UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________________________________________

FORM 10-K

(Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

xFor ~~ANNUAL~~The ~~REPORT~~Fiscal ~~PURSUANT~~Year TOEnded ~~SECTION~~December 1331, ~~or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~2014

For The Fiscal Year Ended December 31, 2012

o [_] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to ____

Commission File No. 000-54009

FREEBUTTON, INC. (Exact name of registrant as specified in its charter)

A1 GROUP, INC.
(Exact name of registrant as specified in its charter)
Nevada	20-5982715
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Nevada		20-5982715
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

7040 Avenida Encinas,
Suite 104-159
Carlsbad, CA 92011

545 Second Street., #6 Encinitas, CA 92024		92024
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number, including area code: (760) 487-7772

(Address of principal executive offices, Zip Code)

~~Securities~~545 Second ~~registered pursuant to Section 12(b) of the Exchange Act: None~~Street., ~~Securities registered pursuant to Section 12(g) of the Exchange Act: Common stock~~#6 Encinitas, ~~par~~CA ~~value $0.001 per share. (Title of class)~~92024

~~Indicate~~(Former byaddress ~~check~~of ~~mark~~principal ifexecutive ~~the registrant is a well-known seasoned issuer~~offices, Zip ~~as defined in Rule 405 of the Securities Act. Yes o No x~~Code)

~~Indicate~~Registrant’s bytelephone ~~check~~number, including ~~mark~~area ifcode: ~~the registrant is not required to file reports pursuant to Section 13 or Section 15~~(d760) ~~of the Act. Yes o No x~~487-7772

~~Indicate~~Securities byregistered ~~check~~pursuant ~~mark whether the registrant (1) has filed all reports required~~ to ~~be filed by~~ Section ~~13 or 15~~ 12(db) 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~~None. ~~Yes x No o~~

~~Indicate~~Securities byregistered ~~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~~ Section 12(~~§232.405~~g) of ~~this chapter) during~~ the ~~preceding~~Exchange ~~12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o~~Act:

~~Indicate~~Common bystock, ~~check~~par ~~mark~~value ~~if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229~~$0.~~405~~001 ofper this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-Kshare. x

(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [_] No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [_] No [X]

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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [_]

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 (Do not check if a smaller reporting company) o[_] Smaller reporting company x[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[X]

The aggregate market value of the registrant’s common stock, par value $0.001 per share, held by non-affiliates of the registrant, based on the closing price of the common stock as of the last business day of the registrant’s most recently completed second fiscal quarter was approximately $03,598,525.

As of ~~April~~March 1226, ~~2013~~2015, the registrant had 3334,~~411~~168,~~620~~260 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

None.

iiA1 GROUP, INC.

FREEBUTTON, INC.

ANNUAL REPORT ON FORM 10-K

TABLE OF CONTENTS

		Page
PART I
ITEM 1.	Business	1
ITEM 1A.	Risk Factors	5
ITEM 1B.	Unresolved Staff Comments	6
ITEM 2.	Properties	6
ITEM 3.	Legal Proceedings	6
ITEM 4.	Mine Safety Disclosures	6
PART II
ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	6
ITEM 6.	Selected Financial Data	8
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk	10
ITEM 8.	Financial Statements and Supplementary Data	11
ITEM 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	12
ITEM 9A.	Controls and Procedures	12
ITEM 9B.	Other Information	13
PART III
ITEM 10.	Directors, Executive Officers and Corporate Governance	13
ITEM 11.	Executive Compensation	15
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	16
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence	16
ITEM 14.	Principal Accountant Fees and Services	18
PART IV
ITEM 15.	Exhibits and Financial Statement Schedules	19
	Signatures	20

Page

iii

PART I		1
ITEM 1.	BUSINESS	1
ITEM 1A.	RISK FACTORS	6
ITEM 1B.	UNRESOLVED STAFF COMMENTS	6
ITEM 2.	PROPERTIES	6
ITEM 3.	LEGAL PROCEEDINGS	6
ITEM 4.	MINE SAFETY DISCLOSURES	6
PART II		7
ITEM 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	7
ITEM 6.	SELECTED FINANCIAL DATA	8
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	8
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	10
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	10
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	11
ITEM 9A.	CONTROLS AND PROCEDURES	11
ITEM 9B.	OTHER INFORMATION	12
PART III		13
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	13
ITEM 11.	EXECUTIVE COMPENSATION	14
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	15
ITEM 13.	CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.	16
ITEM 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES.	16
PART IV		17
ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	17

Use of Certain Defined Terms

Except as otherwise indicated by the context, references in this report to “A1 Group”, “we,” “us,” “our,” “our Company,” or “the Company” are to the combined business of ~~Freebutton~~A1 Group, Inc.

Forward-Looking Statements

This Annual Report on Form 10-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “anticipate,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements.

We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Annual Report on Form 10-K and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.

These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of the Annual Report on Form 10-K. All subsequent written and oral forward-looking statements concerning other matters addressed in this Annual Report on Form 10-K and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Annual Report on Form 10-K.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

iviii

PART I

ITEM 1.

BUSINESS

Business Overview

We ~~operate~~are ~~sweepstakes~~an ~~websites~~electronic ~~featuring~~cigarette ~~free~~company with ~~giveaways~~Internet ofsales ~~premier~~and ~~consumer~~kiosk ~~products~~locations toin ~~users~~the bygreater ~~participating~~Miami inarea ~~online~~through ~~games.~~our ~~Our~~fully ~~partner~~owned ~~companies~~subsidiary ~~provide~~A1 ~~premier~~Vapors, ~~consumer~~Inc., ~~products~~which was incorporated in ~~various~~April ~~categories,~~2012 ~~such~~ as ~~sports,~~a ~~electronics,~~Florida ~~travel,~~Corporation. ~~gaming,~~A1 ~~style,~~Vapors ~~bags,~~is ~~etc~~a ~~for~~product ~~free~~development ~~giveaway,~~ and inmarketing ~~return,~~company ~~receive~~catering ato ~~series~~the ofelectronic vapor ~~benefits~~cigarette ~~including~~and ~~product~~accessories ~~exposure,~~industry. ~~advertising~~A1 ~~space~~Vapors ~~and~~offers ~~sales~~a ~~leads.~~variety Weof ~~also~~options ~~operate~~to anchoose ~~eCommerce~~from ~~website~~to ~~where~~appeal ~~the~~to ~~users~~all ~~can~~smokers ~~purchase~~including a ~~products~~diverse selection of ~~our~~devices ~~partner~~and ~~companies~~flavors.

“Electronic cigarettes” or “e-cigarettes” and “vaporizers” are battery-powered products that enable users to inhale nicotine vapor without smoke, tar, ash, or carbon monoxide. Electronic cigarettes look like traditional cigarettes and, regardless of their construction are comprised of three functional components:

A mouthpiece, which is a small plastic cartridge that contains a liquid nicotine solution;

The heating element that vaporizes the liquid nicotine so that it can be inhaled; and

The electronics, which include: a lithium-ion battery, an airflow sensor, a microchip controller and an LED which illuminates to indicate use.

When a user draws air through the electronic cigarette and or vaporizer, the air flow is detected by a sensor, which activates a heating element that vaporizes the solution stored in the mouthpiece/cartridge, the solution is then vaporized and it is this vapor that is inhaled by the user. The cartridge contains either a nicotine solution or a nicotine free solution, either which may be flavored.

The Company was engaged in the business of operating sweepstakes websites featuring free giveaways of premier consumer products to users who participated in online games. Prior to this the Company was offering window blind system products and ceased such operation upon the consummation of a change of control of the Company in August 2012. Since August 2012, and until mid-August 2014, management had been building the Company to be a platform for marketing and advertising initiatives and a marketplace for consumer products. On August 14, 2014 the Company entered into a Share Exchange Agreement with A-1 Vapors, Inc. as reported in our Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on August 22, 2014 (the “August 2014 Form 8-K”). The Company is now involved in the electronic cigarette retail market.

The Company has filed an Amendment to the Articles of Incorporation as reported in the 8-K file on January 16, 2015 requesting the state of Nevada and FINRA change its name from “FreeButton, Inc.” to the new name “A1 Group, Inc.” All of the Company’s filings will reflect the new name when the process is completed with the state and federal agencies.

Corporate History

WeThe ~~were~~Company was incorporated on November 27, 2006 under the laws of the State of Nevada and extra-provincially registered under the laws of the Province of Ontario on February 2, 2007. ~~Upon~~On September 28, 2012, the ~~consummation~~Company ofwith a ~~change~~majority of ~~control~~the asshareholders ~~described~~and ~~below,~~directors wechanged ~~ceased~~its ~~our~~name ~~business~~from ofSecured ~~offering~~Window Blinds, ~~our~~Inc. ~~window~~to ~~blind~~Freebutton, ~~system~~Inc. ~~products~~On June 23, ~~and~~2014 wea ~~now~~majority ~~operate~~of the ~~business~~shareholders ofand ~~sweepstakes~~directors and ~~eCommerce~~on ~~websites~~November 23, 2014 changed its name from Freebutton, Inc. to A1 Group, Inc.

~~Recent~~A1 ~~Development~~Group, Inc. is now a product development and marketing company catering to the electronic vapor cigarette and accessories industry.

Change of Control

On August 2, 2012, the Company entered into a Stock Purchase Agreement (the “Agreement”) by and among the Company, Anthony Pizzacalla, a former stockholder of the Company, James Edward Lynch, JR. and Dallas James Steinberger pursuant to which Mr. Pizzacalla sold to Messrs. Lynch and Steinberger an aggregate of 10,000,000 shares of the Company’s common stock which constitutes 94% of the Company’s then outstanding common stock, in exchange for payment by Messrs. Lynch and Steinberger from their personal fund in an amount of $10,000. Under the Agreement, Mr. Lynch and Mr. Steinberger each purchased 5,000,000 shares of the Company’s common stock, respectively.

Name Change and Symbol Change

On September 6, 2012, we filed a Certificate of Amendment to its Articles of Incorporation (the “First Amendment”) to change its name from “Secure Window Blinds, Inc.” to “The Free Button, Inc.”. On September 11, 2012, the Company filed a Certificate of Correction to the First Amendment (the “Corrected Amendment”) to correct its name from “The Free Button, Inc.” to “FreeButton, Inc.” The Corrected Amendment took effect as of September 11, 2012.

On September 24, 2012, the Company received approval by the Financial Industry Regulatory Authority (FINRA) for its name change and forward split. In connection with the name change, the Company changed its trading symbol from “SCWB” to “FBTN” (the “Symbol Change”). The Name Change and Symbol Change were announced on September 28, 2012.

Forward Split

The Company’s Board of Directors had previously approved a 15-to-1 forward split of the Company’s issued and outstanding shares (the “Fawad Split”). We received approval by FINRA on the Forward Split on September 24, 2012 and the forward split was announced on September 25, 2012.

~~Our~~Recent ~~Websites~~Developments

WeOn May ~~currently~~23, ~~have~~2014, ~~two~~FreeButton, ~~operating~~Inc. ~~websites~~(now known as A1 Group, ~~FreeButton~~Inc.~~com~~) entered into an Exchange Agreement with A-1 Vapors, Inc., to acquire A-1 Vapors. The transaction contemplated by the Exchange Agreement was consummated on August 14, 2014. As reported in our From 8-K filed with the SEC on August 22, 2014, the Company entered into a Share Exchange Agreement (the ‘Share Exchange Agreement”) which resulted in a Reverse Takeover with selling stockholders named in the prospectus, pursuant to which the Company offered and sold ~~FreeButtonStore~~an aggregate of 21,000,000 shares of common stock to all the stockholders of A-1 Vapors,, Inc.~~com~~, a Florida corporation (“A-1 Vapors”), incorporated in the State of Florida, on April 26, 2012. The acquisition has been treated as a recapitalization of Freebutton, Inc. (now known as A1 Group, Inc.), with A1 Vapors, Inc. as the accounting acquirer in accordance with the Reverse Merger rules. As a result of the consummation of the Share Exchange Agreement A-1 Vapors became a wholly-owned subsidiary of the Company and the electronic cigarette business of A-1 Vapors is now the primary business of the Company.

~~FreeButton~~A1 Group, Inc.~~com~~, (formerly known as Freebutton, Inc.) and through its wholly owned subsidiary A-1 Vapors Inc., is a product development and marketing company catering to the electronic cigarette and accessory industry, with internet sales and multiple kiosk retail locations in the Miami area. Bruce Storrs, Chairman, President, Chief Executive Officer, Treasurer, Secretary, Director and Andy Diaz Chief Operating Officer, Director of the Company, and are the sole shareholders’ of A1 Vapors, Inc.

~~FreeButton.com is the instant-win website that engages users to “click” the FreeButton to win an array of products. Users are not required to complete~~ As a ~~signing-up~~result ~~process, such as entering email addresses, in order to participate. Every attempt to win constitutes~~ of, ~~choosing a desired product on~~ the ~~home~~Share ~~page~~Exchange ~~or through the navigation bar~~Agreement, ~~clicking~~Bruce ~~that~~Storrs ~~item~~and toAndy ~~enter~~Diaz abecame ~~specific giveaway section, where~~ the ~~User~~majority isshareholders ~~taken to play a simple CAPTCHA (Completely Automated Public Turing test to tell Computers~~ and ~~Humans~~became ~~Apart)~~the ~~game~~principal officers ~~to prove they are a human~~ and ~~not~~directors aof ~~bots, and then clicking~~ the ~~FreeButton to instantly find out if they have won the chosen product~~Company. One user is allowed unlimited attempts to win. Each free giveaway win occurs upon a pre-determined amount of attempts to win. The attempts to win give exposure for products supplied by our partner companies. We launched FreeButton.com beta 1.0 version on October 1, 2012. On February 15, 2013, we launched FreeButton.com 2.0 version with improved product display in categories, such as sport, tech, style, and gaming.

~~Beginning~~As ~~February~~reported ~~2013~~in our Form 8-K file with the SEC on May 14, we2014, ~~have~~on ~~initiated~~April 11, 2014 the Company entered into a ~~charitable~~Binding ~~donation~~Letter ~~program~~of ~~CauseClick~~Intent at(“LOI”) ~~FreeButton.com~~to acquire A1 Vapors, Inc. ~~under~~a ~~which~~product wedevelopment ~~donate~~and ~~one~~marketing ~~cent~~firm UScatering ~~dollar~~to the electronic vapor cigarette industry. Under the terms of the LOI the Company will purchase all of the issued and outstanding capital stock of A1 pursuant to a ~~charitable~~definitive ~~organization~~agreement ~~selected~~to bybe entered into between the ~~Company~~parties. Consideration for ~~every~~the ~~attempt~~purchase towill ~~win~~be byapproximately ~~users~~21 million restricted shares of the Company’s common stock. As reported in ~~participating~~our ~~sweepstakes~~Current atReport on Form 8-k filed on May 27, 2014, on May 23, 2014 FreeButton (now known as A1 Group, Inc.~~com~~) entered into an exchange agreement (the “Exchange Agreement”) with A1 Vapors. ~~Mauli~~Under ~~Ola~~the ~~Foundation~~terms of the Exchange Agreement, ~~founded~~the ~~to introduce~~shareholders ~~surfing~~of A1 Vapors received 21,000,000 newly-issued shares of Free Button’s (now known as aA1 ~~natural~~Group, Inc.) ~~treatment~~Common Stock (now known as A1 Group, Inc.) in exchange for ~~cystic~~all ~~fibrosis~~ of A1 Vapor’s outstanding Common Stock. On August 22, 2014, the 21,000,000 shares were issued and A1Vapors, Inc. became a ~~variety~~wholly-owned subsidiary of ~~other~~A1 ~~health~~Group ~~challenges,~~Inc. is(formerly ~~currently~~FreeButton Inc.). The foregoing description of the ~~charitable~~LOI ~~organization~~does wenot ~~selected~~purport ~~for~~to ~~our~~be ~~donations~~complete ~~under~~and is qualified in its entirety by reference to the full ~~CauseClick~~text ~~program~~of the LOI, a copy of which is filed as Exhibit 10.3 Weto ~~may~~this ~~change~~Annual orReport ~~add~~on ~~selected~~Form ~~charitable~~10-K ~~organizations~~and orincorporated ~~cancel~~herein by reference. The foregoing description of the ~~CauseClick~~Exchange ~~Program~~Agreement atdoes ~~any~~not ~~time~~purport atto be complete and is qualified in its entirety by reference to the ~~sole~~full ~~discretion~~text of ~~our~~the ~~management~~LOI, a copy of which is filed as Exhibit 10.4 to this Annual Report on Form 10-K and incorporated herein by reference.

~~FreeButtonStore.com~~FSC Agreement

~~FreeButtonStore.com~~On isNovember 29, 2014 the Company entered into an ~~eCommerce~~Agreement ~~website,~~with ~~where~~FSC ~~users~~Company ~~can~~(“FSC”) ~~purchase~~to ~~products,~~assist ~~including~~with the ~~products~~development ~~they~~of ~~attempted~~a corporate vision and to ~~win~~build ona ~~FreeButton.com~~comprehensive Operating Plan to guide the Company, atand to assist in the designing of a ~~discounted~~strategic ~~price~~sales and marketing plan, with an associated branding strategy. This agreement includes the following;

FreeButtonStore.com could also link users to our partner companies’ websites to directly purchase their products. We share revenue with our partner companies on a pre-determined percentage for the purchased directed from FreeButtonStore.com.

