As filed with the Securities and Exchange Commission on June 28, 2019

Registration No. [●]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM S-1

REGISTRATION STATEMENT ~~UNDER THE SECURITIES ACT OF 1933~~

~~APEX RESOURCES INC (Exact name of registrant as specified in its charter)~~UNDER

Nevada		5091		35-2529753
(State or Other Jurisdiction of Incorporation or Organization)		(Primary Standard Industrial Classification Number)		(IRS Employer Identification Number)

THE SECURITIES ACT OF 1933

~~Alytaus~~APEX gRESOURCES, INC. ~~100,~~(Exact ~~Varėna,~~name ~~Lithuania~~of registrant as specified in its charter)

(775)253-3921

Nevada	5900	35-2529753
(State or other jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
incorporation or organization)	Classification Code Number)	Identification No.)

13191 Crossroads Pkwy N, Suite 200

City of Industry, CA 91746

(626) 910-5101

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Nevada Agent Solutions, LLC

900 S. Meadows Parkway

Reno, Nevada 89521

~~Tel:~~ (801) 740-0275

(~~Address~~Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:~~Adam S. Tracy, Esq.~~

~~Securities~~Arila ~~Compliance Group~~Zhou, ~~Ltd~~Esq.

~~520~~Hunter W.Taubman ~~Roosevelt~~Fischer ~~Suite~~& ~~201~~Li LLC

~~Wheaton,~~1450 ILBroadway ~~60187~~26th Floor

~~(888)~~New ~~978-9901~~York, New York 10018

~~at@ibankattorneys.com~~(212) 530-2210

Approximate date of commencement of proposed sale to the public: From ~~As soon as practicable and from~~ time to time after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, ~~please~~ check the following box:. x

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering:. ¨[●]

If this Form is a post-effective ~~registration~~amendment ~~statement~~ filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering:. ¨[●]

If this Form is a post-effective ~~registration~~amendment ~~statement~~ filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering:. ¨[●]

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. (~~check~~Check one):

Large ~~accelerated~~Accelerated ~~filer~~Filer ¨[●] Accelerated ~~filer~~Filer ¨[●] Non-~~accelerated~~Accelerated ~~filer~~Filer ¨x Smaller reporting company x ~~(Do~~Emerging ~~not~~growth ~~check if a smaller reporting~~ company) x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided in Section 7(a)(2)(B) of the Securities Act. x

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to be Registered	Amount to Bebe ~~Registered~~registered (1)			Proposed ~~Maximum~~maximum ~~Offering~~offering ~~Price~~priceper ~~per~~share ~~Share~~(2)			Proposed Maximum Aggregate ~~Offering Price~~OfferingPrice		Amount of Registration Fee
Common Stock, par value $0.04 per share		2,000,000	(2)	$	0.04	(2)	$	80,000	$	9.30
Common Stock, par value $0.001 per share		10,000,000		$	1.00		$	10,000,000	$	1,212
TOTAL		2,000,000		$	0.04		$	80,000		9.30
Total		10,000,000		$	1.00		$	10,000,000	$	1,212

(1) In the event of a stock split, stock dividend or similar transaction involving our common stock, the number of shares registered shall automatically be increased to cover the additional shares of common stock issuable pursuant to Rule 416 under the Securities Act of 1933, as amended. (2) The registration fee for securities to be offered by the Registrant is based on an estimate of the proposed maximum aggregate offering price of the securities, and such estimate is solely for the purpose of calculating the registration fee pursuant to Rule 457(a).____________

THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE SECURITIES ACT OF 1933, OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SECTION 8(A), MAY DETERMINE.

(1)	In addition, pursuant to Rule 416 under the Securities Act of 1933, this Registration Statement includes an indeterminate number of additional shares as may be issuable as a result of stock splits or stock dividends which occur during this continuous offering.

(2)	There is no active trading for the securities. Although the registrant’s common stock has a par value of $0.001 per share, the registrant believes that the calculations offered pursuant to Rule 457(f)(2) are not applicable and, as such, the registrant has valued the common stock in good faith and for the purposes of the registration fee, based on $1.00 per share. In the event of a stock split, stock dividend or similar transaction involving our common stock, the number of shares registered shall automatically be increased to cover the additional shares of common stock issuable pursuant to Rule 416 under the Securities Act of 1933, as amended.

2The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

The information in this prospectus is not complete and may be ~~amended~~changed. ~~The~~We ~~Registrant~~ may not sell these securities until the ~~Registration~~registration ~~Statement~~statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

~~PRELIMINARY~~SUBJECT ~~PROSPECTUS~~TO COMPLETION,

~~APEX~~DATED ~~RESOURCES~~June ~~INC~~28, 2019

~~2,000,000~~Registration ~~SHARES~~Statement OFNo. ~~COMMON STOCK~~[●]

~~This prospectus relates to the offer and sale of a maximum of 2,000,000 shares (the “Maximum Offering”) of common stock, $0.04 par value (“Common Shares”) by~~ APEX RESOURCES ~~INC~~, ~~a Nevada corporation (“we”, “us”, “our”, “APEX RESOURCES~~ INC~~”, “Company” or similar terms)~~. There is no minimum for this offering. The offering will commence promptly on the date upon which this prospectus is declared effective by the SEC and will continue for 16 months. We will pay all expenses incurred in this offering. We are an “emerging growth company” under applicable Securities and Exchange Commission rules and will be subject to reduced public company reporting requirements.

~~The offering of the 2~~10,000,000 shares is a “best efforts” offering, which means that our sole officer and director will use her best efforts to sell the common stock and there is no commitment by any person to purchase any shares. The shares will be offered at a fixed price of ~~$0.04~~Common per share for the duration of the offering. There is no minimum number of shares required to be sold to close the offering. Proceeds from the sale of the shares will be used to fund the initial stages of our business development. We have not made any arrangements to place funds received from share subscriptions in an escrow, trust or similar account. Any funds raised from the offering will be immediately available to us for our immediate use.Stock

This is athe ~~direct~~self-underwritten ~~participation~~public offering ~~since~~of shares of common stock of Apex Resources, Inc., a Nevada corporation (the “Company” or “Apex”, “we”, ~~are~~“us”), ~~offering~~par value $0.001 per share (“Common Stock”). We may offer and sell (the ~~stock~~“Offering”) ~~directly~~from time to ~~the~~time ~~public~~up ~~without~~to 10,000,000 shares of our Common Stock (the ~~participation~~“Shares”) at a fixed price of an$1.00 ~~underwriter~~per share (the “Offering Price”). ~~Our~~There ~~sole~~is ~~officer~~no ~~and~~minimum ~~director~~number ~~will~~of beShares ~~solely~~that ~~responsible~~must ~~for~~be ~~selling~~sold ~~shares~~by ~~under~~us ~~this~~for the offering ~~and~~to noproceed, ~~commission~~and we will beretain ~~paid~~the onproceeds from the sale of any ~~sales~~of the offered Shares.

~~Prior~~Our ~~to this offering, there has been no public market for our common~~ stock ~~and~~is wecurrently ~~have~~listed ~~not~~on ~~applied for~~ the ~~listing~~OTC orPink ~~quotation of our common stock on any public~~ market. Weunder ~~have~~trading ~~arbitrarily~~symbol ~~determined~~APXX ~~the~~but ~~offering~~there ~~price~~has ofbeen ~~$0.04~~no ~~per~~active ~~share~~trading inup ~~relation~~ to ~~this offering~~date. ~~The~~We ~~offering~~also ~~price bears no relationship to our assets, book value, earnings or any other customary investment criteria. After the effective date of the registration statement, we~~ intend to ~~seek~~apply ~~a market maker~~ to ~~file an application with the Financial Industry Regulatory Authority (“FINRA”) to~~ have our ~~common~~shares ~~stock~~listed ~~quoted~~ on ~~the~~OTCQB ~~OTC Bulletin Board. We currently have no~~ market ~~maker~~once ~~who~~we ismeet ~~willing~~the tolisting ~~list~~standards ~~quotations~~ for ~~our stock~~OTCQB. ~~There~~However, iswe nocannot ~~assurance~~guarantee that ~~an active trading market for~~ our shares will ~~develop~~be orapproved ~~will~~for belisting ~~sustained~~on ~~if developed~~OTCQB.

We are ~~not~~an “~~shell~~emerging growth company” ~~within~~as ~~the~~that ~~meaning~~term ofis ~~Rule~~used ~~405,~~in ~~promulgated~~the ~~pursuant~~Jumpstart toOur ~~Securities~~Business Startups Act, ~~because~~of we2012, ~~have~~and, ~~office~~as ~~assets~~such, ~~and~~we ~~initial~~have ~~operations.~~elected ~~Because~~to wetake ~~are~~advantage ~~not~~of ~~shell~~certain ~~company,~~reduced ~~the~~reporting ~~Rule~~requirements ~~144~~for ~~safe~~this ~~harbor~~prospectus isand ~~available~~may ~~for~~elect ~~the~~to ~~resale~~comply ofwith ~~any~~certain ~~restricted~~reduced ~~securities~~public ~~issued~~company byreporting usrequirements infor ~~any~~future ~~subsequent~~filings, ~~unregistered~~as ~~offering~~applicable.

~~You~~The ~~should~~offering ~~rely~~is ~~only~~being conducted on a self-underwritten, best efforts basis, which means our management and/or controlling shareholder will attempt to sell the ~~information~~Shares ~~contained~~pursuant into this prospectus. Wedirectly ~~have~~to ~~not~~the ~~authorized~~public, ~~anyone~~with no commission or other remuneration payable to ~~provide~~them ~~you~~for ~~with~~any ~~information~~Shares ~~different~~they may sell. In offering the Shares on our behalf, management and/or controlling shareholder will rely on the safe harbor from ~~that~~broker-dealer ~~contained~~registration set forth in ~~this~~Rule ~~prospectus~~3a4-1 under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”). The ~~information~~Shares ~~contained~~will inbe ~~this~~offered ~~prospectus~~at isa ~~accurate~~fixed ~~only~~price asof $1.00 per share for a period of 180 days from the effective date of this prospectus,. ~~regardless~~The ofOffering shall terminate on the ~~time~~earlier of ~~delivery~~(i) the date when we decide to do so until 180 days from the effective date of this prospectus, or of(ii) ~~any~~when ~~sale~~the ofOffering ~~our~~is ~~common~~fully ~~shares~~subscribed for.

Our business is subject to many risks and an investment in our shares of common stock will also involve a high degree of risk. You should carefully consider the factors described under the heading “risk factors” beginning on page 8 before investing in our shares of common stock. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Offering
Price Per

Share

Underwriting

Discounts and

Commissions

Proceeds to

Company Before Expenses

Common Stock

1.00

Not Applicable

10,000,000.00

Total

1.00

Not Applicable

10,000,000.00

~~This~~We ~~prospectus~~may isamend ~~not~~or ansupplement ~~offer~~this prospectus from time to ~~sell~~time ~~these~~by ~~securities~~filing ~~and~~amendments isor ~~not~~supplements ~~soliciting~~as anrequired. ~~offer~~You toshould ~~buy~~read ~~these~~this ~~securities~~entire inprospectus and any ~~state~~amendments ~~where~~or ~~the~~supplements ~~offer~~carefully orbefore ~~sale~~you ismake ~~not~~your ~~permitted~~investment decision.

~~The~~Investing ~~date~~in these shares of ~~this~~Common ~~prospectus~~Stock isinvolves significant risks. See “Risk Factors” beginning on page ~~________________,~~9 ~~2015~~of this prospectus.

