No

As of April 27, 2020, the registrant had 2,914,983,307 shares of common stock and one share of Series A preferred outstanding.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION
Item 1:	Consolidated Financial Statements	4
	Consolidated Balance Sheets (Unaudited) as of October 31, 2017, and April 30, 2017	4
	Consolidated Statements of Operations (Unaudited) for the Three and Six Months Ended October 31, 2017 and 2016	5
	Consolidated Statements of Cash Flows (Unaudited) for the Six Months Ended October 31, 2017 and 2016	7
	Consolidated Notes to Financial Statements (Unaudited)	8
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3:	Quantitative and Qualitative Disclosures about Market Risk	18
Item 4:	Controls and Procedures	18
PART II – OTHER INFORMATION
Item 1:	Legal Proceedings	19
Item 1A:	Risk Factors	19
Item 2:	Unregistered Sales of Securities and Use of Proceeds	19
Item 3:	Default upon Senior Securities	19
Item 4:	Mine Safety Disclosures	19
Item 5:	Other information	19
Item 6:	Exhibits	20
	Signatures	21

2

References in this report to “BRK”, the “Company”, “we”, “us”, and “our” refer to BRK, Inc.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Securities and Exchange Commission (“SEC”) encourages companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as “may,” “expect,” “believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

Our management has included projections and estimates in this Form 10-Q, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

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PART I – FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS

The financial information set forth below with respect to our statements of operations for the three and six months ended October 31, 2017 and 2016 is unaudited. This financial information, in the opinion of management, includes all adjustments consisting of normal recurring entries necessary for the fair presentation of such data. The results of operations for the three and six months ended October 31, 2017, are not necessarily indicative of results to be expected for any subsequent period. Our fiscal year end is April 30.

BRK, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	October 31,			April 30,
	2017			2017
ASSETS
Current assets
Cash and cash equivalents	$	33,504		$	32,860
Advance receivable		--			2,000
Total current assets		33,504			34,860
Total assets	$	33,504		$	34,860
TOAL LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
Current liabilities
Accounts payable and accrued expense	$	106,308		$	55,626
Accrued compensation - related party		224,540			125,340
Convertible notes payable - related party		7,089			7,089
Convertible notes payable - net of discounts		229,298			292,433
Short term debt - related party		46,815			75,690
Short term debt - net of discount		152,053			126,095
Derivative liabilities		285,312			2,444,137
Deferred revenue - related party		-			10,000
Total current liabilities		1,051,415			3,139,410
Stockholders’ deficit
Preferred shares, par value $0.001, 1,000,000 shares authorized:
one Series A and none issued and outstanding as of October 31, 2017, and April 30, 2017					-
Common stock, par value $0.001, 100,000,000 shares authorized, 69,495,793 and 50,383,200 issued and outstanding as of October 31, 2017, and April 30, 2017 respectively		69,496			50,383
Additional paid-in capital		(1,178,330	)		(1,786,532	)
Retained earnings (accumulated deficit)		90,923			(1,368,401	)
Total stockholders’ (deficit)		(1,017,911	)		(3,104,550	)
Total liabilities and stockholders’ equity (deficit)	$	33,504		$	34,860

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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BRK, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR PERIODS ENDED OCTOBER 31,

(Unaudited)

	Three Months						Six Months
	2017			2016			2017			2016
Operating expenses:
Selling, general and administrative expenses	$	104,794		$	685,269		$	397,772		$	709,527
Depreciation and amortization		--			27,150			--			54,826
Total operating expense		104,794			712,945			397,772			764,353
Loss from operations		(104,794	)		(712,945	)		(397,772	)		(764,353	)
Other income (expense)
Other income (expense)		10,000			--			10,000			--
Change in fair value of derivative liabilities		5,722			--			1,957,554			--
Currency		1,033			--			1,034			--
Interest expense		(15,835	)		(1,457	)		(111,492	)		(2,914	)
Total other income (expense)		920			(1,457	)		1,857,096			(2,914	)
Net income (loss)	$	(103,872	)	$	(714,402	)	$	1,459,324			(767,267	)
Net loss per common share basic	$	(0.00	)	$	(0.01	)	$	0.02		$	(0.02	)
Net loss per common share diluted	$	(0.00	)	$	(0.01	)	$	0.00		$	(0.02	)
Weighted average number of common shares outstanding: basic		59,117,385			48,202,765			59,004,965			48,039,722
Weighted average number of common shares outstanding: diluted		59,117,385			48,202,765			225,906,190			48,039,722

The accompanying notes are an integral part of the unaudited consolidated financial statements.

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BRK, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

For the Six Months Ended October 31, 2017 and 2016

											Total
					Additional						Stockholders’
	Common Stock				Paid-In			Accumulated			Equity
	Shares		Amount		Capital			Deficit			(Deficit)
Balance at April 30, 2016		43,083,200		43,083		(9,033	)		(395,818	)		(361,768	)
Common stock issued for services		2,000,000		2,000		639,445			--			641,445
Common stock issued for acquisition of patent application		5,000,000		5,000		1,595,000			--			1,600,000
Debt discount						18,555						18,555
Net loss		--		--		--			(767,267	)		(767,267	)
Balance at October 31, 2016		50,383,200	$	50,383	$	(2,243,967	)	$	(1,163,085	)	$	1,130,965
Balance at April 30, 2017		50,083,200		50,083		(1,786,532	)		(1,368,401	)		(3,104,550	)
Common stock issued for debt conversion		19,112,593		19,113		53,553			--			72,666
Issuance of series A preferred shares		--		--		237,630			--			237,630
Change due to conversion of debt		--		--		317,020			--			317,020
Net loss		--		--		--			1,459,324			1,459,324
Balance at October 31, 2017		69,495,793	$	69,496	$	(1,178,330	)		90,923		$	(1,017,911	)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

 

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BRK, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended October 31,
	2017			2016
Cash Flows From Operating Activities:
Net income (loss)	$	1,459,324		$	(767,267	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		--			54,826
Amortization of debt discount		116,112			--
Gain on derivative liabilities		(1,957,554	)		--
Stock based compensation		237,630			660,000
Legal fees related to debt conversion		1,500			--
Changes in operating assets and liabilities:
Increase in inventory		--			(99,192	)
Increase in accounts payable and accrued expense		(77,658	)		11,190
Prepaid expense		2,000			(7,000	)
Deferred revenue		(10,000	)
Increase in accrued compensation - related party		224,540			13,440
Net cash used in operating activities		(4,106	)		(134,003	)
Cash Flows From Financing Activities:
Proceeds from notes payable - related party		4,750			131,150
Repayments of notes- related parties		(26,000	)		(150	)
Proceeds from notes payable		26,000			-
Net cash (used in) provided by financing activities		4,750			131,025
Net change in cash		644			(2,978	)
Cash at beginning of period		32,860			4,612
Cash at end of period	$	33,504		$	1,634
SUPPLEMENT DISCLOSURE
Interest paid	$	--		$	-
Income taxes paid		--			-
NON-CASH TRANSACTIONS
Common stock issued for intangible assets	$	--		$	1,600,000
Common stock issued for debt conversion	$	72,666		$	-
New derivatives charged to debt discount	$	66,000		$	--
Reclass derivative to equity due to conversion of debt	$	317,019		$	--

The accompanying notes are an integral part of the unaudited consolidated financial statements.

 

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BRK, INC.

CONSOLIDATED NOTES TO FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 – BASIS OF PRESENTATION AND ORGANIZATION

BRK, Inc. (“BRK” or the “Company”) was incorporated on May 22, 2008 as a Nevada corporation. The Company has developed a product for the repair of hanging venetian blinds. As part of this development the Company has completed the development and is building a machine to make the parts for blind repair that it is selling. The development and testing of the machine was completed with limited production following and the Company reduced its work in the blind repair kit market space. During the year ended April 30, 2017, the Company terminated the blind repair business and wrote off the equipment related to the line of business.

On December 21, 2015, the Company filed, with the Secretary of State of the State of Nevada, a Certificate of Change, effecting a ten-for-one (10:1) forward split of the Company's issued and outstanding shares of common. The forward split took effect on the over-the-counter markets on January 12, 2016. All share and per share amounts herein have been retroactively adjusted to reflect the forward stock split.

On May 6, 2016, the Company acquired intangible assets from ISee Automation for 5,000,000 shares of common stock with a fair market value of $1,600,000 based on the Company’s stock price at the date of issuance. The intangible assets consist of a patent application and related know-how, technology and plans to commercialization related to covers the placement of video cameras and supporting equipment into helmets used by various athletics such as hockey. Life video can then be transmitted from the player’s helmet in real time for display on sports events broadcasts. The Company received the RefCam helmets produced by a third party and used the devises to broadcast various hockey events.