Term:	Six (6) months. Either party may terminate the Agreement after four (4) months with a thirty (30) day advance written notice.
Fees:	Initial fee of ten thousand dollars ($10,000) at time this agreement is executed and six thousand ($6,000) per month during the final five (5) months of the engagement period.
Incentives:	the Company and FSC agree to establish an incentive plan. The Company has to provide FSC up to five hundred thousand (500,000) shares of common stock in A1Group, Inc. following the initial one hundred and twenty (120) days of the term of this Agreement , so long as items listed in the Agreement have been satisfactory delivered and all terms and conditions of the Agreement have been met.

We provide our partner companies with advertising programs that drive users to their respective websites or FreeButtonStore.com to make purchases. The advertising programs include editorial, photos, video, and banner. The partner companies pay a fee to place advertisements on our website in the sections for their individual giveaway products until such products are won by our users.

We plan to launch two additional websites, FreeButtonGaming.com & FreeButtonPlus.com.

FreeButtonPlus.com

FreeButtonPlus.com is designed to offer unique benefits to member users upon signing up our “Free+” program and paying for a fee. “Free+” program provides member users with benefits including, gifts with purchase, exclusive giveaways for members only, no CAPTCHA system prior to play, special offers from partner companies, ending- soon alerts, monthly attempt rewards, double donation values. We plan to launch FreeButtonPlus.com in approximately May 2013.

~~FreeButtonGaming.com.~~Convertible Promissory Notes

~~FreeButtonGaming.com.~~Subsequent isto ~~intended~~the ~~for~~period ~~giveaway~~on ~~events~~January ~~with~~16, ~~enhanced~~2015 an ~~changes~~agreement ofwas ~~winning,~~reached towhereby bethe ~~participated~~Convertible byPromissory ~~limited~~Note ~~number~~ of ~~paid users playing skill-required games~~$307,266. ~~The~~26 ~~number~~dated ofMarch ~~participating~~11, ~~users~~2014 and ~~the~~$16,828.56 ~~amount~~dated ~~each~~June 20, ~~user~~2014 ~~required~~would ~~to pay will~~ be ~~determined~~converted ~~depending~~to on1,473,161 ~~the~~common ~~cost~~shares of ~~winnable~~A1 ~~items~~Group, Inc. ~~The~~without ~~participating~~restrictive ~~users~~legend. ~~will~~Upon bedeliverance ~~sent~~of athe ~~link~~share certificate tothey ~~enter~~will abe ~~skill-required~~no ~~online~~further ~~game,~~obligations ~~such~~under asthe ~~“breakout”~~convertible orpromissory ~~“jewel mania”~~notes. ~~The~~ ~~user~~As ~~with~~of the ~~highest~~filing ~~score~~date inof ~~each~~the ~~game will win~~ Company’s10-K the ~~product.~~certificate ~~Additionally,~~had wenot ~~plan~~yet tobe ~~build~~delivered. anAs ~~Application~~reported ~~Programming~~in ~~Interface (API) and license~~ the ~~API~~Company’s ~~to other website publishers to be utilized for their own “play~~8-~~to-win”~~K ~~games. We~~dated ~~plan~~March to3, ~~launch FreeButtonGaming~~2015.~~com in approximately May 2013.~~

~~Integration~~Our ~~Site~~Website

We ~~plan~~currently tohave ~~integrate all four discussed websites into~~ one ~~main~~operating website ~~FreeButton~~, www.a1vapors.com,. ~~upon~~We ~~completion~~sell ~~of beta testing to~~ our ~~satisfaction.~~electronic Wecigarettes ~~estimate~~and ~~that~~accessories wethrough ~~will complete~~ the ~~integration in approximately August 2013~~web-site.

~~How We Generate Revenue~~Products

WeThe ~~have~~Company ~~not~~offer disposable ~~started~~electronic tocigarettes ~~generate~~in ~~revenue~~multiple ~~since~~sizes, ~~inception.~~puff Wecounts, ~~plan~~styles, toflavors ~~generate~~and ~~revenue~~nicotine ~~through~~strengths; ~~four~~rechargeable ~~sources. We~~electronic cigarettes ~~have~~that ~~built~~use upreplaceable ~~partner~~cartridges ~~engagement~~(also ~~programs~~known ~~and~~as ~~FreeButtonStore.com,~~“atomizers ~~and~~or ~~expect~~cartomizers”); toand ~~utilize~~rechargeable ~~the~~vaporizers for ~~addition~~use ~~revenue~~with ~~sources~~either aselectronic wecigarette ~~complete~~solution ~~construction~~(“e-liquid”) ofor ~~FreeButtonPlus.com~~dry ~~and~~herbs ~~FreeButtonGaming.com. Current~~or ~~sources include:~~leaf.

~~● Partner Engagement Programs –~~ We ~~expect~~have ~~our~~established arrangements ~~partner~~with ~~companies~~certain ~~that~~third ~~supply~~party ~~free~~manufacturers, ~~giveaway~~Kanger ~~products~~and Aspire, to ~~pay~~re-brand aor ~~fee~~“white ~~based~~label” onmost ~~the amount~~ of ~~attempts~~the ~~to win their~~ products that inwe ~~exchange~~sell, ~~for~~which ~~brand~~are ~~exposures,~~manufactured ~~brand~~by ~~engagement~~Kanger ~~such~~and asAspire, ~~“liking”~~with onthe ~~Facebook~~A1 orVapors ~~“following”~~logo. onIn ~~twitter~~addition, ~~and~~we ~~purchases~~sell ~~directed~~major toknown ~~their~~brands ~~own~~such as ~~website~~Cloupor.

●Product ~~FreeButtonStore.com – We expect to make profits by selling products supplied to us at a reduced wholesale price by our partner companies.~~Descriptions

~~Additional~~· ~~sources~~The ~~include:~~disposable electronic cigarettes feature a one-piece construction that houses ass the components and is utilized until the nicotine or nicotine free solution is depleted.

●· ~~FreeButtonPlus.com~~Rechargeable –electronic Wecigarettes ~~plan~~feature toa ~~charge~~rechargeable abattery ~~membership~~and ~~fee~~replaceable ~~for~~cartridge ~~users~~(also ~~signing~~known upas ~~the~~an “~~Free+~~atomizer ~~program~~or cartomizer”). The atomizers or cartomizers are changed when the solution is depleted from use.

●· ~~FreeButtonGaming.com~~Vaporizers –feature Wea ~~plan~~tank toor ~~charge~~chamber, a ~~membership~~heating ~~fee~~element ~~for~~and ~~users~~a ~~participating~~battery. ~~skill~~The vaporizer user fills the tank with the e-~~required~~liquid ~~games~~or tothe ~~win~~Chamber ~~giveaway~~with ~~products~~dry herb or leaf. The vaporizer battery can be recharged and the tank and chamber can be refilled.

~~Our~~· ~~long-term~~The ~~goal~~electronic cigarette solution or e-liquid, is the chemical means through which electronic cigarettes and vaporizers, respectively, deliver nicotine, simulate the taste of tobacco and or other flavors in addition to beemulating ~~acquired~~the act of smoking by ~~companies~~means ~~that~~of ~~seek~~the aelectronic ~~website~~cigarettes ~~with~~“smoke ~~revenue~~like” discharge or vapor. We offer the electronic cigarette solutions in different flavors and ~~large~~various ~~traffic~~strengths, in replaceable cartridges for our rechargeable e-cigarettes and in bottles for use in our vaporizers.

Competition

~~Our~~Competition ~~business is~~ in the electronic cigarette industry is intense. We compete with other sellers of ~~online~~electronic ~~sweepstake~~cigarettes and ~~eCommerce~~hookahs, big tobacco companies such as; Altria Group, Inc. ~~This~~, ~~industry~~Lorillard, Inc., Reynolds America Inc.; through their electronic cigarettes business segments; the nature of our competitors is ~~very~~varied ~~competitive~~as the market is highly fragmented and ~~rapidly~~the ~~evolving~~barriers to entry into the business are low. WeOur ~~position~~direct ~~ourselves~~competitors assell aproducts that ~~non-enter-~~are substantially similar to~~-win~~ ~~website~~ours ~~operator~~and through the same channels through which we sell our electronic cigarette products. We compete with these direct competitors for ~~users~~sales ~~with~~through ~~numerous~~distributors, ~~enter-and-win~~wholesalers and ~~sweepstakes~~retailers, ~~sites~~including ~~and~~but wenot ~~also~~limited ~~compete~~to ~~for~~national chain ~~product~~stores, ~~manufactures~~tobacco ~~with~~shops, ~~other~~gas ~~type~~stations, oftravel ~~websites~~stores, ~~where~~shopping ~~our~~mall ~~partner~~kiosks, ~~companies~~in ~~advertise~~addition ~~their~~to ~~products~~direct public sales through internet, mail order and telesales.

WeAs ~~believe~~a ~~that~~general matter, we ~~will~~have ~~enjoy~~access to, market and sell the ~~following~~similar electronic cigarettes as our competitors and we sell our products generally at similar prices as our competitors; accordingly the key competitive ~~advantages:~~factors for our success is the quality of service we offer our customers, the scope and effectiveness of our marketing efforts, including media advertising campaigns and, increasingly, the ability to identify and develop new sources of customers.

● Our non-enter-to-win. While FreeButtonPlus.com and FreeButtonGaming .com will require sign-ups by users, we plan to maintain our integration website FreeButton.com a non-enter-to-win website. Users can participate in sweepstake without have to entering personal information including their email addresses, mailing address, or phone number. Our users will not be bound to subsequent marketing emails, calls or mails and their information is safe from being sold for profit.

● Our advertising programs. We provide partner companies with unique and new branding experience in the market. Our clean and user-friendly websites give us advantages over some complicated enter-and-win sites. Our unique partnership model which includes the product and like value of cash program in exchange for conquest advertising makes us very much in demand and there is no other model like it.

● Our relationship with partner companies. James Lynch, one of our founders, lends us his network of relationships with consumer product manufacturer across the country, in particular sports product manufacturers, to build up partnerships with these companies.

We ~~face~~believe ~~some~~that ~~inherent~~we ~~risks~~will ~~and~~enjoy ~~uncertainties~~the infollowing competitive ~~our business~~advantages:

~~● Copycat Sites. Before we successfully secure patents on certain unique feature of play-to-win sets on FreeButton.com.~~ Marketing, weSales and ~~are vulnerable to threat posed by websites that copy our idea or process.~~Distribution

●To ~~Regulations~~this ~~relating~~point toour marketing ~~giveaways~~and sales efforts have been limited. IfAs ~~government~~our ~~regulation~~cash-flow ofpermits, ~~the~~we ~~online~~will ~~gaming~~increase orour advertising efforts through direct television marketing, on the Internet, ~~industries~~trade ~~increases~~magazine ads and point of sale materials and displays at retail locations. We will also attempt to build brand awareness through innovative social marketing activities, itprice ~~may~~promotions, ~~adversely~~in-store ~~affect~~and ~~our~~on-premises promotions, ~~business~~public relations and ~~operating~~trade ~~results~~show participation.

~~Our~~We ~~Marketing~~intend ~~Strategy~~to expand our physical retail locations on a geographical basis, adding more stores in areas that are proximate to our existing locations. We believe this strategy will enable us to create a stronger presence in our core market and maximize our brand awareness in the region. We intend to increase our online marketing budget and more proactively market our website store to drive online sales.

We have not historically focused on the wholesale market, ~~through~~and athe ~~list~~sale ofwhich ~~channels~~we tohave ~~promote~~made to our ~~non-enter-~~retailers has been inconsistent. We intend to~~-win~~ ~~model~~start ~~and~~focusing on ~~enhance~~the opportunity by developing a retail package specifically for the ~~clean~~distributor sales channel. We are in product development with respect to this effort and ~~user-friendly~~in ~~image~~discussions with prospective channel partners with the goal of testing our ~~websites~~products in their stores.

~~Directory Websites~~Customers

We ~~market~~cater ~~our~~to ~~websites~~two bytypes ~~listing~~of ~~our giveaways on aggregator websites~~consumers, cigarette ~~such~~smokers ~~as giveawayscoop.com~~ and ~~emperola.com.,~~hookah ~~where~~smokers ~~giveaway~~from ~~items~~the ~~and~~ages ~~websites are gathered to provide visitors with one-stop information. The listings~~ of ~~our~~18 ~~giveaways on aggregator websites are made on both free~~ and ~~paid basis~~up.

Industry Blogs

We plan to identify and strategize within available blogging genre to promote and market our websites.

Organic SEO

We plan to utilize our knowledge accumulated from communicating with directory websites and blogging communities to select effective keywords and use pay-per-click (PPC) to have the selected keywords work in our favor to gain traffic.

Partner Companies

We plan to work with our partner companies to promote our websites through their social media outlets. We plan to make template plans that our partner companies can implement to help drive traffic to our websites.

Social Media

We plan to form marketing strategies to be implemented on social media platforms.

Traditional Advertising in Niche Genre

We plan to use traditional advertising such as print, online and event sponsorship in specific market genres to promote specific giveaways.

Causal Co-Marketing

We plan to partner with charitable organizations to make donations to create additional incentives for users to participate in our sweepstakes.

Our Customers

We consider our users and partner companies as our customers.

We focus our marketing on users in the United States. As of this report, we have approximately 10,895 users and 106,538 attempts to win participating sweepstakes at FreeButton.com. We have not made any sales at FreeButtonScore.com.

Our target partner companies are a variety of manufacturers or retailer of products. We have established partnership to supply us with action and adventure sports products, OEM automotive, travel services, and electronics. We will request pre-pay in advance from most of our Partners and extend net 30 credit terms to National brands with advertising agencies.

Legal Environment

WeGovernmental are subject to a number of federal and state laws and regulations that affect companies conducting business on the Internet, many of which are still evolving and being litigated in the courts, and could be interpreted in ways that could harm our business. These laws and regulations may involve user privacy, data protection, content, intellectual property, distribution, electronic contracts and other communications, competition, protection of minors, consumer protection, taxation and online payment services. The application and interpretation of these laws and regulations are often uncertain, particularly in the rapidly evolving industry in which we operate.Regulations

WeBased ~~are~~on ~~also subject to federal laws and regulations regarding privacy and~~ the ~~protection~~December of2010 ~~user~~U.S. ~~data,~~Court ~~including The Communications Decency Act~~ of 1996, The Children’s Online Privacy Protection Act of 1998 and The Electronic Communications Privacy Act of 1986, among others. Many states have passed laws requiring notification to users when there is a security breach Appeals for ~~personal data or~~ the ~~adoption of minimum information security standards that are often vaguely defined and difficult to implement~~D.C. ~~The~~Circuit’s ~~costs~~decision ~~of compliance with these laws may increase~~ in ~~the~~Sottera, ~~future~~Inc. ~~as a result of changes in interpretation~~v. ~~Any~~Food & ~~failure~~Drug ~~by us to comply with privacy related laws and regulations or our privacy policy~~Administration, ~~could~~627 ~~expose~~F.3d us891 to(D.C. ~~costly~~Cir. ~~or time-consuming proceedings against us by governmental authorities or others~~2010), the ~~which~~United ~~could~~States ~~harm~~Food ~~our~~and ~~business.~~Drug ~~Further,~~Administration ~~any~~(the ~~failure~~“FDA”) byis uspermitted to ~~adequately~~regulate ~~protect~~electronic ~~our~~cigarettes ~~users’~~as ~~privacy~~“tobacco products” ~~and~~under ~~data~~the ~~could~~Family ~~result~~Smoking inPrevention ~~loss of user confidence in our product~~ and ~~services~~Tobacco ~~and~~Control ~~ultimately~~Act ~~in a loss~~ of ~~subscribers,~~2009 ~~which~~(the ~~could~~“Tobacco ~~adversely~~Control ~~affect our business~~Act”).

~~There~~Under ~~are~~this aCourt ~~number~~decision, ~~of legislative proposals before Congress and various state legislatures regarding privacy issues related to~~ the ~~Internet~~FDA ~~generally.~~is Wenot ~~are unable~~ permitted to ~~determine~~regulate ifelectronic ~~and~~cigarettes ~~when~~as ~~such~~“drugs” ~~legislation~~or ~~may~~“devices” be adopted. If certain proposals were to be adopted, it could have an adverse effect on our business. In addition, rising concern about the use of social networking technologies for illegal conduct may in the future produce legislation or ~~other~~a ~~governmental~~“combination ~~action that could require changes to our~~ product” ~~or restrict or impose additional costs upon~~ under the ~~conduct~~Federal ofFood, ~~our~~Drug ~~business. These regulatory~~ and ~~legislative~~Cosmetic ~~developments,~~Act ~~including~~unless ~~excessive~~they ~~taxation,~~are ~~may~~marketed ~~prevent~~for ortherapeutic ~~significantly limit our ability to expand our business~~purposes.

Because we do not market our electronic cigarettes for therapeutic purposes, our electronic cigarettes are subject to being classified as “tobacco products” under the Tobacco Control Act. The Tobacco Control Act grants the FDA broad authority over the manufacture, sale, marketing and packaging of tobacco products, although the FDA is prohibited from issuing regulations banning all cigarettes or all smokeless tobacco products, or requiring the reduction of nicotine yields of a tobacco product to zero.

The Tobacco Control Act also requires establishment, within the FDA’s new Center for Tobacco Products, of a Tobacco Products Scientific Advisory Committee to provide advice, information and recommendations with respect to the safety, dependence or health issues related to tobacco products.

