HYPERERA INC - FORM 10-Q - November 19, 2013

Attached files

file	filename
EXCEL - IDEA: XBRL DOCUMENT - HYPERERA INC	Financial_Report.xls
EX-32.1 - CERTIFICATION - HYPERERA INC	hyrr_ex321.htm
EX-31.2 - CERTIFICATION - HYPERERA INC	hyrr_ex312.htm
EX-32.2 - CERTIFICATION - HYPERERA INC	hyrr_ex322.htm
EX-31.1 - CERTIFICATION - HYPERERA INC	hyrr_ex311.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2013

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ______________ to ______________

SEC file number 333-163035

Hyperera, Inc.

(Name of small business issuer in our charter)

Nevada		7370		26-2007556
(State or other jurisdiction of incorporation or organization)		(Primary Standard Industrial Classification Code Number)		IRS I.D.

2316 S Wentworth Ave Chicago, IL		60616
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number: 312-842-2288

N/A

(Former name, former address and former six months, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 o

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 o No o

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	o	Accelerated filer	o
Non-accelerated filer	o	Smaller Reporting Company	x

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

As of November 19, 2013 there were 40,104,000 shares issued and outstanding of the registrant’s common stock.

TABLE OF CONTENTS

PART I — FINANCIAL INFORMATION

Item 1.	Financial Statements.	3
Item 2.	Management’s Discussion and Analysis or Plan of Operation.	4
Item 3.	Quantitative and Qualitative Disclosure about Market Risk.	10
Item 4.	Controls and Procedures.	10

PART II — OTHER INFORMATION

Item 1.	Legal Proceedings.	11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	11
Item 3.	Defaults Upon Senior Securities.	11
Item 4.	Mine Safety Disclosures.	11
Item 5.	Other Information.	11
Item 6.	Exhibits.	12

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

HYPERERA, INC.

(A Development Stage Enterprise)

Financial Statements

(Unaudited)

As of September 30, 2013

Table of Contents

Consolidated Balance Sheet			F-2

Consolidated Statement of Operation			F-3

Statement of Shareholders Equity			F-4

Consolidated Statement of Cash Flow			F-5

Notes to Consolidated Financial Statements			F-6

Exhibit A			F-20

F-1

HYPERERA, INC

(A Development Stage Enterprise)

CONSOLIDATED BALANCE SHEETS

	September 30			December 31
	2013			2012
ASSETS
Current assets:
Cash and cash equivalents	$	268,444		$	34,896
Total Current Assets	$	268,444		$	34,896

Other current assets:
Prepaid Expenses	$	5,437		$	13
Loans to related supplier		183,707			5,873
Total Other Current Assets	$	189,144		$	5,886

Fixed assets:
Furniture & Equipment, Net	$	30,752		$	26,631
Total Fixed Assets	$	30,752		$	26,631

Other assets:
Accrued interest		312,573			272,079
Loans to Greensaver Corp		1,538,462			1,538,462
Total Other Assets	$	1,851,035		$	1,810,541

TOTAL ASSETS	$	2,339,375		$	1,877,954

LIABILITIES & EQUITY
Current liabilities:
Account payable	$	27,800		$	28,200
Loan from shareholders		20,485			32,753
Loan from others		237,655			2,165
Payroll liabilities		751			-
Total current liabilities	$	286,691		$	63,118

Stockholders' Equity:
Common stock, $0.001 par value;
200,000,000 shares authorized;
40,104,000 shares issued and outstanding.	$	40,104		$	38,204
Paid-in capital		2,722,464			2,344,364
Deficit accumulated during the development stage		(738,960	)		(596,012	)
Accumulated other comprehensive income (loss)		29,076			28,280
Total stockholders' equity	$	2,052,684		$	1,814,836
TOTAL LIABILITIES & EQUITY	$	2,339,375		$	1,877,954

F-2

HYPERERA, INC

(A Development Stage Enterprise)

CONSOLIDATED STATEMENT OF LOSS

	Three Months Ended September 30			Three Months Ended September 30			Nine Months Ended September 30			Nine Months Ended September 30			Cumulative from February 19, 2008 (Date of Inception) Through September 30,
	2013			2012			2013			2012			2013
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Revenues	$	-		$	-		$	-		$	-		$	228,858
Cost of Goods Sold		-			-			-			-			207,998
Gross Profit	$	-		$	-		$	-		$	-		$	20,860
Operating expenses:
Selling, general and administrative expenses		124,506			146,756			248,379			285,160			1,132,707
Depreciation and amortization expenses		4,385			3,783			12,073			8,644			33,735
Total Operating Expenses	$	128,891		$	150,539		$	260,452		$	293,804		$	1,166,442

Operating Loss	$	(128,891	)	$	(150,539	)	$	(260,452	)	$	(293,804	)	$	(1,145,582	)

Investment income, net	$	39,536		$	38,706		$	117,504		$	120,382		$	406,888
Interest Expense, net		-			-			-			2			266
Loss before income taxes		(89,355	)		(111,833	)		(142,948	)		(173,424	)		(738,960	)
Loss tax expense		-			-			-			-			-
Net Loss	$	(89,355	)	$	(111,833	)	$	(142,948	)	$	(173,424	)	$	(738,960	)

Net loss per common share- Basics	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.02	)
Net loss per common share- Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.02	)

Other comprehensive loss, net of tax:
Foreign currency translation adjustments		(27	)		-			796			-			29,076
Other comprehensive loss	$	(27	)	$	-		$	796		$	-		$	29,076
Comprehensive Loss	$	(89,382	)	$	(111,833	)	$	(142,152	)	$	(173,424	)	$	(709,884	)

F-3

HYPERERA, INC

(A Development Stage Enterprise)

STATEMENT OF STOCKHOLDERS EQUITY

The Period February 19, 2008 ( Date of Inception) through September 30, 2013

							Deficit
							Accumulated			Accumulated
					Additional		During the			Other			Total
	Common Stock				Paid-in		Development			Comprehensive			Stockholders'
	Shares		Amount		Capital		Stage			Income (Loss)			Equity
Balance, December 31, 2008		27,939,000	$	27,939	$	230,231	$	(51,611	)	$	(311	)	$	206,248

Balance, December 31, 2009		27,999,000	$	27,999	$	242,171	$	(90,244	)	$	(453	)	$	179,473

Balance, December 31, 2010		35,984,000	$	35,984	$	1,831,186	$	(281,478	)	$	22,561		$	1,608,253

Issuance of common stocks
to shareholders @0.2 per
share on January 1, 2011		50,000	$	50	$	9,950							$	10,000