On or about February 27, 2017, Christopher Stramacchia, President of iSee Automation, notified the Company that it believes that iSee Automation terminated the Agreement for Services. The Company believes that there is no basis in law or equity for iSee Automation to unilaterally decide to terminate the Agreement for Services and plans to enforce its rights thereunder. Since their usage the helmets and their transmitting devices have been held without permission by ISee Automation.

As of April 30, 2017, ISee Automation was holding the Helmets and transmission equipment. Based on the lack of access to the Equipment the Company has elected to impair the assets related to the ISee Automation agreement resulting is an amortization charge of $105,133 and impairment of intangible assets of $1,494,867 for the intellectual property.

On September 28, 2016, the Company incorporated, in the state of Washington, a wholly owned subsidiary ISEE Sports Inc. Since inception, the subsidiary has not been operational or financially active.

On July 7, 2017, the Company incorporated a wholly owned subsidiary 10337188 Canada, Inc.

Basis of Presentation

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States. The Company’s fiscal year end is April 30.

  

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The interim consolidated financial statements have been prepared without audit in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended April 30, 2017 included in its Annual Report on Form 10-K filed with the SEC.

The interim consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company’s consolidated financial position as of October 31, 2017, the consolidated results of its operations and its consolidated cash flows for the three and six months ended October 31, 2017 and 2016. The results of operations for any interim period are not necessarily indicative of the results to be expected for the full fiscal year.

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 at the date of the balance sheet. Actual results could differ from those estimates.

Principles of Consolidation

The consolidated financial statements of the Company include the Company and its wholly-owned subsidiary ISee Sports, Inc. All material intercompany balances and transactions have been eliminated.

Cash and Cash Equivalents

BRK considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Revenue Recognition

The Company receives revenue though a related party for the use of the Company’s equipment on the broadcasting of hockey games from the ref cam, a camera worn on the helmet of the referees. The revenue is recognized first by a related party which holds the initial agreement with the broadcaster when the event being broadcasted is completed. The related party pays the Company upon receipt of payment from the broadcaster. The revenues are reported on a net basis with the deductions for directs costs being deducted from the revenue.

Property, Equipment and Intangible Assets

Property and equipment are carried at cost, less accumulated depreciation. Additions are capitalized and maintenance and repairs are charged to expense as incurred. Intangible assets consist of a patent application purchased and is carried at cost, less accumulated amortization. Depreciation and amortization is provided principally on the straight-line basis method over the estimated useful lives of the assets which is estimated at 36 months. Patent applications submitted after June 8, 1995 have duration of 20 years. Due to the potential changes in technology the Company has elected to amortize the patent application over 15 years.

 

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Impairment of long-lived assets

The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is estimated based upon either discounted cash flow analysis or estimated salvage value.

Basic and diluted net income per share

Basic and diluted net income per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the year. They include the dilutive effect of common stock equivalents in years with net income. Basic and diluted net income per share is the same due to a net loss for the three and six month period ended October 31, 2016. Basic shares are 59,117,385 and 59,004,965 for the three and six months periods ended October 31, 2017. Diluted shares include the number of shares that may result from the conversion of debt and is measured as of October 31, 2017 at 59,117,385 shares or a total of 225,906,190 for the weighted average, respectively.

Income Taxes

BRK recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax basis of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. BRK provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Financial assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:

Level 1— Quoted market prices in active markets for identical assets or liabilities at the measurement date.

Level 2— Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.

Level 3— Inputs reflecting management’s best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments.

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration and noted one variable convertible note qualified as a derivative and thus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities

 

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Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of April 30, 2017 and October 31, 2017:

	Level 1		Level 2		Level 3		Total
As of April 30, 2017:
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	2,444,137	$	2,444,137
As of October 31, 2017
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	285,312	$	285,312

Beneficial Conversion Features

The intrinsic value of a beneficial conversion feature inherent to a convertible note payable, which is not bifurcated and accounted for separately from the convertible note payable and may not be settled in cash upon conversion, is treated as a discount to the convertible note payable. This discount is amortized over the period from the date of issuance to the date the note is due using the effective interest method. If the note payable is retired prior to the end of its contractual term, the unamortized discount is expensed in the period of retirement to interest expense. In general, the beneficial conversion feature is measured by comparing the effective conversion price, after considering the relative fair value of detachable instruments included in the financing transaction, if any, to the fair value of the common shares at the commitment date to be received upon conversion.

Recently Issued Accounting Pronouncements

In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. The ASU was issued to address the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. The ASU, among other things, eliminates the need to consider the effects of down round features when analyzing convertible debt, warrants and other financing instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The amendments are effective for fiscal years beginning after December 15, 2018, and should be applied retrospectively. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the implementation date and the impact of this amendment on its financial statements.

NOTE 2 - GOING CONCERN

As shown in the accompanying financial statements, BRK has retained earnings of $90,923 with negative working capital of $1,017,911 as of October 31, 2017. Unless profitability and increases in stockholders’ equity continues, these conditions raise substantial doubt as to BRK’s ability to continue as a going concern. The October 31, 2017 financial statements do not include any adjustments that might be necessary if BRK is unable to continue as a going concern. Management plans to continue to raise funds through debt and equity financing to grow the business to profitability.

 

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NOTE 3 – RELATED PARTY TRANSACTIONS

During the three months ended July 31, 2017, the Company recorded $31,700 in compensation payable to the President, Chief Technology Officer and former President. As of July 31, 2017, $157,040 was due to the President.

On May 6, 2016, the Company acquired a patent from ISee Automation for 5,000,000 shares of common stock with a value of $1,600,000. Upon the issuance of the shares ISee became a related party.

On May 18, 2016, the Company issued a note for $10,000 in cash to a related party. The note is due on demand and bears an interest rate of 8% per annum.

On June 24, 2016, the Company repaid $125 on a note payable issued to a related party.

On July 1, 2016, the Company issued a note for $3,000 in cash to a related party. The note is due on demand and bears no interest.

On July 22, 2016, the Company issued a note for $5,000 in cash to a related party. The note is due on October 20, 2016 and bears no interest.

On May 17, 2017, the Company paid one related party $26,000 reducing its note to $37,815.

On July 5, 2017, the Company issued a note to a related party for $1,000 in cash.

As of October 31, 2017, the balance of notes payable due to related parties was $46,815 and convertible notes payable of $7,089.

On June 16, 2017 Brian Keasberry resigned as President of the Company, continued as the Secretary and Treasurer. On June 16, 2017 Danie Serruya was elected President, CEO and a Director of the Company.

NOTE 4- EQUITY

On May 6, 2016, the Company acquired intangible assets from ISee Automation for 5,000,000 shares of common stock with a fair market value of $1,600,000 based on the Company’s stock price at the date of issuance.

On May 18, 2017, the Company issued 3,000,000 shares of common stock at $0.0005 to the convertible note holder 0832322 BC, Ltd. for $1,500 of convertible debt. Per the note agreement 300,000 shares were to be issued at $0.005 per share for the $1,500 conversion, however 3,000,000 shares were issued due to the forward 10:1 split of the Company common stock on December 21, 2015 which occurred subsequent to date of the note issuance.

On May 18, 2017, the Company issued 1,451,905 shares of common stock at $0.013775 to the convertible note holder JSJ for $20,000 of convertible debt.

On June 8, 2017, the Company issued 2,660,000 shares of common stock at $0.01102 to the convertible note holder EMA Financial for $28,563 of convertible debt plus $750 for professional fees.

 

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From August 25, 2017 through October 31, 2017 the Company issued 12,000,228 shares of common stock to three entities with a value of $21,853 for the conversion of debt.

On June 15, 2017, the Company increased its number of authorized shares to 2,001,000,000 with 1,000,000 designated as preferred shares with a par value of $0.001 and 2,000,000,000 designated as common stock with a par value of $0.001.

On June 15, 2017, the Company designated one share of preferred stock as Series A preferred at a par value of $0.001. The series A preferred carries a voting right equal to 110% of the total voting rights of the outstanding common stocks. In addition, the series A shareholders can elect a director. The Series A director must approve any future amendments of the Company’s articles and other activities of the Company. Brian Keasberry was granted one share of Series A preferred stock on June 15, 2017. The fair value of the series A preferred share was independently valued at $237,630 and was accounted for as stock based compensation.

NOTE 5 – NOTES PAYABLE

As of October 31, 2017, the Company had outstanding notes payable, net of discount of $152,053 to third parties and $46,815 to related parties.

