10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q/A

Amendment No. 1 

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

For the quarterly period ended  July 31, 2016

or

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from  _________________ to _________________

Commission File Number  333-198068

OCULUS INC.

(Exact name of registrant as specified in its charter)

Nevada	N/A
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
1451 West Cypress Creek Road, Suite 400, Fort Lauderdale, FL	33309
(Address of principal executive offices)	(Zip Code)

(888) 623-8883

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

[  ] YES     [X] NO

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small 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	[  ]	(Do not check if a smaller reporting company)	Smaller reporting company	[X]

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

[X] YES       [  ] NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

46,367,670 common shares issued and outstanding as of September 19, 2016.

EXPLANATORY NOTE

The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q for the quarterly period ended July 31, 2016 of Oculus Inc. (the “Company”) filed with the Securities and Exchange Commission on September 19, 2016 (the “Form 10-Q”) is to furnish Exhibits 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.

 2

Item 6. Exhibits

Exhibit Number	Description
31.1#	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
32.1+#	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
101*	Interactive Data File
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

*	Filed herewith.
#	These exhibits were previously included or incorporated by reference in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 31, 2016, filed with the Securities and Exchange Commission on September 19, 2016.
+	In accordance with the SEC Release 33-8238, deemed as furnished and not filed.

 3

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	OCULUS INC.
	(Registrant)
Dated: September 30, 2016	/s/ Leon Henry
	Leon Henry
	President, Chief Executive Officer, Chief Financial
	Officer, Treasurer and Director
	(Principal Executive Officer, Principal Financial Officer
	and Principal Accounting Officer)

 4

XML

Document and Entity Information - shares	3 Months Ended
	Jul. 31, 2016	Sep. 19, 2016
Document And Entity Information
Entity Registrant Name	OCULUS INC.
Entity Central Index Key	0001615942
Document Type	10-Q
Document Period End Date	Jul. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--04-30
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		46,367,670
Trading Symbol	OCLL
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2017

XML

Balance Sheets (Unaudited) - USD ($)	Jul. 31, 2016	Apr. 30, 2016
Current Assets
Cash and cash equivalents	$ 736	$ 736
Total Assets	736	736
Current Liabilities
Accounts payable and accrued liabilities	26,240	21,302
Loans payable	33,725	33,725
Due to related party	1,531	1,531
Total Liabilities	61,496	56,558
Contingencies and Commitments
Stockholders' Deficit
Preferred stock, 100,000,000 shares authorized, $0.00001 par value; no shares issued and outstanding
Common stock, 200,000,000 shares authorized, $0.00001 par value; 46,367,670 shares issued and outstanding	464	464
Additional paid-in capital	40,639	40,639
Accumulated deficit	(101,863)	(96,925)
Total Stockholders' Deficit	(60,760)	(55,822)
Total Liabilities and Stockholders' Deficit	$ 736	$ 736

XML

Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jul. 31, 2016	Apr. 30, 2016
Statement of Financial Position [Abstract]
Preferred stock par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	46,367,670	46,367,670
Common stock, shares outstanding	46,367,670	46,367,670

XML

Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Jul. 31, 2016	Jul. 31, 2015
Operating Expenses
General and administrative expenses	$ 4,300	$ 4,560
Total Operating Expenses	(4,300)	(4,560)
Other expense
Interest expense	(638)	(39)
Foreign exchange loss		(840)
Total other expense	(638)	(879)
Net Loss	$ (4,938)	$ (5,439)
Net Loss Per Common Share – Basic and Diluted	$ (0.00)	$ (0.00)
Weighted Average Common Shares Outstanding – Basic and Diluted	46,367,670	46,367,670

XML

Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Jul. 31, 2016	Jul. 31, 2015
Cash Flows from Operating Activities
Net loss	$ (4,938)	$ (5,439)
Changes in operating assets and liabilities:
Prepaid expense		(1,581)
Accounts payable and accrued liabilities	4,938	(6,505)
Net Cash Used in Operating Activities		(13,525)
Cash Flows from Financing Activities
Proceeds from loans payable		13,525
Net Cash Provided by Financing Activities		13,525
Increase (Decrease) in Cash
Cash - Beginning of Period	736
Cash - End of Period	736
Supplementary Information:
Interest paid
Income taxes paid