Issuance of common stocks
to shareholders @0.2153 per
share on March 31, 2011		1,660,000	$	1,660	$	355,738							$	357,398

Issuance of common stocks
to shareholders @0.30 per
share on May 1, 2011		210,000	$	210	$	62,790							$	63,000

Issuance of common stocks
to shareholders @0.20 per share
on June 30, 2011		200,000	$	200	$	39,800							$	40,000

Issuance of common stocks
to shareholders @0.45 per share
on July 1, 2011		100,000	$	100	$	44,900							$	45,000

Adjustment for Rate Exchange										$	6,178		$	6,178

Net loss for the period
ended December 31, 2011							$	(114,285	)				$	(114,285	)
Balance, December 31, 2011		38,204,000	$	38,204	$	2,344,364	$	-395,763		$	28,739		$	2,015,544

Adjustment for Rate Exchange										$	-459		$	-459

Net loss for the period
ended December 31, 2012							$	-200,249					$	-200,249
Balance, December 31, 2012		38,204,000	$	38,204	$	2,344,364	$	-596,012		$	28,280		$	1,814,836

Issuance of common stocks
to shareholder @0.2 per share
on July 01, 2013		400,000	$	400	$	79,600							$	80,000

Issuance of common stocks
to shareholders @0.20 per share
on August 30, 2013		1,500,000	$	1,500	$	298,500							$	300,000

Adjustment for Rate Exchange										$	796		$	796

Net loss for the nine months
period ended September 30, 2013							$	(142,948	)				$	(142,948	)
Balance, September 30, 2013		40,104,000		40,104		2,722,464		(738,960	)		29,076			2,052,684

F-4

HYPERERA, INC

(A Development Stage Enterprise)

CONSOLIDATED STATEMENT OF CASH FLOWS

	Three Months Ended September 30			Three Months Ended September 30			Nine Months Ended September 30			Nine Months Ended September 30			Cumulative from February 19, 2008 (Date of Inception) Through September 30,
	2013			2012			2013			2012			2013
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Operating Activities:
Net Loss	$	(89,355	)	$	(111,833	)	$	(142,948	)	$	(173,424	)	$	(738,960	)
Adjustments to reconcile net income to net cash provided
by operating activities:
Non-cash portion of share based legal fee expense		-			-			-			-			4,170
Non-cash portion of share based consulting fee expense		-			-			-			-			20,000
Depreciation		4,385			3,783			12,073			8,644			33,735
Loans Greensaver Corp		-			-			-			-			(1,538,462	)
Loans to related supplier		(172,415	)		3,822			(177,834	)		311,477			(183,707	)
Accrued interest receivable		(39,478	)		(64,074	)		(40,494	)		(120,291	)		(312,573	)
Prepaid Expense		(5,437	)		-			(5,437	)		-			(5,437	)
Account payable		2,100			23,800			(400	)		29,200			27,800
Payroll liabilities		(5,391	)		(5,803	)		764			(5,035	)		751
Loans from Others		170,022			-			235,489			-			237,655
Loan from shareholders		13,899			187			(12,268	)		4,878			20,485
Net cash provided by operating activities	$	(121,670	)	$	(150,118	)	$	(131,055	)	$	55,449		$	(2,434,543	)

Investing Activities:
Purchase Furniture & Equipment		(13,866	)		-			(16,193	)		(5,291	)		(64,487	)
Net cash provided by investing activities	$	(13,866	)	$	-		$	(16,193	)	$	(5,291	)	$	(64,487	)

Financing Activities:
Proceeds from issuance of common stock		380,000			-			380,000			-			2,738,398
Prepaid for stock purchase		(76,923	)		-			-			(100,000	)		-
Net cash provided by financing activities	$	303,077		$	-		$	380,000		$	(100,000	)	$	2,738,398

Effect of Exchange Rate on Cash	$	(27	)	$	-		$	796		$	-		$	29,076
Net increase (decrease) in cash and cash equivalents	$	167,514		$	(150,118	)	$	233,548		$	(49,842	)	$	268,444
Cash and cash equivalents at beginning of the period	$	100,930		$	213,873		$	34,896		$	113,597		$	-
Cash and cash equivalents at end of the period	$	268,444		$	63,755		$	268,444		$	63,755		$	268,444

F-5

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE A- BUSINESS DESCRIPTION

Hyperera, Inc. (the “Company”), incorporated under the laws of Nevada on February 19, 2008, with registered address at 1955 Baring Blvd, Sparks, NV 89434. Hyperera, Inc. operates its business in the U.S. as Hyperera USA, Inc. the Company’ s wholly owned branch located in the State of Illinois and has principal office at 2316 South Wentworth Avenue, Chicago, IL 60616.

In addition to our U.S. operation, we have one representative office in China. Hyperera Beijing Representative Office (“Hyperera Beijing”) was established on April 2, 2008. It is a representative office on behalf of Hyperera, Inc. The office was closed effective on July 1, 2009; in order to developing and operating more efficiently, at the mean time, Hyperera, Inc established a subsidiary Hyperera Technology (Beijing) Co, Ltd in China in July 3, 2009 to replace the office to conduct and operate the business of trading services, distribution, and marketing of the surgery anesthesia clinic management software and ICU management system software and hardware system in Asia.

Hyperera Technology (Beijing) Co, Ltd, as the wholly owned subsidiary, is registered on July 3, 2008 in China. Hyperera Technology (Beijing), Ltd is located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021.

Hyperera, Inc. is headquartered in 2316 South Wentworth Avenue, Chicago, IL 60616, USA. The telephone number is 312-842-2288.

Hyperera Inc is a high-tech enterprise specialized in the surgery anesthesia clinic management software and intensive care unit (ICU) management system, control software research, development, software maintenance, upgrade and services. Our business is the sale of the surgery anesthesia clinic management software and ICU management system in Asia, and North America.

The surgery anesthesia clinic management software and ICU management system software is developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”). It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment. Beijing Chaoran Chuangshi Technology Co. is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China. On March 1st, 2008, Hyperera, Inc. signed a long-term distribution agreement with Beijing Chaoran Chuangshi Technology Co. Beijing Chaoran Chuangshi Technology Co is a Chinese Technology company owned 100% by Mr.Liancheng Li, a Chinese national, the founder of the company.

F-6

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE B – SIGNIFICANT ACCOUNTING POLICIES

At September 30, 2013 for the three months then ended, the financial statements reflect the assets, revenues and expenditures of the Company on the accrued basis of accounting.