NOTE 6 – CONVERTIBLE NOTES

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration under ASC 815-15 “Derivatives and Hedging” and ASC 470-20 “Convertible Securities with Beneficial Conversion Features” and noted one variable convertible note qualified plus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities. (See Note 8 - Fair Value Measurement)

On July 5, 2017, ISee Sports Inc., a wholly owned subsidiary of the Company issued a $20,000 convertible note to one individual for cash. The convertible note bears interest at 8% per annum, matures on July 4, 2019 and is convertible at the note holders option into shares of the subsidiary ISee sports, Inc at $1.00 per share or into shares of the parent BRK, Inc., at 60% of the average closing price of the common stock of BRK for 10 days immediately prior to conversion.

As of October 31, 2017, and April 30, 2017 the Company owes $7,089 in convertible related party notes. The notes bear interest at 0%, are due on demand and are unsecured. The notes are convertible at $0.005 into the Company’s common stock

As of October 31, 2017, and April 30, 2017 the Company owed net of unamortized discount of $229,298 and $292,433 respectively, in non-related party convertible promissory notes.

NOTE 7 – FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

As defined in (Financial Accounting Standards Board ASC 820), fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

 

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The three levels of the fair value hierarchy are as follows:

Level 1    –	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.
Level 2    –	Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.
Level 3    –	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration and noted one variable convertible note qualified as a derivative and thus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities

The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as April 30, 2017 and 2016.

Recurring Fair Value Measures	Level 1		Level 2		Level 3		Total
LIABILITIES:
Derivative liabilities as of April 30,2017	$	--	$	--	$	2,444,137	$	2,444,137
Derivative liabilities as of October 31, 2017	$	--	$	-	$	285,312	$	285,312

As of October 31, 2017, and April 30, 2017, the aggregate fair value of the outstanding derivative liabilities was $285,312 and $2,444,137, respectively. For the six months period ended October, 31 2017 and 2016, the net gain on the change of fair value was $1,957,554 and zero, respectively.

 

14

 

The Company estimated the fair value of the derivative liabilities using the Black Scholes option pricing model using the following key assumptions during the three months period ended October 31, 2017:

Expected Dividend		0	%
Expected terms	.26-1.00
Volatility	215.38% -283.89		%
Risk free rate	.94% -1.09		%

The following table represents the change in the fair value of the derivative liabilities during the three months period ended July 31, 2017,

Fair value of derivative liabilities as of April 30, 2017	$	2,444,137
New derivative charged to debt discount		66,000
Reclassification of derivative to equity due to conversion		(267,271	)
Change in fair value of derivatives		(1,957,554	)
Fair value of derivative liabilities as of October 31, 2017	$	285,312

NOTE 8– COMMITMENTS AND CONTINGENCIES

On July 25, 2016, the Company filed with the Securities and Exchange Commission a Current Report on Form 8-K, disclosing, among other things, that pursuant to the terms and conditions that certain Patent Assignment and Technology Transfer Agreement (the “Patent Assignment and Technology Transfer Agreement”), dated May 6, 2016, by and between BRK, Inc., a Nevada corporation (the “Company”) and iSee Automation Inc., a federal Canada corporation (“iSee Automation”), the Company purchased U.S. Patent Application No. 15/079,847, “Helmet System” (the “Patent”) and related technology for a helmet camera system, including intellectual property covered by the Patent. The Patent covers technology designed to wirelessly transmit video images from a small, mobile camera to live broadcast (the “Helmet Camera and Broadcast Technology”).

Pursuant to the terms and conditions of the Patent Assignment and Technology Transfer Agreement, the Company issued 5,000,000 shares of common stock to iSee Automation.

The U.S. U.S. Patent and Trademark Office subsequently published an Assignment of Abstract of Title, date record July 13, 2017, for conveyance of the Patent from iSee Automation Inc. to BRK, Inc.

In connection with the acquisition of the Patent, the Company also entered into that certain Revenue Assignment and Benefit Transfer Agreement, dated September 16, 2016, by and between the Company and iSee Automation (the “Revenue Assignment Agreement”). Under the Revenue Assignment Agreement, iSee Automation is obligated to “deliver to the Company any and all revenues obtained by iSee Automation based on the Helmet Camera patent application previously purchased by BRK from iSee Automation under the Patent Assignment and Technology Transfer Agreement via wire transfer or via direct delivery from customers.

15

Although we have clear title to and no restrictions to use our intellectual property, disputes may arise regarding the Revenue Transfer Agreement, including but not limited to, the scope and duration of payment of royalties’ other interpretation-related issues.

On May 17, 2016, the Company entered into that certain Agreement for Services, dated May 17, 2016, by and among the Company, iSee Automation Inc. (Ontario), and Christopher Stramacchia. Pursuant to the terms and conditions of the Agreement for Services, “[any patents derived from the research done jointly and severally by all the above named parties shall be the property of BRK, Inc.,” in consideration for the Company paying $10,000 to iSee Automation (Michigan), which $10,000 the Company paid to iSee Automation (Michigan) on or about May 17, 2016.

On or about February 27, 2017, Christopher Stramacchia, President of iSee Automation, notified the Company that it believes that iSee Automation terminated the Agreement for Services. The Company believes that there is no basis in law or equity for iSee Automation to unilaterally decide to terminate the Agreement for Services and plans to enforce its rights thereunder.

On or about February 28, 2017, Christopher Stramacchia, President of iSee Automation, notified the Company that it believes that iSee Automation terminated the Revenue Assignment Agreement. The Company believes that there is no basis in law or equity for iSee Automation to unilaterally decide to terminate the Revenue Assignment Agreement and plans to enforce its rights thereunder.

NOTE 9– SUBSEQUENT EVENTS

During the period from November 1, 2017 through April 24, 2020 the Company issued 44,000,000 shares of common stock with value for $22,000 for service.

During the period from November 1, 2017 through April 24, 2020 the Company issued 2,801,487,514 shares of common stock with value for $ 888,550 for the conversion of debt.

During the period from November 1, 2017 through April 24, 2020 the Company issued $887,300 in convertible debt and notes.

16

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

BRK Inc. (“BRK” or the “Company”) was incorporated on May 22, 2008 as a Nevada corporation. The Company has developed a product for the repair of hanging venetian blinds. As part of this development the Company has completed the development and is building a machine to make the parts for blind repair that it is selling. The development and testing of the machine was completed with limited production following and the Company reduced its work in the blind repair kit market space.

On September 28, 2016, the Company incorporated, in the state of Washington, a wholly owned subsidiary ISEE Sports Inc. Since inception, the Subsidiary has not been operational or financially active.

On May 6, 2016, the Company acquired intangible assets from ISee Automation for 5,000,000 shares of common stock with a fair market value of $1,600,000 based on the Company’s stock price at the date of issuance. The intangible assets consist of a patent application and related know-how, technology and plan for commercialization related to the placement of video cameras and supporting equipment into helmets used by various athletics such as hockey. Life video can then be transmitted from the player’s helmet in real time for display on sports events broadcasts. The Company is in the process of receiving models produced by a third party and developing a marketing strategy for the devise.

On July 7, 2017 the Company incorporated a wholly owned subsidiary 10337188 Canada, Inc.

In summary, management continues to position the company in a way to best benefit from worldwide economic conditions, trends, events, and demand for new technologies.

Liquidity and Capital Resources

As of July 31, 2017, we had an accumulated retained earnings of $90,923. We recorded a net loss of $103,872 and net income of $1,495,324 for the three and six month period ended October 31, 2017. The net loss was $714,402 and $767,267 for the same periods during 2016. The net income incurred in 2017 was primarily due to a change in fair value of the derivative liability of $1,957,554831 offset by interest of $111,492 and general and administrative expense of $397,772.

Working capital was negative $1,017,911 as of October 31, 2017, compared to negative $3,104,550 as of April 30, 2017. Cash used in operations totaled $4,106 during the six months period ended October 31, 2017 compared to $134,003 during the same period in 2016.

Funds used in financing activities was $4,750 in 2017 compared with funds provided from financing activity of $131,025 in 2016. The Company received $26,000 from third parties and $4,750 from related parties in loans and repaid notes to related parties totaling $26,000.

Management expects to continue to issue debt to finance the Company. The purchasers and manner of issuance will be determined per our financial needs and the available exemptions. We also note that if we issue more shares of our common stock our shareholders may experience dilution in the value per share of their common stock.

We intend to rely on debt and equity financing, capital contributions from management and sales of our common stock to pay for costs, services, operating leases, litigation expense and future development of our business opportunities. Accordingly, our focus for the next twelve months will be to obtain additional funding through debt or equity financing. Our success in obtaining funding will depend upon our ability to sell our common stock or borrow on terms that are financially advantageous to us. If we are unable to obtain financing, then expansion of our operations will be delayed.

 

17

 

Results of Operations

The Company did not record revenue during the three and six month periods ended October 31, 2017 and for the same period in 2016. General and administrative expenses for the three and six months period ended October 31, 2017 totaled $104,794 and $397,772 compared to $712,945 and $764,353 for the same periods in 2016. The decrease for three and six months period in 2017 over 2016 was due to lower expense in stock based compensation.