The Tobacco Control Act imposes significant new restrictions on the advertising and promotion of tobacco products. For example, the law requires the FDA to finalize certain portions of regulations previously adopted by the FDA in 1996 (which were struck down by the Supreme Court in 2000 as beyond the FDA’s authority). As written, these regulations would significantly limit the ability of manufacturers, distributors and retailers to advertise and promote tobacco products, by, for example, restricting the use of color, graphics and sound effects in advertising, limiting the use of outdoor advertising, restricting the sale and distribution of non-tobacco items and services, gifts, and sponsorship of events and imposing restrictions on the use for cigarette or smokeless tobacco products of trade or brand names that are used for non-tobacco products. The law also requires the FDA to issue future regulations regarding the promotion and marketing of tobacco products sold or distributed over the internet, by mail order or through other non-face-to-face transactions in order to prevent the sale of tobacco products to minors.

It is likely that the Tobacco Control Act could result in a decrease in tobacco product sales in the United States, including sales of our electronic cigarettes.

While the FDA has not yet mandated electronic cigarettes should be regulated as tobacco products, during 2012, the FDA indicated that it intends to regulate electronic cigarettes under the Tobacco Control Act through the issuance of deeming regulations that would include electronic cigarettes under the definition of a “tobacco product” under the Tobacco Control Act subject to the FDA’s jurisdiction. The FDA initially announced that it would issue proposed deeming regulations by April 2013 and then extended the deadline to October 31, 2013. As of the date of this report, the FDA had not taken such action.

The application of the Tobacco Control Act to electronic cigarettes could impose, among other things, restrictions on the content of nicotine in electronic cigarettes, the advertising, marketing and sale of electronic cigarettes, the use of certain flavorings and the introduction of new products. We cannot predict the scope of such regulations or the impact they may have on our company specifically or the electronic cigarette industry generally, though if enacted, they could have a material adverse effect on our business, results of operations and financial condition.

In this regard, total compliance and related costs are not possible to predict and depend substantially on the future requirements imposed by the FDA under the Tobacco Control Act. Costs, however, could be substantial and could have a material adverse effect on our business, results of operations and financial condition. In addition, failure to comply with the Tobacco Control Act and with FDA regulatory requirements could result in significant financial penalties and could have a material adverse effect on our business, financial condition and results of operations and ability to market and sell our products. At present, we are not able to predict whether the Tobacco Control Act will impact us to a greater degree than competitors in the industry, thus affecting our competitive position.

State and local governments currently legislate and regulate tobacco products, including what is considered a tobacco product, how tobacco taxes are calculated and collected, to whom and by whom tobacco products can be sold and where tobacco products may or may not be smoked. Certain states and cities have enacted laws which preclude the use of electronic cigarettes where traditional tobacco burning cigarettes cannot be used and others have proposed legislation that would categorize electronic cigarettes as tobacco products, equivalent to their tobacco burning counterparts. If the use of electronic cigarettes is banned anywhere the use of traditional tobacco burning cigarettes is banned, electronic cigarettes may lose their appeal as an alternative to cigarettes; which may have the effect of reducing the demand for our products and as a result have a material adverse effect on our business, results of operations and financial condition.

At present, neither the Prevent All Cigarette Trafficking Act (which prohibits the use of the U.S. Postal Service to mail most tobacco products and which amends the Jenkins Act, which would require individuals and businesses that make interstate sales of cigarettes or smokeless tobacco to comply with state tax laws) nor the Federal Cigarette Labeling and Advertising Act (which governs how cigarettes can be advertised and marketed) apply to electronic cigarettes. The application of either or both of these federal laws to electronic cigarettes would have a material adverse effect on our business, results of operations and financial condition.

The Tobacco industry expects significant regulatory developments to take place over the next few years, driven principally by the World Health Organization’s Framework Convention on Tobacco Control (“FCTC”). The FCTC is the first international public health treaty on tobacco, and its objective is to establish a global agenda for tobacco regulation with the purpose of reducing initiation of tobacco use and encouraging cessation. Regulatory initiatives that have been proposed, introduced or enacted include:

	·	The levying of substantial and increasing tax and duty charges;
	·	Restrictions or bans on advertising, marketing and sponsorship;
	·	The display of larger health warnings, graphic health warnings and other labeling requirements;
	·	Restrictions on a packaging design, including the use of colors and generic packaging;
	·	Restrictions on bans on the display of tobacco product packaging at the point of sale, and restrictions or bans on cigarette vending machines;

	·	Restrictions regarding testing, disclosure and performance standards for tar, nicotine, carbon monoxide and other smoke constituent levels;
	·	Requirements regarding testing, disclosure and use of tobacco product ingredients;
	·	Increased restrictions on smoking in public and work places and, in some instances in private places and outdoors
	·	Elimination of duty free allowances for travelers; and
	·	Encouraging litigation against tobacco companies.

If electronic cigarettes are subject to one or more significant regulatory initiates enacted under the FCTC, our business, results of operations and financial condition could be materially and adversely affected.

Available Information

Reports we file pursuant to the Exchange Act of 1934, as amended (the "Exchange Act"), including annual, quarterly and current reports and other information with the Commission and our filings are available to the public over the Internet at the Commission's website at http://www.sec.gov. The public may read and copy any materials filed by us with the Commission at the Public Reference Room at 100 F Street NE, Washington, D.C. 20549, on official business days during the hours of 10:00 am to 3:00 pm. The public may obtain information on the operation by calling the Commission at 800-732-0330.

Patent and Trademarks

~~To establish and protect our proprietary rights, we rely on a combination of trademarks and patent applications, confidentiality agreements and other contractual rights.~~ We ~~have~~do ~~two~~no ~~registered~~currently ~~trademarks~~own ~~relating~~any todomestic or ~~the~~foreign ~~FreeButton.com brand. We are currently pursuing~~ patents ~~related~~relating to ~~certain~~electronic ~~play-to-win feature sets on the FreeButton~~cigarettes.~~com.~~

Employees

As of ~~April~~December ~~2013~~2014, we ~~have~~had ~~five~~ four employees, both ~~two~~ of whom are employed on a full-time basis ~~and three are on a part-time basis~~. ~~We believe that our future success depends in part on our continued ability to hire, assimilate and retain qualified personnel.~~

ITEM 1A.

RISK FACTORS

Smaller reporting companies are not required to provide the information required by this item.

ITEM 1B.

UNRESOLVED STAFF COMMENTS

~~Smaller~~Not ~~reporting~~applicable ~~companies~~to ~~are~~a ~~not~~“smaller ~~required~~reporting company” toas ~~provide~~defined ~~the~~in ~~information~~Item ~~required~~10(f)(1) byof ~~this~~Regulation ~~item~~S-K.

ITEM 2.

PROPERTIES

Our principal executive office is located at ~~545~~7040 ~~Second~~Avenida ~~Street #6~~Encinas, ~~Encinitas~~Suite 104-159, Carlsbad CA ~~92024~~92011. We ~~lease~~also ~~approximately~~have ~~658~~two ~~square~~retail ~~feet~~locations ofat ~~office~~Miami ~~space~~International onMall, a1455 NW ~~month-to-month~~107th ~~basis~~Avenue, ~~and~~Doral, ~~our~~FL. ~~office~~33172 ~~rental~~and ~~expense~~Bayside onMarket aPlace, ~~monthly~~401 ~~basis~~Biscayne isBlvd., ~~approximately $1~~Miami,~~344.~~ Florida 33132

ITEM 3.

LEGAL PROCEEDINGS

~~There are no material pending legal proceedings to which we are a party or of which any of our property is the subject~~None. From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigations are subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time and harm our business.

ITEM 4.

MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our common stock has traded on the OTC Bulletin Board and OTCQB under the symbol “SWCB” since August 13, 2010. Beginning September 2012, our symbol was changed to “FBTN”. Beginning November 2014, our symbol was changed to “AWON”. The following table sets forth the range of the quarterly high and low bid price information for ~~the~~fiscal years ~~beginning~~2014 ~~August~~and ~~13,~~2013 ~~2012 through December 31, 2012~~ as reported by the OTCQB and OTC Bulletin Board.

	High Bid* ($)		Low Bid* ($)
2012
2014
Third Quarter (beginning August 13, 2012)	$	0.44	$	0.28
First Quarter		0.88		0.48
Fourth Quarter		0.64		0.43
Second Quarter		0.68		0.25
Third Quarter		0.40		0.20
Fourth Quarter		0.30		0.05
2013
First Quarter		0.66		0.40
Second Quarter		0.69		0.43
Third Quarter		0.89		0.61
Fourth Quarter		0.89		0.61

__________

* The quotations of the closing prices reflect inter-dealer prices, without retail mark-up, markdown or commission, and may not necessarily represent actual transactions.

The market price of our common stock is subject to significant fluctuations in response to variations in our quarterly operating results, general trends in the market, and other factors, over many of which we have little or no control. In addition, broad market fluctuations, as well as general economic, business and political conditions, may adversely affect the market for our common stock, regardless of our actual or projected performance.

Holders

As of ~~April~~March 1230, ~~2013~~2015, there were 32 26 holders of record of our common stock. This does not reflect the number of persons or entities who held stock in nominee or street name through various brokerage firms.

Dividend Policy

We have never declared or paid dividends on our common stock. We do not anticipate paying any dividends on our common stock in the foreseeable future. We currently intend to retain all available funds and any future earnings to fund the development and growth of our business. Any future determination to declare dividends will be subject to the discretion of our board of directors and will depend on various factors, including applicable laws, our results of operations, financial condition, future prospects and any other factors deemed relevant by our board of directors.

~~Recent~~Equity ~~Sales~~Compensation ofPlan ~~Unregistered Securities~~Information

OnSee ~~August 9, 2012,~~ the ~~Company~~“Equity ~~issued~~Compensation aPlan Information” ~~one-year~~table ~~promissory~~in ~~note~~Item of12 ~~a principal amount~~ of ~~$110,000,~~this ~~with~~Annual anReport ~~interest~~on ofForm ~~8%. The holder is entitled to convert any portion of the outstanding and unpaid amount into our common stock at conversion price of $0.~~10 ~~per share, subject to adjustments if the Company issues shares in a financing for a gross proceeds exceeding $1,000,000 within the term of the note~~-K. The issuance of these shares was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(2) thereof as a transaction by an issuer not involving a public offering.

On November 20, 2012, the Company issued a six-month promissory note of a principal amount of $25,000, with an interest of 8%. The holder is entitled to convert any portion of the outstanding and unpaid amount into our common stock at conversion price of $0.10 per share, subject to adjustments if the Company issues shares in a financing for a gross proceeds exceeding $1,000,000 within the term of the note. The issuance of these shares was exempt from the registration requirements of the Securities Act, pursuant to Section 4(2) thereof as a transaction by an issuer not involving a public offering.

On December 13, 2012, the Company issued a six-month promissory note of a principal amount of $10,000, with an interest of 8%. The holder is entitled to convert any portion of the outstanding and unpaid amount into our common stock at conversion price of $0.20 per share, subject to adjustments if the Company issues shares in a financing for a gross proceeds exceeding $1,000,000 within the term of the note. The issuance of these shares was exempt from the registration requirements of the Securities Act, pursuant to Section 4(2) thereof as a transaction by an issuer not involving a public offering.

On February 25, 2013, the Company issued a total of 7,000 shares of the Company’s commons stock under the 2013 Equity Incentive Award Plan (the “2013 Plan”), to three service providers, at a price of $0.633 per share. Total value received for services rendered was $4,430. The issuance of these shares was exempt from the registration requirements of the Securities Act, pursuant to Section 4(2) thereof as a transaction by an issuer not involving a public offering.

On February 25, 2013, the Company issued 100,000 shares of the Company’s commons stock to an investor at a price of $0.25 per share, in exchange for proceeds of $25,000. The issuance of these shares was exempt from the registration requirements of the Securities Act pursuant to Section 4(2) thereof as a transaction by an issuer not involving a public offering.

On March 18, 2013, the Company issued a six-month promissory note of a principal amount of $25,000, with an interest of 8%. The holder is entitled to convert any portion of the outstanding and unpaid amount into our common stock at conversion price of $0.10 per share, subject to adjustments if the Company issues shares in a financing for a gross proceeds exceeding $225,000 within the term of the note. The issuance of these shares was exempt from the registration requirements of the Securities Act, pursuant to Section 4(2) thereof as a transaction by an issuer not involving a public offering.

Changes In Control Of Registrants

The information regarding the Company’s change on control in connection with the Acquisition set forth in Recent Developments (Item 1) in the Securities Exchange and acquisition of Agreement between FreeButton Inc. (now known as A1 Group, Inc.) and A-1 Vapors, Inc. is incorporated herein by reference.

At Closing the Company issued 21,000,000 shares of Common Stock to the former A-1 Vapors Shareholders in exchange for 100% of their ownership in A-1 Vapors. Prior the subject acquisition, the A-1 Vapors shareholders owned no shares of the company.

After giving the effect to the issuance of the Company Shares the number of Company Common Stock issued and outstanding is 34,168,260 of which the A-1 Vapors shareholders own approximately 61%.

Recent Sales of Unregistered Securities

On October 6, 2014, the Company received $$27,200 in Subscription receivables to issue 181,333 common shares through a private placement at $0.15 per share.

On December 23, 2014 the issued 324,000 common shares in the conversion of $32,400 of Convertible Promissory Note and accrued interest at $0.10 per share.

All sales of unregistered securities of the Company during fiscal year 2014 have previously been reported by the Company on our Quarterly Reports on Form 10-Q or Current Reports on Form 8-K filed with the Commission.

There were no repurchase of equity securities made by the Company during the fourth quarter of fiscal year 2014.

ITEM 6.

SELECTED FINANCIAL DATA

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. The following discussion and analysis should be read in conjunction with our audited consolidated financial statements and the accompanying notes thereto included in “Item 8. Financial Statements and Supplementary Data.” In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. See “Forward-Looking Statements.” Our results and the timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors.

Business Overview

We ~~operate~~are ~~sweepstakes~~an ~~websites~~electronic ~~featuring~~cigarette ~~free~~company with ~~giveaways~~Internet ofsales ~~premier~~and ~~consumer~~kiosk ~~products~~locations toin ~~users~~the bygreater ~~participating~~Miami inarea ~~online~~through ~~games.~~our ~~Our~~fully ~~partner~~owned ~~companies~~subsidiary ~~provide~~A1 ~~premier~~Vapors, ~~consumer~~Inc. ~~products~~A1 inVapors is ~~various~~a ~~categories,~~product ~~such~~development asand ~~sports,~~marketing ~~electronics,~~company ~~travel,~~catering ~~gaming,~~to ~~style,~~the ~~bags,~~electronic ~~etc~~vapor ~~for~~cigarette ~~free giveaway,~~ and inaccessories ~~return,~~industry. ~~receive~~A1 Vapors offers a ~~series~~variety of ~~benefits~~options ~~including~~to ~~product~~choose ~~exposure,~~from ~~advertising~~to ~~space~~appeal ~~and~~to ~~sales~~all ~~leads.~~smokers Weincluding ~~also~~a ~~operate~~diverse anselection ~~eCommerce website where the users can purchase products~~ of ~~our~~devices ~~partner~~and ~~companies~~flavors.

~~Recent~~“Electronic ~~Development~~cigarettes” or “e-cigarettes” and “vaporizers” are battery-powered products that enable users to inhale nicotine vapor without smoke, tar, ash, or carbon monoxide. Electronic cigarettes look like traditional cigarettes and, regardless of their construction are comprised of three functional components:

~~Change~~· ofA ~~Control~~mouthpiece, which is a small plastic cartridge that contains a liquid nicotine solution; · The heating element that vaporizes the liquid nicotine so that it can be inhaled; and · The electronics, which include: a lithium-ion battery, an airflow sensor, a microchip controller and an LED which illuminates to indicate use.

Name Change and Symbol Change

~~Forward~~When ~~Split~~a user draws air through the electronic cigarette and or vaporizer, the air flow is detected by a sensor, which activates a heating element that vaporizes the solution stored in the mouthpiece/cartridge, the solution is then vaporized and it is this vapor that is inhaled by the user. The cartridge contains either a nicotine solution or a nicotine free solution, either which may be flavored.

Plan of Operations

~~During~~Our Plan is to become a leading retailer of electronic cigarette and vapor related products in the ~~next~~North ~~twelve~~American ~~months~~market. weWe ~~anticipate~~intend ~~implementing:~~to accomplish that objective through competing on price and quality, expanding our presence at physical locations, expanding distribution points and expanding our online presence.

The brands that we select to sell in addition to the A-1 Vapors, white-label brand, are selected on their general popularity with our target consumer base. We ~~plan~~believe that this strategy will enable us to ~~launch~~continue ~~two~~to ~~additional~~offer ~~websites~~“best-in-class” products which have the potential to increase our sales the most, ~~FreeButtonGaming~~while avoiding risk of product development and manufacturing.~~com~~ &Our ~~FreeButtonPlus~~ability to negotiate reasonable pricing with these manufactures is also a contributing factor to selection.~~com.~~

~~FreeButtonPlus~~We will continue to seek out and identify new products to introduce to our consumer base which we believe will increase our revenue per person and generate greater repeat business such as starter kits, a variety of batteries and new flavors to our line of e-liquid.~~com~~

~~FreeButtonPlus.com~~Going is designed to offer unique benefits to member users upon signing up our “Free+” program and paying for a fee. “Free+” program provides member users with benefits including, gifts with purchase, exclusive giveaways for members only, no CAPTCHA system prior to play, special offers from partner companies, ending- soon alerts, monthly attempt rewards, double donation values. We plan to launch FreeButtonPlus.com in approximately May 2013.Concern

~~FreeButtonGaming~~Our auditor has indicated in their reports on our financial statements for the fiscal years ended December 31, 2014, that conditions exist that raise substantial doubt about our ability to continue as a going concern due to our recurring losses from operations, deficit in equity, and the need to raise additional capital to fund operations.~~com~~ A “going concern” opinion could impair our ability to finance our operations through the sale of debt or equity securities.