The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect certain amounts reported in the financial statements and disclosures. Accordingly, actual results could differ from those estimates.

The Company has determined the United States dollars to be its functional currency for Hyperera; People’s Republic of China Chinese Yuan Renminbi to be its functional currency in Hyperera Beijing subsidiary. Assets and liabilities were translated to U.S. dollars at the period-end exchange rate. Statement of operations amounts were translated to U.S. dollars using the first date of each month during the year. Gains and losses resulting from translating foreign currency financial statements are accumulated in other comprehensive income (loss), a separate component of shareholders’ equity.

Cash and Cash Equivalents

The Company considers all highly-liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of September 30, 2013, there was $ 268,444 cash and cash equivalents.

Property, Plant, and Equipment Depreciation

Property, plant, and equipment are stated at cost. Depreciation is being provided principally by straight line methods with mid-month convention over the estimated useful lives of the assets. As of September 30, 2013, total fixed assets were $ 64,487, and accumulated depreciation was $33,735. The net fixed assets were $30,752 in the Company’s balance sheets as of September 30, 2013. The straight line depreciation methods over 7 years for furniture and 5 years for computers were used to calculate depreciations.

Comprehensive Income (Loss)

The company’s comprehensive income (loss) is comprised of net income (loss), unrealized gains and losses on marketable securities classified foreign currency translation adjustments, and unrealized gains and losses on derivative financial instruments related to foreign currency hedging. For the three months period ended September 30, 2013, the company has $ 27 comprehensive loss.

F-7

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Stock-Based Compensation

The Company accounts for stock issued for services using the fair value method. In accordance with FASB ASC 505, the measurement date of shares issued for services is the date at which the counterparty’s performance is complete.

Net Loss Per Common Share

Basic EPS is computed by dividing the income (loss) available to Common Shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted-average number of shares of common stock and common stock equivalents outstanding during the periods.

The Company only issued one type of shares, i.e., common shares only. There is no other type of securities issued. Accordingly, the diluted net loss and basic net loss per common share are the same.

Concentration of credit risk

The Company maintains its cash in bank accounts which, at times, may exceed the federally insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash.

Loans to Greensaver Corporation

On April 15, 2011, the Company signed a loan agreement with un-related party Greensaver Corporation to advance loan amount of $1,538,462 at annual interest rate of 10%. As of September 30, 2013, the Company has $301,265 accrued interest receivable. Greensaver Corporation is a silicon battery manufacturer located in 8 North Yangzijinag Rd, Ningbo, Zhejiang, China. The Company is in reorganization under the local Chinese laws. And the status of the relationship with Greensaver Corporation as of September 30, 2013 is as follows:

(1) The loan agreement was amended and extended to December 31, 2015;

(2) Hyperera is no longer pursuing the joint venture with Greensaver Corporation;

(3) Because Greensaver is incapable to repay the loan, the loan amount plus interest was paid only once at January 2013 for total RMB 500,000 by Greensaver as of today. Due to GreenSaver Corp is in reorganization under the local Chinese laws; they have to post the pay back plan as follow.

F-8

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Loans to Greensaver Corporation (Continued)

·	Payback RMB 500,000 due on December 31, 2013

·	Payback RMB 500,000 due on March 31, 2014

·	Payback RMB 500,000 due on June 30, 2014

·	Payback RMB 500,000 due on September 30, 2014

·	Payback RMB 1,500,000 due on December 31, 2014

·	Payback RMB 3,000,000 due on June 30, 2015

·	Payback RMB 3,000,000 due on December 31, 2015

Revenue Recognition

In accordance with the FASB ASC 985-605-25-3 Software Revenue Recognition if the arrangement does not require significant production, modification, or Customization of software, revenue shall be recognized when all of the following criteria are

a. Persuasive evidence of an arrangement exists (paragraphs 985-605-25-15 through 25-17).

b. Delivery has occurred (paragraphs 985-605-25-18 through 25-29).

c. The vendor’s fee is fixed or determinable (see paragraphs 985-605-25-30 through 25-40).

d. Collectability is probable (paragraphs 985-605-25-13 through 25-14 and 985-605-

25-30 through 25-40).

The Company recognizes sales revenue for hardware, software and customized clinical information systems sales when it is realized or realizable and earned.

(1)	Sales of Hardware

For most of the Company’s hardware product sales, these criteria are met at the time the product is shipped. The Company recognizes revenue from the sale of hardware products, and software bundled with hardware that is essential to the functionality of the hardware sold by the Company in accordance with general revenue recognition accounting guidance based on guidance in FASB ASC 605-25.

F-9

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenue Recognition (Continued)

For three months ended June 30, 2013 and 2012, there were no hardware sales.

(1)	Sales of Software

In accordance with FASB ASC 605-25 and FASB ASC 985-605-25, “Revenue Recognition,” the Company recognizes software sales revenue when it is realized or realizable and earned. Revenue is realized or realizable when the product is exchanged for cash or for claim to cash or other assets that are readily convertible into known amount of Cash.

The Company must meet all of the following four criteria under FASB ASC 605-25 and FASB ASC 985-605-25 to recognize software revenue.

·	Persuasive evidence of an arrangement exists

·	Delivery has occurred

·	The vendor’s fee is fixed or determinable

·	Collectability is probable.

The Company recognizes revenue in accordance with industry specific software accounting guidance for the following types of sales transactions: (i) standalone sales of software products, (ii) sales of software upgrades and (iii) sales of software bundled with hardware not essential to the functionality of the hardware.

The Company’s CIS software is standalone, and for the period of three months ended September 30, 2013 and 2012, there were no software sales revenue.

(2)	Multiple-element Arrangement for Sales of Hardware, Software and CIS:

We currently recognize multiple-element sales revenue pursuant to FASB ASC Topic 985-605 Software, Revenue Recognition, or ASC 985-605. We generate revenue from the sale of our software products sold directly to end-users. We also generate revenue from sales of hardware and third party software, implementation, training, software customization, post-contract support (maintenance). A typical system contract contains multiple elements of the above items. FASB ASC Topic 985-605-25, Software, Revenue Recognition, Multiple Elements, or ASC 985-605-25, as amended, requires revenue earned on software arrangements involving multiple elements to be allocated to each element based on the relative fair values of those elements. The fair value of an element must be based on vendor specific objective evidence ("VSOE"). We limit our assessment of VSOE for each element to either the price charged when the same element is sold separately or the price established by management having the relevant authority to do so, for an element not yet sold separately. VSOE calculations are updated and reviewed at the end of each quarter or annually depending on the nature of the product or service.