Depreciation and amortization was zero for the three and six month periods ended October 31, 2017 compared to $27,150 and $54,826 for the same periods ended October 31, 2016. The depreciation was related to fixed assets consisted of depreciation of the assets used in live streaming the hockey games plus amortization for a patent purchased. In 2016, the assets were impaired during the year ended April 30, 2017 causing no depreciation during the three and six months ended July 31, 2017.

The Company incurred net loss of $103,872 and net income of $1,495,323 in the three and six month periods ended October 31, 2017 compared to a net loss of $714,402 and $767,267 in the same periods in 2016. The variance was due primarily to a gain in fair value of $1,957,554 during the six months ended October 31, 2017 compared to none in the same period in 2016.

Off-Balance Sheet Arrangements

None

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 4: CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Based on their evaluation of our disclosure controls and procedures(as defined in Rule 13a-15e under the Securities Exchange Act of 1934 the "Exchange Act"), our principal executive officer and principal financial officer have concluded that as of the end of the period covered by this quarterly report on Form 10-Q such disclosure controls and procedures were not effective due to the lack of segregation of duties and lack of a formal review process that includes multiple levels of review to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms because of the identification of a material weakness in our internal control over financial reporting which we view as an integral part of our disclosure controls and procedures. The material weakness relates to the lack of segregation of duties in financial reporting, as our financial reporting and all accounting functions are performed by an external consultant with no oversight by a professional with accounting expertise. Our CEO/CFO does not possess accounting expertise and our company does not have an audit committee. This weakness is due to the company’s lack of working capital to hire additional staff. To remedy this material weakness, we intend to engage another accountant to assist with financial reporting as soon as our finances will allow.

Changes in Internal Control over Financial Reporting

Except as noted above, there have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our first quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

18

PART II – OTHER INFORMATION

ITEM 1: LEGAL PROCEEDINGS.

None.

ITEM 1A: RISK FACTORS

As a smaller reporting company (as defined in Rule 12b-2 of the Exchange Act), we are not required to provide the information called for by this Item 1A.

ITEM 2: SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

On May 18, 2017, the Company issued 3,000,000 shares of common stock at $0.0005 to the convertible note holder 0832322 BC, Ltd. for $1,500 of convertible debt. Per the note agreement 300,000 shares were to be issued at $0.005 per share for the $1,500 conversion, however 3,000,000 shares were issued due to the forward 10:1 split of the Company common stock on December 21, 2015 which occurred subsequent to date of the note issuance.

On May 18, 2017, the Company issued 1,451,905 shares of common stock at $0.013775 to the convertible note holder JSJ for $20,000 of convertible debt.

On June 8, 2017, the Company issued 2,660,000 shares of common stock at $0.01102 to the convertible note holder EMA Financial for $29,313 of Convertible debt.

From August 25, 2017 through October 31, 2017 the Company issued 12,000,228 shares of common stock to three entities with a value of $21,853 for the conversion of debt.

ITEM 3: DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4: MINE SAFETY INFORMATION

None.

ITEM 5: OTHER INFORMATION.

None.

 

19

 

ITEM 6: EXHIBITS

Description		Filed
3.1	Certificate of Incorporation	11/8/2011
3.2	Bylaws	11/8/2011
3.3	Articles of Amendment (Increase Authorized)	11/8/2011
3.4	Articles of Amendment (Stock Split)	1/14/2016
3.5	Articles of Amendment (Designation of Series A Preferred)	8/15/2017
3.6	Articles of Amendment (Increase in Authorized)	8/15/2017
31.1	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	(1)
31.2	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	(1)
32.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	(1)
101.INS *	XBRL Instance Document
101.SCH *	XBRL Taxonomy Extension Schema Document
101.CAL *	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF *	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB *	XBRL Taxonomy Extension Label Linkbase Document
101.PRE *	XBRL Taxonomy Extension Presentation Linkbase Document

* XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

(1) Filed herewith.

 

20

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BRK, INC.
Date: April 27, 2020	By:	/s/ Daniel Serruya
		Daniel Serruya President and Chief Executive Officer, Chief Financial Officer, (principal executive officer, principal financial officer, and principal accounting officer)

21

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO RULE 13a-14 AND 15d-14

UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Daniel Serruya, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of BRK, Inc.
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements are made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and has:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who has a significant role in the registrant’s internal control over financial reporting.

Date: April 27, 2020	By:	/s/ Daniel Serruya
		Danial Serruya
		President and Chief Executive Officer, Chief Financial Officer, (principal executive officer, principal financial officer, and principal accounting officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

 PURSUANT TO RULE 13a-14 AND 15d-14

UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Daniel Serruya, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of BRK, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements are made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and has:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who has a significant role in the registrant’s internal control over financial reporting.

Date: April 27, 2020	By:	/s/ Daniel Serruya
		Danial Serruya
		President and Chief Executive Officer, Chief Financial Officer (principal executive officer, principal financial officer, and principal accounting officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)

In connection with the Quarter Report of BRK, Inc. on Form 10-Q for the period ended October 31, 2017 as filed with the Securities and Exchange Commission (the "Report") Daniel Serruya, Chief Executive Officer and Chief Financial Officer of the Company, does hereby certify, pursuant to §906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. §1350), that to his knowledge:

1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Dated: April 27, 2020	By:	/s/ Daniel Serruya
		Daniel Serruya President and Chief Executive Officer, Chief Financial Officer (principal executive officer, principal financial officer, and principal accounting officer)

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

XML

BASIS OF PRESENTATION AND ORGANIZATION

6 Months Ended

Oct. 31, 2017

BASIS OF PRESENTATION AND ORGANIZATION

NOTE 1 - BASIS OF PRESENTATION AND ORGANIZATION

BRK, Inc. (“BRK” or the “Company”) was incorporated on May 22, 2008 as a Nevada corporation. The Company has developed a product for the repair of hanging venetian blinds. As part of this development the Company has completed the development and is building a machine to make the parts for blind repair that it is selling. The development and testing of the machine was completed with limited production following and the Company reduced its work in the blind repair kit market space. During the year ended April 30, 2017, the Company terminated the blind repair business and wrote off the equipment related to the line of business.

On December 21, 2015, the Company filed, with the Secretary of State of the State of Nevada, a Certificate of Change, effecting a ten-for-one (10:1) forward split of the Company's issued and outstanding shares of common. The forward split took effect on the over-the-counter markets on January 12, 2016. All share and per share amounts herein have been retroactively adjusted to reflect the forward stock split.

On May 6, 2016, the Company acquired intangible assets from ISee Automation for 5,000,000 shares of common stock with a fair market value of $1,600,000 based on the Company’s stock price at the date of issuance. The intangible assets consist of a patent application and related know-how, technology and plans to commercialization related to covers the placement of video cameras and supporting equipment into helmets used by various athletics such as hockey. Life video can then be transmitted from the player’s helmet in real time for display on sports events broadcasts. The Company received the RefCam helmets produced by a third party and used the devises to broadcast various hockey events.

On or about February 27, 2017, Christopher Stramacchia, President of iSee Automation, notified the Company that it believes that iSee Automation terminated the Agreement for Services. The Company believes that there is no basis in law or equity for iSee Automation to unilaterally decide to terminate the Agreement for Services and plans to enforce its rights thereunder. Since their usage the helmets and their transmitting devices have been held without permission by ISee Automation.

As of April 30, 2017, ISee Automation was holding the Helmets and transmission equipment. Based on the lack of access to the Equipment the Company has elected to impair the assets related to the ISee Automation agreement resulting is an amortization charge of $105,133 and impairment of intangible assets of $1,494,867 for the intellectual property.

On September 28, 2016, the Company incorporated, in the state of Washington, a wholly owned subsidiary ISEE Sports Inc. Since inception, the subsidiary has not been operational or financially active.

On July 7, 2017, the Company incorporated a wholly owned subsidiary 10337188 Canada, Inc.

Basis of Presentation

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States. The Company’s fiscal year end is April 30.

The interim consolidated financial statements have been prepared without audit in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended April 30, 2017 included in its Annual Report on Form 10-K filed with the SEC.

The interim consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company’s consolidated financial position as of October 31, 2017, the consolidated results of its operations and its consolidated cash flows for the three and six months ended October 31, 2017 and 2016. The results of operations for any interim period are not necessarily indicative of the results to be expected for the full fiscal year.

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 at the date of the balance sheet. Actual results could differ from those estimates.

Principles of Consolidation

The consolidated financial statements of the Company include the Company and its wholly-owned subsidiary ISee Sports, Inc. All material intercompany balances and transactions have been eliminated.