3These securities have not been approved or disapproved by the Securities and Exchange Commission or any state securities commission nor has the Securities and Exchange Commission or any state securities commission passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

The ~~following~~date ~~table~~ of ~~contents has been designed to help you find information contained in~~ this ~~prospectus.~~Prospectus Weis ~~encourage~~June ~~you~~28, ~~to read the entire prospectus.~~2019

TABLE OF CONTENTS

	Page
PROSPECTUS SUMMARY		4
Prospectus Summary		5
RISK FACTORS		9
Risk Factors		8
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS		15
Risk Factors Related to Our Business		8
USE OF PROCEEDS		15
Risk Factors Relating to Our Common Stock		14
DETERMINATION OF OFFERING PRICE		15
Use of Proceeds		17
DILUTION		15
Determination of Offering Price		18
PLAN OF DISTRIBUTION		18
Dilution		18
DESCRIPTION OF SECURITIES		19
Description of Securities		20
DIVIDEND POLICY		20
Plan of Distribution		21
LEGAL MATTERS		20
Description of Business		23
EXPERTS		20
Legal Proceedings		28
DESCRIPTION OF BUSINESS		20
Market for Common Equity and Related Stockholder Matters		28
DESCRIPTION OF PROPERTY		22
Management’s Discussion and Analysis of Financial Condition and Results of Operations		29
LEGAL PROCEEDINGS		23
Directors, Executive Officers, Promoters and Control Persons		35
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		24
Executive Compensation		37
DIRECTORS AND EXECUTIVE OFFICERS		32
Security Ownership of Certain Beneficial Owners and Management		39
EXECUTIVE OFFICERS AND DIRECTORS COMPENSATION		35
Certain Relationships and Related Transactions		39
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT		37
Disclosure of Commission Position on Indemnification for Securities Act Liabilities		39
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE		38
Where You Can Find More Information		40
WHERE YOU CAN FIND MORE INFORMATION		39
Interests of name experts and counsel		40
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS		F-1
Changes In and Disagreements with Accountants on Accounting and Financial Disclosure		40
Financial Statements	F-1

4We have not authorized any person to give you any supplemental information or to make any representations for us. You should not rely upon any information about us that is not contained in this prospectus or in one of our public reports filed with the Securities and Exchange Commission (“SEC”) and incorporated into this prospectus. Information contained in this prospectus or in our public reports may become stale. You should not assume that the information contained in this prospectus, any prospectus supplement or the documents incorporated by reference are accurate as of any date other than their respective dates, regardless of the time of delivery of this prospectus or of any sale of the shares. Our business, financial condition, results of operations and prospects may have changed since those dates. The selling stockholders are offering to sell, and seeking offers to buy, shares of our Common Stock only in jurisdictions where offers and sales are permitted.

~~Please~~The ~~read~~information in this preliminary prospectus ~~carefully~~is not complete and is subject to change. ItNo ~~describes~~person ~~our~~should ~~business,~~rely on the information contained in this document for any purpose other than participating in our ~~financial~~proposed ~~condition~~offering, and ~~results~~only ofthe ~~operations.~~preliminary Weprospectus ~~have~~issued ~~prepared~~on ~~this~~June ~~prospectus~~28, so2019, ~~that~~is ~~you~~authorized by us to be used in connection with our proposed offering. The preliminary prospectus will ~~have~~only ~~the~~be ~~information~~distributed ~~necessary~~by us and no other person has been authorized by us to ~~make~~use anthis ~~informed~~document ~~investment~~to ~~decision~~offer or sell any of our securities.

~~You~~2 ~~should~~Table rely only on information contained in this prospectus. We have not authorized any other person to provide you with different information. This prospectus is not an offer to sell, nor is it seeking an offer to buy, these securities in any state where the offer or sale is not permitted. The information in this prospectus is complete and accurate as of ~~the date on the front cover, but the information may have changed since that date.~~Contents

~~Until~~GLOSSARY ~~____________,~~OF ~~201__~~DEFINED ~~(90~~TERMS ~~business~~AND ~~days~~INDUSTRY after the effective date of this prospectus) all dealers that effect transactions in these securities whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealer’s obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.DATA

AIn ~~CAUTIONARY~~this ~~NOTE~~prospectus, ~~REGARDING~~each ~~FORWARD-LOOKING~~of ~~STATEMENTS~~the following quoted terms has the meanings set forth after such term:

~~This prospectus contains forward-looking statements which relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as~~ “~~may~~Blockchain”, ~~“should”,~~— a ~~“expects”,~~digital ~~“plans”,~~ledger ~~“anticipates”,~~in ~~“believes”,~~which ~~“estimates”,~~transactions ~~“predicts”,~~made ~~“potential”~~in orbitcoin ~~“continue”~~ or ~~the~~another ~~negative~~cryptocurrency ~~of these terms or other comparable terminology. These statements~~ are ~~only~~recorded ~~predictions~~chronologically and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors,” that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.publicly

~~While~~“Exchange ~~these~~Act” ~~forward-looking~~— ~~statements,~~The ~~and~~Securities ~~any~~Exchange ~~assumptions~~Act ~~upon which they are based, are made in good faith and reflect our current judgment regarding the direction~~ of ~~our business~~1934, ~~actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Except~~ as ~~required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results~~amended.

“FINRA” — The Financial Industry Regulatory Authority, Inc., which is the primary regulator in the United States for broker-dealers.

“SEC” — The US Securities and Exchange Commission.

“Securities Act” — The Securities Act of 1933, as amended.

Industry Data

This prospectus also includes estimates of market size and industry data that we obtained from industry publications and surveys and internal company sources. The industry publications and surveys used by management to determine market size and industry data contained in this prospectus have been obtained from sources believed to be reliable.

Table of Contents

PROSPECTUS SUMMARY

AsThis ~~used~~summary highlights selected information appearing elsewhere in this prospectus,. ~~references~~While this summary highlights what we consider to be the ~~“Company~~most important information about us,” ~~“we~~you should carefully read this prospectus and the registration statement of which this prospectus is a part in its entirety before investing in our Common Stock,” “especially the risks of investing in our” Common Stock, which we discuss later in “usRisk Factors,” orand ~~“APEX~~our ~~RESOURCES~~consolidated ~~INC”~~financial ~~refer~~statements toand ~~APEX~~related ~~RESOURCES~~notes ~~INC~~beginning ~~unless~~on ~~the~~page ~~context~~9 ~~otherwise~~and ~~indicates~~page F-1, respectively.

~~The~~Unless ~~following~~the ~~summary~~context ~~highlights~~requires ~~selected~~otherwise, ~~information~~the ~~contained~~words inthe ~~this~~“Company,” ~~prospectus.~~“Apex” ~~Before~~“we,” ~~making~~“us” anor ~~investment~~“our” ~~decision~~are references to the combined business of Apex Resources Inc., ~~you~~a ~~should~~Nevada ~~read~~corporation. References to “China” or “PRC” are references to the ~~entire~~People’s ~~prospectus~~Republic ~~carefully~~of China, ~~including~~excluding Hong Kong Special Administrative Region of China, Macau Special Administrative Region of China and the ~~“Risk~~Taiwan ~~Factors~~Region. References to “RMB” ~~section~~are to Renminbi, the ~~financial~~legal ~~statements~~currency of China, and ~~the~~all ~~notes~~references to “$”, “USD” and dollar are to the ~~financial~~U.S. ~~statements~~dollar, the legal currency of the United States.

~~Our~~All ~~Company~~market and industry data provided in this prospectus represents information that is generally available to the public and was not prepared for us for a fee. We did not fund nor were we otherwise affiliated with these sources and we are not attempting to incorporate the information on external web sites into this prospectus. We are only providing textual reference of the information of market and industry data and the web addresses provided in this prospectus are not intended to be hyperlinks and we do not assure that those external web sites will remain active and current.

~~APEX~~This ~~RESOURCES~~prospectus ~~INC~~contains ~~was~~translations ~~incorporated~~of onRMB ~~March~~amounts ~~31,~~into ~~2015,~~USD ~~under~~at ~~the~~specified ~~laws~~rates ofsolely ~~the State of Nevada,~~ for the ~~purpose~~convenience of ~~engaging in~~ the ~~steam~~reader. ~~room~~The ~~products~~relevant ~~distribution~~exchange ~~business,~~rates ~~with~~are ~~the~~listed ~~objective of becoming a recognized leader in our targeted market for steam room products.~~below:

The primary focus of APEX RESOURCES INC will be providing following very high quality streamroom products at extremely competitive prices all the while providing best customer satisfaction service, creating unique customer experience from initial customer contact to final product order from our company.

	For the years ended
	June 30,
	2018		2017		2016
Year Ended RMB: USD exchange rate		6.6171		6.7793		6.6459
Year Average RMB: USD exchange rate		6.6090		6.7569		6.6400

5Special Note Regarding Forward-Looking Statements

WeThis ~~have~~prospectus ~~commenced~~contains ~~initial~~forward-looking ~~selling~~statements ~~activities~~and information that are based on the beliefs of our management as well as assumptions made by and information currently available to us. Such statements should not be unduly relied upon. When used in this prospectus, forward-looking statements include, but are not limited to, the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan” and similar expressions, as well as statements regarding new and existing products, technologies and opportunities, statements regarding market and industry segment growth and demand and acceptance of new and existing products, any projections of sales, earnings, revenue, margins or other financial items, any statements of the plans, strategies and objectives of management for future operations, any statements regarding future economic conditions or performance, uncertainties related to conducting business in the U.S., any statements of belief or intention, and any statements or assumptions underlying any of the foregoing. These statements reflect our current view concerning future events and are subject to risks, uncertainties and assumptions. There are important factors that could cause actual results to vary materially from those described in this prospectus as anticipated, estimated or expected, including, but not limited to: competition in the industry in which we operate and the impact of such competition on pricing, revenues and margins, volatility in the securities market due to the general economic downturn; SEC regulations which affect trading in the securities of “penny stocks,” and other risks and uncertainties. Except as required by law, we assume no obligation to update any forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in any forward- looking statements, even if new information becomes available in the future. Depending on the market for our stock and other conditional tests, a specific safe harbor under the Private Securities Litigation Reform Act of 1995 may be available. Notwithstanding the above, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Exchange Act expressly state that the safe harbor for forward-looking statements does not apply to companies that issue penny stock. Because we may from time to time be considered to be an issuer of penny stock, the safe harbor for forward-looking statements may not apply to us at certain times.

We are a development stage company that has realized some revenues to date, and our accumulated profit as of June 30, 2015 is $6,334. To date we have raised an aggregate of $105 through a loan from our sole officer and director, Tadas Dabasinskas. The loan is interest free, unsecured and has no term. Proceeds from the loan were used to open the company bank accounts. Additionally, on June 15, 2015, Mr. Dabasinskas was issued 4~~,000,000~~ ~~shares~~Table of our common stock for cash in the amount of $4,000. Our independent auditor has issued an audit opinion for our Company which includes a statement expressing substantial doubt as to our ability to continue as a going concern. The Company’s principal offices are located at Alytaus g. 100, Varėna, Lithuania. Our telephone number is (775) 253-3921.Contents

~~Because~~ITEM we3. ~~purchased~~SUMMARY ~~our~~INFORMATION, ~~small~~RISK ~~office~~FACTORS onAND ~~parcel~~RATIO ofOF ~~land~~EARNINGS inTO ~~Lithuania~~FIXED ~~and have some initial revenues, we are not shell company.~~ CHANGES

WeOverview plan to raise the additional funding for our twelve month business plan by selling the 2,000,000 shares in this offering. We cannot provide any assurance that we will be able to sell any of the shares being offered to raise sufficient funds to proceed with our twelve month business plan.

~~From~~Corporate ~~inception~~Background until the date of this filing we have had limited operating activities, primarily consisting of the incorporation of our company, the initial issuance of shares of common stock to our sole officer and director, borrowing $105 from our sole officer and director to open the bank accounts, completing our business plan,developing our website, purchasing our primary small office for $8,655 located at Alytaus g. 100, Varėna, Lithuania.

~~Our~~Apex ~~financial~~was ~~statements~~incorporated ~~from inception~~ on March 31, 2015, ~~through~~under the laws of the State of Nevada. On June 3015, 2015, ~~report~~Tadas ~~$32~~Dabasinskas,~~176~~ ~~revenues~~who at the time was our sole director and officer, ~~cost~~purchased 4,000,000 shares of ~~sales~~our common stock for $244,~~517~~000 ~~resulting~~ in acash. ~~gross~~In ~~profit~~November 2016, we sold 1,080,000 shares of our common stock to 31 individuals at $~~7,659~~0.04 ~~Our~~per ~~independent~~share, ~~auditor~~for ~~has~~aggregate ~~issued~~gross anproceeds ~~audit~~of ~~opinion~~$43,200, ~~for~~in ~~our~~a ~~Company~~registered ~~which~~public ~~includes~~offering pursuant to a registration statement ~~expressing~~on ~~substantial~~Form ~~doubt~~S-1 as(file tonumber: ~~our~~333-207109, ~~ability~~the to“Initial ~~continue~~Registration asStatement”) athat ~~going~~had ~~concern~~been declared effective by the Securities and Exchange Commission on October 4, 2016.