F-10

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenue Recognition (Continued)

In accordance with paragraph 4-14 of FASB ASC 605-45, "Reporting Revenues Gross as a Principal versus Net as an Agent", the Company will recognize revenues on a gross basis. ASC 605-45 discusses whether revenues and cost of goods sold to arrive at gross profit and their corresponding assets and liabilities should be recorded at gross or net.

The following indicators of gross revenue recognition are applicable in the Company:

·	Acts as principal in the transaction.

·	Has risk and rewards of ownership, such as risk of loss for collection, delivery and returns, and

·	Takes title to the products,

·	Flexibility in pricing

·	Assumes credit risk;

·	The company can change the products or perform part of the service, and the Company customizes the supplier’s software based on customer’s needs.

All the indicators of net revenue reporting (ASC 605-45, paragraph 16-23) are not applicable in the Company.

Operating Expenses

Operation expenses include selling, general & administrative expenses and depreciation & amortization expenses.

For the three months period of July 1 to September 30, 2013, and 2012, there’s total of $ 128,891 and $ 150,539, operating expenses respectively; and $ 1,166,442 for the cumulative period February 19, 2008 to September 30, 2013. The selling, general and administrative expenses and depreciation details were showed in the Exhibit A.

F-11

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Professional Fee

Professional fees are included accounting and auditing fee, consulting fee, legal fee, SEC filing expenses, and other professional fees. For the three months ended September 30, 2013 and 2012, the Company incurred $ 5,530 and $ 95,900 professional fee respectively; and $ 427,450 for the cumulative period February 19, 2008 to September 30, 2013.

Income Tax

The Company filed extension for corporate tax return Form 1120 to Internal Revenue Service and IL 1120 to the State of Illinois for the year 2012. There is no income tax for the State of Nevada. Hyperera Technology (Beijing) Co, Ltd, filed annual report to Beijing local tax bureau, and no income tax dues were paid to Chinese government.

Operating Leases

The Company entered into two leases for its corporate offices under terms of non-cancelable operating leases. The first lease term is from March 1, 2008 through February 28, 2014 and requires a $600 monthly lease payment. This office space is the corporate office of US, and is leased from a related party, which is the Company’s officer Simon Bai. For the three months ended September 30, 2013 and 2012, there were $1,800 rent expenses incurred for both periods.

The second lease is the office space for China’s subsidiary in Beijing, is located at Room 11A, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021. The lease term runs from July 1, 2009 through March 25, 2013 and required a RMB 17,552 monthly lease payment. For the three months ended September 30, 2013 and 2012, there was USD $ 11,415 and $ 9,573 rent expenses incurred correspondingly.

The third lease is the research and development office space for China’s subsidiary in Beijing, is located at Room 7B, Block B, Kingwing Hotel, No. 17 Dongsanhuan South Road, Chaoyang District, Beijing, China 100021. The lease term runs from August 11, 2013 through August 10, 2014 and required a RMB 19,438 monthly lease payment. For the three months ended September 30, 2013 and 2012, there was USD $ 2,718 and $ 0.00 rent expenses incurred correspondingly.

Therefore, there was total of $ 15,900 and $11,373 rent expenses for the three months end September 30, 2013 and 2012.

F-12

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE C – RELATED PARTY TRANSACTIONS

Common Shares Issued to Executive and Non-Executive Officers and Directors

As of September 30, 2013, total 20,400,000 shares were issued to officers and directors were not changed. And the total outstanding shares were 40,104,000; the percentage of common shares issued to executive and non-executive officers and directors have been changed accordingly. Please see the Table below for details:

Name	Title	Share QTY		Amount		Date	% of Common Share*
Zhi Yong Li	Chairman		10,000,000	$	10,000.00	2/19/2008		24.94	%
Wei Wu	President		5,000,000	$	5,000.00	2/19/2008		12.47	%
Hui Tao Zhou	Director		5,000,000	$	5,000.00	2/19/2008		12.47	%
Jian Wu Zhang	Director		100,000	$	3,000.00	3/31/2008		0.25	%
Ming Liu	Director		100,000	$	3,000.00	3/31/2008		0.25	%
Hong Tao Bai	Vice-President		100,000	$	3,000.00	3/31/2008		0.25	%
Nan Su	CTO		100,000	$	3,000.00	3/31/2008		0.25	%
Simon Bai	CFO							0.00	%
Total			20,400,000	$	32,000.00			50.87	%

__________

* The percentage was based on the total outstanding shares of 40,104,000 as of September 30, 2013.

Loans from Shareholders

On March 2, 2008, founder of the Company, Mr. Zhiyong Li opened a bank account at Chicago branch with CitiBank. Mr. Zhiyong Li loaned $500.00 to the Company to open the bank account, and the same amount have returned back to him on March, 2009. In the year of 2009, the Company’s founder and CEO, Mr. Zhiyong Li have loaned $53,631 to Beijing subsidiary, Hyperera Technology (Beijing) Co. Ltd for operating and administrating expenses.

In 2010, the Company repaid the loan balance to Mr. Li Zhiyong. As of December 31, 2010, there was travel related expense of $985 paid by Mr. Li Zhiyong, which was accounted as loans from shareholders.

F-13

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Loans from Shareholders (Continue)

From January to March 31, 2011, there were no additional loans from Mr. Li Zhiyong. Therefore, as of March 31, 2011, the total balance of Loans from Shareholders was $985.

From April to June 30, 2011, Mr. Zhiyong Li advanced additional amount of $6,901 to the Company. The loans would be repaid as request without interest. As of December 31, 2011, the balance of loan from Shareholder was $7,886.

In 2012, Mr. Zhiyong Li advanced additional $24,867 to the Company. Therefore, as of December 31, 2012, the balance of loan from Shareholder was $32,753. The loans would be repaid as request without interest.

As of September 30, 2013, the balance of loan from Shareholder is $ 20,485. The loans would be repaid as request without interest.

Loans to Related Party Supplier- Beijing Chaoran

From October to December 2010, the Company advanced short-term loans of $995,836 as of December 31, 2010 to related party supplier, Beijing Chaoran. The interest rate was agreed at annual rate of 3.0%, the accrued interest receivables were $3,127. The repayment terms were demanded as request by the Company.

From January to March 31, 2011, the Company advanced additional short-term loans of $747,500 to related party supplier, Beijing Chaoran. The interest rate was estimated at annual rate of 3%, the accrued interest receivables were $9,273.