Cash and Cash Equivalents

BRK considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Revenue Recognition

The Company receives revenue though a related party for the use of the Company’s equipment on the broadcasting of hockey games from the ref cam, a camera worn on the helmet of the referees. The revenue is recognized first by a related party which holds the initial agreement with the broadcaster when the event being broadcasted is completed. The related party pays the Company upon receipt of payment from the broadcaster. The revenues are reported on a net basis with the deductions for directs costs being deducted from the revenue.

Property, Equipment and Intangible Assets

Property and equipment are carried at cost, less accumulated depreciation. Additions are capitalized and maintenance and repairs are charged to expense as incurred. Intangible assets consist of a patent application purchased and is carried at cost, less accumulated amortization. Depreciation and amortization is provided principally on the straight-line basis method over the estimated useful lives of the assets which is estimated at 36 months. Patent applications submitted after June 8, 1995 have duration of 20 years. Due to the potential changes in technology the Company has elected to amortize the patent application over 15 years.

Impairment of long-lived assets

The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is estimated based upon either discounted cash flow analysis or estimated salvage value.

Basic and diluted net income per share

Basic and diluted net income per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the year. They include the dilutive effect of common stock equivalents in years with net income. Basic and diluted net income per share is the same due to a net loss for the three and six month period ended October 31, 2016. Basic shares are 59,117,385 and 59,004,965 for the three and six months periods ended October 31, 2017. Diluted shares include the number of shares that may result from the conversion of debt and is measured as of October 31, 2017 at 59,117,385 shares or a total of 225,906,190 for the weighted average, respectively.

Income Taxes

BRK recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax basis of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. BRK provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Financial assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:

Level 1— Quoted market prices in active markets for identical assets or liabilities at the measurement date.

Level 2— Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.

Level 3— Inputs reflecting management’s best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments.

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration and noted one variable convertible note qualified as a derivative and thus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities

Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of April 30, 2017 and October 31, 2017:

	Level 1		Level 2		Level 3		Total
As of April 30, 2017:
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	2,444,137	$	2,444,137
As of October 31, 2017
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	285,312	$	285,312

Beneficial Conversion Features

The intrinsic value of a beneficial conversion feature inherent to a convertible note payable, which is not bifurcated and accounted for separately from the convertible note payable and may not be settled in cash upon conversion, is treated as a discount to the convertible note payable. This discount is amortized over the period from the date of issuance to the date the note is due using the effective interest method. If the note payable is retired prior to the end of its contractual term, the unamortized discount is expensed in the period of retirement to interest expense. In general, the beneficial conversion feature is measured by comparing the effective conversion price, after considering the relative fair value of detachable instruments included in the financing transaction, if any, to the fair value of the common shares at the commitment date to be received upon conversion.

Recently Issued Accounting Pronouncements

In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. The ASU was issued to address the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. The ASU, among other things, eliminates the need to consider the effects of down round features when analyzing convertible debt, warrants and other financing instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The amendments are effective for fiscal years beginning after December 15, 2018, and should be applied retrospectively. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the implementation date and the impact of this amendment on its financial statements.

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Oct. 31, 2017	Apr. 30, 2017
Stockholders' deficit
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	69,495,793	50,383,200
Common stock, shares outstanding	69,495,793	50,383,200
Series A Preferred Stock [Member]
Stockholders' deficit
Preferred stock, shares authorized	1	1
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Details Narrative) - USD ($)	3 Months Ended	6 Months Ended
	Oct. 31, 2017	Oct. 31, 2017	Oct. 31, 2016	Apr. 30, 2017
FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES
Derivative liabilities	$ 285,312	$ 285,312		$ 2,444,137
Change in fair value of derivative liabilities	$ 5,722	$ 1,957,554

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CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)		1 Months Ended
	Jul. 05, 2017	Jul. 22, 2016	Oct. 31, 2017	Apr. 30, 2017	Jul. 05, 2016	Jul. 01, 2016	May 18, 2016	May 17, 2016
Convertible notes payable - related party			$ 7,089	$ 7,089
Interest rate			0.00%	0.00%			8.00%
Convertible debt conversion price			$ 0.005	$ 0.005
Convertible notes payable -net of unamortized discount			$ 229,298	$ 292,433
Short term debt - related party		$ 5,000	$ 46,815	$ 75,690	$ 1,000	$ 3,000	$ 10,000
Debt due date		Oct. 20, 2016
ISee [Member]
Interest rate	8.00%
Convertible debt conversion price	$ 1.00
Short term debt - related party	$ 20,000							$ 10,000
Debt due date	Jul. 04, 2019
Convertible debt conversion description	The convertible note bears interest at 8% per annum, matures on July 4, 2019 and is convertible at the note holders option into shares of the subsidiary ISee sports, Inc at $1.00 per share or into shares of the parent BRK, Inc., at 60% of the average closing price of the common stock of BRK for 10 days immediately prior to conversion.

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GOING CONCERN (Details Narrative) - USD ($)	Oct. 31, 2017	Apr. 30, 2017
GOING CONCERN (Details Narrative)
Retained earnings (accumulated deficit)	$ 90,923	$ (1,368,401)
Working capital	$ (1,017,911)

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COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	6 Months Ended
	Oct. 31, 2017	Jul. 05, 2017	Apr. 30, 2017	Jul. 22, 2016	Jul. 05, 2016	Jul. 01, 2016	May 18, 2016	May 17, 2016
Short term debt - related party	$ 46,815		$ 75,690	$ 5,000	$ 1,000	$ 3,000	$ 10,000
ISee [Member]
Short term debt - related party		$ 20,000						$ 10,000
On May 6, 2016 [Member] | ISee [Member]
Common stock issued for patent application, Shares	5,000,000

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BASIS OF PRESENTATION AND ORGANIZATION (Table)

6 Months Ended

Oct. 31, 2017

BASIS OF PRESENTATION AND ORGANIZATION (Policies)

Schedule of fair value assets and liabilities measured on recurring basis

	Level 1		Level 2		Level 3		Total
As of April 30, 2017:
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	2,444,137	$	2,444,137
As of October 31, 2017
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	285,312	$	285,312

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

6 Months Ended

Oct. 31, 2017

FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

NOTE 7 - FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

As defined in (Financial Accounting Standards Board ASC 820), fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

The three levels of the fair value hierarchy are as follows:

Level 1    –	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.
Level 2    –	Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.
Level 3    –	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration and noted one variable convertible note qualified as a derivative and thus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities

The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as April 30, 2017 and 2016.

Recurring Fair Value Measures	Level 1		Level 2		Level 3		Total
LIABILITIES:
Derivative liabilities as of April 30,2017	$	--	$	--	$	2,444,137	$	2,444,137
Derivative liabilities as of October 31, 2017	$	--	$	-	$	285,312	$	285,312

As of October 31, 2017, and April 30, 2017, the aggregate fair value of the outstanding derivative liabilities was $285,312 and $2,444,137, respectively. For the six months period ended October, 31 2017 and 2016, the net gain on the change of fair value was $1,957,554 and zero, respectively.

The Company estimated the fair value of the derivative liabilities using the Black Scholes option pricing model using the following key assumptions during the three months period ended October 31, 2017:

Expected Dividend		0	%
Expected terms	.26-1.00
Volatility	215.38% -283.89		%
Risk free rate	.94% -1.09		%

The following table represents the change in the fair value of the derivative liabilities during the three months period ended July 31, 2017,

Fair value of derivative liabilities as of April 30, 2017	$	2,444,137
New derivative charged to debt discount		66,000
Reclassification of derivative to equity due to conversion		(267,271	)
Change in fair value of derivatives		(1,957,554	)
Fair value of derivative liabilities as of October 31, 2017	$	285,312

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SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member]	30 Months Ended
	Apr. 24, 2020 USD ($) shares
Common stock, shares issued, amount	$ 22,000
Common stock, shares issued | shares	44,000,000
Common stock, shares issued for conversion of debt, shares | shares	2,801,487,514
Common stock, shares issued for conversion of debt, amount	$ 888,550
Convertible Debt and notes issued	$ 887,300

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BASIS OF PRESENTATION AND ORGANIZATION (Policies)

6 Months Ended

Oct. 31, 2017

BASIS OF PRESENTATION AND ORGANIZATION (Policies)

Basis of Presentation

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States. The Company’s fiscal year end is April 30.

The interim consolidated financial statements have been prepared without audit in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended April 30, 2017 included in its Annual Report on Form 10-K filed with the SEC.

The interim consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company’s consolidated financial position as of October 31, 2017, the consolidated results of its operations and its consolidated cash flows for the three and six months ended October 31, 2017 and 2016. The results of operations for any interim period are not necessarily indicative of the results to be expected for the full fiscal year.

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 at the date of the balance sheet. Actual results could differ from those estimates.

Principles of Consolidation

The consolidated financial statements of the Company include the Company and its wholly-owned subsidiary ISee Sports, Inc. All material intercompany balances and transactions have been eliminated.