On March 23, 2018, Tadas ~~Dabasinskas~~Dabasinkas, ~~our~~the then majority shareholder, sole ~~officer~~director and ~~director~~sole officer of the Company, ~~did~~entered ~~not~~into ~~agree~~stock topurchase ~~serve~~agreements asand sold an ~~officer~~aggregate or4,000,000 ~~director~~shares of the common stock of the Company, ator ~~least~~approximately in78.7% ~~part~~of ~~due~~the toissued aand ~~plan~~outstanding shares of common stock of the Company as of such date, ~~agreement~~being orall ~~understanding~~of ~~that~~the heshares ~~would~~owned ~~solicit~~by Mr. Dabasinkas, ~~participate~~for inan aggregate $443,079 orin ~~facilitate~~cash. ~~the~~The ~~sale~~purchasers of the ~~enterprise~~shares towere Sumunity Group, Inc. (or“Sumunity”) aand ~~business~~Harbor ~~combination~~Torrance ~~with~~Family Trust (“Harbor”), awhich ~~third~~purchased ~~party~~1,200,000 and 2,800,000 shares, respectively. Harbor also acted in part as agent for Bo Qian in purchasing 800,000 of the shares initially purchased by Harbor, which ~~desires~~shares were resold by Harbor to ~~obtain~~Mr. orQian ~~become~~on aor ~~public~~about ~~reporting~~March ~~entity~~31, ~~and~~2018 for the same price at which they were purchased by Harbor from Mr.~~Dabasinskas~~ ~~confirms~~Dabasinkas ~~that~~(such hetransaction ~~has~~is sometimes referred as the “Change-of-Control Transaction” in this prospectus). The Company received no ~~such~~proceeds ~~present~~from ~~intention~~the Change-of-Control Transaction. None of the purchasers is an affiliate of Mr. Dadasinkas.

AsThe source of the ~~date~~funds used by Sumunity to purchase the shares was cash on hand from a capital contribution to Sumunity from certain of ~~this~~its ~~prospectus~~shareholders. Those shareholders include entities whose own shareholders include Meijuan Fu As described below, ~~there~~Ms. isFu nowas ~~public~~appointed ~~trading~~Chief ~~market~~Financial ~~for~~Officer ~~our~~of ~~common~~the ~~stock~~Company in connection with the transaction described above. Additionally, Ms. Fu is the Chief Executive Officer and noChief ~~assurance~~Financial ~~that~~Officer of Sumunity. Harbor is also a ~~trading~~principal ~~market~~shareholder ~~for~~of ~~our~~Sumunity. ~~securities~~As ~~will~~also ~~ever~~described ~~develop~~below, effective June 30, 2018, Ms. Fu resigned as a director, Chief Financial Officer and Secretary of the Company.

WeThe ~~are~~source ~~an “emerging growth company” within the meaning~~ of the ~~federal~~funds ~~securities~~used ~~laws.~~by ~~For~~Harbor ~~as long as we are an emerging growth company, we will not be required~~ to ~~comply~~purchase ~~with~~ the ~~requirements~~shares ~~that~~was ~~are~~a ~~applicable~~private toloan, ~~other~~including ~~public~~funds ~~companies~~from ~~that~~Xiaoya ~~are~~Deng, ~~not “emerging growth companies” including~~who, ~~but~~as ~~not~~described ~~limited to~~below, ~~not~~was ~~being~~appointed ~~required~~as toa ~~comply~~director ~~with the auditor attestation requirements~~ of ~~Section 404 of~~ the ~~Sarbanes-Oxley~~Company ~~Act, the reduced disclosure obligations regarding executive compensation~~ in ~~our~~connection ~~periodic~~with ~~reports and proxy statements and~~ the ~~exemptions~~transaction ~~from~~described ~~the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved~~above. WeThe ~~intend~~loan tois ~~take~~repayable ~~advantage~~in offive ~~these~~years ~~reporting exemptions until we are no longer an emerging growth company. For a description of the qualifications~~ and ~~other~~bears ~~requirements~~interest ~~applicable~~at to5% ~~emerging~~per growth companies and certain elections that we have made due to our status as an emerging growth company, see “RISK FACTORS RISKS RELATED TO THIS OFFERING AND OUR COMMON STOCK - WE ARE AN `EMERGING GROWTH COMPANY’ AND WE CANNOT BE CERTAIN IF THE REDUCED DISCLOSURE REQUIREMENTS APPLICABLE TO EMERGING GROWTH COMPANIES WILL MAKE OUR COMMON STOCK LESS ATTRACTIVE TO INVESTORS” on page 8 of this prospectusannum.

~~This~~The issource aof ~~direct~~the ~~participation~~funds ~~offering~~used ~~since~~by weMr. ~~are~~Qian ~~offering the stock directly~~ to ~~the~~purchase ~~public without~~ the ~~participation~~shares ofwas anpersonal ~~underwriter~~funds. ~~Our~~Effective ~~sole~~June ~~officer~~30, ~~and~~2018, ~~director~~Mr. ~~will~~Qian bewas ~~solely~~appointed ~~responsible~~a ~~for~~director ~~selling~~of ~~shares~~the ~~under this offering and no commission will be paid on any sales~~Company.

~~There~~In ~~has~~connection ~~been~~with nothe ~~market~~Change-of-Control ~~for~~Transaction, ~~our securities~~ and aon ~~public~~the ~~market~~same ~~may never develop~~date, ~~or,~~(i) ifMr. ~~any~~Dabasinkas ~~market~~resigned ~~does~~as ~~develop,~~director itof ~~may~~the ~~not~~Company beand ~~sustained.~~from ~~Our~~all ~~common~~officer ~~stock~~positions iswith ~~not~~the ~~traded~~Company, onincluding ~~any~~Chief ~~exchange~~Executive orOfficer onand ~~the~~President; ~~over-the-counter~~(ii) ~~market.~~Xiaoya ~~After~~Deng, ~~the~~Meijuan ~~effective~~Fu ~~date~~and ofYuen ~~the~~Wong ~~registration~~Moon ~~statement~~were ~~relating~~appointed toas ~~this~~directors ~~prospectus,~~of wethe ~~hope~~Company; to(iii) ~~have~~Jeff aBodnar ~~market~~was ~~maker~~appointed ~~file~~as anChief ~~application~~Executive ~~with~~Officer ~~the~~and ~~Financial~~President ~~Industry~~of ~~Regulatory~~the ~~Authority~~Company; and (~~“FINRA”~~iv) ~~for~~Meijuan ~~our~~Fu ~~common~~was ~~stock~~appointed toas beChief ~~eligible~~Financial ~~for~~Officer ~~trading~~and onSecretary ~~the~~of ~~Over-~~the~~-Counter~~ ~~Bulletin Board~~Company. WeEffective doJune ~~not~~30, ~~yet~~2018, ~~have~~Ms. aFu ~~market~~resigned ~~maker~~as ~~who~~a ~~has~~director, ~~agreed~~Chief toFinancial ~~file~~Officer ~~such~~and ~~quotation~~Secretary ~~service~~of orthe ~~that any market for our stock will develop~~Company.

~~You~~On ~~should~~March ~~rely~~23, ~~only~~2018, onin ~~the~~connection ~~information~~with ~~contained~~the inChange-of-Control ~~this~~Transaction, ~~prospectus.~~the Weloans ~~have~~from ~~not~~Mr. ~~authorized~~Dabasinkas ~~anyone~~were toforgiven ~~provide~~by ~~you~~him. ~~with~~Through ~~information~~March ~~different~~23, ~~from~~2018, ~~that~~we ~~contained~~received ina ~~this~~total ~~prospectus.~~of ~~The~~$1,231 ~~information~~through ~~contained~~loans infrom ~~this~~Mr. ~~prospectus~~Dabasinskas. isThe ~~accurate~~loans ~~only~~were asinterest offree, ~~the~~unsecured, ~~date~~and ofpayable ~~this~~on ~~prospectus,~~demand. ~~regardless~~Proceeds offrom the ~~time~~loans ofwere ~~delivery~~used ofto ~~this~~open ~~prospectus~~the orcompany ofbank ~~any~~accounts ~~sale~~and ofpay ~~our~~certain ~~common shares~~expenses.

6On July 23, 2018, Sumunity entered into a securities purchase agreement with the Company and Harbor (the "SPA"). Pursuant to the SPA, Sumunity agreed to sell the 1,200,000 shares of the Company, representing Sumunity's 100% equity interest in the Company to Harbor for a consideration of $100,000. As a result, Harbor holds 3,200,000 shares of the Company, representing 63% of the issued and outstanding shares of the Company.

~~Under~~Our U.S. federal securities legislation, our common stock will be considered a “penny stock”. Penny stock is any equity that has a market price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require that a broker or dealer approve a potential investor’s account for transactions in penny stocks, and the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve an investor’s account for transactions in penny stocks, the broker or dealer must obtain financial information and investment experience objectives of the person, and make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form sets forth the basis on which the broker or dealer made the suitability determination. Brokers may be less willing to execute transactions in securities subject to the “penny stock” rules. This may make it more difficult for investors to dispose of our common stock and cause a decline in the market value of our stock. Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.Business

~~THE~~Since ~~OFFERING~~our inception on March 31, 2015 until the Change-of-Control Transaction on March 23, 2018, we were was in the steam room products distribution business. Following the Change-of-Control Transaction on March 23, 2018, our new management decided to pursue a different business from the steam room products distribution business. The Company completed the last sale of steam room products by making delivery on April 6, 2018 of inventory ordered by a customer in February 2018. The steam room sales activities were discontinued after April 6, 2018.

Securities offered:	2,000,000 shares of our common stock, par value $0.04 per share.
Offering price:	$0.04
Duration of offering:	The 2,000,000 shares of common stock are being offered for a period of 16 months.
Net proceeds to us:	$80,000, assuming the maximum number of shares sold. For further information on the Use of Proceeds, see page 17.
Market for the common shares:	There is no public market for our shares. Our common stock is not traded on any exchange or on the over-the-counter market. After the effective date of the registration statement relating to this prospectus, we hope to have a market maker file an application with the Financial Industry Regulatory Authority (“FINRA”) for our common stock to eligible for trading on the Over The Counter Bulletin Board. We do not yet have a market maker who has agreed to file such application. There is no assurance that a trading market will develop, or, if developed, that it will be sustained. Consequently, a purchaser of our common stock may find it difficult to resell the securities offered herein should the purchaser desire to do so when eligible for public resale.
Shares outstanding prior to offering:	4,000,000
Shares outstanding after offering:	6,000,000 (if all the shares are sold)
Risk Factors:	The common stock offered hereby involves a high degree of risk and should not be purchased by investors who cannot afford the loss of their entire investment. See “Risk Factors” beginning on page 8.

We intend to pursue one or more business opportunities using Blockchain technology related products and services in various areas, such as e-commerce platforms offering online retail service involving Blockchain-as-a-service. We are in the early stages of analyzing and developing our new business model and pursuing business opportunities.

75 Table of Contents

~~SUMMARY~~We ~~FINANCIAL~~must ~~INFORMATION~~raise a significant amount of capital, in the form of equity and/or debt, unless and until we have sufficient cash flow from operations. We do not anticipate any significant additional revenue until and unless we begin to execute on our new plan of operations, described herein, e-commerce platforms offering online retail service involving Blockchain-as-a-service. There is no assurance we will ever reach that stage. While there is an informal arrangement with one of our principal shareholders to provide loans to fund our working capital needs at present, there is no commitment from any person for any such capital and there can be no assurances that capital will be available to us on favorable terms, or at all.

~~The~~After ~~tables~~the ~~and~~Change-of-Control ~~information~~Transaction, ~~below~~we ~~are~~entered ~~derived~~into ~~from~~an ~~our~~agreement ~~audited~~dated ~~financial~~April ~~statements~~26, ~~for~~2018 (the ~~period~~“ADC ~~from~~Agreement”), ~~March~~with 31Chongqing Puxin Blockchain Technology Co., ~~2015~~Ltd. (~~Inception~~“Puxin”), a cryptocurrency mining company in China, pursuant to ~~June~~which 30we would contribute $2 million to a new company, ~~2015~~Apex Data Center Inc. ~~Our~~(“ADC”), incorporated by Puxin, in exchange for an 80% equity in ADC. Puxin would retain 20% of the equity of ADC. ADC would build a “mining pool,” or a facility with rig machines that mine cryptocurrencies, for a hosting or management fee, with the capability of accommodating up to 100,000 dedicated servers in a facility to be built in Washington State. As of the date of this prospectus, we provided $20,000 of the required working capital asamount, the source of ~~June~~which 30were loans from one of our principal shareholders. Though we entered into the ADC Agreement with a good intention to commence to the mining business, ~~2015~~we ~~was~~were $not able to raise sufficient fund at terms and conditions acceptable to us to carry out our obligations within the timeframe given by the ADC Agreement and the parties terminated the ADC Agreement on April 1,~~679~~ 2019.