FreeButtonGaming.com. is intended for giveaway events with enhanced changes of winning, to be participated by limited number of paid users playing skill-required games. The number of participating users and the amount each user required to pay will be determined depending on the cost of winnable items. The participating users will be sent a link to enter a skill-required online game, such as “breakout” or “jewel mania”. The user with the highest score in each game will win the product. Additionally, we plan to build an Application Programming Interface (API) and license the API to other website publishers to be utilized for their own “play-to-win” games. We plan to launch FreeButtonGaming.com in approximately May 2013.

Integration Site

We plan to integrate all four discussed websites into one main website FreeButton.com, upon completion of beta testing to our satisfaction. We estimate that we will complete the integration in approximately August 2013.

Our President, Chief Executive Officer and Secretary, James Lynch, builds partnerships with consumer products manufacturer, drives sales, perform other functions of an executive, managerial or administrative nature.

Our Vice President and Treasury, Dallas Steinberger, is responsible for our website construction and assist with marketing and generating traffic to our websites.

Results of Operations

~~Our~~Fiscal ~~auditor~~Year ~~has~~Ended ~~indicated in their reports on our financial statements for the fiscal years ended~~ December 31, ~~2012~~2014 ~~that~~compared ~~conditions exist that raise substantial doubt about our ability~~ to ~~continue~~Fiscal asYear aEnded December ~~going concern due to our recurring losses from operations~~31, deficit in equity, and the need to raise additional capital to fund operations. A “going concern” opinion could impair our ability to finance our operations through the sale of debt or equity securities.2013

~~We did not generate any revenue during the fiscal year ended December 31, 2012 and has not generated any revenue since inception November 27, 2006~~Revenue. ~~Total~~We ~~expenses for the fiscal year ended December 31, 2012 were~~ generated $~~122~~273,~~973~~878 ~~resulting~~of inrevenue anand ~~operating~~had ~~loss~~Cost ~~for the fiscal year~~ of ~~$122,973~~Goods ~~as compared to total expenses~~ of $1892,~~249~~551 ~~resulting~~with innet anrevenues ~~operating loss~~ of $ 18181,~~249~~327 ~~for~~during the fiscal year ended December 31, ~~2011. The operating loss for the fiscal year ended December 31, 2012 is a result of office~~ 2014 and ~~general~~we ~~expenses~~generated ~~in the amount of~~ $29207,~~218,~~836 ~~management fee~~ of ~~$45,000,~~revenue ~~marketing expenses of $10,884~~ and ~~professional~~had ~~fees~~Cost ~~in the amount~~ of ~~$37,871~~Goods ~~as compared to Office and general expenses in the amount~~ of $299,~~249,~~953 ~~management~~with ~~fee~~net ofrevenues ~~nil, marketing expenses~~ of ~~nil and professional fees in the amount of~~ $16107,~~000~~883 ~~for~~during the fiscal year ended December 31, ~~2011~~2013.

Operating Expenses. Total expenses for the fiscal year ended December 31, 2014 were $268,364 resulting in an operating loss for the fiscal year of $87,037 as compared to total expenses of $81,056 resulting in an operating profit of $26,827 for the fiscal year ended December 31, 2013. The operating loss for the fiscal year ended December 31, 2014 is a result of office and general expenses in the amount of $268,364, made up of management fee of $34,500, rent expense of $117,656, commissions of $30,643, marketing expenses of $19,031 and professional fees in the amount of $11,375 as compared to office and general expenses in the amount of $81,056, made up of management fee of $0, rent expense of $46,527, commissions of $7,598, marketing expenses of $393 and professional fees in the amount of $225 for the fiscal year ended December 31, 2013. The increase in office and general expenses from fiscal year 2013 to fiscal year 2014 was due to expenses related to reverse takeover of A-1 Vapors Inc., of Freebutton, Inc. (now known as A1Group, Inc.) and cost associated with this merger. The increase in management fees from fiscal year 2013 to fiscal year 2014 described above was due to the increased management time needed to manage the acquisition of the Assets of the new entity. In addition, costs increased due to the transition from A-1 Group/Vapors from a private corporation into a public entity.

Interest expense for the year ended December 31, 2014, was $20,684 compared to interest expense for the year ended December 31, 2013, in the amount of $0. Interest expense principally consists of interest on the convertible promissory notes issued by the Company as previously discussed in our Quarterly Reports on Forms 10-Q for the quarter ended September 30, 2014. Gain on debt settlement of $10,251 for the year ended December 31, 2014 was the result of the merger of the A-1 Vapors Inc. and Freebutton, Inc. (now known as A1 Group, Inc.), there was $0 Gain/loss on debt settlement for the year ending December 31, 2013.

Capital Resources and Liquidity

As of December 31, ~~2012~~2014, we had $2124,~~674~~ 031 of cash as compared to $23,856 of cash for the year ended December 31, ~~2011~~2013. We anticipate that our current cash and cash equivalents and cash generated from financing activities will be insufficient to satisfy our liquidity requirements for the next 12 months. To date the Company has ~~generated no revenues from its business operations and has~~ incurred operating losses since inception of $~~201~~528,~~224~~868. As at December 31, ~~2012~~2014, the Company has a working capital deficit of $~~143~~351,~~741~~774.

The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. Our auditor has expressed substantial doubt about our ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

We expect to incur ~~product development,~~ marketing and professional and administrative expenses as well expenses associated with maintaining our ~~SEC~~ filings with the Commission. We will require additional funds during this time and will seek to raise the necessary additional capital. If we are unable to obtain additional financing, we may be required to reduce the scope of our business development activities, which could harm our business plans, financial condition and operating results. Additional funding may not be available on favorable terms, if at all. The Company intends to continue to fund its business by way of equity or debt financing and advances from related parties.

In the event we seek to raise additional capital through the issuance of debt or its equivalents, this will result in increased interest expense. If we raise additional capital through the issuance of equity or convertible debt securities, the percentage ownership of our company held by existing shareholders will be reduced and those shareholders may experience significant dilution. In addition, new securities may contain certain rights, preferences or privileges that are senior to those of our common stock. We cannot assure you that we will be able to raise the working capital as needed in the future on terms acceptable to us, if at all. Any inability to raise capital as needed would have a material adverse effect on our business, financial condition and results of operations.

9If we cannot raise additional funds, we will have to cease business operations. As a result, investors in the Company’s common stock would lose all of their investment.

If we cannot raise additional fund, we will have to cease business operations. As a result, investors in the Company’s common stock would lose all of their investment.

Off Balance Sheet Arrangements

There are no off-balance sheet arrangements currently contemplated by management or in place that are reasonably likely to have a current or future effect on the business, financial condition, changes in financial condition, revenue or expenses, ~~and/or~~ result of operations, liquidity, capital expenditures and/or capital resources.

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.

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

~~FREEBUTTON~~The full text of the Company's audited consolidated financial statements for the fiscal years ended December 31, ~~INC~~2014 and 2013, begins on page F-1 of this Annual Report on Form 10-K.

~~(Formerly Secured Window Blinds, Inc.)~~10

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 8A.

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, including our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act as of December 31, 2014. Our management does not expect that our disclosure controls and procedures will prevent all error and all fraud. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Based on the evaluation as of December 31, 2014, for the reasons set forth below, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were not effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Management's Annual Report on Internal Control Over Financial Reporting.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Our internal control system was designed to, in general, provide reasonable assurance to our management and the Board regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, but because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Our chief executive officer and chief financial officer evaluated the effectiveness of our internal control over financial reporting as of December 31, 2014, and based on that evaluation they concluded that our internal control over financial reporting was not effective.

The framework used by management in making that assessment was the criteria set forth in the document entitled “Internal Control – Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that re-evaluation due to material weakness identified below, our management, including our chief executive officer and chief financial officer, concluded that our disclosure controls and procedures were not effective as of December 31, 2014 to ensure that information required to be disclosed in our Exchange Act reports was (1) recorded, processed, summarized and reported in a timely manner, and (2) accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure, because of material weaknesses in our internal controls over financial reporting.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control our financial reporting as of December 31, 2014, the Company determined that the following items constituted a material weakness:

	·	The Company does not have an independent audit committee in place, which would provide oversight of the Company’s officers, operations and financial reporting function;
	·	The Company’s disclosure controls and procedures do not provide adequate segregation of duties; and
	·	The Company does not have effective controls over period-end financial disclosure and reporting processes.

The management believes that the material weaknesses set forth in the last two items listed above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and lack of a majority of outside directors on our board of directors, results in ineffective oversight in the establishment and monitoring of required internal controls and procedures which could result in a material misstatement in our financial statements in future periods.

Management believes that the appointment of one or more outside directors, who shall be appointed to a fully-functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on our Board.

We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.

Changes in Internal Control over Financial Reporting

There were no changes that have affected, or are reasonably likely to materially affect, our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act) during the fiscal quarter ended December 31, 2014.

ITEM 8B.

OTHER INFORMATION

None.

PART III

ITEM 9.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Our executive officers and director are as follows:

Name	Age	Position
Bruce Storrs (1)	56	President, Chief Executive Officer, Treasurer, Secretary, and Director
Andy Diaz (2)	45	Chief Operating Officer, and Director
Michele Evangelista (3)	51	Director
Moses Lopez (4)	24	Director

__________

(1) Bruce Storrs. Mr. Storrs was appointed Chief Executive Officer of the Company effective as of the Closing. Mr. Storrs founded Advanced Scientific in 1985, which focused on selling medical hospital and pharmaceutical supplies to medical centers and military hospitals and was sold in 1994. Between 1994 and 2002, he started two additional companies, Cyprus Resources and Capital Health, which were subsequently sold. In 2002 he worked as a consultant and investors to companies in the Health and Wellness industry as well as founding Better Bodies by Chemistry, which manufactures and distributes vitamins and supplements. He is also co-founder of Pacific Rim Distributors, retail and wholesale company selling and distributing medical, health and beauty products. In December 2012, Mr. Storrs invested in A-1 Vapors, Inc. and joined as an advisor to the company, and subsequently appointed as CEO in June 2014. Mr. Storrs holds a BSBM with Wilmington National University and has attended San Diego State University.

(2) Andy Diaz. Mr. Diaz was appointed as Chief Operating Officer of the Company as of the Closing. In 2005 Mr. Diaz founded A1A Sod, Sand & Soil Inc., growing the business from 1 to 25 employees and winning contract with the City of Miami and the State of Florida, generating in excess of $2 million for 2013. In 2012 Mr. Diaz co-founded A-1 Vapors, opening its first retail location in Doral, Florida, and expanding to two retail locations, as well as an on-line operation.

(3) Michele Evangelista. Ms. Evangelista will serve as Director of the Company. Since 2012 Ms. Evangelista has served as a Medical Sales rep for Advanced Scientific Supply. Ms. Evangelista holds a B.S. from Iona College.

(4) Moses Lopez. Mr. Lopez will serve as a Director of the Company. Since 2012, Mr. Lopez has served in a senior sales capacity at V2 Cigs. In 2012, Mr. Lopez co-founded A-1 Vapors, and was instrumental in the initial quality control and research activities as well as establishing the Company’s online operations. Mr. Lopez graduated from Ferguson High School.

Term of Office

Our directors are appointed for a one-year term to hold office until the next annual general meeting of our stockholders or until removed from office in accordance with our bylaws. The Company’s directors hold office after the expiration of his or her term until his or her successor is elected and qualified, or until he or she resigns or are removed in accordance with the Company’s bylaws and provisions of the Nevada Revised Statutes.

There are no arrangements or understandings between any of the Directors and any other person pursuant to which Mr. Storrs, Mr. Diaz, Ms. Evangelista and Mr. Lopez were selected as a director.

Family Relationships

There are no family relationships between any of our directors or executive officers.

Our Chief Executive Officer and Chairman, Bruce Storrs, was married to Michele Evangelista, a director.

Other Directorships

Other than as disclosed above, during the last 5 years, none of our directors held any other directorships in any company with a class of securities registered pursuant to section 12 of the Exchange Act or subject to the requirements of section 15(d) of such Act or any company registered as an investment company under the Investment Company Act of 1940.

Involvement in Legal Proceedings

To our knowledge, there have been no material legal proceedings during the last ten years that would require disclosure under the federal securities laws that are material to an evaluation of the ability or integrity of any of our directors or executive officers.

Potential Conflicts of Interest

We are not aware of any current or potential conflicts of interest with our director or executive officers.

Code of Ethics

The Company currently does not have a code of ethics. However, we are in the process of formulating a code of ethics and intend to adopt one in the near future.

ITEM 10.

EXECUTIVE COMPENSATION

Summary Compensation Table

The following summary compensation table sets forth all compensation awarded to, earned by, or paid to, the named persons, during the years ended December 31, 2014 and 2013 as our only named executive officer:

Summary Compensation of Named Executive Officers

Name and Principal Position

Fiscal Year

Salary

($)

Bonus

($)

Stock

Awards

($)

Option Awards
($)

All Other Compensation ($)

Total
($)

Bruce Storrs

2014

–

24,000

(1)

24,000

President, Chief Executive Officer, Secretary, Treasurer

2013

–

(2)

Andy Diaz

2014

–

10,500

(3)

10,500

Chief Operating Officer

2013

–

(4)

__________

(1) Represents Mr. Storrs compensation from A1 Group, Inc. was from August 14, 2014 through December 31, 2014.

(2) Mr. Storrs was not employed by A-1 Vapors in 2013 and received no salary, bonus or award compensation.

(3) Represents Mr. Diaz’s compensation for A1 Group, Inc. was from August 14, 2014 through December 31, 2014.

(4) Mr. Diaz served as the sole officer of A-1 Vapors in 2013 and received no salary, bonus or award compensation.

Outstanding Equity Awards at Fiscal Year End

None of our executive officers received any equity awards, including, options, restricted stock, performance awards or other equity incentives during the fiscal year ended December 31, 2014 and 2013 for either A1 Group, Inc., or A-1 Vapors, Inc.

Employment Agreements

On August 15, 2014 A1 Group, Inc., (the “Company”) signed an initial two (2) year Employment Agreement with it Chief Executive Officer, Mr. Bruce Storrs. The Company has agreed to a salary of $3,500 per month starting September 1, 2014 and a lump sum signing bonus of $10,000 due on August 29, 2014. The Storrs Agreement also calls for participation in an additional bonus plan to be determined by the Company’s board of directors.

On August 15, 2014 A1 Group, Inc., (the “Company”) signed an initial two (2) year Employment Agreement with it Chief Operating Officer, Mr. Andy Diaz. The Company has agreed to a salary of $3,500 per month starting September 1, 2014.

During the period ending December 31, 2014, the Company paid a total of $34,500 in management fees.

The foregoing descriptions of the terms of Storrs Agreement and Diaz Agreement do not purport to be complete are qualified in their entirety by reference to the provisions of such agreements as reported in our From 8-K filed with the SEC on August 22, 2014.

Compensation of Directors

During the fiscal years ended December 31, 2014 and 2013, the Company directors did not receive any compensation solely for services as a director.

Our directors Bruce Storrs, Andy Diaz, Michele Evangelista and Moses Lopez will not receive any compensation solely for services as a director. It is our current policy that our directors are reimbursed for reasonable out-of-pocket expenses incurred in attending each board of directors meeting or meeting of a committee of the board of directors.

Board Committees

We have not formed an Audit Committee, Compensation Committee or Nominating and Corporate Governance Committee as of the filing of this Annual Report. Our Board of Directors performs the principal functions of an Audit Committee. We currently do not have an audit committee financial expert on our Board of Directors. We believe that an audit committee financial expert is not required because the cost of hiring an audit committee financial expert to act as one of our directors and to be a member of an Audit Committee outweighs the benefits of having an audit committee financial expert at this time.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our directors, officers and persons who beneficially own more than 10% of a registered class of our equity securities, to file reports of ownership and changes in ownership with the SEC and are required to furnish us with copies of these reports. Based solely on our review of the reports filed with the SEC, we believe that all persons subject to Section 16(a) of the Exchange Act timely filed all required reports in 2014.

Compensation Committee Interlocks and Insider Participation

During fiscal years 2014 and 2013, we did not have a standing compensation committee. Our Board was responsible for the functions that would otherwise be handled by the compensation committee. Our four directors conducted deliberations concerning executive officer compensation, including directors who were also executive officers.

ITEM 11.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth certain information with respect to the beneficial ownership of our voting securities by (i) each director and named executive officer, (ii) all executive officers and directors as a group; and (iii) each shareholder known to be the beneficial owner of 5% or more of the outstanding common stock of the Company as of March 30, 2015.

Beneficial ownership is determined in accordance with the rules of the SEC. Generally, a person is considered to beneficially own securities: (i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, and (ii) of which such person has the right to acquire beneficial ownership at any time within 60 days (such as through exercise of stock options or warrants). For purposes of computing the percentage of outstanding shares held by each person or group of persons, any shares that such person or persons has the right to acquire within 60 days of March 30, 2015 are deemed to be outstanding, but are not deemed to be outstanding for the purpose of computing the percentage ownership of any other person. The inclusion herein of any shares listed as beneficially owned does not constitute an admission of beneficial ownership. Unless otherwise indicated below, the address of each person listed in the table below is c/o 7040 Avenida Encinas, Suite 104-159, Carlsbad, CA 92011.