Cash and Cash Equivalents

BRK considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.

Revenue Recognition

The Company receives revenue though a related party for the use of the Company’s equipment on the broadcasting of hockey games from the ref cam, a camera worn on the helmet of the referees. The revenue is recognized first by a related party which holds the initial agreement with the broadcaster when the event being broadcasted is completed. The related party pays the Company upon receipt of payment from the broadcaster. The revenues are reported on a net basis with the deductions for directs costs being deducted from the revenue.

Property, Equipment and Intangible Assets

Property and equipment are carried at cost, less accumulated depreciation. Additions are capitalized and maintenance and repairs are charged to expense as incurred. Intangible assets consist of a patent application purchased and is carried at cost, less accumulated amortization. Depreciation and amortization is provided principally on the straight-line basis method over the estimated useful lives of the assets which is estimated at 36 months. Patent applications submitted after June 8, 1995 have duration of 20 years. Due to the potential changes in technology the Company has elected to amortize the patent application over 15 years.

Impairment of long-lived assets

The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is estimated based upon either discounted cash flow analysis or estimated salvage value.

Basic and diluted net income per share

Basic and diluted net income per share calculations are calculated on the basis of the weighted average number of common shares outstanding during the year. They include the dilutive effect of common stock equivalents in years with net income. Basic and diluted net income per share is the same due to a net loss for the three and six month period ended October 31, 2016. Basic shares are 59,117,385 and 59,004,965 for the three and six months periods ended October 31, 2017. Diluted shares include the number of shares that may result from the conversion of debt and is measured as of October 31, 2017 at 59,117,385 shares or a total of 225,906,190 for the weighted average, respectively.

Income Taxes

BRK recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax basis of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. BRK provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Financial assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:

Level 1— Quoted market prices in active markets for identical assets or liabilities at the measurement date.

Level 2— Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.

Level 3— Inputs reflecting management’s best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments.

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration and noted one variable convertible note qualified as a derivative and thus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities

Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of April 30, 2017 and October 31, 2017:

	Level 1		Level 2		Level 3		Total
As of April 30, 2017:
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	2,444,137	$	2,444,137
As of October 31, 2017
Assets
None
Liabilities
Derivative liability	$	-	$	-	$	285,312	$	285,312

Beneficial Conversion Features

The intrinsic value of a beneficial conversion feature inherent to a convertible note payable, which is not bifurcated and accounted for separately from the convertible note payable and may not be settled in cash upon conversion, is treated as a discount to the convertible note payable. This discount is amortized over the period from the date of issuance to the date the note is due using the effective interest method. If the note payable is retired prior to the end of its contractual term, the unamortized discount is expensed in the period of retirement to interest expense. In general, the beneficial conversion feature is measured by comparing the effective conversion price, after considering the relative fair value of detachable instruments included in the financing transaction, if any, to the fair value of the common shares at the commitment date to be received upon conversion.

Recently Issued Accounting Pronouncements

In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. The ASU was issued to address the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. The ASU, among other things, eliminates the need to consider the effects of down round features when analyzing convertible debt, warrants and other financing instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The amendments are effective for fiscal years beginning after December 15, 2018, and should be applied retrospectively. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the implementation date and the impact of this amendment on its financial statements.

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CONVERTIBLE NOTES

6 Months Ended

Oct. 31, 2017

CONVERTIBLE NOTES

NOTE 6 - CONVERTIBLE NOTES

The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration under ASC 815-15 “Derivatives and Hedging” and ASC 470-20 “Convertible Securities with Beneficial Conversion Features” and noted one variable convertible note qualified plus tainted the fixed conversion notes requiring the notes to accounted for as derivative liabilities. (See Note 8 - Fair Value Measurement)

On July 5, 2017, ISee Sports Inc., a wholly owned subsidiary of the Company issued a $20,000 convertible note to one individual for cash. The convertible note bears interest at 8% per annum, matures on July 4, 2019 and is convertible at the note holders option into shares of the subsidiary ISee sports, Inc at $1.00 per share or into shares of the parent BRK, Inc., at 60% of the average closing price of the common stock of BRK for 10 days immediately prior to conversion.

As of October 31, 2017, and April 30, 2017 the Company owes $7,089 in convertible related party notes. The notes bear interest at 0%, are due on demand and are unsecured. The notes are convertible at $0.005 into the Company’s common stock

As of October 31, 2017, and April 30, 2017 the Company owed net of unamortized discount of $229,298 and $292,433 respectively, in non-related party convertible promissory notes.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	6 Months Ended
	Oct. 31, 2017	Oct. 31, 2016
Cash Flows From Operating Activities:
Net income (loss)	$ 1,459,324	$ (767,267)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		54,826
Amortization of debt discount	116,112
Gain on derivative liabilities	(1,957,554)
Stock based compensation	237,630	660,000
Legal fees related to debt conversion	1,500
Changes in operating assets and liabilities:
Increase in inventory		(99,192)
Increase in accounts payable and accrued expense	(77,658)	11,190
Prepaid expense	2,000	(7,000)
Deferred revenue	(10,000)
Increase in accrued compensation - related party	224,540	13,440
Net cash used in operating activities	(4,106)	(134,003)
Cash Flows From Financing Activities:
Proceeds from notes payable - related party	4,750	131,150
Repayments of notes - related parties	(26,000)	(150)
Proceeds from notes payable	26,000
Net cash (used in) provided by financing activities	4,750	131,025
Net change in cash	644	(2,978)
Cash at beginning of period	32,860	4,612
Cash at end of period	33,504	1,634
SUPPLEMENT DISCLOSURE
Interest paid
Income taxes paid
NON-CASH TRANSACTIONS
Common stock issued for intangible assets		1,600,000
Common stock issued for debt conversion	72,666
New derivatives charged to debt discount	66,000
Reclass derivative to equity due to conversion of debt	$ 317,019

XML

CONSOLIDATED BALANCE SHEETS - USD ($)	Oct. 31, 2017	Apr. 30, 2017
Current assets
Cash and cash equivalents	$ 33,504	$ 32,860
Advance receivable		2,000
Total current assets	33,504	34,860
Total assets	33,504	34,860
Current liabilities
Accounts payable and accrued expense	106,308	55,626
Accrued compensation - related party	224,540	125,340
Convertible notes payable - related party	7,089	7,089
Convertible notes payable - net of discounts	229,298	292,433
Short term debt - related party	46,815	75,690
Short term debt - net of discount	152,053	126,095
Derivative liabilities	285,312	2,444,137
Deferred revenue - related party		10,000
Total current liabilities	1,051,415	3,139,410
Stockholders' deficit
Common stock, par value $0.001, 100,000,000 shares authorized, 69,495,793 and 50,383,200 issued and outstanding as of October 31, 2017, and April 30, 2017 respectively	69,496	50,383
Additional paid-in capital	(1,178,330)	(1,786,532)
Retained earnings (accumulated deficit)	90,923	(1,368,401)
Total stockholders' (deficit)	(1,017,911)	(3,104,550)
Total liabilities and stockholders' equity (deficit)	33,504	34,860
Series A Preferred Stock [Member]
Stockholders' deficit
Preferred shares

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NOTES PAYABLE (Details Narrative) - USD ($)	Oct. 31, 2017	Apr. 30, 2017	Jul. 22, 2016	Jul. 05, 2016	Jul. 01, 2016	May 18, 2016
NOTES PAYABLE
Short term debt- net of amortized discount	$ 152,053	$ 126,095
Short term debt - related party	$ 46,815	$ 75,690	$ 5,000	$ 1,000	$ 3,000	$ 10,000

XML

BASIS OF PRESENTATION AND ORGANIZATION (Details Narrative) - USD ($)	1 Months Ended		3 Months Ended			6 Months Ended
	Apr. 30, 2017	Dec. 21, 2015	Oct. 31, 2017	Oct. 31, 2016	Jul. 31, 2016	Oct. 31, 2017	Oct. 31, 2016
State of Incorporation						Nevada
Date of Incorporation						May 22, 2008
Forward stock split description		a ten-for-one (10:1)
Common stock issued for patent application, Amount					$ 1,600,000		$ 1,600,000
Weighted average number of common shares outstanding: basic			59,117,385	48,202,765		59,004,965	48,039,722
Weighted average number of common shares outstanding: diluted			59,117,385	48,202,765		225,906,190	48,039,722
Convertible note holder 0832322 BC, Ltd [Member]
Weighted average number of common shares outstanding: diluted						59,117,385
Property, Plant and Equipment [Member]
Estimated useful lives						3 years
Patents [Member]
Estimated useful lives						20 years
Amortization period						15 years
ISee [Member]
Amortization charge	$ 105,133
Impairment of intangible assets	$ 1,494,867
On May 6, 2016 [Member] | ISee [Member]
Common stock issued for patent application, Amount						$ 1,600,000
Common stock issued for patent application, Shares						5,000,000