	June 30,2015 ($)
Financial Summary (Audited)
Cash and Deposits	$	3,081
Total Assets	$	11,736
Total Liabilities	$	1,402
Total Stockholder’s Equity (Deficit)	$	10,334

Plan of Operations and Current Status

	Accumulated From March 31, 2015 (Inception) to June 30,2015 ($)
Statement of Operations
Total Expenses	$	28
Net Gain for the Period	$	6,334
Net Gain per Share	$	0.0016

We are planning to establish e-commerce platforms offering online retail service (the “E-Commerce Platforms Project”) and are currently designing and developing our Blockchain-as-a-service that is intended for all our customers who will join our e-commerce platforms as vendors and suppliers. We feel this business model would require less capital at early stage of design and development and may potentially be profitable once established. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through development of various Blockchain technology related products and acquisition of a business rather than immediate, short-term earnings.

~~RISK~~The ~~FACTORS~~analysis of E-Commerce Platforms Project has been undertaken by or under the supervision of our management. Our company has unrestricted flexibility in seeking, analyzing and participating in potential business opportunities. In its efforts to analyze business opportunities, we are considering the following factors:

An· ~~investment~~Potential infor ~~our~~growth, ~~common~~indicated ~~stock~~by ~~involves~~new atechnology, ~~number~~anticipated market expansion or new products; · Competitive position as compared to other firms of ~~very~~similar ~~significant~~size ~~risks.~~and ~~You~~experience ~~should~~within ~~carefully~~the ~~consider~~industry segment as well as within the ~~following~~industry ~~known~~as ~~material~~a ~~risks~~whole; · Strength and ~~uncertainties~~diversity of management, either in ~~addition~~place or scheduled for recruitment; · Capital requirements and anticipated availability of required funds, to ~~other~~be ~~information~~provided inby ~~this~~the ~~prospectus~~Company inor ~~evaluating~~from ~~our~~operations, ~~company~~through ~~and~~the ~~its~~sale ~~business~~of ~~before~~additional ~~purchasing~~securities, ~~shares~~through joint ventures or similar arrangements or from other sources; · The cost of participation by our company’s ~~common~~as ~~stock.~~compared ~~You~~to ~~could~~the ~~lose~~perceived ~~all~~tangible orand ~~part~~intangible ofvalues ~~your~~and ~~investment~~potentials; ~~due~~· The extent to ~~any~~which the business opportunity can be advanced; · The accessibility of ~~these~~required ~~risks~~management expertise, personnel, raw materials, services, professional assistance and other required items; and · Other relevant factors.

~~RISKS~~Blockchain ~~RELATING~~technology TOis ~~OUR~~emerging ~~COMPANY~~as a major disruptive force across many industries, including those involved in online retail. Once established, we believe that our e-commerce platforms enabling Blockchain technology could allow our customers to conduct business in more synchronized and collaborative ways to substantially increase operational efficiency and reduce trade costs across the online retail chain.

~~Because~~We ~~our~~anticipate ~~auditors~~that ~~have~~the ~~issued~~process of developing e-commerce platforms enabling Blockchain will be complex and extremely risky. Blockchain technology is rapidly emerging and is regarded as a ~~going~~major ~~concern~~disruptive ~~opinion,~~force ~~there~~to government authorities and business organizations across many industries. Blockchain technology is ~~substantial~~still ~~uncertainty~~new webut ~~will~~the ~~continue~~impact ~~operations~~on e-commerce could be immense. E-Commerce or online retail Blockchain applications are currently being developed and piloted with limited use cases to increase transparency and visibility across the supply chain and payment process, prove authenticity and origin of import and export goods, and accelerate flow of goods and cargos across international borders. We are in ~~which~~the ~~case~~process ~~you~~of completing our feasibility study of our E-Commerce Platforms Project and we anticipate the initial cost to commence our research and design of e-commence platforms involving Blockchain technology would be $5 million including the equipment costs. We also plan to seek partnership or collaboration opportunities with existing e-commerce platforms or Blockchain technology companies to reduce our capital expense and increase feasibilities. We plan to use the proceeds of this Offering to fund E-Commerce Platforms Project. However, if we are not unable to overcome the difficulties of obtaining additional financing and capital from the market, it may be extremely difficult for us to start the establishment of e-commerce platform that could ~~lose~~fuel ~~your~~the ~~investment~~organic growth of our business.

In their report dated September 3, 2015, our independent registered public accounting firm, KCC & Associates, stated that our financial statements for the year ended June 30, 2015, were prepared assuming the company will continue as a going concern. This means that there is substantial doubt that we can continue as an ongoing business. For the period from inception (March 31, 2015) to June 30, 2015, we incurred a net gain of $6~~,334.~~ WeTable will need to generate significant revenue in order to achieve consistent profitability and we may never become profitable. The going concern paragraph in the independent auditor’s report emphasizes the uncertainty related to our business as well as the level of risk associated with an investment in our common stock. We intend to use the net proceeds from this offering to develop our business operations. To implement our plan of operations we require the funding from the offering or significant revenue for the next twelve months.Contents

WeGoing have a very limited history of operations and accordingly there is no track record that would provide a basis for assessing our ability to conduct successful commercial activities. We may not be successful in carrying out our business objectives.Concern

WeBecause ~~were incorporated on March 31, 2015 and to date, have been involved primarily in organizational activities and obtaining financing. Accordingly we have little track record~~ of ~~successful~~recurring ~~business~~operating ~~activities~~losses, ~~strategic~~net ~~decision~~operating ~~making~~cash byflow ~~management~~deficits, ~~fund-raising ability,~~ and ~~other factors that would allow~~ an ~~investor~~accumulated todeficit, ~~assess~~our ~~the~~independent ~~likelihood~~auditors ~~that~~have weindicated ~~will be successful as a development stage company which is engaging~~ in ~~the~~their ~~steam~~report ~~room~~on ~~products distribution business, with the objective of becoming a recognized leader in~~ our ~~targeted~~financial ~~market~~statements for ~~steam~~the ~~room products. As of our~~ year ended June 30, ~~2015,~~2018 wethat ~~had~~there ais ~~net~~substantial ~~profit~~doubt ofabout ~~$6,334.~~our ~~Development~~ability ~~stage companies in businesses with low barriers~~ to ~~entry,~~continue ~~such~~ as ~~ours, often fail to achieve or maintain successful operations, even in favorable market conditions. There is~~ a ~~substantial~~going risk that we will not be successful in our steam room products distribution business activities, or if initially successful, in thereafter generating any operating revenues or in achieving profitable operationsconcern.

8Implications of Our Being an “Emerging Growth Company”

WeSince ~~depend~~October to4, 2016 (the date that our Initial Registration Statement was declared effective with the SEC) until now, because our total annual gross revenue was less than $1.07 billion, and we had not issued more than $1 billion in non-convertible debt in past three years or become a ~~significant~~“large ~~extent~~accelerated onfiler” ~~certain~~as ~~key~~defined ~~personnel~~in Exchange Act Rule 12b-2, we qualify as an “emerging growth company” as defined in the ~~loss~~Jumpstart ofOur ~~any~~Business Startups Act of ~~whom~~2012, ~~may~~or ~~materially~~the ~~and~~JOBS ~~adversely~~Act. ~~affect~~An ~~our~~“emerging growth company” may take advantage of reduced reporting requirements that are otherwise generally applicable to public companies. In particular, as an emerging growth company, we:

~~Currently,~~● wemay ~~have~~present only ~~one~~two ~~employee,~~years ~~Tadas~~of ~~Dabasinskas,~~audited ~~who~~financial ~~serves~~statements asand ~~our~~only ~~sole~~two ~~officer~~years ~~and~~of ~~director.~~related WeManagement’s ~~depend~~Discussion ~~entirely~~and onAnalysis ~~Mr.~~of ~~Dabasinskas~~Financial ~~for~~Condition ~~all~~and Results of ~~our~~Operations, ~~operations.~~or ~~The~~MD&A; ~~loss~~● ofare ~~Mr.~~not ~~Dabasinskas~~required ~~would~~to ~~have~~provide a ~~substantial~~detailed ~~negative~~narrative ~~effect~~disclosure ondiscussing our ~~company~~compensation principles, objectives and ~~may~~elements ~~cause~~and analyzing how those elements fit with our ~~business~~principles and objectives, which is commonly referred to ~~fail.~~as ~~Mr.~~“compensation ~~Dabasinskas~~discussion ~~has~~and analysis”; ● are not ~~been~~required ~~compensated~~to ~~for~~obtain ~~his~~an ~~services~~attestation ~~since~~and report from our ~~incorporation,~~auditors ~~and~~on itour ismanagement’s ~~highly~~assessment ~~unlikely~~of ~~that~~our heinternal ~~will~~control ~~receive~~over ~~any~~financial ~~compensation~~reporting ~~unless~~pursuant ~~and~~to ~~until~~the weSarbanes-Oxley ~~generate~~Act ~~substantial~~of ~~revenues.~~2002; ~~There~~● isare ~~intense~~not ~~competition~~required ~~for~~to ~~skilled~~obtain ~~personnel~~a ~~and~~non-binding ~~there~~advisory ~~can~~vote befrom noour ~~assurance~~shareholders ~~that~~on weexecutive ~~will~~compensation beor ~~able~~golden parachute arrangements (commonly referred to ~~attract~~as ~~and~~the ~~retain~~“say-on-pay,” ~~qualified~~“say-on ~~personnel~~frequency” and “say-on-golden-parachute” ~~acceptable~~votes); ~~terms.~~● ~~The~~are ~~loss~~exempt offrom ~~Mr.~~certain ~~Dabasinskas’~~executive ~~services~~compensation ~~could~~disclosure ~~prevent~~provisions usrequiring ~~from~~a ~~completing~~pay-for-performance ~~the~~graph ~~development~~and ofCEO ~~our~~pay ~~plan~~ratio ofdisclosure; ~~operation~~● ~~and~~are ~~our~~eligible ~~business.~~to Inclaim ~~the~~longer ~~event~~phase-in ofperiods for the ~~loss~~adoption of ~~services~~new ofor ~~such~~revised ~~personnel,~~financial noaccounting ~~assurance~~standards ~~can~~under be§107 ~~given~~of ~~that~~the weJOBS Act; and ● will not be ~~able~~required to ~~obtain~~conduct ~~the~~an ~~services~~evaluation of ~~adequate~~our ~~replacement~~internal ~~personnel~~control over financial reporting for two years.

We dointend ~~not~~to ~~have~~take ~~any~~advantage ~~employment~~of ~~agreements~~all orthese ~~maintain~~reduced ~~key~~reporting ~~person~~requirements ~~life insurance policies on our sole officer~~ and ~~director.~~exemptions, Weexcept dothe ~~not~~longer ~~anticipate~~phase-in ~~entering~~periods ~~into~~for ~~employment~~the ~~agreements~~adoption ~~with~~of ~~them~~new or ~~acquiring~~revised ~~key~~financial ~~man~~accounting ~~insurance~~standards inunder §107 of the ~~foreseeable~~JOBS ~~future~~Act.

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

WeIntellectual have garnered our first customer and have generated initial revenues. While we have plans for marketing our steam room products, there can be no assurance that such efforts will be successful. There can be no assurance that our proposed steam room products distribution offering will gain wide acceptance in its target market or that we will be able to effectively market our products. Additionally, we are a newly-formed, development stage company with no prior experience in our industry. We are entirely dependent on the services of our sole officer and director, Tadas Dabasinskas, to build our customer base. Our company has no prior experience upon which it can rely in order to garner its future prospective customers to use our products and offerings. Prospective customers will be less likely to use our steam room products distribution than a competitor’s because we have no prior experience in our industry.Property

We ~~will~~currently behave ~~dependent~~not onobtained ~~third~~any ~~parties~~copyrights, topatents ~~purchase~~or ~~our merchandise we need in order to engage in and provide our offerings to potential customers~~trademarks. ~~Any~~We ~~increase~~do innot ~~the~~anticipate ~~amounts~~filing ~~we have to pay to buy our merchandise or~~ any ~~delay~~copyright or ~~interruption~~trademark inapplications ~~production~~related ~~because of our suppliers would negatively affect both our ability~~ to ~~make~~any aassets ~~timely~~over ~~introduction,~~the ~~generate~~next ~~revenues~~12 ~~and our results of operations~~months.