XML

Nature of Business and Continuance of Operations

3 Months Ended

Jul. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Business and Continuance of Operations

1.	Nature of Business and Continuance of Operations
	Oculus Inc. (the “Company”) was incorporated in the State of Nevada on January 9, 2014. The Company is in the business of selling and providing services for GPS Tracking Devices which will be marketed in the United States, Canada and Europe.
	These financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As at July 31, 2016, the Company has incurred losses totalling $101,863 since inception, and has not yet generated any revenue from operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management is currently pursuing a business strategy which includes raising the necessary funds to finance the Company’s business activities and administrative expenses.

XML

Summary of Significant Accounting Policies

3 Months Ended

Jul. 31, 2016

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

a)	Basis of Presentation
	These financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States and are expressed in US dollars. The Company’s fiscal year end is April 30.
b)	Interim Financial Statements
	The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s April 30, 2016 report filed with the SEC on Form 10K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end April 30, 2016, have been omitted.
c)	Use of Estimates
	The preparation of financial statements in conformity with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
d)	Foreign Currency Translation
	The Company’s planned operations will be in the United States, Canada, Europe and Asia which results in exposure to market risks from changes in foreign currency exchange rates. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company’s functional currency for all operations worldwide is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in effect at the end of the year. Revenues and expenses are translated at average rates for the year. Gains and losses from translation of foreign currency financial statements into U.S. dollars are included in current results of operations.

e)	Cash and Cash Equivalents
	The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.
f)	Income Taxes
	Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.
g)	Revenue Recognition
	Sales will be recorded when products are shipped or services are provided to customers. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. No provision for discounts or rebates to customers, estimated returns and allowances or other adjustments have been recognized since inception. The Company has not made any sales as at July 31, 2016.
h)	Financial Instruments
	The Company’s financial instruments consist principally of cash, accounts payable and accrued liabilities, loans payable, and due to related party. Pursuant to ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments the fair value of the Company’s cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets.
i)	Earnings (Loss) Per Common Share
	Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. At July 31, 2016, the Company has no potentially dilutive securities outstanding.
j)	Stock-Based Compensation
	Compensation costs attributable to stock options or similar equity instruments granted are measured at the fair value at the grant date, and expensed over the expected vesting period. ASC 718 requires excess tax benefits be reported as a financing cash inflow rather than as a reduction of taxes paid. The Company did not grant any stock options during the three months ended July 31, 2016.
k)	Recent Accounting Pronouncements
	The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
l)	Subsequent Events
	The Company evaluates subsequent events through the date when financial statements are issued for disclosure consideration.

XML

Loans Payable

3 Months Ended

Jul. 31, 2016

Debt Disclosure [Abstract]

Loans Payable

3. Loans Payable

On March 15, 2015, the Company entered into a loan agreement in which the note holder agreed to provide a loan to the Company in the principal amount of up to $25,000. The loan is unsecured, bears interest at 7.5% per annum and payable on April 15, 2016. On April 15, 2016, the loan was amended to increase the principal amount to up to $45,000 and extend the payable date to October 31, 2016. As at July 31, 2016, the note holder has provided $33,725 (April 30, 2016 - $33,725) to the Company pursuant to the loan agreement. As at July 31, 2016, the Company recorded $1,789 (April 30, 2016 - $1,151) of interest payable.

XML

Due To Related Party

3 Months Ended

Jul. 31, 2016

Related Party Transactions [Abstract]

Due To Related Party

4. Due to Related Party

As at July 31, 2016, the Company owes the President of the Company $1,531 (April 30, 2016 - $1,531) for general and administrative expenditures paid on behalf of the Company. The amount owed is unsecured, non-interest bearing, and has no specified repayment terms.