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership Common Stock (1)
Directors and Officers	No. of Shares		% of Class
Bruce Storrs		10,500,000		30.7%
President, Chief Executive Officer, Treasure, Secretary and Director
Andy Diaz		10,500,000		30.7%
Chief Operating Officer and Director
All officers and directors as a group (2 persons)		21,000,000		61.4%

__________

(1) Based on 34,168,260 shares of common stock issued and outstanding as of March 30, 2015. Each of Mr. Storrs and Mr. Diaz has sole beneficial ownership of the shares held by such individual.

ITEM 12.

CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Transactions with Related Persons

Except as noted below, there has not been, nor is there currently proposed, any transaction of series of similar transactions to which the Company was or will be a party in which the amount involved exceeds the lesser of $120,000 or one percent of the average of the Company’s total assets at year end for the last two completed fiscal years; and in which any director officer, other stockholders of more than 5% of the Company’s Common Stock or any member of their immediate family had or will have a direct or indirect material interest.

Bruce Storrs, the Company’s Chief Executive Officer, advanced funds and had outstanding balances to A-1Vapors $33,631 and $14,081 for the years ended December 31, 2014 and December 31, 2013 respectively.

Andy Diaz, the Company’s Chief Operating Officer, advanced funds and had outstanding balances to A-1Vapors $1,950 and $17,105 for the years ended December 31, 2014 and December 31, 2013 respectively.

Director Independence

Bruce Storrs, Andy Diaz, and Moses Lopez members of our board are not independent using the definition of independence under the applicable NASDAQ listing standards and the standards established by the Commission.

ITEM 13.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Fees paid to Auditors

The following table shows the aggregate fees we paid for professional services provided to us by Bedinger & Company for 2014 and 2013:

	2014		2013
Audit Fees	$	7,793	$	0
Audit-Related Fees		0		0
Tax Fees		0		0
All Other Fees		0		0
		0
Total	$	7,793	$	0

Audit Fees

For the fiscal years ended December 31, 2014 and 2013, we paid approximately $7,793 and $0, respectively, for professional services rendered for the audit and review of our financial statements.

Audit Related Fees

For the fiscal years ended December 31, 2014 and 2013, we paid approximately $0 and $0 respectively, for audit related services.

Tax Fees

For our fiscal years ended December 31, 2014 and 2013, we paid $0 and $0 respectively, for professional services rendered for tax compliance, tax advice, and tax planning.

All Other Fees

We did not incur any other fees related to services rendered by our independent registered public accounting firm for the fiscal years ended December 31, 2014 and 2013.

The SEC requires that before our independent registered public accounting firm is engaged by us to render any auditing or permitted non-audit related service, the engagement be either: (i) approved by our Audit Committee or (ii) entered into pursuant to pre-approval policies and procedures established by the Audit Committee, provided that the policies and procedures are detailed as to the particular service, the Audit Committee is informed of each service, and such policies and procedures do not include delegation of the Audit Committee’s responsibilities to management.

We do not have an Audit Committee. Our Board pre-approves all services provided by our independent registered public accounting firm. All of the above services and fees paid during 2014 and 2013 were pre-approved by our Board.

PART IV

ITEM 14.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Please see the “Exhibit Index,” which is incorporated herein by reference, following the signature page for a list of our exhibits.

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.

Dated: March 26, 2015	A1 GROUP, INC.

	By: /s/ Bruce Storrs
	Bruce Storrs President, Chief Executive Officer, Treasurer and Secretary, Treasurer (Duly Authorized Officer, Principal Executive Officer and Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, 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	Title	Date

/s/ Bruce Storrs	President, Chief Executive Officer, Treasurer and Secretary, and Director	March 26, 2015
Bruce Storrs	(Principal Executive Officer and Principal Accounting Officer)

/s/ Andy Diaz	Chief Operating Officer and Director	March 26, 2015
Andy Diaz

EXHIBIT INDEX

3.1	Agreement and Plan of Merger, Dated May 23, 2014 by and among FreeButton, Inc., and A-1 Vapors Inc. incorporated herein by reference to Exhibit 2.1 with Form 8-K filed August 22, 2014.
3.2	Certificate of Merger for State of Florida as incorporated herein by reference to Exhibit 2.2 with Form 8-K filed August 22, 2014.
3.3	Certificate of Merger for State of Nevada as incorporated herein by reference to Exhibit 2.3 with Form 8-K filed August 22, 2014.
10.1	Storrs Employment Agreement as incorporated herein by reference to Exhibit 10.1 with Form 8-K filed August 22, 2014.
10.2	Diaz Employment Agreement as incorporated herein by reference to Exhibit 10.1 with Form 8-K filed August 22, 2014.
31.1	Certification of Principal Executive Officer and Principal Accounting Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1+	Certification of Principal Executive Officer and Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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

+ In accordance with the SEC Release 33-8238, deemed being furnished and not filed.
* 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, deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise not subject to liability under these sections.

A1 GROUP, INC.

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Audited)

December 31, 2014

F-1

A1 GROUP, INC.

(Formerly Freebutton, Inc.)

(A Development Stage Company)

FINANCIAL STATEMENTS

(Audited)

December 31, ~~2012~~2014

BALANCE SHEETS	F-2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	F-3
STATEMENTS OF OPERATIONS	F-3
CONDENSED CONSOLIDATED BALANCE SHEETS	F-4
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)	F-4
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS	F-5
STATEMENTS OF CASH FLOWS	F-5
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)	F-6
NOTES TO FINANCIAL STATEMENTS	F-6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS	F-7
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	F-8

11F-2

~~PLS~~B ~~CPA,~~E AD ~~PROFESSIONAL~~I ~~CORPORATION~~N tG ~~4725~~E ~~MERCURY~~R ~~STREET~~& ~~#210~~C tO ~~SAN~~M ~~DIEGO~~P tA ~~CALIFORNIA~~N ~~92111t t TELEPHONE (858)722-5953 t FAX (858) 761-0341 t FAX (858) 433-2979 t E-MAIL changgpark@gmail.comt~~Y

C E R T I F I E D P U B L I C A C C O U N T A N T S

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of A1 Group, Inc.

~~Freebutton~~We have audited the accompanying balance sheets of A1 Group, Inc. (the “Company”) as of December 31, 2014 and 2013, and the related statements of operations, changes in stockholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2014. Multimedia Platforms, Inc.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

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

WeIn ~~have~~our ~~audited~~opinion, the ~~accompanying~~financial statements ~~balance~~referred ~~sheets~~to ofabove ~~Freebutton~~present fairly, ~~Inc.~~in (Aall ~~Development~~material ~~Stage “Company”) as of December 31~~respects, ~~2012 and 2011 and~~ the ~~related~~financial ~~statements~~position of ~~operations~~Multimedia Platforms, ~~changes~~Inc. inas of ~~shareholders’ deficit and cash flows for the years then ended~~ December 31, ~~2012~~2014 and ~~2011~~2013, and ~~for~~ the ~~period~~results ~~from~~of ~~November~~its ~~27,~~operations ~~2006~~and ~~(inception)~~its tocash ~~December 31,~~flows ~~2012.~~for ~~These~~each ~~financial~~of ~~statements are~~ the ~~responsibility~~years ofin the ~~Company’s~~two-year ~~management. Our~~period ended ~~responsibility~~December is31, to2014 ~~express~~in anconformity ~~opinion~~with onaccounting ~~these~~principles ~~financial~~generally ~~statements~~accepted ~~based~~in onthe ~~our~~United ~~audits~~States of America.

WeThe ~~conducted~~accompanying financial ~~our~~statements ~~audits~~have inbeen ~~accordance~~prepared ~~with~~assuming ~~the~~that ~~standards of~~ the ~~Public~~ Company ~~Accounting~~will ~~Oversight~~continue ~~Board~~as ~~(United~~a ~~States)~~going concern. ~~Those~~ ~~standards~~As ~~require~~discussed ~~that~~in weNote ~~plan~~A ~~and perform the audit~~ to ~~obtain reasonable assurance about whether~~ the financial statements, ~~are~~the ~~free~~Company ofhas ~~material~~suffered ~~misstatement. An~~recurring ~~audit~~losses ~~includes~~from ~~examining,~~operations onand has a ~~test~~significant ~~basis,~~amount ~~evidence~~of ~~supporting~~accumulated deficit ~~the~~that ~~amounts~~raise ~~and~~substantial ~~disclosures~~doubt inabout ~~the~~its ~~financial~~ability ~~statements. An~~to ~~audit~~continue ~~also~~as ~~includes~~a ~~assessing~~going ~~the~~concern. ~~accounting~~Management's ~~principles~~plans ~~used~~in ~~and~~regard ~~significant~~to ~~estimates~~these ~~made~~matters are byalso ~~management,~~described asin ~~well~~Note as1. ~~evaluating~~The ~~the overall~~ financial ~~statement~~statements ~~presentation. We~~do ~~believe~~not ~~that~~include ~~our~~any ~~audits~~adjustments ~~provide~~that amight ~~reasonable~~result ~~basis~~from ~~for~~the ~~our~~outcome ~~opinion~~of this uncertainty.

InBedinger & our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Freebutton, Inc. as of December 31, 2012 and 2011, and the result of its operations and its cash flows for the years then ended December 31, 2012 and 2011, and for the period from November 27, 2006 (inception) to December 31, 2012 in conformity with U.S. generally accepted accounting principles.Company

~~The financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements~~Concord, the Company’s losses from operations raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.California

~~/s/PLS~~March ~~CPA~~25, 2015

~~____________________~~1200 CONCORD AVENUE, SUITE 250, CONCORD, CA 94520 • (925) 603-0800 • (925) 603-0804 FAX

~~PLS~~MEMBERS OF ~~CPA~~THE AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS, THE ACENTER ~~Professional~~FOR ~~Corp.~~PUBLIC COMPANY AUDIT FIRMS, AND THE CALIFORNIA SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS, REGISTERED WITH THE PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD

~~April 16, 2013~~F-3

~~San~~A1 ~~Diego~~GROUP, CAINC. ~~92111~~

F-1

FREEBUTTON, INC.

(Formerly Secured Window Blinds, Inc.)

(A Development Stage Company)

CONDENSED CONSOLIDATED BALANCE SHEETS

	December 31, 2012			December 31, 2011
	December 31,2014			December 31,2013
	(Audited)			(Audited)
ASSETS
CURRENT ASSETS
Cash	$	2124,~~674~~031		$	23,856
OFFICE EQUIPMENT, NET		3,914
Accounts receivable		–			2,067
WEB DEVELOPMENT COSTS		18,845			-
Inventory		14,184			24,757
TOTAL ASSETS	$	44,433		$	2
TOTAL CURRENT ASSETS		38,215			30.680
OTHER ASSETS		4,193			4,193
TOTAL ASSETS	$	42,408		$	34,873
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	16,343		$	32,643
Accounts payable	$	3,890		$	1,560
Due to related party (Note 4)		4,072			26,342
Accrued interest		30,626			–
Promissory Note		145,000			-
Convertible Promissory Notes (Note 6)		324,095			–
TOTAL CURRENT LIABILITIES		165,415			58,985
Related Party Loans		35,571			31,186
TOTAL CURRENT LIABILITIES		394,182			32,746
TOTAL LIABILITIES		394,182			32,746
STOCKHOLDERS’ EQUITY (DEFICIT)
Capital stock (Note 3)
Authorized
75,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
33,300,000 shares of common stock (December 31, 2011 –159,300,000 )		33,300			159,300
34,168,260 shares of common stock (December 31, 2013 –500)		34,168			500
Additional paid-in capital		4632,~~942~~076			(~~133,800~~500	)
Deficit accumulated during the development stage		(201,224	)		(84,483	)
Subscription receivable		110,850			–
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)		(120,982	)		(58,983	)
Deficit accumulated during the development stage		(528,868	)		2,127
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	44,433		$	2
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)		(351,774	)		2,127
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	42,408		$	34,873

Going Concern (Note 1)

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

F-24

~~FREEBUTTON~~A1 GROUP, INC.

(A Development Stage Company)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	Year ended December 31, 2012			Year ended December 31, 2011			November 27, 2006 (inception) to December 31, 2012
REVENUE	$	-		$	-		$	-
EXPENSES
Office and general		29,218			2,249			37,728
Management fee		45,000			-			45,000
Marketing expenses		10,884			-			10,884
Professional fees		37,871			16,000			113,224
TOTAL EXPENSES		122,973			18,249			206,836
OPERATING LOSS		(122,973	)		(18,249	)		(206,836	)
OTHER INCOME (EXPENSES)
Exchange loss		-			-			(620	)
Loan interest		(3,768	)		-			(3,768	)
Gain (loss) on debt settlement		10,000			-			10,000
TOTAL OTHER INCOME (EXPENSES)		6,232			-			5,612
NET LOSS FOR THE YEAR	$	(116,741	)	$	(18,249	)	$	(201,224	)

(Audited)

BASIC LOSS PER COMMON SHARE	$	(0.00	)	$	(0.00	)
	Year endedDecember 31,2014			Year endedDecember 31,2013
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING-BASIC		111,791,803			159,300,000
REVENUE
Revenue	$	273,878		$	207,836
Cost of Goods Sold		92,551			99,953
GROSS PROFIT	$	181,327		$	107,883
EXPENSES
Selling, general and administrative expenses	$	268,364		$	81,056
TOTAL EXPENSES		(268,364	)		(81,056	)
NET OPERATING PROFIT (LOSS)		(87,037	)		26,827
OTHER INCOME (EXPENSE)
Other income		3,400			–
Loan interest		(20,684	)		–
Gain (loss) on debt settlement		10,251			–
TOTAL OTHER INCOME (EXPENSE)		(7,033	)		–
NET INCOME (LOSS)	$	(94,070	)	$	26,827
BASIC AND DILUTED LOSS PER COMMON SHARE	$	(0.00	)	$	(53.65	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED		33,865,238			500

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

F-35

~~FREEBUTTON~~A1 GROUP, INC.

(Formerly Secured Window Blinds, Inc.)

(A Development Stage Company)

STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE PERIOD FROM ~~NOVEMBER~~APRIL 2726, ~~2006~~2012 (INCEPTION) TO DECEMBER 31, ~~2012~~2014

	Common Stock						Additional			Share			Deficit Accumulated During the
	Number of shares			Amount			Paid-in Capital			Subscription Receivable			Development Stage			Total
Common shares issued for cash – at $0.0000666 per share, December 15, 2006		105,000,000		$	105,000		$	(98,000	)							$	7,000
Share subscription receivable		-			-						(7,000	)					(7,000	)
Net loss for the year ended December 31, 2006		-			-			-			-			(953	)		(953	)
Balance, December 31, 2006		105,000,000			105,000			(98,000	)		(7,000	)		(953	)		(953	)
Subscription received, March 5, 2007		-			-			-			7,000			-			7,000
Net loss for the year ended December 31, 2007		-			-			-			-			(7,739	)		(7,739	)
Balance, December 31, 2007		105,000,000			105,000			(98,000	)		-			(8,692	)		(1,692	)
Common shares issued for cash – at $0.001666 per share		9,300,000			9,300			6,200			-			-			15,500
Common shares issued for cash – at $0.0000666 per share		45,000,000			45,000			(42,000	)		-			-			3,000
Net loss for the year ended December 31, 2008		-			-			-			-			(16,944	)		(16,944	)
Balance, December 31, 2008		159,300,000			159,300			(133,800	)		-			(25,636	)		(136	)
Balance, December 31, 2009		159,300,000			159,300			(133,800	)		-			(46,584	)		(21,084	)
Net loss for the year ended December 31, 2010		-			-			-			-			(19,650	)		(19,650
Balance, December 31, 2010		159,300,000			159,300			(133,800	)		-			(66,234	)		(40,734	)
Net loss for the year ended December 31, 2011		-			-			-			-			(18,249	)		(18,249	)
Balance, December 31, 2011		159,300,000			159,300			(133,800	)					(84,483	)		(58,983	)
Debt forgiveness by related party (Note 3)		-			-			54,743			-			-			54,742
Shares cancelled – August 15, 2012
(Note 3)		(126,000,000	)		(126,000	)		126,000			-			-			-
Net loss for the period ended December 31, 2012		-			-			-			-			(116,741	)		(116,741	)
Balance, December 31, 2012		33,300,000		$	33,300		$	46,942		$	-		$	(201,224	)	$	(120,982	)

(Audited)

	Common Stock				Additional			Share		Deficit Accumulated During the
	Number of				Paid-in			Subscription		Development
	shares		Amount		Capital			Receivable		Stage			Total
Balances April 26, 2012	–		–		–			–		–			–

Shares issued to founders during period		500		500		(500	)		–		–			–

Net loss for the year ended December 31, 2012		–		–		–			–		(24,700	)		(24,700	)
Balance, December 31, 2012		500		500		(500	)		–		(24,700	)		(24,700	)

Net loss for the year ended December 31, 2013		–		–		–			–		26,827			26,827
Balance, December 31, 2013		500		500		(500	)		–		2,127			2,127

Adjustment re: Share Exchange Agreement August 14, 2014		33,843,760		33,344		500			60,850		(436,925	)		(342,231	)

Shares issued for cash on September 25, 2014, at $0.15 per share		–		–		–			22,800		–			22,800
Shares issued for cash on October 6, 2014, at $0.15 per share		–		–		–			27,200		–			27,200
Promissory notes converted on December 23, 2014 at $0.10 per share		324,000		324		32,076			–		–			32,400

Net loss for period ended December 31, 2014		–		–		–			–		(94,070	)		(94,070	)

Balance, December 31, 2014		34,168,260	$	34,168	$	32,076		$	110,850	$	(528,868	)	$	(351,774	)

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

~~All share amounts have been restated to reflect the 15:1 forward split on August 22, 2012.~~F-6

~~F-4~~A1 GROUP, INC.