We are planning to buy our merchandise (steam room latest models) we need to use to offer our distribution services. Only after we garner sufficient revenues, do we plan on purchasing equipment to make our own line of steam room products. If our current steam room suppliers become inoperable through no fault of our own, we will depend on other suppliers which we do not know now, in order to continue our operations. We will have little or no control over third-party steam room product manufacturers because we cannot control their personnel, schedule or resources. It will be difficult to timely complete steam room product orders from customers if our current steam room suppliers become inoperable through no fault of our own and the current supplier does not immediately ship and / or fulfill our order. Any delay in the fulfillment or shipment of our orders could cause delays in providing our steam room products or timely delivery orders to customers. Any of these factors could cause a steam room product order not to meet our quality standards or expectations, or not to be completed on time or at all. If this happens you could lose your entire investment in our steam room products distribution business.Employees

IfAs wethe dodate ~~not~~of ~~attract~~this ~~more new customers~~prospectus, we ~~will~~had ~~not~~3 ~~make~~full-time aor ~~substantial~~part-time ~~profit, which ultimately will result in a cessation of operations~~employees.

WePrincipal ~~currently~~Executive have one customer who buys our steam room products. We have not identified any more new customers and we cannot guarantee we ever will have any more new customers. Even if we obtain customers, there is no guarantee that we will generate a future substantial profit.Office If we cannot generate a future substantial profit, we will have to suspend or cease operations. You are likely to lose your entire investment if we cannot sell our steam room products at prices which generate substantial profit for our company.

WeIn ~~may~~October ~~not~~2018, bein ~~able~~order to ~~compete~~better ~~effectively~~execute ~~against~~our development plan, we moved our ~~competitors~~principal office from 150 S. Los Robles Avenue, Suite 650, Pasadena, CA 91101 to 19100 S. Susana Rd., Compton, CA 90221. Our telephone number is (626) 910-5101.

WeRisk expect to face strong competition from well-established companies and small independent companies who also provide steam room products distribution and that may result in price reductions and decreased demand for our steam room products. We will be at a competitive disadvantage in obtaining the facilities, employees, financing and other resources required to provide the steam room products distribution which we believe will be demanded by prospective customers. Our opportunity to obtain customers may be limited by our financial resources and other assets. We expect to be less able than our larger competitors to cope with generally increasing costs and expenses of doing business. Factors

The securities offered by this prospectus are speculative and involve a high degree of risk associated with our business. For more discussion of these and other risk factors affecting us and our business, see the “Risk Factors” section beginning on page 9 of this prospectus.

~~Our~~7 ~~current~~Table ~~or future competitors may compete more successfully in the steam room products distribution business than we do. In particular, any~~ of our competitors may offer products and services that have significant performance, price, creativity and/or other advantages over our services. These products and services may significantly affect the demand for our services. If we are unable to compete successfully, we could lose sales and market share, assuming we gain any market share. We also could experience difficulty hiring and retaining qualified employees. Any of these consequences would significantly harm our business, results of operations and financial condition. There can be no assurance that we will be able to effectively compete with our competitors or that their present and future offerings would render our product obsolete or noncompetitive. This intense competition may have a material adverse effect on our results of operations and financial condition and prevent us from achieving profitable revenue levels from our product.Contents

~~Current~~Summary ~~management’s lack~~ of ~~experience~~the inOffering ~~and with marketing and selling steam room products distribution means that it is difficult to assess, or make judgments about, our potential success.~~

Though he has approximately 10 years of experience in the steam room products industry, our sole officer and director has no prior experience with and has never been employed in a job to market and sell such products in the USA. Additionally, our sole officer and director does not have a college or university degree, or other educational background in fields related to marketing and sales of specifically steam room products. With no direct training in marketing and sales, our sole officer and director may not be fully aware of many of the specific requirements related to marketing and selling steam room products in the USA. Consequently, our operations, earnings, and ultimate financial success could suffer irreparable harm due to our sole officer and director’s future possible mistakes, lack of sophistication, judgment or experience in marketing and sales of steam room products.

Issuer		Apex Resources Inc.

Common Stock being offered by us		Up to 10,000,000 shares of Common Stock

Price per Share		1.00

Duration of the Offering		Up to 180 days

Common stock outstanding as of June 28, 2019		5,080,000 shares of Common Stock

Shares of common stock outstanding following the Offering		Up to 15,080,000

Amount of the Offering		Not applicable

Minimum purchase		Not applicable

Transfer Agent		VStock Transfer, LLC

Use of proceeds		We plan to devote the net proceeds of the offering for (i) our E-commerce Platforms Project, (ii) administrative expenses; and (iii) other general working capital and corporate matters. See the “Use of Proceeds” section beginning on page 15.

Risk Factors		An investment in our common stock is speculative and involves substantial risks. You should read the "Risk Factors" section beginning on page 9 of this prospectus for a discussion of certain factors to consider carefully before deciding to invest in shares of our common stock.

Plan of Distribution		The shares of common stock covered by this prospectus may be sold by the selling stockholder in the manner described under “Plan of Distribution.”

Stock Symbol		APXX

Dividend Policy		We have no present plan to declare dividends and plan to retain our earnings to continue to grow our business.

~~Since~~Summary ~~all~~Financial ofInformation our shares of common stock are owned by our sole officer and director, our other stockholders may not be able to influence control of the company or decision making by management of the company, and as such, our sole officer and director may have a conflict of interest with the minority shareholders at some time in the future.

~~Tadas~~The ~~Dabasinskas,~~following ~~our~~summary ~~sole~~financial ~~officer~~data ~~and~~were ~~director~~derived ~~beneficially~~from ~~owns~~the ~~100%~~financial ofstatements ~~our~~filed ~~issued~~with ~~and~~the ~~outstanding~~third ~~shares~~fiscal ofquarter ~~common~~ended ~~stock.~~March ~~The~~31, ~~interests~~2019 ofForm ~~Mr.~~10-Q ~~Dabasinskas~~and ~~may~~the ~~not~~fiscal ~~be,~~years atended ~~all~~June ~~times~~30, ~~the~~2018 ~~same~~and as2017 ~~that~~Form ~~of our other shareholders~~10-K. ~~Mr.~~This ~~Dabasinskas~~information is ~~not~~only ~~simply~~ a ~~passive~~summary ~~investor~~and ~~but~~does isnot ~~also~~provide anall ~~executive officer~~ of the ~~Company,~~information ~~and~~contained asin ~~such his interests as an executive may, at times be adverse to those of passive investors. Where those conflicts exist,~~ our ~~shareholders~~financial ~~will~~statements ~~be dependent upon our sole officer~~ and ~~director~~related ~~exercising,~~notes. inYou ashould ~~manner~~read ~~fair to all of our shareholders, his fiduciary duties as an officer and as member of~~ the ~~Company~~“Management’s ~~board~~Discussion ~~of directors. Also, our sole officer~~ and ~~director~~Analysis ~~will~~or ~~have~~Plan ~~the ability to control the outcome~~ of ~~most~~Operation” ~~corporate~~beginning ~~actions~~on ~~requiring~~page ~~shareholder~~24 ~~approval, including the sale~~ of ~~all~~this orprospectus ~~substantially all of our assets~~ and ~~amendments to~~ our ~~Articles~~financial ofstatements ~~Incorporation.~~and ~~This~~related ~~concentration~~notes ofincluded ~~ownership~~elsewhere ~~may~~in ~~also~~this ~~have the effect of delaying, deferring or preventing a change of control of us, which may be disadvantageous to minority shareholders~~prospectus.

APEX RESOURCES INC
STATEMENT OF OPERATIONS

	Year Ended June 30						Three Months Ended
	2018			2017			March 31, 2019
Revenues	$	94,264		$	125,386		$	-
Operating Expenses	$	87,985		$	64,609		$	182,811
Other Income (Expenses)	$	-		$	-		$	373
Net Income (Loss)	$	(76,102	)	$	(53,102	)	$	(183,184	)

We intend to become subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended, which will require us to incur audit fees and legal fees in connection with the preparation of such reports. These additional costs will negatively affect our ability to earn a profit.

APEX RESOURCES INC
BALANCE SHEET

	June 30						March 31,
	2018			2017			2019
Total Assets	$	80,435		$	10,834		$	70,247
Total Liabilities	$	156,000		$	14,028		$	571,819
Shareholders' Deficit	$	(71,794	)	$	(3,194	)	$	(501,572	)
Total Liabilities and Shareholders' Equity	$	80,435		$	10,834		$	70,247

~~Following the effective date of the registration statement in which this prospectus is included, we will file a Registration Statement on Form~~ 8-A toTable ~~register our common stock as a class~~ of securities under the Securities Exchange Act of 1934 and be required to file periodic reports with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934 and the rules and regulations thereunder. In order to comply with such requirements, our independent registered auditors will have to review our financial statements on a quarterly basis and audit our financial statements on an annual basis. Moreover, our legal counsel will have to review and assist in the preparation of such reports. Factors such as the number and type of transactions that we engage in and the complexity of our reports cannot accurately be determined at this time and may have a major negative effect on the cost and amount of time to be spent by our auditors and attorneys. However, the incurrence of such costs will obviously be an expense to our operations and thus have a negative effect on our ability to meet our overhead requirements and earn a profit.Contents

~~However,~~RISK for as long as we remain an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We intend to take advantage of these reporting exemptions until we are no longer an “emerging growth company.”FACTORS

WeBefore ~~will~~deciding ~~remain~~to anpurchase, ~~emerging~~hold ~~growth~~or ~~company~~sell ~~until~~our ~~the~~common ~~earlier~~stock, ofyou ~~(i)~~should carefully consider the ~~last~~risks ~~day~~described ofbelow, as well as the ~~fiscal~~other ~~year~~cautionary ~~(A)~~statements ~~following~~and ~~the~~risks ~~fifth~~described ~~anniversary~~elsewhere ofand ~~our~~the ~~first~~other ~~sale~~information ofcontained ~~common~~in ~~equity~~this ~~securities~~prospectus ~~pursuant~~and toin anour ~~effective~~other ~~registration~~filings ~~statement~~with the SEC, ~~(B)~~including insubsequent ~~which~~Quarterly weReports ~~have~~on ~~total~~Form ~~annual~~10-Q ~~gross~~and ~~revenue~~Current ofReports aton ~~least~~Form $18-K.0 ~~billion,~~We oroperate ~~(C)~~in ~~the~~a ~~date~~rapidly ~~that~~changing weenvironment ~~become~~that involves a ~~“large~~number ~~accelerated~~of ~~filer”~~risks. asThe ~~defined~~risks inand ~~Rule~~uncertainties ~~12b-2~~described ~~under~~below ~~the~~are ~~Exchange~~not ~~Act,~~the ~~which~~only ~~would~~ones ~~occur~~we ifface. ~~the~~Additional ~~market~~risks ~~value~~and ofuncertainties ~~our~~not ~~common~~presently ~~stock~~known ~~that~~to isus ~~held~~or bythat ~~non-affiliates~~we ~~exceeds~~currently ~~$700~~deem ~~million~~immaterial asmay ofalso ~~the~~affect ~~last~~our business ~~day~~operations. If any of ~~our~~these ~~most~~known ~~recently~~or ~~completed~~unknown ~~second~~risks ~~fiscal~~actually ~~quarter~~occur, ~~and~~our ~~(ii)~~business, ~~the~~financial ~~date~~condition onor ~~which~~results weof ~~have~~operations ~~issued~~could ~~more~~be ~~than~~materially ~~$1.0~~and ~~billion~~adversely inaffected ~~non-convertible~~and ~~debt~~you ~~during~~may ~~the~~lose ~~prior~~all ~~three-year~~or ~~period~~part of your investment.

~~Rule~~RISKS ~~12b-2~~ASSOCIATED ofTO ~~the~~OUR Securities Exchange Act of 1934, as amended, defines a “smaller reporting company” as an issuer that is not an investment company, an asset-backed issuer), or a majority-owned subsidiary of a parent that is not a smaller reporting company and that:BUSINESS

·We ~~Had~~have acommenced ~~public~~limited ~~float~~operations ofin ~~less~~our ~~than $75 million as of the last~~ business. ~~day~~We ofexpect ~~its~~to ~~most~~incur ~~recently~~significant ~~completed~~operating ~~second~~losses fiscal quarter, computed by multiplying the aggregate worldwide number of shares of its voting and non-voting common equity held by non-affiliates by the price at which the common equity was last sold, or the average of the bid and asked prices of common equity, in the principal market for the ~~common~~foreseeable equity; or · In the case of an initial registration statement under the Securities Act or Exchange Act for shares of its common equity, had a public float of less than $75 million as of a date within 30 days of the date of the filing of the registration statement, computed by multiplying the aggregate worldwide number of such shares held by non-affiliates before the registration plus, in the case of a Securities Act registration statement, the number of such shares included in the registration statement by the estimated public offering price of the shares; or · In the case of an issuer whose public float as calculated under paragraph (1) or (2) of this definition was zero, had annual revenues of less than $50 million during the most recently completed fiscal year for which audited financial statements are availablefuture.