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Details 2) - USD ($)	3 Months Ended	6 Months Ended
	Oct. 31, 2017	Oct. 31, 2017	Oct. 31, 2016
FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES
Fair value of derivative liabilities as of April 30, 2017		$ 2,444,137
New derivative charged to debt discount		66,000
Reclassification of derivative to equity due to conversion		(267,271)
Gain on derivative liabilities	$ (5,722)	(1,957,554)
Fair value of derivative liabilities as of October 31, 2017		$ 285,312

XML

FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Tables)

6 Months Ended

Oct. 31, 2017

FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

Schedule of fair value, assets and liabilities

Recurring Fair Value Measures	Level 1		Level 2		Level 3		Total
LIABILITIES:
Derivative liabilities as of April 30,2017	$	--	$	--	$	2,444,137	$	2,444,137
Derivative liabilities as of October 31, 2017	$	--	$	-	$	285,312	$	285,312

Fair value of derivative liabilities

Expected Dividend		0	%
Expected terms	.26-1.00
Volatility	215.38% -283.89		%
Risk free rate	.94% -1.09		%

Change in fair value of derivative liabilities

Fair value of derivative liabilities as of April 30, 2017	$	2,444,137
New derivative charged to debt discount		66,000
Reclassification of derivative to equity due to conversion		(267,271	)
Change in fair value of derivatives		(1,957,554	)
Fair value of derivative liabilities as of October 31, 2017	$	285,312

XML

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Oct. 31, 2017

COMMITMENTS AND CONTINGENCIES

NOTE 8 - COMMITMENTS AND CONTINGENCIES

On July 25, 2016, the Company filed with the Securities and Exchange Commission a Current Report on Form 8-K, disclosing, among other things, that pursuant to the terms and conditions that certain Patent Assignment and Technology Transfer Agreement (the “Patent Assignment and Technology Transfer Agreement”), dated May 6, 2016, by and between BRK, Inc., a Nevada corporation (the “Company”) and iSee Automation Inc., a federal Canada corporation (“iSee Automation”), the Company purchased U.S. Patent Application No. 15/079,847, “Helmet System” (the “Patent”) and related technology for a helmet camera system, including intellectual property covered by the Patent. The Patent covers technology designed to wirelessly transmit video images from a small, mobile camera to live broadcast (the “Helmet Camera and Broadcast Technology”).

Pursuant to the terms and conditions of the Patent Assignment and Technology Transfer Agreement, the Company issued 5,000,000 shares of common stock to iSee Automation.

The U.S. U.S. Patent and Trademark Office subsequently published an Assignment of Abstract of Title, date record July 13, 2017, for conveyance of the Patent from iSee Automation Inc. to BRK, Inc.

In connection with the acquisition of the Patent, the Company also entered into that certain Revenue Assignment and Benefit Transfer Agreement, dated September 16, 2016, by and between the Company and iSee Automation (the “Revenue Assignment Agreement”). Under the Revenue Assignment Agreement, iSee Automation is obligated to “deliver to the Company any and all revenues obtained by iSee Automation based on the Helmet Camera patent application previously purchased by BRK from iSee Automation under the Patent Assignment and Technology Transfer Agreement via wire transfer or via direct delivery from customers.

Although we have clear title to and no restrictions to use our intellectual property, disputes may arise regarding the Revenue Transfer Agreement, including but not limited to, the scope and duration of payment of royalties’ other interpretation-related issues.

On May 17, 2016, the Company entered into that certain Agreement for Services, dated May 17, 2016, by and among the Company, iSee Automation Inc. (Ontario), and Christopher Stramacchia. Pursuant to the terms and conditions of the Agreement for Services, “[any patents derived from the research done jointly and severally by all the above named parties shall be the property of BRK, Inc.,” in consideration for the Company paying $10,000 to iSee Automation (Michigan), which $10,000 the Company paid to iSee Automation (Michigan) on or about May 17, 2016.

On or about February 27, 2017, Christopher Stramacchia, President of iSee Automation, notified the Company that it believes that iSee Automation terminated the Agreement for Services. The Company believes that there is no basis in law or equity for iSee Automation to unilaterally decide to terminate the Agreement for Services and plans to enforce its rights thereunder.

On or about February 28, 2017, Christopher Stramacchia, President of iSee Automation, notified the Company that it believes that iSee Automation terminated the Revenue Assignment Agreement. The Company believes that there is no basis in law or equity for iSee Automation to unilaterally decide to terminate the Revenue Assignment Agreement and plans to enforce its rights thereunder.

XML

EQUITY

6 Months Ended

Oct. 31, 2017

EQUITY

NOTE 4 - EQUITY

On May 6, 2016, the Company acquired intangible assets from ISee Automation for 5,000,000 shares of common stock with a fair market value of $1,600,000 based on the Company’s stock price at the date of issuance.

On May 18, 2017, the Company issued 3,000,000 shares of common stock at $0.0005 to the convertible note holder 0832322 BC, Ltd. for $1,500 of convertible debt. Per the note agreement 300,000 shares were to be issued at $0.005 per share for the $1,500 conversion, however 3,000,000 shares were issued due to the forward 10:1 split of the Company common stock on December 21, 2015 which occurred subsequent to date of the note issuance.

On May 18, 2017, the Company issued 1,451,905 shares of common stock at $0.013775 to the convertible note holder JSJ for $20,000 of convertible debt.

On June 8, 2017, the Company issued 2,660,000 shares of common stock at $0.01102 to the convertible note holder EMA Financial for $28,563 of convertible debt plus $750 for professional fees.

From August 25, 2017 through October 31, 2017 the Company issued 12,000,228 shares of common stock to three entities with a value of $21,853 for the conversion of debt.

On June 15, 2017, the Company increased its number of authorized shares to 2,001,000,000 with 1,000,000 designated as preferred shares with a par value of $0.001 and 2,000,000,000 designated as common stock with a par value of $0.001.

On June 15, 2017, the Company designated one share of preferred stock as Series A preferred at a par value of $0.001. The series A preferred carries a voting right equal to 110% of the total voting rights of the outstanding common stocks. In addition, the series A shareholders can elect a director. The Series A director must approve any future amendments of the Company’s articles and other activities of the Company. Brian Keasberry was granted one share of Series A preferred stock on June 15, 2017. The fair value of the series A preferred share was independently valued at $237,630 and was accounted for as stock based compensation.

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CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Oct. 31, 2017	Oct. 31, 2016	Oct. 31, 2017	Oct. 31, 2016
Operating expenses:
Selling, general and administrative expenses	$ 104,794	$ 685,269	$ 397,772	$ 709,527
Depreciation and amortization		27,150		54,826
Total operating expense	104,794	712,945	397,772	764,353
Loss from operations	(104,794)	(712,945)	(397,772)	(764,353)
Other income (expense)
Other income (expense)	10,000		10,000
Change in fair value of derivative liabilities	5,722		1,957,554
Currency	1,033		1,034
Interest expense	(15,835)	(1,457)	(111,492)	(2,914)
Total other income (expense)	920	(1,457)	1,857,096	(2,914)
Net income (loss)	$ (103,872)	$ (714,402)	$ 1,459,324	$ (767,267)
Net loss per common share basic	$ (0.00)	$ (0.01)	$ 0.02	$ (0.02)
Net loss per common share diluted	$ (0.00)	$ (0.01)	$ 0.00	$ (0.02)
Weighted average number of common shares outstanding: basic	59,117,385	48,202,765	59,004,965	48,039,722
Weighted average number of common shares outstanding: diluted	59,117,385	48,202,765	225,906,190	48,039,722

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GOING CONCERN

6 Months Ended

Oct. 31, 2017

GOING CONCERN

NOTE 2 - GOING CONCERN

As shown in the accompanying financial statements, BRK has retained earnings of $90.923 with negative working capital of $1,017,911 as of October 31, 2017. Unless profitability and increases in stockholders’ equity continues, these conditions raise substantial doubt as to BRK’s ability to continue as a going concern. The October 31, 2017 financial statements do not include any adjustments that might be necessary if BRK is unable to continue as a going concern. Management plans to continue to raise funds through debt and equity financing to grow the business to profitability.