FREEBUTTON, INC.

(Formerly Secured Window Blinds, Inc.)

(A Development Stage Company)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Audited)

	Year ended December 31, 2012			Year ended December 31, 2011			November 27, 2006 (date of inception) to December 31, 2012
	Year endedDecember 31,2014			Year endedDecember 31,2013
OPERATING ACTIVITIES
Net loss for the period	$	(116,741	)	$	(18,249	)	$	(201,224	)
Net income (loss) for the period	$	(94,070	)	$	26,827
Adjustments to reconcile net loss to net cash used in operating activities:
Gain on debt settlement		(10,000	)		-			(10,000	)
Accounts receivable		2,067			(2,067	)
Depreciation expenses		208						208
Inventory		10,573			(24,757	)
Changes in operating assets and liabilities:
Increase (decrease) in Accounts payables and accrued liabilities		(6,300	)		6,553			30,415
Increase (decrease) in accounts payables		(9,337	)		1,560
NET CASH USED IN OPERATING ACTIVITIES		(132,833	)		(11,696	)		(180,601	)
Increase (decrease) in accrued interest		17,544			–
INVESTING ACTIVITIES
Increase (decrease) in other liability		(30,000	)		(4,193	)
Furniture and Equipment		(4,122	)		-			(4,122	)
NET CASH USED IN OPERATING ACTIVITIES		(103,223	)		(2,630	)
Web development costs and acquisitions		(18,845	)		-			(18,845	)
NET CASH USED IN INVESTING ACTIVITIES
NET CASH USED IN INVESTING ACTIVITIES		(22,967	)		-			(22,967	)
Cash assumed from share exchange agreement		36,613			–
CASH FLOW FROM FINANCING ACTIVITIES
NET CASH USED IN INVESTING ACTIVITIES		36,613			–
Proceeds on sale of common stock		-			-			25,500
CASH FLOW FROM FINANCING ACTIVITIES
Convertible promissory note		145,000			-			145,000
Proceeds from subscription receivable		50,000			–
Proceeds from related parties		32,472			11,697			54,742
Proceeds from conversion of promissory notes		32,400			–
NET CASH PROVIDED BY FINANCING ACTIVITIES		177,472			11,697			225,242
Proceeds from related parties		4,385			6,232
NET INCREASE (DECREASE) IN CASH		21,672			1			21,674
NET CASH PROVIDED BY FINANCING ACTIVITIES		86,785			6,232
CASH, BEGINNING		2			1			-
NET INCREASE (DECREASE) IN CASH		20,175			3,602
CASH, ENDING	$	21,674		$	2		$	21,674
CASH, BEGINNING		3,856			254
CASH, ENDING	$	24,031		$	3,856
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid during the period for:
Interest	$	–		$	–
Income taxes	$	–		$	–
Non-cash investing and financing activities
Promissory note issued for assets and business acquisition	$	–		$	–
Common stock issued for service	$	–		$	–
Debt forgiveness of related party	$	–		$	–

SUPPLEMENTAL CASH FLOW INFORMATION

Cash paid during the period for:
Interest	$	-	$	-	$	-
Income taxes	$	-	$	-	$	-
Non-cash investing and financing activities
Debt forgiveness of related party	$	54,742	$	-	$	54,742

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

F-57

~~FREEBUTTON~~A1 GROUP, INC.

~~(Formerly~~NOTES ~~Secured~~TO ~~Window~~CONDENSED ~~Blinds,~~CONSOLIDATED ~~Inc.~~FINANCIAL STATEMENTS (AUDITED)

(ADECEMBER ~~Development~~31, ~~Stage Company)~~2014

~~NOTES~~NOTE 1 TO– ~~FINANCIAL~~NATURE ~~STATEMENTS~~OF OPERATIONS AND BASIS OF PRESENTATION

~~DECEMBER~~The 31Company was incorporated on November 27, 2006 under the laws of the State of Nevada and extra-provincially registered under the laws of the Province of Ontario on February 2, 2007. On September 28, 2012, the Company with a majority of the shareholders and directors changed its name from Secured Window Blinds, Inc. to Freebutton, Inc. On June 23, 2014 a majority of the shareholders and directors and on November 23, 2014 changed its name from Freebutton, Inc. to A1 Group, Inc.

~~The~~A1 ~~Company was incorporated on November 27~~Group, ~~2006~~Inc. ~~under~~is ~~the~~now ~~laws~~a ofproduct ~~the State of Nevada~~ development and ~~extra-provincially~~marketing ~~registered~~company ~~under~~catering ~~the~~to ~~laws of~~ the ~~Province~~electronic ofvapour ~~Ontario~~cigarette ~~on February 2, 2007. On September 28, 2012, the Company with a majority of the shareholders~~ and ~~directors~~accessories ~~changed its name from Secured Window Blinds, Inc~~industry. ~~to Freebutton, Inc.~~

~~Freebutton~~On August 14, ~~Inc.~~2014, ~~has~~the ~~ceased~~Company entered into a Share Exchange Agreement (the ~~business~~“Share ofExchange ~~offering~~Agreement”) ~~window~~which ~~blind~~resulted ~~system~~in ~~products~~a Reverse Takeover with selling stockholders named in the prospectus, pursuant to which the Company offered and ~~now~~sold ~~intends~~an aggregate of 21,000,000 shares of common stock to ~~operate~~all the stockholders of A-1 Vapors,, ~~through~~Inc., a Florida corporation (“~~TheFreeButton.com~~A-1 Vapors”), incorporated in the State of Florida, on April 26, 2012. The acquisition has been treated as ana ~~instant~~recapitalization of Freebutton, Inc. with A-~~win~~1 ~~promotion~~Vapors, ~~online~~Inc. ~~site~~as ~~where~~the ~~users~~accounting acquirer ~~can~~in ~~click~~accordance with the ~~“Free~~Reverse ~~Button”~~Merger torules. ~~instantly~~As ~~win~~a result of the ~~products~~consummation ~~offered~~of onthe Share Exchange Agreement A-1 Vapors became a wholly-owned subsidiary of the Company’s ~~homepage~~and ~~without~~the ~~entering~~electronic ~~their~~cigarette ~~email~~business of A-1 Vapors is now the primary business of the Company.

Going concern

To date the Company has generated no revenues from its business operations and has incurred operating losses since inception of $~~201~~528,~~224~~868. As at December 31, ~~2012~~2014, the Company has a working capital deficit of $~~143~~351,~~741~~774. The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company to continue as a going concern is dependent on ~~raising~~increasing sales and raising capital to fund its initial business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. As of December 31, 2012 the Company has issued 150,000,000 founders shares at $0.0000667 per share for net proceeds of $10,000 to the Company and 9,300,000 private placement shares at $0.001666 per share for net proceeds of $15,500 to the Company. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Segmented Reporting

Financial Accounting Standards Board (“FSAB”) Accounting Standard Codification (“ASC”) 280, “Disclosure about Segments of an Enterprise and Related Information”, changed the way public companies report information about segments of their business in their quarterly reports issued to shareholders. It also requires entity-wide disclosures about the products and services the entity provides, the material countries in which it holds assets and reports revenues and its major customers.

Comprehensive Loss

FASB Statement Number 130, “Reporting Comprehensive Income,” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at December 31, ~~2012~~2014, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

Use of Estimates and Assumptions

Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain 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 period. Accordingly, actual results could differ from those estimates.

and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Accordingly, actual results could differ from those estimates.

Financial Instruments

All significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practical the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed.

F-68

~~FREEBUTTON~~A1 GROUP, INC.

~~(Formerly~~NOTES ~~Secured~~TO ~~Window~~CONDENSED ~~Blinds,~~CONSOLIDATED ~~Inc.~~FINANCIAL STATEMENTS (AUDITED)

(ADECEMBER ~~Development~~31, ~~Stage Company)~~2014

~~NOTES~~NOTE TO2 – ~~FINANCIAL~~SUMMARY ~~STATEMENTS~~OF SIGNIFICANT ACCOUNTING POLICIES (continued)

~~DECEMBER~~Revenue ~~31, 2012~~Recognition

~~Website~~It ~~Development~~is ~~Costs/Domain~~our ~~Names~~policy that revenues are recognized in accordance with ASC 605-10. Under ASC 605-10, product revenues are recognized when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed and determinable and collectability is reasonably assured. Revenue is recognized at the point of sale for in person purchases and upon shipping for Internet sales.

The Company accounts for its Development Costs in accordance with ASC-350-50, “Accounting for Website Development Costs.” The Company’s website comprises multiple features and offerings that are currently developed with on-going refinements. In connection with the development of its products, the Company has incurred external costs for hardware, software, and consulting services, and internal costs for payroll and related expenses of its technology directly involved in the development. All hardware costs are capitalized as fixed assets. Purchased software will be capitalized in accordance with ASC codification 350-50-25 related to accounting for the costs of computer software developed or obtained for internal use. All other costs are reviewed to determine whether they should be capitalized or expensed.

Pursuant to ASC 360, the Company periodically evaluates, at least annually, whether facts or circumstances indicate that the carrying value of its depreciable assets to be held and used may not be recoverable. Domain names are generally not amortized. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether impairment exists. In the event that the carrying amount of long-lived assets exceeds the undiscounted future cash flows, then the carrying amount of such assets is adjusted to their fair value. The Company reports an impairment cost as a charge to operations at the time it is recognized.

Impairment of Long-Lived Assets

Long-lived assets, such as property and domain names and website development costs are reviewed for impairment when recoverability of assets to be held and used is measured by comparison of the carrying amount of an asset to estimated undiscounted future cash flows expecting an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset

Fixed Assets

Fixed assets are carried at cost less accumulated depreciation. Depreciation is provided over their estimated useful lives, using the straight-line method. Estimated useful lives of the plant and equipment are as follows:

Office equipment 5 years

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the statement of income. Accumulated depreciation to date on office equipment is $208.

Loss per Common Share

Basic earnings (loss) per share includes no dilution and is computed by dividing income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive earnings (loss) per share reflect the potential dilution of securities that could share in the earnings of the Company. Because the Company does not have any potential dilutive securities, the accompanying presentation is only on the basic loss per share.

Income Taxes

The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.

~~F-7~~Principles of consolidation

~~FREEBUTTON~~The Company consolidates its 100% owned subsidiary pursuant to Accounting Standards Codification (“ASC”) No. 810, ~~INC~~“Consolidation”. All intercompany transactions and balances have been eliminated.

~~(Formerly Secured Window Blinds, Inc.)~~Inventory

(AWe ~~Development~~value ~~Stage~~our ~~Company)~~inventories at the lower of cost, determined on a first-in, first-out method, or market value. Our inventory consists solely of finished goods. We review inventories on hand at least quarterly and record provisions for estimated excess, slow moving and obsolete inventory, as well as inventory with a carrying value in excess of net realizable value. The regular and systematic inventory valuation reviews include a current assessment of future product demand, historical experience and obsolete finished product.

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2012

Stock-based Compensation

The Company follows FASB ASC 718-10, "Stock Compensation", which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. ~~The~~No ~~Company has not adopted a~~ stock-based ~~option~~compensation ~~plan and~~ has ~~not~~been ~~granted~~issued ~~any~~as ~~stock~~of ~~options. As at~~ December 31, ~~2012 the Company had not adopted a stock option plan nor had it granted any stock options~~2014. ~~Accordingly no stock-based compensation has been recorded to date.~~

Advertising Costs

The Company accounts for advertising costs in accordance with provisions in ASC 720-35-25 which states that advertising costs can be expensed as incurred or the first time the advertising takes place.

Recent Accounting Pronouncements

The Stockholders’ Equity/Deficit section of the Company contains the following classes of Capital Stock as of September 30, 2012.

- Common stock $0.001 par value: 75,000,000 shares authorized: 33,300,000 (pre-split 2,220,000) shares issued and outstanding.

On December 15, 2006, the Company issued 105,000,000 common shares at $0.0000666 per share to the sole director and President of the Company for cash proceeds of $7,000.

On May 12, 2008, the Company issued 45,000,000 common shares at $0.0000666 per share to the sole director and President of the Company for cash proceeds of $3,000.

From September to August, 2008, the Company issued 9,300,000 shares through private placements at $0.001666 per share for net proceeds to the Company of $15,500.

On June 26, 2012, the President of the Company forgave all debts owing to him by the Company for all advances/shareholders loans totalling $54,742. All these sums are reflected as a credit to additional-paid-in-capital.

On August 15, 2012, two shareholders of the Company returned 126,000,000 (pre-split 8,400,000) restricted shares of common stock to treasury and the shares were cancelled by the Company. The shares were returned to treasury for no consideration to the shareholder. Following the cancellation the Company now has 33,300,000 (pre-split 2,220,000 shares of common stock outstanding.

On August 22, 2012 a majority of shareholders and the directors approved a special resolution to undertake a forward split of the common stock of the Company on a 15 new shares for 1 old share, which was effected on October 1, 2012, increasing the outstanding shares from 2,220,000 to 33,300,000.

All references in these financial statements to number of common shares, price per share and weighted average number of common shares outstanding prior to the 15:1 forward split have been adjusted to reflect the stock split on a retroactive basis, unless otherwise noted.

F-8

FREEBUTTON, INC.

(Formerly Secured Window Blinds, Inc.)

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2012

On December 15, 2006 the Company issued 105,000,000 shares of common stock at $0.0000666 per share to its sole director and President of the Company for cash proceeds of $7,000. On May 12, 2008 the Company issued 45,000,000 shares of common stock at $0.0000666 per share to its sole director and President of the Company for cash proceeds of $3,000. During the nine months ending September 30, 2012 the President of the Company paid outstanding payables owed by the Company of $28,400. On June 26, 2012, the President of the Company forgave all debts owing to him by the Company for all advances/shareholders loans totalling $54,742. All these sums are reflected as a credit to additional-paid-in-capital.

On August 15, 2012, two shareholder of the Company returned 126,000,000 (pre-split 8,400,000) restricted shares of common stock to treasury and the shares were cancelled by the Company. The shares were returned to treasury for no consideration to the shareholder. Following the cancellation the Company now has 33,300,000 (pre-split 2,220,000 shares of common stock outstanding.

As at December 31, 2012 the Company has a shareholders loan in the amount of $4,072 owed to the President of the Company. The amounts due to the related party are unsecured and non- interest-bearing with no set terms of repayment.

During the year ended December 31, 2012, the Company paid $45,000 in total to two managers as management fees.

On August 9, 2012 the Company signed a Convertible Promissory Note for $110,000, with an interest rate of 8% with a maturity date of August 9, 2013. The issuer of the Convertible Promissory Note has the option to convert all or portion of the Promissory Note into common shares of the Company. The Conversion price share would be $0.10, unless the Company has, between the issue date of the Promissory Note and its Maturity date, sold its capital stock in financing in which the Company received gross proceeds of an excess of $1,000,000 at a differing price.

On November 20, 2012 the Company signed a Convertible Promissory Note for $25,000, with an interest rate of 8% with a maturity date of May 20, 2013. The issuer of the Convertible Promissory Note has the option to convert all or portion of the Promissory Note into common shares of the Company. The Conversion price share would be $0.10, unless the Company has, between the issue date of the Promissory Note and its Maturity date, sold its capital stock in financing in which the Company received gross proceeds of an excess of $225,000 at a differing price.

On December 13, 2012 the Company signed a Convertible Promissory Note for $10,000, with an interest rate of 8% with a maturity date of June 13, 2013. The issuer of the Convertible Promissory Note has the option to convert all or portion of the Promissory Note into common shares of the Company. The Conversion price share would be $0.10, unless the Company has, between the issue date of the Promissory Note and its Maturity date, sold its capital stock in financing in which the Company received gross proceeds of an excess of $90,000 at a differing price.

The Company has adopted the FASB for reporting purposed. As of December 31, 2012 the Company had net operating loss carry forwards of approximately $201,224 that may be available to reduce future years’ taxable income and will expire beginning in 2026. Availability of loss usage is subject to change of ownership limitations under Internal Revenue Code 382. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the future tax loss carryforwards.

F-9

~~FREEBUTTON~~A1 GROUP, INC.

~~(Formerly~~NOTES ~~Secured~~TO ~~Window~~CONDENSED ~~Blinds,~~CONSOLIDATED ~~Inc.~~FINANCIAL STATEMENTS (AUDITED)

(ADECEMBER ~~Development~~31, ~~Stage Company)~~2014

~~NOTES~~NOTE 3 TO– ~~FINANCIAL~~STOCKHOLDERS’ ~~STATEMENTS~~EQUITY/DEFICIT

~~DECEMBER~~The Stockholders’ Equity/Deficit section of the Company contains the following classes of Capital Stock as of December 31, ~~2012~~2014.

~~NOTE 7~~- –Common ~~SUBSEQUENT~~stock ~~EVENTS~~$0.001 par value: 75,000,000 shares authorized: 34,168,260 shares issued and outstanding.