11We were incorporated on March 31, 2015 and underwent change-of-control on March 23, 2018. We have commenced limited business operations. Accordingly, we have no way to evaluate the likelihood that our business will be successful. Potential investors should be aware of the difficulties normally encountered by new distribution companies and the high rate of failure of such enterprises. The likelihood of success must be considered in light of the problems, expenses, difficulties, complications and delays encountered in connection with the operations that we plan to undertake. These potential problems include, but are not limited to, unanticipated problems relating to the ability to generate sufficient cash flow to operate our business, and additional costs and expenses that may exceed current estimates. We expect to incur losses into the foreseeable future. We recognize that if the effectiveness of our business plan is not forthcoming, we will not be able to continue business operations. There is no history upon which to base any assumption as to the likelihood that we will prove successful.

WeIf ~~qualify as a smaller reporting company, and so long as~~ we ~~remain~~are anot ~~smaller~~able ~~reporting~~to ~~company,~~implement weour ~~benefit~~strategies ~~from the same exemptions and exclusions as an emerging growth company. In the event that we cease~~ to beachieve anour ~~emerging~~business ~~growth company as a result of a lapse of the five year period~~objectives, ~~but~~our ~~continue~~business tooperations beand afinancial ~~smaller~~performance ~~reporting~~may ~~company, we would continue to~~ be ~~subject~~adversely ~~to the exemptions available to emerging growth companies until such time as we were no longer a smaller reporting company~~affected.

~~After,~~Our business plan and ifgrowth ~~ever~~strategy are based on currently prevailing circumstances and the assumption that certain circumstances will or will not occur, weas ~~are~~well noas ~~longer~~the aninherent ~~“emerging~~risks ~~growth~~and ~~company~~uncertainties involved in various stages of development. However,” wethere ~~expect~~is tono ~~incur~~assurance ~~significant~~that ~~additional~~we ~~expenses~~will ~~and~~be ~~devote~~successful ~~substantial~~in ~~management~~implementing ~~effort~~our ~~toward~~strategies ~~ensuring~~or ~~compliance~~that ~~with~~our ~~those~~strategies, ~~requirements~~even ~~applicable~~if implemented, will lead to ~~companies~~the ~~that~~successful achievement of our objectives. If we are not ~~“emerging~~able ~~growth~~to ~~companies~~successfully implement our strategies,” ~~including~~our ~~Section~~business ~~404~~operations ofand ~~the~~financial ~~Sarbanes-Oxley~~performance ~~Act~~may be adversely affected.

We ~~are~~need ~~an “emerging growth company” and we cannot be certain if the reduced disclosure requirements applicable~~ to ~~emerging~~secure ~~growth~~additional ~~companies will make our common stock less attractive to investors~~financing.

We ~~are~~require anadditional ~~“emerging~~funds ~~growth~~since ~~company,”~~we ashave ~~defined~~very inlimited ~~the~~operating ~~Jumpstart~~capital ~~our Business Startups Act of 2012,~~ and wenegative ~~may~~working ~~take~~capital. ~~advantage~~As of ~~certain~~March ~~exemptions from various reporting requirements that are applicable to other public companies~~31, ~~including~~2019, ~~but~~we ~~not~~had ~~limited to~~$13,351 ~~not~~in ~~being~~cash. ~~required~~Our tocash ~~comply~~as ~~with~~of the ~~auditor~~date ~~attestation requirements~~ of ~~Section~~this ~~404~~prospectus ofare ~~the~~expected ~~Sarbanes-Oxley~~to ~~Act,~~be ~~reduced~~only ~~disclosure~~sufficient ~~obligations~~to ~~regarding~~compensate ~~executive compensation in~~ our ~~periodic~~independent ~~reports~~registered ~~and~~accounting ~~proxy~~firm ~~statements,~~for ~~and exemptions from~~ the ~~requirements~~review of ~~holding~~this aregistration ~~nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved~~statement. We cannot predict if investors will find our common stock less attractive because we will rely on these exemptions. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile.

~~Under~~We ~~the~~anticipate ~~Jumpstart~~that ~~Our~~we ~~Business~~will ~~Startups~~incur ~~Act,~~operating ~~“emerging~~losses ~~growth~~for ~~companies”~~the ~~can~~foreseeable ~~delay~~future. ~~adopting~~Our ~~new~~officers orhave ~~revised~~not ~~accounting~~been ~~standards~~paid ~~until~~since ~~such~~the ~~time~~end asof ~~those standards apply to private companies~~2017. WeOur ~~have~~cash ~~irrevocably~~burn ~~elected~~rate ~~not~~is toapproximately ~~avail~~$60,937 ~~ourselves~~per tomonth, ~~this~~which ~~exemption~~we ~~from~~are ~~new~~currently oraccruing, ~~revised~~and ~~accounting~~which ~~standards~~may ~~and,~~increase ~~therefore,~~as we ~~will~~continue ~~be subject~~ to ~~the~~spend ~~same~~additional ~~new~~cash oron ~~revised~~legal and accounting ~~standards~~expenses asin ~~other~~connection ~~public~~with ~~companies~~this ~~that~~registration ~~are not “emerging growth companies~~statement.”

WeIf ~~have~~we ~~not~~continue ~~evaluated~~to ~~the~~incur ~~effectiveness~~legal ofand ~~our~~accounting ~~internal~~costs ~~controls~~as ~~over~~we ~~financial~~work ~~reporting,~~towards orgetting ~~the~~this ~~effectiveness~~registration ofstatement ~~our disclosure controls and procedures~~effective, ~~and~~ we likely will ~~not~~ be ~~required~~forced to ~~evaluate~~engage ~~our~~in ~~internal~~a ~~controls~~toxic ~~over~~financing ~~financial~~which ~~reporting~~would ~~evaluation,~~be ~~and~~extremely ~~disclose~~dilutive ~~the~~to ~~results~~existing ofshareholders ~~such~~and ~~evaluation,~~would ~~until~~depress the ~~filing~~price of our ~~second~~common ~~annual~~stock, ~~report~~among other things. ~~This~~If ~~may~~we ~~harm~~are ~~investor~~not ~~confidence~~successful in ussecuring ~~and~~additional ~~the~~financing ~~value~~including oftoxic ~~our~~funding, ~~common~~we ~~stock~~will likely be required to cease operations.

WeAny ~~will~~funding bewe ~~required,~~raise ~~pursuant~~through ~~to Section 404 of~~ the ~~Sarbanes-Oxley~~sale ~~Act, to furnish a report by management on, among other things, the effectiveness~~ of our ~~internal~~common ~~control~~stock ~~over~~will ~~financial~~result ~~reporting~~in ~~for~~dilution ~~our~~to ~~fiscal~~existing ~~year~~shareholders ~~end~~ and ~~disclose~~funding ~~such~~through ~~report~~bank byloans ~~management in our annual report. This assessment~~ will ~~need~~increase ~~to include disclosure of any material weaknesses identified by~~ our management in our internal control over financial reporting, as well as a statement that our independent registered public accounting firm has issued an opinion on our internal control over financial reportingliabilities.

We are inraising ~~the~~capital ~~early~~in ~~stages~~order offor ~~the~~our ~~costly~~business ~~and~~plan ~~challenging~~to ~~process~~succeed oftrough ~~compiling~~this ~~the~~offering. ~~system~~Such ~~and~~stock ~~processing~~issuances ~~documentation~~will ~~necessary~~cause tostockholders’ ~~perform~~interests ~~the~~in ~~evaluation~~our ~~needed~~company to ~~comply~~be ~~with Section 404~~diluted. WeSuch ~~may~~dilution ~~not~~will benegatively ~~able~~affect tothe ~~complete~~value ~~our~~of ~~evaluation,~~investors’ ~~testing and any required remediation in a timely fashion~~shares. ~~During~~Obtaining ~~the~~commercial ~~evaluation and testing process~~loans, ifassuming wethose ~~identify~~loans ~~one~~would orbe ~~more material weaknesses in our internal control over financial reporting~~available, we will beincrease ~~unable~~the toCompany’s ~~assert~~liabilities ~~that~~and ~~our~~future ~~internal~~cash ~~controls are effective~~commitments.

If9 weTable ~~are unable to assert that our internal control over financial reporting is effective, or if our independent registered public accounting firm is unable to express an opinion on the effectiveness~~ of our internal controls, we could lose investor confidence in the accuracy and completeness of our financial reports, which could cause the price of our common stock to decline, and we may be subject to investigation or sanctions by the Securities and Exchange Commission, or the SEC.Contents

We ~~will~~have beearned ~~required~~limited torevenue ~~disclose changes made in our internal control~~ and ~~procedures, and the effectiveness of~~ our ~~disclosure~~ability ~~controls and procedures, on a quarterly basis. However, our independent registered public accounting firm will not be required~~ to ~~formally~~sustain ~~attest to the effectiveness of~~ our ~~internal~~operations ~~control~~is ~~over~~dependent ~~financial~~on ~~reporting pursuant to Section 404 until the later of the year following~~ our ~~first~~ability ~~annual report required~~ to beraise ~~filed with the SEC, or the date we are no longer an “emerging growth company~~financing.” WeAs ~~will~~a ~~remain an “emerging growth company” for up to five years~~result, ~~although~~there ifis ~~the~~substantial ~~market~~doubt ~~value~~about of our ~~common~~ability ~~stock that is held by non-affiliates exceeds $700 million as of any December 31 before that time, we would cease~~ to becontinue ~~an “emerging growth company”~~ as ~~of the following June 30. To comply with the requirements of being~~ a ~~public~~going ~~company, we may need to undertake various actions, such as implementing new internal controls and procedures and hiring accounting or internal audit staff~~concern.

12Our cash and cash equivalents is our principal source of liquidity. As of March 31, 2019, our current assets were $14,496, compared to $72,644 in current assets as June 30, 2018. In November 2016, we received $43,200 from the sale of 1,080,000 shares of common stock and incurred $8,511 offering costs related to the transaction. As of March 31, 2019, we had accumulated deficits of $548,732. As of June 30, 2018, and 2017, we had accumulated deficits of $122,725 and $50,394. Accordingly, there is substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to raise additional capital and implement our business plan. Kirtane & Pandit LLP, our previous independent registered public accounting firm that resigned on February 1, 2019, has expressed substantial doubt about our ability to continue as a going concern. This opinion could materially limit our ability to raise funds. If we fail to raise sufficient capital needed, we will not be able to complete our business plan. As a result we may have to liquidate our business and you may lose your investment. You should consider our independent registered public accountant’s comments when determining if an investment is suitable.

~~Any~~We ~~failure~~will todepend ~~develop~~almost orexclusively ~~maintain~~on ~~effective~~outside ~~controls,~~capital ~~or any difficulties encountered in their implementation or improvement, could harm our operating results or cause us~~ to ~~fail~~complete tothe ~~meet~~development ~~our~~of ~~reporting~~a ~~obligations~~business plan. ~~Any~~Such ~~failure~~outside tocapital ~~implement~~will ~~and~~include ~~maintain~~proceeds ~~effective~~from ~~internal controls also could adversely affect~~ the ~~results~~issuance of ~~periodic~~equity ~~management~~securities ~~evaluations~~and ~~regarding~~may ~~the~~include ~~effectiveness~~commercial ~~of our internal control over financial reporting~~borrowing. ~~Ineffective~~There ~~disclosure~~can ~~controls~~be ~~and~~no ~~procedures~~assurance orthat ~~internal~~capital ~~control~~will ~~over~~be ~~financial~~available ~~reporting~~as ~~could~~necessary ~~also cause investors~~ to ~~lose~~meet ~~confidence~~these indevelopment ~~our~~costs ~~reported~~or, ~~financial~~if ~~and~~the ~~other~~capital ~~information~~is available, ~~which~~that ~~would~~it ~~likely~~will ~~have~~be aon ~~negative~~terms ~~effect~~acceptable onto the ~~trading price of our common stock~~Company.

InIf ~~the event that~~ we are ~~not~~successful ~~able~~in toraising ~~demonstrate compliance with Section 404 of~~ the ~~Sarbanes-Oxley~~funds ~~Act~~from inthis ~~a timely manner~~offering, ~~that~~we ~~our~~plan ~~internal~~to ~~controls~~start ~~are~~our ~~perceived~~operations asdescribed ~~inadequate~~in orPlan ~~that~~of weOperation ~~are~~section. ~~unable~~We tocannot ~~produce~~provide ~~timely~~investors orwith ~~accurate~~any ~~financial~~assurance ~~statements,~~that ~~investors~~we ~~may~~will ~~lose~~be ~~confidence~~able into ~~our~~raise ~~operating~~sufficient ~~results~~funds ~~and~~to ~~our~~proceed ~~stock~~with ~~price~~any ~~could~~work ~~decline~~or activities.