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Details) - USD ($)	Oct. 31, 2017	Apr. 30, 2017
Derivative liabilities	$ 285,312	$ 2,444,137
Level 1 [Member]
Derivative liabilities
Level 2 [Member]
Derivative liabilities
Level 3 [Member]
Derivative liabilities	$ 285,312	$ 2,444,137

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RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)		1 Months Ended			3 Months Ended		6 Months Ended
	Jul. 05, 2017	May 17, 2017	Jul. 22, 2016	Jun. 24, 2016	Jul. 31, 2017	Jul. 31, 2016	Oct. 31, 2017	Oct. 31, 2016	Apr. 30, 2017	Jul. 05, 2016	Jul. 01, 2016	May 18, 2016	May 17, 2016
Increase in accrued compensation - related party					$ 31,700	$ 6,740	$ 224,540	$ 13,440
Common stock issued for patent application, Amount						1,600,000		1,600,000
Short term debt - related parties			$ 5,000				$ 46,815		$ 75,690	$ 1,000	$ 3,000	$ 10,000
Interest rate							0.00%		0.00%			8.00%
Repayments of notes - related parties		$ (26,000)		$ (125)		$ (125)	$ (26,000)	$ (150)
Reduced balance of convertable notes		$ 37,815
Convertible notes payable - related party							7,089		$ 7,089
Debt due date			Oct. 20, 2016
Accrued compensation - related party							224,540		$ 125,340
ISee [Member]
Short term debt - related parties	$ 20,000												$ 10,000
Interest rate	8.00%
Debt due date	Jul. 04, 2019
On May 6, 2016 [Member] | ISee [Member]
Common stock issued for patent application, Amount							$ 1,600,000
Common stock issued for patent application, Shares							5,000,000
President [Member]
Accrued compensation - related party					$ 157,040

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RELATED PARTY TRANSACTIONS

6 Months Ended

Oct. 31, 2017

RELATED PARTY TRANSACTIONS

NOTE 3 - RELATED PARTY TRANSACTIONS

During the three months ended July 31, 2017, the Company recorded $31,700 in compensation payable to the President, Chief Technology Officer and former President. As of July 31, 2017, $157,040 was due to the President.

On May 6, 2016, the Company acquired a patent from ISee Automation for 5,000,000 shares of common stock with a value of $1,600,000. Upon the issuance of the shares ISee became a related party.

On May 18, 2016, the Company issued a note for $10,000 in cash to a related party. The note is due on demand and bears an interest rate of 8% per annum.

On June 24, 2016, the Company repaid $125 on a note payable issued to a related party.

On July 1, 2016, the Company issued a note for $3,000 in cash to a related party. The note is due on demand and bears no interest.

On July 22, 2016, the Company issued a note for $5,000 in cash to a related party. The note is due on October 20, 2016 and bears no interest.

On May 17, 2017, the Company paid one related party $26,000 reducing its note to $37,815.

On July 5, 2017, the Company issued a note to a related party for $1,000 in cash.

As of October 31, 2017, the balance of notes payable due to related parties was $46,815 and convertible notes payable of $7,089.

On June 16, 2017 Brian Keasberry resigned as President of the Company, continued as the Secretary and Treasurer. On June 16, 2017 Danie Serruya was elected President, CEO and a Director of the Company.

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CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS DEFICIT - USD ($)	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Balance, shares at Apr. 30, 2016		43,083,200
Balance, amount at Apr. 30, 2016	$ (361,768)	$ 43,083	$ (9,033)	$ (395,818)
Common stock issued for services, shares		2,000,000
Common stock issued for services, amount	641,445	$ 2,000	639,445
Common stock issued for acquisition of patent application, shares		5,000,000
Common stock issued for acquisition of patent application, amount	1,600,000	$ 5,000	1,595,000
Debt discount	18,555		18,555
Net loss	$ (767,267)			$ (767,267)
Balance, shares at Oct. 31, 2016		50,383,200
Balance, amount at Oct. 31, 2016	$ 1,130,965	$ 50,383	$ (2,243,967)	$ (1,163,085)
Balance, shares at Apr. 30, 2017		50,083,200
Balance, amount at Apr. 30, 2017	$ (3,104,550)	$ 50,083	$ (1,786,532)	$ (1,368,401)
Net loss	1,459,324			$ 1,459,324
Common stock issued for debt conversion, shares		19,112,593
Common stock issued for debt conversion, amount	72,666	$ 19,113	53,553
Issuance of series A preferred shares	237,630		237,630
Change due to conversion of debt	$ 317,020		$ 317,020
Balance, shares at Oct. 31, 2017		69,495,793
Balance, amount at Oct. 31, 2017	$ (1,017,911)	$ 69,496	$ (1,178,330)	$ 90,923

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Document and Entity Information - shares	6 Months Ended
	Oct. 31, 2017	Apr. 27, 2020
Document And Entity Information
Entity Registrant Name	BRK, INC.
Entity Central Index Key	0001532926
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--04-30
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	No
Document Period End Date	Oct. 31, 2017
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2018
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		2,914,983,307
Entity File Number	000-54956
Entity Address Address Line 1	411 Eastgate Rd
Entity Address Address Line 2	Suite A
Entity Address Postal Zip Code	89011
Entity Tax Identification Number	26-2840468
Entity Address City Or Town	Henderson
Local Phone Number	572-8050
City Area Code	702
Entity Address State Or Province	NV
Entity Interactive Data Current	Yes

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Details 1)	6 Months Ended
	Oct. 31, 2017
Expected Dividend	0.00%
Minimum [Member]
Expected terms	3 months 4 days
Volatility	215.38%
Risk free rate	0.94%
Maximum [Member]
Expected terms	1 year
Volatility	283.89%
Risk free rate	1.09%

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EQUITY (Details Narrative) - USD ($)	2 Months Ended	3 Months Ended	6 Months Ended
	Oct. 31, 2017	Jul. 31, 2016	Oct. 31, 2017	Oct. 31, 2016	Apr. 30, 2017
Preferred shares Authorized	1,000,000		1,000,000		1,000,000
Common stock, par value	$ 0.001		$ 0.001		$ 0.001
Common stock, shares issued	69,495,793		69,495,793		50,383,200
Stock based compensation			$ 237,630	$ 660,000
Common stock issued for patent application, Amount		$ 1,600,000		$ 1,600,000
Series A Preferred Stock [Member]
Preferred shares Authorized	1		1		1
Three Entity [Member]
Common stock, shares issued	12,000,228
Common stock, shares issued, amount	$ 21,853
On May 6, 2016 [Member] | ISee [Member]
Common stock issued for patent application, Shares			5,000,000
Common stock issued for patent application, Amount			$ 1,600,000
On December 21, 2015 [Member]
Forward split			10:1
On May 18, 2017 [Member] | Convertible note holder 0832322 BC, Ltd [Member]
Common stock, shares issued	3,000,000		3,000,000
Convertible debt	$ 1,500		$ 1,500
Common stock price per share			$ 0.0005
Agreed price per share			$ 0.005
Common stock issuable	300,000		300,000
On May 18, 2017 [Member] | JSJ [Member]
Common stock, shares issued	1,451,905		1,451,905
Convertible debt	$ 20,000		$ 20,000
Common stock price per share			$ 0.013775
On June 8, 2017 [Member] | EMA Financial [Member]
Common stock, shares issued	2,660,000		2,660,000
Convertible debt	$ 28,563		$ 28,563
Common stock price per share			$ 0.01102
Professional fees			$ 750
On June 15, 2017 [Member]
Preferred shares Authorized	2,001,000,000		2,001,000,000
Common stock, par value	$ 0.001		$ 0.001
Preferred shares designated	1,000,000		1,000,000
Preferred shares par value	$ 0.001		$ 0.001
Common stock shares designated	2,000,000,000		2,000,000,000
On June 15, 2017 [Member] | Series A Preferred Stock [Member]
Preferred shares Authorized	1		1
Preferred shares par value	$ 0.001		$ 0.001
Preferred Stock, Voting Rights Percentage	110.00%		110.00%

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SUBSEQUENT EVENTS

6 Months Ended

Oct. 31, 2017

SUBSEQUENT EVENTS

NOTE 9 - SUBSEQUENT EVENTS

During the period from November 1, 2017 through April 24, 2020 the Company issued 44,000,000 shares of common stock with value for $22, 000 for service.

During the period from November 1, 2017 through April 24, 2020 the Company issued 2,801,487,514 shares of common stock with value for $ 888,550 for the conversion of debt.

During the period from November 1, 2017 through April 24, 2020 the Company issued $887,300 in convertible debt and notes.

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NOTES PAYABLE

6 Months Ended

Oct. 31, 2017

NOTES PAYABLE

NOTE 5 - NOTES PAYABLE

As of October 31, 2017, the Company had outstanding notes payable, net of discount of $152,053 to third parties and $46,815 to related parties.

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BASIS OF PRESENTATION AND ORGANIZATION (Details) - USD ($)	Oct. 31, 2017	Apr. 30, 2017
Derivative liability	$ 285,312	$ 2,444,137
Level 1 [Member]
Derivative liability
Level 2 [Member]
Derivative liability
Level 3 [Member]
Derivative liability	$ 285,312	$ 2,444,137