On ~~February~~August 2514, ~~2013~~2014, ~~the Board of Directors of the Company adopted a new equity incentive award plan~~21, ~~named the FreeButton~~000,000 ~~Inc.~~shares ~~2013~~were returned ~~Equity~~to ~~Incentive Award Plan (~~the ~~“2013~~Company ~~Plan”),~~in ~~which~~anticipation ~~has been approved by a majority, or approximately 65%~~ of ~~outstanding~~the ~~shareholders~~acquisition of ~~the~~A1 ~~Company on February 25~~Vapors, ~~2013~~Inc.

~~The~~On ~~new~~August ~~plan~~14, is2014, anthe ~~“omnibus~~Company ~~plan”~~entered ~~under~~into a ~~which~~Share ~~stock~~Exchange ~~options,~~Agreement ~~stock~~(the ~~appreciation~~‘Share ~~rights,~~Exchange ~~performance~~Agreement”) ~~share~~with ~~awards,~~selling ~~restricted~~stockholders ~~stock~~named ~~and~~in ~~restricted~~the ~~stock~~prospectus, ~~units~~pursuant to ~~can~~which bethe ~~awarded. The~~Company ~~2013~~offered ~~Plan’s~~and ~~initial~~sold ~~share~~an ~~reservation~~aggregate ~~will~~of ~~be 3~~21,~~500~~000,000 shares~~. The~~ ~~term~~ of ~~the~~common ~~plan~~stock isto ~~for~~all 10the ~~years~~stockholders ~~from~~of ~~the~~A-1 ~~date~~Vapors, Inc., ofa ~~its~~Florida ~~adoption~~corporation (“A-1 Vapors”).

OnAs ~~February~~a ~~25,~~result ~~2013~~of the ~~Company~~Reverse ~~issued~~Merger ~~under~~with ~~the~~A-1 Vapors, ~~2013~~Inc. ~~Plan~~and aA1 ~~total~~Group, ofInc. 7(formerly Freebutton,~~000~~ Inc.) carried forward 12,844,260 common shares, toand ~~one~~subscription ~~individual~~receivable representing ~~and~~272,336 ~~two~~common ~~companies~~shares valued at $342,231 in net liabilities assumed of A1 Group, Inc. ~~Total~~(formerly ~~value~~Freebutton, ~~received~~Inc.) prior ~~for services~~to ~~rendered~~August ~~was~~14, 2014. The net liabilities consisted of $436,~~430~~613 in cash, $24,749 in accrued liabilities and $354,095 in promissory notes.

On ~~February~~August 2514, ~~2013~~2014, the Company ~~issued 100~~converted $10,~~000~~851 ~~common shares~~ of ~~the~~debt ~~Company~~in ~~for~~Subscription ~~$0.25~~receivables ~~per~~to ~~share~~issue 72,336 ~~with~~common ~~net~~shares ~~proceeds~~through toa ~~the~~debt ~~Company~~conversion ofagreement at $~~25,000~~0.15 per share.

On September ~~March~~25, 182014, ~~2013~~ the Company ~~signed~~received ~~a Convertible Promissory Note for~~ $2522,~~000,~~800 ~~with~~in anSubscription ~~interest~~receivables ~~rate~~to ofissue ~~8% with a maturity date of September 18~~152,000 ~~2013. The issuer of the Convertible Promissory Note has the option to convert all or portion of the Promissory Note into~~ common shares ofthrough ~~the~~a ~~Company.~~private placement ~~The~~at ~~Conversion price share would be~~ $0.~~10,~~15 ~~unless~~per the Company has, between the issue date of the Promissory Note and its Maturity date, sold its capital stock in financing in which the Company received gross proceeds of an excess of $225,000 at a differing priceshare.

On October 6, 2014, the Company received $$27,200 in Subscription receivables to issue 181,333 common shares through a private placement at $0.15 per share.

On December 23, 2014 the issued 324,000 common shares in the conversion of $32,400 of Convertible Promissory Note and accrued interest at $0.10 per share.

NOTE 4 – RELATED PARTY TRANSACTIONS

The Company entered into the following transactions with a related party:

As of the period ending December 31, 2014, the CEO has advanced $33,621 and the COO has advanced $1,950 to the Company. The advances are unsecured, non-interest bearing and are payable on demand. Subsequent to the period on January 12, 2015 the amount owing to the COO was paid in full.

Employment Agreement with its Chief Operating and Chief Executive Officers

On August 15, 2014 A-1 Group, Inc., (the “Company”) signed an initial two (2) year Employment Agreement with it Chief Executive Officer. The Company has agreed to a salary of $3,500 per month starting September 1, 2014 and a lump sum signing bonus of $10,000 due on August 29, 2014.

On August 15, 2014 A-1 Group, Inc., (the “Company”) signed an initial two (2) year Employment Agreement with it Chief Operating Officer. The Company has agreed to a salary of $3,500 per month starting September 1, 2014.

During the period ending December 31, 2014, the Company paid a total of $34,500 in management fees.

NOTE 5 – COMMITMENTS

Kiosk Space

The Company began leasing kiosk space in greater Miami in 2013 and run through 2015. At December 31, 2014, contractual obligations were as follows:

· Period beginning October 1, 2014 to December 31, 2014 - Rent Obligations -	$27,327
· Period ending December 31, 2015 – Rent Obligations -	$39,125

F-10

~~ITEM~~A1 9.GROUP, ~~CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE~~INC.

~~None.~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (AUDITED)

~~ITEM~~DECEMBER ~~9A.~~31, ~~CONTROLS AND PROCEDURES~~2014

~~Evaluation~~NOTE 5 of– ~~Disclosure~~COMMITMENTS ~~Controls and Procedures~~(continued)

~~Our~~FSC management, including our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act as of the end of the period covered by this report. Our management does not expect that our disclosure controls and procedures will prevent all error and all fraud. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Agreement

~~Based~~On onNovember ~~the evaluation as of December 31~~29, ~~2012,~~2014 ~~for~~ the ~~reasons~~Company ~~set~~entered ~~forth~~into an ~~below,~~Agreement ~~our~~with ~~chief~~FSC ~~executive~~Company ~~officer~~(“FSC”) ~~and~~to ~~chief~~assist ~~financial~~with ~~officer~~the ~~concluded~~development ~~that~~of ~~our~~a ~~disclosure~~corporate ~~controls~~vision and ~~procedures were not effective~~ to ~~provide~~build ~~reasonable assurance~~a ~~that~~comprehensive Operating ~~information~~Plan ~~we are required~~ to ~~disclose~~guide ~~in reports that we file or submit under~~ the ~~Exchange Act is recorded~~Company, ~~processed, summarized~~ and ~~reported~~to ~~within~~assist ~~the time periods specified~~ in the ~~SEC’s~~designing ~~rules~~of ~~and~~a ~~forms,~~strategic ~~and~~sales ~~that such information is accumulated~~ and ~~communicated~~marketing ~~to our management~~plan, ~~including~~with ~~our~~an ~~chief~~associated branding ~~executive~~strategy. ~~officer~~This ~~and~~agreement ~~chief~~includes ~~financial~~the ~~officer, as appropriate, to allow timely decisions regarding required disclosure.~~following;

Management's Annual Report on Internal Control Over Financial Reporting.

Term:	Six (6) months. Either party may terminate the Agreement after four (4) months with a thirty (30) day advance written notice.
Fees:	Initial fee of ten thousand dollars ($10,000) at time this agreement is executed and six thousand ($6,000) per month during the final five (5) months of the engagement period.
Incentives:	the Company and FSC agree to establish an incentive plan. The Company has to provide FSC up to five hundred thousand (500,000) shares of common stock in A1Group, Inc. following the initial one hundred and twenty (120) days of the term of this Agreement , so long as items listed in the Agreement have been satisfactory delivered and all terms and conditions of the Agreement have been met.

~~Our~~NOTE ~~management~~6 is– ~~responsible~~CONVERTIBLE ~~for~~PROMISSORY establishing and maintaining adequate internal control over financial reporting. Our internal control system was designed to, in general, provide reasonable assurance to our management and the Board of Directors regarding the preparation and fair presentation of published financial statements, but because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.NOTE

~~Our~~On ~~chief~~October ~~executive~~23, ~~officer~~2013 ~~and~~the ~~chief~~Company ~~financial~~signed ~~officer~~a ~~evaluated~~Convertible Promissory ~~the~~Note ~~effectiveness~~for $10,000, with an interest rate of ~~our~~8% ~~internal~~with ~~control~~a ~~over~~maturity ~~financial~~date ~~reporting~~of asOctober 23, 2014. The issuer of ~~December~~the 31Convertible Promissory Note has the option to convert all or portion of the Promissory Note into common shares of the Company. The Conversion price share would be $0.10, ~~2012~~unless the Company has, between the issue date of the Promissory Note and ~~based~~its onMaturity ~~that~~date, ~~evaluation~~sold ~~they~~its capital ~~concluded~~stock ~~that~~in ~~our~~financing ~~internal~~in ~~control~~which ~~over~~the ~~financial~~Company ~~reporting~~received ~~was~~gross ~~not~~proceeds ~~effective~~of an excess of $90,000 at a differing price. On December 23, 2014 the Convertible Promissory Note of $10,000 plus accrued interest of $800 were converted to 108,000 restricted common shares of the Company at $0.10 per share.

~~The~~On ~~framework~~December ~~used~~23, by2013 ~~management~~the inCompany ~~making~~signed ~~that~~a ~~assessment~~Convertible Promissory ~~was~~Note ~~the~~for ~~criteria~~$20,000, ~~set~~with ~~forth~~an ininterest ~~the~~rate ~~document~~of ~~entitled~~8% ~~“Internal~~with ~~Control~~a –maturity ~~Integrated~~date ~~Framework”~~of ~~issued~~December by23, ~~the~~2014. ~~Committee~~The ofissuer ~~Sponsoring Organizations~~ of the ~~Treadway~~Convertible Promissory ~~Commission.~~Note ~~Based~~has onthe ~~that~~option ~~re-evaluation~~to ~~due~~convert toall ~~material~~or ~~weakness~~portion ~~identified~~of ~~below,~~the ~~our~~Promissory ~~management,~~Note ~~including~~into ~~our~~common ~~chief~~shares ~~executive~~of ~~officer~~the ~~and~~Company. ~~chief~~The ~~financial~~Conversion price ~~officer,~~share ~~concluded~~would ~~that~~be ~~our~~$0.10, ~~disclosure~~unless ~~controls~~the ~~and~~Company ~~procedures~~has, ~~were~~between ~~not~~the ~~effective~~issue asdate of ~~December~~the ~~31,~~Promissory ~~2012~~Note toand ~~ensure~~its ~~that~~Maturity ~~information~~date, ~~required~~sold toits capital bestock ~~disclosed~~ in ~~our~~financing ~~Exchange~~in ~~Act~~which ~~reports~~the ~~was~~Company ~~(1)~~received ~~recorded,~~gross ~~processed,~~proceeds ~~summarized~~of ~~and~~an ~~reported~~excess inof ~~a timely manner~~$180,000 ~~and~~at ~~(2)~~a ~~accumulated~~differing ~~and~~price. ~~communicated~~On ~~to our management~~December 23, ~~including~~2014 ~~our~~the ~~chief~~Convertible ~~executive~~Promissory ~~officer~~Note ~~and~~of ~~chief financial officer~~$20,000 asplus ~~appropriate~~accrued tointerest ~~allow~~of ~~timely~~$1,600 ~~decisions~~were ~~regarding~~converted ~~required~~to ~~disclosure~~216,000 ~~because~~restricted common shares of ~~material~~the ~~weaknesses~~Company inat ~~our~~$0.10 ~~internal~~per ~~controls over financial reporting~~share.

AOn ~~material~~March ~~weakness~~11, is2014 athe ~~deficiency,~~Company orsigned a consolidated ~~combination~~and extension of ~~deficiencies,~~the inCompany’s ~~internal~~Promissory ~~control~~Notes. ~~over~~The ~~financial~~New ~~reporting,~~total ~~such~~amount ~~that~~of ~~there~~the combined Promissory Note is $307,266.26 awith ~~reasonable~~an ~~possibility~~interest ~~that~~rate aof ~~material~~8% ~~misstatement~~and maturity date of August 28, 2014. The Conversion price share would be $0.10, unless the Company's ~~annual~~has, orbetween ~~interim~~the ~~financial~~issue ~~statements~~date ~~will~~of ~~not~~the bePromissory ~~prevented~~Note orand ~~detected~~its onMaturity date, sold its capital stock in financing in which the Company received gross proceeds of an excess of $1,000,000 at a ~~timely~~differing ~~basis~~price. In ~~its~~the ~~assessment~~event of the ~~effectiveness~~ Company ofdoes ~~internal~~not ~~control~~pay ~~our~~the ~~financial~~outstanding ~~reporting~~balance asby ofAugust ~~December 31~~28, ~~2012~~2014, the ~~Company~~interest ~~determined~~rate ~~that~~ of the ~~following~~Promissory ~~items~~Note ~~constituted~~increases ato ~~material~~12% per ~~weakness:~~annum. The promissory note is in default and the 12% interest rate is in effect. (Refer to Note 9 – Subsequent Events).

●On ~~The~~June 20, 2014 the Company ~~does~~signed ~~not~~a ~~have~~Convertible Promissory Note for $16,828.56, with an ~~independent~~interest ~~audit~~rate ~~committee~~of in8% ~~place~~with a maturity date of December 20, ~~which~~2014. ~~would~~The ~~provide~~issuer ~~oversight~~of the Convertible Promissory Note has the option to convert all or portion of the Promissory Note into common shares of the Company’s. ~~officers,~~The ~~operations~~Conversion price ~~and~~share ~~financial~~would ~~reporting~~be ~~function~~$0.10, ●unless ~~The~~the Company’s ~~disclosure~~has, ~~controls~~between the issue date of the Promissory Note and ~~procedures~~its doMaturity ~~not~~date, ~~provide~~sold ~~adequate~~its capital ~~segregation~~stock ofin ~~duties;~~financing ●in ~~The~~which the Company ~~does~~received ~~not~~gross ~~have~~proceeds ~~effective~~of ~~controls~~an ~~over~~excess ~~period~~of ~~end~~$152,000 ~~financial~~at ~~disclosure~~a ~~and~~differing ~~reporting~~price. ~~processes~~(Refer to Note 9 – Subsequent Events).

The ~~management~~conversion ~~believes~~of ~~that~~ the ~~material~~Promissory ~~weaknesses~~Note(s) ~~set~~is contingent ~~forth~~upon inan ~~items~~“Event ~~(2)~~Default” and ~~(3)~~the ~~above~~Promissory ~~did~~Note is not ~~have~~currently anconvertible. ~~effect~~If onthe ~~our~~Promissory ~~financial~~Note ~~results.~~does become ~~However,~~convertible ~~management believes that~~ the ~~lack~~non-cash ofexpense ato ~~functioning~~the ~~audit~~Company ~~committee~~is ~~and~~dependent ~~lack~~on ofthe atrading ~~majority~~value of ~~outside~~the ~~directors~~Company’s stock on ~~our~~the ~~board~~ day of ~~directors,~~conversion ~~results~~and ~~in ineffective oversight in~~ the ~~establishment~~$0.10 ~~and~~conversion ~~monitoring~~price. ofThe ~~required~~estimated ~~internal~~non-cash ~~controls~~expense ~~and~~if ~~procedures~~the ~~which~~Promissory ~~could~~notes ~~result~~had inbeen aconverted ~~material~~as ~~misstatement~~of inDecember 31, ~~our~~2014 ~~financial~~would ~~statements~~have inbeen ~~future periods~~$678,735.

12Subsequent to the period on January 16, 2015 an agreement was reached whereby the Convertible Promissory Note of $307,266.26 dated March 11, 2014 and $16,828.56 dated June 20, 2014 would be converted to 1,473,161 common shares of A1 Group, Inc. without restrictive legend. Upon deliverance of the share certificate they will be no further obligations under the convertible promissory notes. As of the filing date of the Company’s10-K the certificate had not yet be delivered.

Management believes that the appointment of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on our Board.F-11

WeA1 will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvementsGROUP, ~~as necessary and as funds allow~~INC.

~~Changes~~NOTES inTO ~~Internal~~CONDENSED ~~Control~~CONSOLIDATED ~~over~~FINANCIAL ~~Financial Reporting~~STATEMENTS (AUDITED)

~~There~~DECEMBER ~~were no changes that have affected~~31, or are reasonably likely to materially affect, our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act) during the period covered by this report.2014

~~ITEM~~NOTE ~~9B.~~7 – ~~OTHER~~ASSET ~~INFORMATION~~AND BUSINESS ACQUISITION

~~None~~A1 Vapors, Inc. – Share Exchange Agreement

~~PART~~On ~~III~~August 14, 2014 FreeButton (now known as “A1 Group, Inc.”) entered into an exchange agreement (the “Exchange Agreement”) with A1 Vapors, Inc. Under the terms of the Exchange Agreement, the shareholders of A1 Vapors, Inc. received 21,000,000 newly-issued shares of FreeButton’s Common Stock in exchange for all of A1 Vapor’s outstanding Common Stock. A1 Vapors, Inc. has become a wholly-owned subsidiary of A1 Group, Inc. (formerly known as FreeButton). The acquisition has been treated as a recapitalization of the Company with Al Vapors as the accounting acquirer in accordance with the Reverse Merger rules. As a result of the proposed consummation of the Share Exchange Agreement A1 Vapors, Inc. will become a wholly-owned subsidiary of the Company and the electronic vapour cigarette industry will become the primary business of the company.