~~Since~~We ~~our~~have ~~sole~~identified ~~officer~~multiple ~~and~~material ~~director~~weaknesses ~~has~~in ~~the~~our ~~ability~~internal tocontrol beover ~~employed~~financial byreporting orwhich ~~consult~~could, ~~for~~if ~~other~~not ~~companies~~remediated, ~~their~~result ~~other~~in ~~activities~~material ~~could~~misstatements ~~slow~~in ~~down~~ our ~~operations~~financial statements.

~~Tadas~~Our ~~Dabasinskas,~~management ~~our~~is ~~sole~~responsible ~~officer~~for establishing and ~~director~~maintaining adequate internal control over our financial reporting, isas ~~not~~defined ~~required~~in toRule ~~work~~13a-15(f) ~~exclusively~~under ~~for~~the usSecurities ~~and~~Exchange ~~does~~Act. ~~not~~As ~~devote~~disclosed ~~all~~elsewhere ofin ~~his~~this ~~time~~prospectus, towe identified material weaknesses in our ~~operations.~~internal ~~Therefore,~~control itover isfinancial ~~possible~~reporting ~~that~~primarily as a ~~conflict~~result of ~~interest~~lack of accounting staffing, insufficient policies and procedures to ensure the correct application of accounting and financing reporting with ~~regard~~respect to ~~his~~the ~~time~~current ~~may~~requirements ~~arise~~of ~~based~~GAAP onand ~~his~~SEC ~~employment~~disclosure byrequirements, ~~other~~lack ~~companies.~~of ~~His~~segregation ~~other~~of ~~activities~~duties, ~~may~~no ~~prevent~~independent ~~him~~audit ~~from~~committee ~~devoting~~and ~~full-time~~no effective controlling procedures as to ~~our~~approval ~~operations~~the ~~which~~use ~~could~~of ~~slow~~the Company’s assets, and concluded that neither our ~~operations~~disclosure controls and ~~may~~procedures ~~reduce~~nor our internal control over financial ~~results~~reporting ~~because~~were ofeffective ~~the~~as ~~slowdown~~of inJune ~~operations~~30, 2018. ItA material weakness is ~~expected~~defined ~~that~~as ~~Tadas~~a ~~Dabasinskas~~deficiency, ~~our~~or ~~President~~combination of deficiencies, ~~will~~in ~~devote~~internal ~~between~~control 5over ~~and~~financial 10reporting, ~~hours~~such ~~per~~that ~~week~~there tois a reasonable possibility that a material misstatement of our ~~operations~~annual or interim financial statements will not be prevented or detected on ana ~~ongoing~~timely basis. As a result of these material weaknesses, ~~and~~our ~~when~~management ~~required~~concluded ~~will~~that ~~devote~~our ~~whole~~internal ~~days~~control ~~and~~over ~~even~~financial ~~multiple~~reporting ~~days~~was atnot aeffective ~~stretch~~based ifon ~~our~~criteria ~~operations~~set ~~increase~~forth by the Committee of Sponsoring Organization of the Treadway Commission in Internal Control-An Integrated Framework (2013). We doare ~~not~~actively ~~have~~engaged ~~any~~in ~~written~~developing ~~procedures~~a inremediation ~~place~~plan designed to address ~~conflicts~~these ofmaterial ~~interest~~weaknesses. ~~that~~If ~~may~~our ~~arise~~remedial ~~between~~measures ~~our~~are ~~business~~insufficient ~~and~~to address the ~~business~~material ~~activities~~weakness, ofor if additional material weaknesses or significant deficiencies in our ~~sole~~internal ~~officer~~control are discovered or occur in the future, our consolidated financial statements may contain material misstatements and ~~director~~we could be required to restate our financial results.

WeAny ~~have~~inability noto ~~employment~~attract ~~or compensation agreement with our sole officer~~ and ~~director~~retain ~~and~~additional aspersonnel ~~such~~could heaffect ~~may~~our ~~have~~ability ~~little incentive~~ to ~~devote~~successfully ~~time~~grow ~~and~~our ~~energy to the operation of the Company~~business.

~~Tadas~~Our ~~Dabasinskas~~future issuccess ~~not~~depends ~~subject to any employment or compensation agreement with the Company. Therefore, it is possible that he may decide to focus his efforts~~ on ~~other~~our ~~projects~~ability ~~or companies which have a higher economic benefit~~ to ~~him.~~identify, ~~Currently~~attract, ~~Mr.~~hire, ~~Dabasinskas~~train, isretain ~~not obligated to spend any time at all on Company business~~ and ~~could~~motivate ~~opt to leave the Company for~~ other ~~opportunities~~highly-skilled ortechnical, ~~focus~~managerial, oneditorial, ~~other~~merchandising, ~~business~~marketing ~~which~~and ~~could~~customer ~~negatively~~service ~~impact the Company’s ability to succeed~~personnel. WeCompetition dofor ~~not~~such ~~have~~personnel ~~any~~is ~~expectation that Mr~~intense. ~~Dabasinskas~~Our ~~will~~failure ~~enter~~to ~~into~~retain anand ~~employment~~attract ~~or compensation agreement with~~ the ~~Company~~necessary intechnical, ~~the~~managerial, ~~foreseeable~~editorial, ~~future~~merchandising, marketing, and ~~the~~customer ~~loss~~service ofpersonnel ~~either~~could ~~one~~harm ~~would be highly detrimental to~~ our ~~ability to conduct ongoing operations~~business.

~~Because~~10 weTable ~~may have fewer than three hundred shareholders~~ of record after this offering, we may be able to terminate or suspend our reporting obligations, and if we do that, our shares of common stock will not be eligible for quotation on the OTC Bulletin Board.Contents

~~Although~~If we ~~have~~fail ~~no intention~~ to doaccurately ~~so,~~forecast weour ~~will~~expenses ~~have~~and ~~the~~revenues, ~~ability to terminate or suspend~~ our ~~reporting~~business, ~~obligations~~prospects, tofinancial ~~the~~condition ~~SEC~~and ifresults ~~we will have fewer than three hundred shareholders~~ of ~~record~~operations ~~after~~may ~~this~~suffer ~~offering.~~and ~~If we terminate or suspend our reporting obligations to file reports with~~ the ~~SEC,~~price ~~our shares~~ of ~~common~~our ~~stock~~securities ~~will~~may ~~not be eligible for quotation on the OTC Bulletin Board, which could impact your ability to sell your shares of common stock~~decline.

The ~~lack~~rapidly evolving nature of ~~public~~our ~~company~~industry ~~experience~~and the constantly evolving nature of our ~~sole~~business, ~~officer~~make forecasting operating results difficult. We plan to upgrade and ~~director~~further ~~could~~expand ~~adversely~~the ~~impact~~components of our ~~ability~~infrastructure. toWe ~~comply~~may experience difficulties with ~~the~~upgrades ~~reporting~~of ~~requirements~~our infrastructure, and may incur increased expenses as a result of Uthese difficulties.S As a result of these potential expenditures on our infrastructure, our ability to reduce spending may become limited. ~~securities~~Therefore, ~~laws~~any significant shortfall in the revenues for which we have built and are continuing to build our infrastructure would likely harm our business.

~~Tadas~~We ~~Dabasinskas,~~may ~~our~~be ~~sole~~accused ~~officer and director lacks public company experience, which could impair our ability to comply with legal and regulatory requirements such as those imposed by Sarbanes-Oxley Act~~ of ~~2002.~~infringing ~~Mr.~~intellectual ~~Dabasinskas~~property ~~has~~rights never been responsible for managing a publicly traded company. Such responsibilities include complying with federal securities laws and making required disclosures on a timely basis. Any such deficiencies, weaknesses or lack of ~~compliance~~third ~~could have a materially adverse effect on our ability to comply with the reporting requirements of the Securities Exchange Act of 1934 which is necessary to maintain our public company status~~parties. ~~If we were to fail to fulfill those obligations, our ability to continue as a reporting issuer would be in jeopardy in which event you could lose your entire investment in our company.~~

13We may be subject to legal claims of alleged infringement of the intellectual property rights of third parties. The ready availability of damages, royalties and the potential for injunctive relief has increased the defense litigation costs of patent infringement claims, especially those asserted by third parties whose sole or primary business is to assert such claims. Such claims, even if not meritorious, may result in significant expenditure of financial and managerial resources, and the payment of damages or settlement amounts. Additionally, we may become subject to injunctions prohibiting us from using software or business processes we currently use or may need to use in the future, or requiring us to obtain licenses from third parties when such licenses may not be available on financially feasible terms or terms acceptable to us or at all. In addition, we may not be able to obtain on favorable terms, or at all, licenses or other rights with respect to intellectual property we do not own in providing ecommerce services to other businesses and individuals under commercial agreements.

ItRISKS ~~will~~ASSOCIATED beWITH ~~extremely~~OUR ~~difficult to acquire jurisdiction and enforce liabilities against our sole officer and director and assets outside the United States.~~SECURITIES

~~Substantially~~The ~~all~~market ofprice ~~our assets are currently located outside~~ of ~~the United States. Additionally,~~ our ~~sole~~Common ~~officer~~Stock ~~and director resides outside of the United States, in Lithuania. As a result, it~~ may ~~not~~ be ~~possible~~volatile ~~for United States investors to enforce their legal rights, to effect service of process upon our sole officer and director~~ or tomay ~~enforce~~decline ~~judgments~~regardless of ~~United States courts predicated upon civil liabilities and criminal penalties of~~ our ~~sole~~operating ~~officer~~performance, and ~~director~~you ~~under~~may ~~Federal securities laws. Moreover, we have been advised that Lithuania does~~ not ~~have~~be ~~treaties~~able ~~providing~~to ~~for~~resell ~~the~~your ~~reciprocal~~shares ~~recognition~~at ~~and~~or ~~enforcement~~above ~~of judgments of courts with~~ the ~~United~~Offering ~~States~~Price. ~~Further, it is unclear if extradition treaties now in effect between the United States and Lithuania would permit effective enforcement of criminal penalties of the Federal securities laws.~~

~~RISKS~~The ~~RELATING~~Offering TOPrice ~~OUR~~for ~~COMMON~~our ~~STOCK~~Common Stock will be determined by our Company and may vary from the market price of our Common Stock following our Offering. If you purchase our Common Stock in our Offering, you may not be able to resell those shares at or above the Offering Price. Our stock is currently listed on the OTC Pink market under trading symbol APXX. Prior to this Offering, there has been no active trading . An active, liquid and orderly trading market for our Common Stock may not develop or be maintained after this Offering. Active, liquid and orderly trading markets usually result in less price volatility and more efficiency in carrying out investors’ purchase and sale orders. We cannot assure you that the Offering Price of our Common Stock, or the market price following our Offering, will equal or exceed prices in privately negotiated transactions of our shares that have occurred from time to time prior to our Offering. The market price of our Common Stock may fluctuate significantly in response to numerous factors, many of which are beyond our control, including:

We● ~~are~~actual ~~selling~~or anticipated fluctuations in our ~~offering~~revenue and other operating results; ● the financial projections we may provide to the public, any changes in these projections or our failure to meet these projections; ● actions of 2securities analysts who initiate or maintain coverage of us,~~000~~ changes in financial estimates by any securities analysts who follow our company,~~000~~ ~~shares~~or our failure to meet these estimates or the expectations of ~~common~~investors; ● announcements by us or our competitors of significant products or features, technical innovations, acquisitions, strategic partnerships, joint ventures, or capital commitments; ● price and volume fluctuations in the overall stock ~~without~~market, anincluding ~~underwriter~~as a result of trends in the economy as a whole; ● lawsuits threatened or filed against us; and ~~may~~● beother ~~unable~~events toor ~~sell~~factors, ~~any~~including ~~shares~~those resulting from war or incidents of terrorism, or responses to these events.