On April 15, 2011, Beijing Chaoran returned the loan amount of $1,538,462 to the Company; the Company signed a loan agreement with un-related party Greensaver Corporation to advance loan amount of $1,538,462 at annual interest rate of 10%. The loan term is for short-term 6 months.

As of December 31, 2012, the balance of loan amount to Related Party Supplier-Beijing Chaoran was $5,873, and the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

As of September 30, 2013, the balance of loan amount to Related Party Supplier-Beijing Chaoran is $ 183,707, and the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

F-14

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Loans from Others

In order to continually operation and survive the business, the Company loaned money from shareholders relatives and others.

As of September 30, 2013, the balance of loan from others is $ 237,655. The loans would be repaid as request without interest.

Cost of Goods Sold

The Company’s purchase cost is primarily from supplier, Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”), owned 100% by Mr.Liancheng Li, the father of Mr. Zhiyong Li. The management believes that the purchase price for the parts will be market price.

The products the Company will sell are provided by Beijing Chaoran Chuangshi Technology Co., Ltd. Beijing Chaoran was established in 2002 specializing in management information system applied in power industry. The Company signed a two-year software license and distribution agreement with Beijing Chaoran on March 1, 2009.

Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for suegery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed solely by Beijing Chaoran during the term of the agreement. Beijing Chaoran is the exclusive supplier of the products Hyperera sells. The management of Hyperera, Inc. believes that the purchase price for the system and software from Hyperera will be market price. Hyperera, Inc. and Beijing Chaoran are two totally separated entities, i.e., Hyperara, Inc. is a USA corporation and will fully comply with USA regulations and USA general accepted accounting principles; Beijing Chaoran is a Chinese company and it will comply with Chinese legal systems. Hyperera, Inc. and Beijing Chaoran will operate independently. Beijing Chaoran, as a Chinese local company, will record their software and hardware costs based on the Chinese accounting regulations rulings. But, when Hyperera, Inc. purchases the software and hardware and the services from Beijing Chaoran, Hyperera, Inc. will assume the product and service liabilities with customers, and Hyperera, Inc. record the actual costs paid to Beijing Chaoran as long as the products or services been delivered to Hyperera, Inc. by Beijing Chaoran.

The management of Beijing Chaoran disclosed to Hyperera, Inc. that Beijing Chaoran adopted the cost plus pricing policies with market adjustment, negotiable with customers. Beijing Chaoran adopted the cost plus system for all the products for all customers including the product, surgery anesthesia clinic management software and ICU management system exclusively distributed by Hyperera, Inc. Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of total cost.

F-15

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE C – RELATED PARTY TRANSACTIONS (Continue)

Cost of Goods Sold (Continue)

In March 1, 2009, the Company placed order to purchase the three hardware parts through Beijing Chaoran, the total cost of the hardware purchase is $207,998.00, the amount of $59,998 and $ 148,000 was prepaid on March 9 and 18, 2009 respectively.

And the prepaid amount of $59,998 became cost of good sold as of December 31, 2009, and the prepaid amount of $148,000 became cost of good sold as of March 31, 2010.

For the three months ended September 30, 2013 and 2012, there was no cost of goods sold incurred.

NOTE D – SHAREHOLDERS’ EQUITY

Under the Company’s Articles of Incorporation dated February 19, 2008, the Company is authorized to issue 200,000,000 shares of capital stock with a par value of $0.001.

On Feburary19, 2008, the Company was incorporated in the State of Nevada.

On February 19, 2008, , the Company issued 20,000,000 shares to three founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou at $0.001 per share or $20,000 for initial capital (stock subscription receivable). On March 31, 2008, the Company issued total 5,200,000 shares to 52 shareholders at $0.03 per share or $156,000 for common stock (stock subscription receivable). On April 28, 2008, the Company issued additional 1,400,000 shares to 14 shareholders at $0.03 per share or $42,000 for common stock (stock subscription receivable). On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders at $ 0.03 per share, and the total proceeds of $36,000 were received.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $4,170.

F-16

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE D – SHAREHOLDERS’ EQUITY (Continue)

At December 15, 2009, additional 60,000 shares were issued to 3 shareholders, Baozhong Fu, Long Zhang, and Xuefeng Zhang, Chinese citizens, at $ 0.20 per share, and the total proceeds of $12,000 were received.

On September 10, 2010, additional 2,030,000 shares were issued to 79 shareholders, Chinese citizens, at $ 0.20 per share or $ 406,000 for common stock (stock subscription receivable). On December 15, 2010, additional 5,855,000 shares were issued to 70 shareholders at $0.20 per share for $1,171,000. On December 31, 2010, additional 100,000 shares were issued to Mr. Jing Li for financial consulting services at $0.20 per share for $20,000. Therefore, as of December 31, 2010, the Company has a total of 35,984,000 shares were issued and outstanding.

At January 1, 2011, 50,000 shares were issued to one shareholder at $0.20 per share for $10,000. On March 31, 2011, additional 1,660,000 shares were issued to 13 shareholders, Chinese citizens at RMB 1.40 per share, equivalent at USD $0.2153 per share for RMB 2,324,000. At May 1, 2011, 210,000 shares were issued to 8 shareholders at $0.30 per share for $63,000. At June 30, 2011, 200,000 shares were issued to one shareholder at $0.20 per share for $40,000 which was stock subscription receivable as of June 30, 2011.

At July 15, 2011 100,000 shares were issued to one shareholder at $0.45 per share, total proceeds of $45,000 were received on July 2011.

There was no share issued in year 2012.

On July 1, 2013, additional 400,000 shares were issued to 1 shareholder, Chinese citizens, at $ 0.20 per share for $ 80,000.

On August 30, 2013, additional 1,500,000 shares were issued to 2 shareholders, Chinese citizens, at $ 0.20 per share for $ 300,000.

Therefore, as of September 30, 2013, the total outstanding common shares were 40,104,000.

Stock Subscription Receivable

At February 19, 2008, the Company had receivables from its four founding stockholders aggregating $20,000 for the purchase of their Company common stock.

F-17

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Stock Subscription Receivable (Continued)

At March 31, 2008, the Company had receivables from its 52 shareholders aggregating $ 156,000 for the purchase of their Company common stock. And at April 28, 2008, the Company had receivables from its 14 shareholders aggregating $ 42,000 for the purchase of their Company common stock.

All receivables of the above $ 218,000 were subsequently paid in full in July 2008.

At March 31, 2011, the Company had receivables from 4 shareholders aggregating of $90,426 for 420,000 shares issued. The total receipts were received on April 2011.