~~ITEM~~NOTE ~~10.~~8 ~~DIRECTORS,~~– INCOME ~~EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE~~TAXES

~~Our~~For ~~executive~~the ~~officers~~years ended December 31, 2014 and ~~sole~~2013, the ~~director~~Company ~~are~~incurred asnet ~~follows~~operating losses and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At December 31, 2014 and 2013, the Company had approximately $32,925 and $nil of federal and state net operating losses. The net operating loss carry forwards, if not utilized, will begin to expire in 2026. The provision for income taxes consisted of the following components for the years ended December 31:

Name	Age	Position
James Edward Lynch, JR. (1)	45	President, Chief Executive Officer, Secretary, and Director
Dallas James Steinberger (2)	28	Vice President and Treasury, and Director

Components of net deferred tax assets, including a valuation allowance, are as follows at December 31:

(1)	Mr. Lynch was appointed as President, Chief Executive Officer and Secretary and a director of the Company on August 2, 2012 upon the closing of a change of control.
		December 31
(2)	Mr. Steinberger was appointed as Vice President and Treasury and a director of the Company on August 2, 2012 upon the closing of a change of control.
		2014			2013
Deferred tax assets:
Net operating loss carry forwards		$	32,925		$	nil
Valuation allowance			(32,925	)		(nil)
Total deferred tax assets		$	–		$	–

AThe ~~brief~~valuation ~~description~~allowance for deferred tax assets as of ~~the~~December ~~background~~31, 2014 and ~~business~~2013 ~~experience~~was $32,925 and $nil respectively. In assessing the recovery of ~~our~~the ~~sole~~deferred ~~executive~~tax ~~officer~~assets, ~~and~~management considers ~~director~~whether ~~for~~it is more likely than not that some portion or all of the ~~past~~deferred ~~five~~tax ~~years~~assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as ~~follows:~~of December 31, 2014 and 2013, and recorded a full valuation allowance.

~~James~~Reconciliation ~~Edward~~between ~~Lynch,~~the ~~JR.~~statutory rate and the effective tax rate is as follows at December 31:

Mr. Lynch has 17 years business and managerial experience in advertising and media industry. In November 2009, James launched a boutique sales & consulting firm, Media Rhythm, representing various media properties including over 30 magazines (Surfer, Motor Trend, Surfing, Automobile, Hot Rod, Powder, Snowboarder, Alert Diver, Shutterbug, just to name a few), 30 websites, and 20 sponsor-able events. This firm also operates as an apparel sales rep firm and consulting group. In the past 13 years, Mr. Lynch also served as the Vice President of national sales at Action Sports Group, managing 7 Magazines, 12 websites, 14 events, and multiple employees. He has seen years of success creating and implementing integrated advertising & marketing programs in Online, Print, and Event Media Properties.

	2014 & 2013

Federal statutory tax rate	(35.0) %
Permanent difference and other	35.0 %

~~The Board considers Mr. Lynch’s experience in advertising and media industry and skills in management, strategy and implementation qualify him to serve as a member of the Board.~~F-12

13A1 GROUP, INC.

~~Dallas~~NOTES ~~James~~TO ~~Steinberger~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (AUDITED)

~~Mr.~~DECEMBER ~~Steinberger has been involved in online business for the last ten years~~31, from online brand development, marketing and social networking to coding, design and implementation of multiple sites. He has been an independent web design studio owner and managed the online presence for Action Sports Group, a major publisher of action sports magazines. From 2008 to 2011 while working at Action Sports Group as the Senior Web Producer, he managed the content creation and online publishing schedule for ten magazine sites including Surfermag.com, Powdermag.com and Bikemag.com.2014

~~The~~NOTE ~~Board~~9 – ~~considers~~SUBSEQUENT ~~Mr. Steinberger’s experience in online marketing qualifies him to serve as a member of the Board.~~EVENTS

~~Term~~Convertible ofRedeemable ~~Office~~Notes

~~Our~~Subsequent ~~directors~~to ~~are~~the ~~appointed~~period ~~for~~on aJanuary ~~one-year~~8, ~~term to hold office until~~ 2015 the ~~next~~Company ~~annual~~entered ~~general~~into ~~meeting~~two of(2) ~~our~~8% ~~stockholders~~Convertible orRedeemable ~~until~~Note ~~removed~~each ~~from~~for ~~office~~$26,500 in(total ~~accordance~~of ~~with our bylaws~~$53,000). ~~Our~~Term ~~officers~~is ~~are~~for ~~appointed~~one by(1) ~~our~~year ~~Board~~due January of8, ~~Directors~~2016. ~~and~~Details ~~holds~~of ~~office until removed by~~ the ~~Board~~Notes ofas ~~Directors.~~follows;

There are no agreements or understandings between Mr. Lynch and Mr. Steinberger and any other person pursuant to which Mr. Lynch and Mr. Steinberger were selected as a director or executive officer.

Conversion Discount:	The principal and accrued interest under the Notes will be convertible into shares at a 50% discount to the lowest closing bid and price with a 15 day look back.
Prepayment Option:	During the first 180 days the Notes are in effect may be prepaid with a prepayment premium equal to 150% of the principal outstanding plus accrued interest. The Notes cannot be prepaid after the 180^th day.
Expenses:	The Investor(s) will deduct legal fees of $1,500 from each Note (total of $3,000).

~~Family~~Convertible ~~Relationships~~Promissory Notes

~~There~~Subsequent ~~are~~to the period on January 16, 2015 an agreement was reached whereby the Convertible Promissory Note of $307,266.26 dated March 11, 2014 and $16,828.56 dated June 20, 2014 would be converted to 1,473,161 common shares of A1 Group, Inc. without restrictive legend. Upon deliverance of the share certificate there will be no ~~family~~further ~~relationships~~obligations ~~between~~under ~~any~~the convertible promissory notes. As of ~~our~~the ~~directors~~filing ordate ~~executive~~of ~~officers~~the Company’s10-K the certificate had not yet be delivered.

~~Involvement in Legal Proceedings~~F-13

To our knowledge, there have been no material legal proceedings that would require disclosure under the federal securities laws that are material to an evaluation of the ability of our director or executive officers.

Potential Conflicts of Interest

We are not aware of any current or potential conflicts of interest with our director or executive officers.

Board Committees

Section 16(a) Beneficial Ownership Reporting Compliance

Name	Number of Late Reports		Transactions Not Timely Reported		Known Failures to File a Required Form
James Edward Lynch, JR.		1		1		1
Dallas James Steinberger		1		1		1

Code of Ethics

We currently do not have a code of ethics that applies to our officers, employees and director, including our Chief Executive Officer, however, we are in the process of formulating a code of ethics and intend to adopt one in the near future.

ITEM 11. EXECUTIVE COMPENSATION

Summary Compensation Table

The following summary compensation table sets forth all compensation awarded to, earned by, or paid to, the named persons, during the years ended December 31, 2012 and 2011 as our only named executive officer:

Summary Compensation of Named Executive Officers

Name and Principal Position	Fiscal Year		Salary ($)		Bonus ($)		Stock Awards ($)		All Other Compensation ($)			Total ($)
James Edward Lynch, JR.	2012	(1)		-		-		-		25,000	(2)		25,000
President, Chief Executive Officer, Secretary	2011			-		-		-		-			-
Dallas James Steinberger	2012	(3)		-		-		-		20,000	(4)		20,000
Vice President and Treasurer	2011			-		-		-		-			-
						-		-		-
Anthony Pizzacalla (5)	2012			-		-		-		-			-
Former President, Chief Financial Officer, Secretary and Treasurer	2011			-		-		-		-			-

(1)	Represents Mr. Lynch’s compensation from August 2, 2012 through December 31, 2012.
(2)	Represents Mr. Steinberger’s compensation from August 2, 2012 through December 31, 2012.
(3)	Represents management fee paid to Mr. Lynch.
(4)	Represents management fee paid to Mr. Steinberger.
(5)	Mr. Pizzacalla served as our President, Chief Financial Officer, Secretary and Treasurer since inception and resigned as from such position on August 2, 2012 upon the closing of the change of control. Mr. Pizzacalla’s resignation was not a result of any disagreement with the Company on any matters relating to the Company’s operations, policies (including accounting or financial policies) or practices.

Outstanding Equity Awards at Fiscal Year End

None of our executive officers received any equity awards, including, options, restricted stock or other equity incentives during the fiscal year ended December 31, 2012 and 2011.

Compensation of Directors

During the year ended December 31, 2012 and 2011, the former sole director Anthony Pizzacalla and the current directors James Edward Lynch, JR. and Dallas James Steinberger did not receive any compensation solely for service as a director.

Our directors James Edward Lynch, JR. and Dallas James Steinberger will not receive any compensation solely for service as a director. It is our current policy that our director is reimbursed for reasonable out-of-pocket expenses incurred in attending each board of directors meeting or meeting of a committee of the board of directors.

Compensation Committee Interlocks and Insider Participation

During the fiscal years of 2012 and 2011, we did not have a standing compensation committee. Our board of directors was responsible for the functions that would otherwise be handled by the compensation committee. The sole director conducted deliberations concerning executive officer compensation, including directors who were also executive officers. Fawad Maqbool, as our sole director, has authority and discretion to determine his own compensation for serving as the Company’s President and Chief Executive Officer.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Beneficial ownership is determined in accordance with the rules of the SEC. Generally, a person is considered to beneficially own securities: (i) over which such person, directly or indirectly, exercises sole or shared voting or investment power, and (ii) of which such person has the right to acquire beneficial ownership at any time within 60 days (such as through exercise of stock options or warrants). For purposes of computing the percentage of outstanding shares held by each person or group of persons, any shares that such person or persons has the right to acquire within 60 days of April 9, 2013 are deemed to be outstanding, but are not deemed to be outstanding for the purpose of computing the percentage ownership of any other person. The inclusion herein of any shares listed as beneficially owned does not constitute an admission of beneficial ownership. Unless otherwise indicated below, the address of each person listed in the table below is c/o 545 Second Street #6, Encinitas, CA 92024.

	Amount and Nature of Beneficial Ownership
Name and Address of Beneficial Owner	Common Stock (1)
Directors and Officers	No. of Shares		% of Class
James Edward Lynch, JR. President, Chief Executive Officer and Secretary, and Director		10,800,000		32.32	%
Dallas James Steinberger Vice President and Treasurer, and Director		10,800,000		32.32
All officers and directors as a group (2 persons)		21,600,000		64.64	%

(1) Based on 33,411,620 shares of common stock issued and outstanding as of April 12, 2013. For each beneficial owner above, the number of shares of common stock into which Convertible Notes held by such beneficial owner are convertible within 60 days of April 12, 2013 have been included in the number of common stock owned by such beneficial owner.

ITEM 13. CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Transactions with Related Persons

The following sets forth a summary of transactions since the beginning of the fiscal year of 2011, or any currently proposed transaction, in which the Company was to be a participant and the amount involved exceeded or exceeds $120,000 and in which any related person had or will have a direct or indirect material interest (other than compensation described under “Executive Compensation”). We believe the terms obtained or consideration that we paid or received, as applicable, in connection with the transactions described below were comparable to terms available or the amounts that would be paid or received, as applicable, in arm’s-length transactions.

● At December 31, 2012, loan from our director and President, Chief Executive Officer, Secretary, James Edward Lynch, JR., to the Company, amounted to $4,072. The loan is unsecured and non- interest-bearing with no set terms of repayment. ● During the year ended December 31, 2012, the Company paid a total of $45,000 of management fees to two officers James Edward Lynch, JR. and Dallas James Steinberger. ● On June 26, 2012, our former President, Chief Financial Officer, Secretary and Treasurer, Anthony Pizzacalla, forgave the debts owed to him by the Company in an amount of $54,742.

Policies and Procedures for Review, Approval or Ratification of Transactions with Related Persons

We expect to prepare and adopt a written related-person transactions policy that sets forth our policies and procedures regarding the identification, review, consideration and approval or ratification of “related-persons transactions.” For purposes of our policy only, a “related-person transaction” will be a transaction, arrangement or relationship (or any series of similar transactions, arrangements or relationships) in which we and any “related person” are participants involving an amount that exceeds $120,000 or one percent of the average of the Company’s total assets at the year-end for 2011 and 2010. Transactions involving compensation for services provided to us as an employee, director, consultant or similar capacity by a related person will not be covered by this policy. A related person will be any executive officer, director or a holder of more than five percent of our common stock, including any of their immediate family members and any entity owned or controlled by such persons.

We anticipate that, where a transaction has been identified as a related-person transaction, the policy will require management to present information regarding the proposed related-person transaction to our audit committee (or, where approval by our audit committee would be inappropriate, to another independent body of our board of directors) for consideration and approval or ratification. Management’s presentation will be expected to include a description of, among other things, the material facts, the direct and indirect interests of the related persons, the benefits of the transaction to us and whether any alternative transactions are available.

To identify related-person transactions in advance, we are expected to rely on information supplied by our executive officers, directors and certain significant shareholders. In considering related-person transactions, our board of directors will take into account the relevant available facts and circumstances including, but not limited to:

● the risks, costs and benefits to us; ● the effect on a director’s independence in the event the related person is a director, immediate family member of a director or an entity with which a director is affiliated; ● the terms of the transaction; ● the availability of other sources for comparable services or products; and ● the terms available to or from, as the case may be, unrelated third parties or to or from our employees generally.

We also expect that the policy will require any interested director to excuse himself or herself from deliberations and approval of the transaction in which the interested director is involved.

Director Independence

James Edward Lynch, JR. and Dallas James Steinberger, the members of our Board of Directors, are not independent using the definition of independence under NASDAQ Listing Rule 5605(a)(2) and the standards established by the SEC.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Fees paid to PLS CPA

The following table shows the aggregate fees we paid for professional services provided to us by PLS CPA for 2012 and 2011:

	2012		2011
Audit Fees	$	10,000	$	10,000
Audit-Related Fees		0		0
Tax Fees		0		0
All Other Fees		0		0
		0
Total	$	10,000	$	10,000

For the fiscal years ended December 31, 2012 and 2011, we paid approximately $10,000 and $10,000, respectively, for professional services rendered for the audit and review of our financial statements.

Audit Related Fees

For the fiscal years ended December 31, 2012 and 2011, we paid approximately $0 and $0 respectively, for audit related services.

Tax Fees

For our fiscal years ended December 31, 2012 and 2011, we paid $0 and $0 respectively, for professional services rendered for tax compliance, tax advice, and tax planning.

All Other Fees

We did not incur any other fees related to services rendered by our independent registered public accounting firm for the fiscal years ended December 31, 2012 and 2011.

We do not have an Audit Committee. Our Board of Directors pre-approves all services provided by our independent registered public accounting firm. All of the above services and fees during 2012 were pre-approved by our Board of Directors. We do not have a record of the percentage of the above fees that were pre-approved in 2011. However, all of the above services in 2011 were reviewed and approved by our Board of Directors either before or after the respective services were rendered.

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

The following are filed as part of this Annual Report:

1. Financial Statements

The financial statements filed as part of this Annual Report are included in Item 8. Financial Statements and Supplementary Data.

2. Financial Statement Schedules

All schedules have been omitted since the required information is not present, or not present in amounts sufficient to require submission of the schedule, or because the information required is included in the Consolidated Financial Statements or the Notes thereto.

3. Exhibits

The following exhibits are required by Item 601 of Regulation S-K.

(a) Documents filed as part of this Annual Report.

1. Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets as of December 31, 2012 and 2011 Consolidated Statements of Operations for the Years Ended December 31, 2012 and 2011 Consolidated Statements of Changes in Stockholders’ Equity for the Years Ended December 31, 2012 and 2011 Consolidated Statements of Cash Flows for the Years Ended December 31, 2012 and 2011 Notes to Consolidated Financial Statements 2. Financial Statement Schedules 3. Exhibits required to be filed by Item 601 of Regulation S-K Please see the “Exhibit Index,” which is incorporated herein by reference, following the signature page for a list of our exhibits.

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.

Dated: April 16, 2013	FREEBUTTON, INC.
	By:	/s/ James Edward Lynch, JR.
		James Edward Lynch, JR.
		President, Chief Executive Officer and Secretary
		(Duly Authorized Officer, Principal Executive Officer and Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934 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	Title	Date
/s/ James Edward Lynch, JR.	President, Chief Executive Officer and Secretary, and Director	April 16, 2013
James Edward Lynch, JR.	(Principal Executive Officer and Principal Accounting Officer)
/s/ Dallas James Steinberger	Vice President and Treasurer, and Director	April 16, 2013
Dallas James Steinberger

EXHIBIT INDEX

3.1	Articles of Incorporation of FreeButton, Inc. as filed with the Secretary of State of Nevada, incorporated by reference to Exhibit 3.1 to the Company’s registration statement on Form S-1 filed on May 5, 2008.
3.2	By-Laws of FreeButton, Inc., incorporated by reference to Exhibit 3.2 to the Company’s registration statement on Form S-1 filed on May 5, 2008.
3.3	Corrected Amendment to Articles of Incorporation, incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on October 5, 2012.
4.1	Form of Promissory Note, issued by the Company in favor of the holders thereof.
10.1	Stock Purchase Agreement dated August 2, 2012 among the Company, Anthony Pizzacalla, James Edward Lynch, JR. and Dallas James Steinberger, incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on August 3, 2012.
31.1	Certification of Principal Executive Officer and Principal Accounting Officer pursuant to 18 U.S.C 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1+	Certification of Principal Executive Officer and Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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

+In accordance with the SEC Release 33-8238, deemed being furnished and not filed.

*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, deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise not subject to liability under these sections.

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