XML

Stockholders' Equity

3 Months Ended

Jul. 31, 2016

Equity [Abstract]

Stockholders' Equity

5. Stockholders’ Equity

The Company’s authorized capital consisted of 200,000,000 shares of common stock with a par value of $0.00001 per share and 100,000,000 shares of preferred stock with a par value of $0.00001 per share.

There were no share transactions during the three months ended July 31, 2016.

XML

Summary of Significant Accounting Policies (Policies)

3 Months Ended

Jul. 31, 2016

Accounting Policies [Abstract]

Basis of Presentation

a)	Basis of Presentation
	These financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States and are expressed in US dollars. The Company’s fiscal year end is April 30.

Interim Financial Statements

b)

Interim Financial Statements

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s April 30, 2016 report filed with the SEC on Form 10K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end April 30, 2016, have been omitted.

Use of Estimates

c)

Use of Estimates

The preparation of financial statements in conformity with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

Foreign Currency Translation

d)

Foreign Currency Translation

The Company’s planned operations will be in the United States, Canada, Europe and Asia which results in exposure to market risks from changes in foreign currency exchange rates. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company’s functional currency for all operations worldwide is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in effect at the end of the year. Revenues and expenses are translated at average rates for the year. Gains and losses from translation of foreign currency financial statements into U.S. dollars are included in current results of operations.

Cash and Cash Equivalents

e)	Cash and Cash Equivalents
	The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.

Income Taxes

f)

Income Taxes

Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

Revenue Recognition

g)

Revenue Recognition

Sales will be recorded when products are shipped or services are provided to customers. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. No provision for discounts or rebates to customers, estimated returns and allowances or other adjustments have been recognized since inception. The Company has not made any sales as at July 31, 2016.

Financial Instruments

h)

Financial Instruments

The Company’s financial instruments consist principally of cash, accounts payable and accrued liabilities, loans payable, and due to related party. Pursuant to ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments the fair value of the Company’s cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets.

Earnings (Loss) Per Common Share

i)

Earnings (Loss) Per Common Share

Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. At July 31, 2016, the Company has no potentially dilutive securities outstanding.

Stock-Based Compensation

j)	Stock-Based Compensation
	Compensation costs attributable to stock options or similar equity instruments granted are measured at the fair value at the grant date, and expensed over the expected vesting period. ASC 718 requires excess tax benefits be reported as a financing cash inflow rather than as a reduction of taxes paid. The Company did not grant any stock options during the three months ended July 31, 2016.

Recent Accounting Pronouncements

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

Subsequent Events

l)	Subsequent Events
	The Company evaluates subsequent events through the date when financial statements are issued for disclosure consideration.

XML

Nature of Business and Continuance of Operations (Details Narrative) - USD ($)	3 Months Ended		31 Months Ended
	Jul. 31, 2016	Jul. 31, 2015	Jul. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ (4,938)	$ (5,439)	$ 101,863

XML

Loans Payable (Details Narrative) - USD ($)	Apr. 15, 2016	Mar. 15, 2015	Jul. 31, 2016	Apr. 30, 2016
Note holder provided			$ 33,725
Interest payable			$ 1,789
Loan Agreement [Member]
Debt principal amount	$ 45,000	$ 25,000
Debt instrument interest rate		7.50%
Debt instrument due date	Oct. 31, 2016	Apr. 15, 2016
Note holder provided				$ 33,725
Interest payable				$ 1,151

XML

Due To Related Party (Details Narrative) - USD ($)	Jul. 31, 2016	Apr. 30, 2016
Related Party Transactions [Abstract]
Company owes the president	$ 1,531	$ 1,531

XML

Stockholders' Equity (Details Narrative) - $ / shares	Jul. 31, 2016	Apr. 30, 2016
Equity [Abstract]
Common stock, shares authorized	200,000,000	200,000,000
Common stock par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock par value	$ 0.00001	$ 0.00001