At June 30, 2011, 200,000 shares were issued to one shareholder at $0.20 per share for $40,000 which was stock subscription receivable as of June 30, 2011. Total proceeds at $1,318 were received on July 2011.

At October 2011, the stock subscription receivable of $ 38,682 was received.

As of September 30, 2013, total stock subscription receivable on balance sheet is $0.00.

NOTE E – GOING CONCERN

As shown in the accompanying financial statements which have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern, the Company has incurred operating losses of $ 89,355 and $ 111,833 for three months ended September 30, 2013 and 2012 and a cumulative operating loss of $ 738,960 for the period February 19, 2008 (inception) through September 30, 2013. The Company is considered to be a development stage company.

The financial statements do not include any adjustments relating to the carrying amounts of recorded assets or the carrying amounts and classification of recorded liabilities that may be required should the Company be unable to continue as a going concern.

The Company’s short-term loans to GreenSaver Corp. of $1,538,462 raised substantial doubt about it’s ability to carry out it’s operational business plan and cause uncertainty about its cash flows immediately, such borrows or withdraws may raise substantial doubt about the Company’s ability to continue as going concern immediately. The Company amended the loan agreement with new management of the Greensaver Corp and new management of Greensaver Corp will start paying the principal and interest to the Company over the next 3 years, the loan balance will be paid off by July 31, 2015. Due to GreenSaver Corp is in reorganization under the local Chinese laws; there may be uncertainty about the Greesaver Corp. The risk of the loan default is significant high. If the loan is in default, then the Company may be required to cease or curtail its operation immediately.

F-18

HYPERERA, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE E – GOING CONCERN (CONTINUED)

There is no guarantee that the Company will be able to raise enough capital or generate revenues to sustain its operations and carry out its business plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operation.

F-19

Exhibit A

	Three Months Ended September 30		Three Months Ended September 30		Nine Months Ended September 30		Nine Months Ended September 30		Cumulative from February 19, 2008 (Date of Inception) Through September 30,
	2013		2012		2013		2012		2013
Expense
Bank Service Charges		416		338		654		773		3,975
Dues & Subscriptions		-		-		-		-		110
License & Registration		2,620		-		3,019		-		15,363
Meals and Entertainment		9,344		-		9,344		1,820		24,155
Computer and Internet Expenses		115		91		428		91		672
Meeting & Conference		14,654		-		14,654		-		18,511
Vehicle and Vessel Usage Tax		-		-		-		-		74
Telephone Expense		252		-		252		-		1,465
Office Supplies		3,391		138		13,359		2,458		44,397
Utilities		536		694		1,362		3,064		12,146
Auto		10,952		-		11,402		5,665		25,773
Depreciation		4,385		3,783		12,073		8,644		33,735
Employees Welfare Expense		1,269		461		1,269		1,385		2,654
Gift and promotion Expense		-		-		1,758		5,173		6,932
Insurance		4,733		1,428		8,890		3,034		19,079
Bank interest		-		-		5		31		31
Purchase of Bank Note		-		-		-		-		15
Small tools and equipment		-		-		-		150		150
Supplies		-		-		-		-		1,307
Administration Expense		-		-		225		-		298
Postage		399		-		476		825		2,379
Payroll Expenses		43,848		18,338		78,776		49,823		245,726
Professional Fees		5,530		95,900		50,386		155,172		427,450
Rent Expense
Rent Expense - China Subsidiary		14,133		9,573		35,121		27,248		153,472
Rent Expense - US Corporation		1,800		1,800		5,400		5,400		40,200
Rent Expense		15,933		11,373		40,521		32,648		193,672
Tax-China Operation		-		10,166		-		10,166		11,466
Travel Expense		10,513		7,829		11,598		12,882		74,906
Total Expense		128,891		150,539		260,452		293,804		1,166,442

F-20

Item 2. Management’s Discussion and Analysis or Plan of Operation.

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information included in this Form 10-Q.

Our Management’s Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rate; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission.

Although the forward-looking statements in this Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

Overview

Existing Business

Our business is the sale of hardware and software and the customization of clinical information system software for medical clinics and hospitals in China and throughout Asia. We have been developing our infrastructure to begin marketing clinical information system software and hardware. We have generated no hardware sales revenues for the six months period ended September 30, 2013, and cumulative revenue of $228,858 from date of inception February 19, 2008 to September 30, 2013. There were no software sales revenues generated as of September 30, 2013.

The Clinical Information System was developed in China by Beijing Chaoran Chuangshi Technology Co., Ltd (“Beijing Chaoran”). It was established in 2002 specializing in technology developed and service, sales of computer hardware and software, machine and electric equipment. Beijing Chaoran is located in No.28 Mujiu Road, Mujiayu Town, Miyun, Beijing, China. Beijing Chaoran is a Chinese Technology company owned 100% by Mr.Liancheng Li, the father of our Chairman Zhi Yong Li.

We signed a six-year software distribution agreement with Beijing Chaoran on March 1, 2009. Under the terms of the agreement Beijing Chaoran authorizes Hyperera to be its exclusive sales and service agent for surgery anesthesia clinic management software and ICU management system product lines. The product lines shall include the products that Beijing Chaoran developed before the agreement signed and the products that will be developed by Beijing Chaoran during the term of the agreement. Beijing Chaoran is the exclusive supplier of the products Hyperera sells. The purchase price Hyperera will pay for all products subject to this agreement will be comparable to what Hyperera would have paid a non-related party in arm’s-length transactions. Specifically, the selling price for Beijing Chaoran is determined by total actual cost of direct materials (hardware), direct labor, and allocated overhead, plus 5-10% of Beijing Chaoran’s total purchase cost if Beijing Chaoran resells to Hyperera.

Our operations depend heavily on the continuation of our distribution agreement with Beijing Chaoran. The agreement with Beijing Chaoran was originally for a term of three years commencing March 1, 2009, subject to earlier termination upon terms described in the Agreement. We have orally agreed to extend the Agreement for three additional years upon the same terms and conditions. Although we believe such events are not likely, if they were to occur, we may not be able to find alternative suppliers if the agreement is terminated or not renewed which could reduce our revenues or cause us to cease operations.

We have continued to encounter difficulties in marketing this product but our efforts are continuing. We’ve hired another 6 employees and rent a new office to continue the project of the sale of hardware and software and the customization of clinical information system software for medical clinics and hospitals. We are planning to sell the software of Mobile Nurse Station, Mobile Healthcare and Impatient System in China and sell relevant equipment relating to the above systems. The research and development is completed however we have made no sales and no assurance can be given if or when we would make sales.

Future Wastewater Treatment Business

We are continuing to evaluate a new line of business: A project to purify the wastewater from varieties industries, such as biochemical, aquaculture and food processing and brewing. However, in the first stage, we will focus on pesticide wastewater processing. Although we have held discussions with potential clients, we have no contracts, agreements or commitments to sell any equipment or provide any services in this line of business as of the date of this Report. Our current thinking is that we may decide to discontinue pursuing this line of business in the near future because we don’t think it may be viable for us to proceed. We have yet to make a decision on this matter however and cannot predict when, if ever, we will do so. However, we have set the end of the year as a temporary deadline as to whether or not to proceed with this project.

Emerging Growth Company

We are an “emerging growth company” (“EGC”) that is exempt from certain financial disclosure and governance requirements for up to five years as defined in the Jumpstart Our Business Startups Act (“the JOBS Act”), that eases restrictions on the sale of securities; and increases the number of shareholders a company must have before becoming subject to the U.S. Securities and Exchange Commission’s (SEC’s) reporting and disclosure rules (See “Emerging Growth Companies” section above). We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the Jobs Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.

Results of Operations

For the three months ended September 30, 2013 vs. September 30, 2012.

Revenue

For the three months ended September 30, 2013 and 2012, the Company had $0.00 revenue for hardware sales respectively.

For the three months ended September 30, 2013, and 2012, there were no software sales.

Cost of Revenue

All the products sold were purchased from Beijing Chaoran. For the three months ended September 30, 2013 and 2012, the Company incurred zero cost of goods sold.

For the three months ended September 30, 2013, and 2012, there was no software cost of goods sold incurred.

Expense

For the three months ended September 30, 2013, the Company incurred selling, general and administrative expenses, and depreciation expense of $ 128,891. The primary expenses were professional fee of $ 5,530, rental expense of $15,933; travel expense of $ 10,513, Auto expense of $ 10,952, and payroll expense of $43,848.

For the three months ended September 30, 2012, the Company incurred selling, general and administrative expenses and depreciation expense of $ 150,539.

The Company is still development stage enterprise and need to secure financing activities to survive the business. And the Company was in the progress of building up the network relations and promotion of Hyperera’s name and its products. Accordingly, the Company incurred significant increase of overall selling, general and administrative expenses.

Income Taxes

There were no income taxes.

Net Loss

For three months ended September 30, 2013, the Company had net loss of $89,355; for three months ended September 30, 2012, the Company incurred net loss of $ 111,833. At September 30, 2013, the Company had accumulated net loss of $ 738,960 for cumulative period from February 19, 2008 (Date of Inception) through September 30, 2013.

For the nine months ended September 30, 2013 vs. September 30, 2012.

Revenue

For the nine months ended September 30, 2013 and 2012, the Company had $0.00 revenue for hardware sales respectively.

For the nine months ended September 30, 2013, and 2012, there were no software sales.

Cost of Revenue

All the products sold were purchased from Beijing Chaoran. For the nine months ended September 30, 2013 and 2012, the Company incurred zero cost of goods sold.

For the nine months ended September 30, 2013, and 2012, there was no software cost of goods sold incurred.

Expense

For the nine months ended September 30, 2013, the Company incurred selling, general and administrative expenses, and depreciation expense of $260,452. The primary expenses were professional fees of $ 50,386, rental expense of $40,521, travel expense of $ 11,598, Auto expense of $ 11,402; and payroll expense of $78,776.

For the nine months ended September 30, 2012, the Company incurred selling, general and administrative expenses and depreciation expense of $ 293,804.

Income Taxes

There were no income taxes.

Net Loss

For nine months ended September 30, 2013, the Company had net loss of $ 142,948; for nine months ended September 30, 2012, the Company incurred net loss of $ 173,424. At September 30, 2013, the Company had accumulated net loss of $ 738,960 for cumulative period from February 19, 2008 (Date of Inception) through September 30, 2013.

Commitments and Contingencies

Our Company is still a development stage enterprise, and we continue to expend our efforts in our marketing to sell our software. However, we have met unanticipated significant market resistance to our software because its current technological stage of development. Further, due to most of our potential customers are state-owned hospitals, we incurred significant difficulty to go through the lengthy governmental approval process. We continue to explore methods to improve our product and remedy this situation, but also have started looking for opportunities to develop other profit areas to respond to shareholders’ investment expectations.

See discussion of “Loans to Greensaver Corporation” below for a more complete discussion of the current status of this matter.

Loans to Related Party Supplier- Beijing Chaoran

From October to December 2010, the Company advanced short-term loans of $995,836 as of December 31, 2011 to supplier, Beijing Chaoran. The interest rate was agreed at annual rate of 3.0%, the accrued interest receivables were $3,127. The repayment terms were upon demand as request by the Company.

From January to September 30, 2012, the Company advanced additional short-term loans of $747,500 to supplier, Beijing Chaoran. The interest rate was estimated at annual rate of 3%, the accrued interest receivables were $9,273.

On April 15, 2012, Beijing Chaoran repaid the loan amount of $1,538,462 to the Company; the Company signed a loan agreement with unrelated party Greensaver Corporation to advance loan amount of $1,538,462 at annual interest rate of 10%.

As of December 31, 2012, the balance of loan amount to Related Party Supplier-Beijing Chaoran is $5,873 the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

As of September 30, 2013, the balance of loan amount to Related Party Supplier-Beijing Chaoran is $ 183,707, and the interest incomes from Beijng Chaoran were based on annual interest rate of 3%.

Loans to Greensaver Corporation

On April 15, 2012, the Company through its subsidiary Hyperera Technology (Beijing) Co., Ltd. signed a loan agreement with unrelated party Greensaver Corporation to advance a loan amount of $1,538,462 [10,000,000 RMB] at annual interest rate of 10%. The loan agreement was amended on March 2013 as follows:

The status of our relationship with Greensaver Corporation as of September 30, 2013 is as follows:

(1)	The loan agreement was amended and extended to July 31, 2015;
(2)	Hyperera is no longer to pursue a joint venture with Greensaver Corporation ;
(3)	Because Greensaver is incapable to repay the loan, the loan amount plus interest was paid only once at January 2013 for total RMB 500,000 by Greensaver as of today. The loan agreement was amended on March 2013 to provide for a monthly payment of $80,645 starting July 1, 2013 and continuing until the loan is paid off by July 2015.

It has been subsequently amended as follows:

We were just advised that since Greensaver is still under organize, they cannot on schedule provide a monthly payment of $80,645 starting July 1. The English translation of the Chinese amendment to our agreement was filed as an exhibit to the Form 10-Q for the period ended June 30, 2013:

Our company (Greensaver Corporation) has pay back 500,000.00(RMB) on Dec. 31 2012. Due to the company under funding organization we have to post our pay back plan. We promise:

Pay back 500,000(RMB) due on Dec. 31 2013

Pay Back 500,000(RMB) due on Mar. 30 2014

Pay back 500,000(RMB) due on May 30 2014

Pay back 500,000(RMB) due on Sep. 30 2014

Pay Back 1,500,000(RMB) due on Dec.31 2014

Pay back 1,500,000(RMB) due on Feb. 28 2015

Greensaver Corp.

(Seal)

The Company has been involved in on-going discussions concerning this matter and if the Company has signed anything binding which changes or modifies the foregoing, it will file an amended Form 10-Q or a Form 8-K concerning such matter.

Liquidity and Capital Resources

	At September 30		At September 30		At December 31
	2013		2012		2012

Current Ratio*		8.16		46.20		29.75
Cash	$	268,444	$	63,755	$	34,896
Working Capital***	$	180,897	$	1,811,706	$	1,788,205
Total Assets	$	2,339,375	$	1,887,097	$	1,877,954
Total Liabilities	$	286,691	$	44,977	$	63,118

Total Equity	$	2,052,684	$	1,842,120	$	1,814,836

Total Debt/Equity**		0.14		0.02		0.03

__________

*Current Ratio = Current Assets /Current Liabilities

** Total Debt / Equity = Total Liabilities / Total Shareholders Equity.

*** Working Capital = Current Assets – Current Liabilities

The Company had cash and cash equivalents of $ 268,444 at September 30, 2013 and the working capital of $ 180,897, and cash and cash equivalent of $ 63,755 at December 31, 2012 and the working capital of $1,811,706.

The Company’s related party transactions, the short-term loans to related party supplier, may raise substantial doubt about its ability to carry out its operational business plan and cause uncertainty about its cash flows, such related party borrows or withdraws may raise substantial doubt about the Company’s ability to continue as going concerns.

Conclusion

Shareholder’s Equity

The Company had total equity of $ 2,052,684 and $ 1,842,120 at September 30, 2013 and 2012, and $ 1,814,836 at December 31, 2012 respectively.

On February 19, 2008, the Company issued 20,000,000 shares to six founders of the Company, Zhiyong Li, Wei Wu, and Huitao Zhou at $0.001 per share or $20,000 for initial capital (stock subscription receivable). On September 30, 2008, the Company issued total 5,200,000 shares to 52 shareholders at $0.03 per share or $156,000 for common stock (stock subscription receivable). On April 28, 2008, the Company issued additional 1,400,000 shares to 14 shareholders at $0.03 per share or $42,000 for common stock (stock subscription receivable). On July 20, 2008, additional 1,200,000 shares were issued to 7 shareholders at $ 0.03 per share, and the total proceeds of $36,000 were received.

On July 20, 2008, 139,000 shares were issued to Williams Law Group at $ 0.03 per share for the legal service value $4,170.

At January 1, 2011, 50,000 shares were issued to one shareholder at $0.20 per share for $10,000. On September 30, 2012, additional 1,660,000 shares were issued to 13 shareholders, Chinese citizens at RMB 1.40 per share, equivalent at USD $0.2153 per share for RMB 2,324,000. At May 1, 2011, 210,000 shares were issued to 8 shareholders at $0.30 per share for $63,000. At September 30, 2012, 200,000 shares were issued to one shareholder at $0.20 per share for $40,000 which was stock subscription receivable as of September 30, 2012.

At July 15, 2011 100,000 shares were issued to one shareholder at $0.45 per share, total proceeds of $45,000 were received on July 2011.

There was no share issued in year 2012.

On July 1, 2013, additional 400,000 shares were issued to 1 shareholder, Chinese citizens, at $ 0.20 per share for $ 80,000.

On August 30, 2013, additional 1,500,000 shares were issued to 2 shareholders, Chinese citizens, at $ 0.20 per share for $ 300,000.

Therefore, as of September 30, 2013, the total outstanding common shares were 40,104,000.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

Not applicable.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act) that are designed to ensure that information required to be disclosed in the Company’s Securities Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were not effective.

Changes in Internal Control over Financial Reporting

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Securities Exchange Act) during the fiscal quarter ended September 30, 2013 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

None.

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

On July 1, 2013, additional 400,000 shares were issued to 1 shareholder, Chinese citizens, at $ 0.20 per share for $ 80,000. On August 30, 2013, additional 1,500,000 shares were issued to 2 shareholders, Chinese citizens, at $ 0.20 per share for $ 300,000.

We relied upon Regulation S of the Securities Act of 1933, as amended for the above issuances to non US citizens or residents.

We believed that Regulation S was available because:

o	None of these issuances involved underwriters, underwriting discounts or commissions;
o	We placed Regulation S required restrictive legends on all certificates issued;
o	No offers or sales of stock under the Regulation S offering were made to persons in the United States;
o	No direct selling efforts of the Regulation S offering were made in the United States.

In connection with the above transactions, we provided the following to the investor:

o	Access to all our books and records.
o	Access to all material contracts and documents relating to our operations.
o	The opportunity to obtain any additional information, to the extent we possessed such information, necessary to verify the accuracy of the information to which the investors were given access.

There were no registered shares sold and no proceeds received from the sale of any registered shares.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Not applicable.

Item 6. Exhibits.

Exhibit No.		Document Description

31.1		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

31.2		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

32.1 *		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

32.2 *		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

Exhibit 101

Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Cash Flows, and (iv) the Notes to the Consolidated Financial Statements.**

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**

____________

* This exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

** 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.

SIGNATURES

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

Hyperera, Inc., a Nevada corporation

Title	Name	Date	Signature

Principal Executive Officer	Zhi Yong Li	November 19, 2013	/s/ Zhi Yong Li

In accordance with the Exchange Act, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

SIGNATURE	NAME	TITLE	DATE

/s/ Zhi Yong Li	Zhi Yong Li	Principal Executive Officer and Director	November 19, 2013

/s/ Simon Bai	Simon Bai	Principal Financial Officer and	November 19, 2013
		Principal Accounting Officer

EXHIBIT INDEX

Exhibit No.		Document Description

31.1		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

31.2		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

32.1 *		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

32.2 *		CERTIFICATION of CFO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002

Exhibit 101

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**

________________

Attached files

Stock widget

Investing forum

HYPERERA INC Reports

Also read