~~Our~~In ~~offering of 2~~addition,~~000,000~~ ~~shares~~the isstock ~~self-underwritten,~~markets ~~that~~have ~~is,~~experienced weextreme ~~are~~price ~~not~~and ~~going~~volume tofluctuations ~~engage~~that ~~the~~have ~~services~~affected ofand ancontinue ~~underwriter~~ to ~~sell~~affect the ~~shares;~~market weprices ~~intend~~of toequity ~~sell~~securities ~~our~~of ~~shares~~many ~~through~~companies. ~~our~~Stock ~~sole~~prices ~~officer~~of ~~and~~many ~~director,~~companies ~~who~~have ~~will~~fluctuated ~~receive~~in noa ~~commissions.~~manner Heunrelated ~~will~~or ~~offer~~disproportionate to the ~~shares~~operating toperformance ~~friends,~~of ~~family~~those ~~members,~~companies. ~~and~~In ~~business~~the ~~associates~~past, ~~however,~~stockholders ~~there~~have isfiled nosecurities ~~guarantee~~class ~~that~~action helitigation ~~will~~following beperiods ~~able to sell any~~ of ~~the~~market ~~shares~~volatility. ~~Unless~~If hewe iswere ~~successful~~to become involved in ~~selling~~securities ~~all~~litigation, ofit ~~the~~could ~~shares~~subject ~~and~~us weto ~~receive~~substantial ~~the~~costs, ~~proceeds~~divert ~~from~~resources ~~this~~and ~~offering,~~the weattention ~~may~~of ~~have~~management tofrom ~~seek~~our ~~alternative~~business, ~~financing~~and toadversely ~~implement~~affect our business ~~plan~~.

~~Because~~11 ~~there~~Table ~~is no minimum proceeds the Company can receive from its offering~~ of ~~2,000,000 shares, the Company may not raise sufficient capital to implement its planned business and your entire investment could be lost.~~Contents

~~The~~We ~~Company~~have isbroad ~~making~~discretion ~~its~~in ~~offering~~the ofuse ~~2,000,000 shares~~ of ~~common~~the ~~stock~~net onproceeds afrom ~~best-efforts~~our ~~basis~~Offering and ~~there is no minimum amount of proceeds the Company~~ may ~~receive. Funds raised under this offering will~~ not beuse ~~held~~them ~~in trust or in any escrow account and all funds raised regardless of the amount will be available to the Company~~effectively. ~~In the event the company does not raise sufficient capital to implement its planned operations, your entire investment could be lost.~~

~~There~~To isthe noextent ~~liquidity~~(i) ~~and~~we noraise ~~established~~more ~~public~~money ~~market~~than required for the purposes explained in the section titled “Use of Proceeds” or (ii) we determine that the proposed uses set forth in that section are no longer in the best interests of our ~~common~~Company, ~~stock~~we cannot specify with any certainty the particular uses of such net proceeds that we will receive from our Offering. Our management will have broad discretion in the application of such net proceeds, including working capital, possible acquisitions, and other general corporate purposes, and we may ~~not~~spend beor ~~successful~~invest atthese ~~obtaining~~proceeds in a ~~quotation~~way onwith awhich ~~recognized~~our ~~quotation~~stockholders ~~service~~disagree. InThe ~~such~~failure ~~event~~by itour management to apply these funds effectively could harm our business and financial condition. Pending their use, we may beinvest ~~difficult~~the tonet ~~sell~~proceeds ~~your~~from ~~shares~~our Offering in a manner that does not produce income or that loses value.

~~There~~We isdo presently no public market in our shares. There can be no assurance that we will be successful at developing a public market or in having our common stock quoted on a quotation facility such as the OTC Bulletin Board. There are risks associated with obtaining a quotation, including that broker dealers will not beintend ~~willing~~ to ~~make~~pay adividends ~~market~~for ~~in our shares, or to request that our shares be quoted on a quotation service. In addition, even if a quotation is obtained,~~ the ~~OTC~~foreseeable Bulletin Board and similar quotation services are often characterized by low trading volumes, and price volatility, which may make it difficult for an investor to sell our common stock on acceptable termsfuture. ~~If trades in our common stock are not quoted on a quotation facility, it may be very difficult for an investor to find a buyer for their shares in our Company.~~

14We currently intend to retain any future earnings to finance the operation and expansion of our business, and we do not expect to declare or pay any dividends in the foreseeable future. As a result, you may only receive a return on your investment in our Common Stock if the market price of our Common Stock increases.

~~Our~~You ~~common~~will ~~stock~~experience isimmediate ~~subject to the “penny stock” rules of the SEC~~ and ~~the~~substantial ~~trading market in our securities is limited, which makes transactions in our stock cumbersome and may reduce the value of an investment in our stock~~dilution.

~~Under~~The ~~U.S.~~Offering ~~federal~~Price ~~securities~~of ~~legislation,~~ our ~~common~~shares ~~stock will constitute “penny stock”. Penny stock~~ is ~~any~~substantially ~~equity~~higher ~~security~~than ~~that~~the ~~has~~pro aforma ~~market~~net ~~price~~tangible ofbook ~~less~~value ~~than $5.00~~ per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require that a broker or dealer approve a potential investor’s account for transactions in penny stocks, and the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of ~~the~~our ~~penny~~Common ~~stock to be purchased~~Stock. InUpon ~~order to approve an investor’s account for transactions in penny stocks,~~ the ~~broker~~completion ~~or dealer must obtain financial information and investment experience objectives~~ of ~~the~~this ~~person~~offering, ~~and~~if ~~make~~you apurchase ~~reasonable~~shares ~~determination that the transactions~~ in ~~penny~~this ~~stocks~~offering, ~~are~~you ~~suitable~~will ~~for~~incur ~~that~~immediate ~~person~~ and ~~the~~substantial ~~person~~dilution ~~has sufficient knowledge and experience in financial matters to be capable~~ of ~~evaluating~~your ~~the risks of transactions in penny stocks~~investment. ~~The~~See broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form sets forth the basis on which the broker or dealer made the suitability determination. Brokers may be less willing to execute transactions in securities subject to the “~~penny stock~~Dilution” rules. This may make it more difficult for investors to dispose of our common stock and cause a decline in the market value of our stock. Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on ~~the~~page ~~limited market in penny stocks~~15.

WeManagement ~~may,~~did innot ~~the~~perform ~~future,~~due ~~issue~~diligence ~~additional~~on ~~common~~market ~~shares, which would reduce investors’ percent of ownership~~ and ~~may~~industry ~~dilute~~data ~~our~~cited ~~share~~in ~~value~~this prospectus.

~~Our~~This ~~Articles~~prospectus ofincludes ~~Incorporation~~market ~~authorize~~and ~~the~~industry ~~issuance~~data ofthat 75has been obtained from third-party sources,~~000,000~~ ~~shares~~including ofindustry ~~common~~publications, ~~stock.~~as Aswell ofas ~~the~~industry ~~date~~data ofprepared ~~this~~by ~~prospectus,~~our management on the ~~Company~~basis ~~had~~of ~~4,000,000~~its ~~shares~~knowledge of ~~common~~and ~~stock~~experience ~~outstanding.~~in ~~Accordingly,~~the industries in which we ~~may~~operate ~~issue~~(including upour management’s estimates and assumptions relating to ansuch ~~additional~~industries ~~71,000,000~~based ~~shares~~on that knowledge). Management’s knowledge of ~~common~~such ~~stock~~industries has been developed through its experience and participation in these industries. ~~The~~Neither ~~future~~we ~~issuance~~nor our management have conducted due diligence or independently verified any of ~~common~~the ~~stock~~data ~~may~~from ~~result~~such insources ~~substantial~~referred ~~dilution~~to in ~~the~~this ~~percentage~~prospectus ofor ~~our~~ascertained ~~common~~the ~~stock~~underlying ~~held~~economic byassumptions ~~our~~relied ~~then~~upon ~~existing~~by ~~shareholders~~such sources. WeInternally ~~may~~prepared ~~value~~and ~~any~~third-party ~~common~~market ~~stock~~forecasts, in ~~the~~particular, ~~future~~are onestimates anonly ~~arbitrary~~and ~~basis.~~may ~~The~~be ~~issuance~~inaccurate, especially over long periods of ~~common~~time. ~~stock~~Furthermore, ~~for~~references ~~future~~in ~~services~~this orprospectus ~~acquisitions~~to any publications, reports, surveys or ~~other~~articles ~~corporate~~prepared ~~actions~~by ~~may~~third ~~have~~parties ~~the~~should ~~effect~~not ofbe ~~diluting~~construed as depicting the ~~value~~complete findings of the ~~shares~~entire ~~held~~publication, byreport, ~~our~~survey ~~investors~~or article. If such market and industry data turned out to be inaccurate, management’s belief and ~~might~~perception ~~have~~of anour ~~adverse~~competitive ~~effect~~strength onmay ~~any~~need ~~trading~~to ~~market~~be ~~for~~adjusted and, as a result, our ~~common~~business ~~stock~~strategy may need to be changed which may have a negative effect on our results of operations.

~~There~~If iswe nofail ~~current~~to ~~trading~~maintain ~~market~~an ~~for~~effective ~~our~~system ~~securities~~of ~~and~~internal ifcontrols, awe ~~trading~~may ~~market~~not ~~does~~be ~~not~~able ~~develop,~~to ~~purchasers~~accurately ofreport our ~~securities~~financial ~~may~~results ~~have~~or ~~difficulty~~prevent ~~selling their shares~~fraud.

~~There~~The isSEC, ~~currently~~as norequired ~~established~~by ~~public~~Section ~~trading~~404 ~~market~~of ~~for~~the ~~our~~Sarbanes-Oxley ~~securities~~Act ~~and~~of ~~an active trading market in our securities may not develop or~~2002, ifadopted ~~developed,~~rules ~~may~~requiring ~~not~~every bepublic ~~sustained.~~company ~~We intend~~ to ~~have~~include ana ~~application~~management ~~filed~~report ~~for admission to quotation of our securities~~ on ~~the~~such ~~OTC~~company’s ~~Bulletin~~internal ~~Board~~controls ~~after~~over ~~this~~financial ~~prospectus~~reporting isin ~~declared~~its ~~effective~~annual byreport, ~~the~~which ~~SEC.~~contains Ifmanagement’s ~~for~~assessment ~~any~~of ~~reason our common stock is not quoted on~~ the ~~OTC~~effectiveness ~~Bulletin Board or a public trading market does not otherwise develop, purchasers~~ of ~~the~~internal ~~shares~~controls ~~may~~over ~~have~~financial ~~difficulty selling their common stock should they desire to do so~~reporting. ~~No market makers have committed to becoming market makers for our common stock and none may do so.~~

WeOur ~~intend~~reporting toobligations ~~become~~as ~~subject~~a topublic ~~the~~company ~~periodic~~place ~~reporting~~a ~~requirements~~significant ofstrain ~~the~~on ~~Securities~~our ~~Exchange~~management ~~Act~~and ofoperational ~~1934~~and financial resources and systems. Effective internal controls, asparticularly ~~amended~~those related to revenue recognition, ~~which~~are ~~will~~necessary ~~require~~for us to ~~incur~~produce ~~audit~~reliable ~~fees~~financial reports and ~~legal~~are ~~fees~~important to prevent fraud. As a result, our failure to achieve and maintain effective internal controls over financial reporting may result in ~~connection~~the ~~with~~loss of investor confidence in the ~~preparation~~reliability of ~~such~~our ~~reports.~~financial ~~These~~statements, ~~additional~~which ~~costs~~in ~~will~~turn may harm our business and negatively ~~affect~~impact the trading price of our ~~ability~~stock. Furthermore, we anticipate that we will continue to ~~earn~~incur aconsiderable ~~profit~~costs and use significant management time and other resources in an effort to comply with Section 404 and other requirements of the Sarbanes-Oxley Act.

~~Following~~We ~~the~~historically ~~effective~~were ~~date~~not ~~of the registration statement~~ in ~~which~~compliance ~~this prospectus is included, we will be required to file periodic reports~~ with the ~~Securities~~SEC ~~and~~reporting ~~Exchange~~requirements ~~Commission~~under ~~pursuant to~~ the Securities Exchange Act ~~of 1934 and the rules and regulations thereunder. In order to comply with such requirements~~, our independent registered auditors will have to review our financial statements on a quarterly basis and audit our financial statements on an annual basis. Moreover, our legal counsel will have to review and assist in ~~the~~any ~~preparation~~event ofif ~~such reports. Although~~ we ~~believe~~become ~~that~~delinquent ~~the~~with ~~approximately $10,000 we have estimated for these costs should be sufficient for the 12 month period following the completion of~~ our ~~offering~~SEC reporting, ~~the costs charged by these professionals for such services may vary significantly. Factors such as the number and type of transactions that~~ we ~~engage in and the complexity of our reports cannot accurately be determined at this time and~~ may ~~have~~not aable ~~major~~to ~~negative~~provide ~~affect~~current ondisclosure ~~the cost and amount of time~~ to ~~be spent by our auditors and attorneys. However,~~ the ~~incurrence~~public ofmarkets ~~such costs will obviously be an expense to our operations~~ and ~~thus have a negative effect on~~ our ~~ability~~common toshares ~~meet~~may ~~our~~be ~~overhead~~considered ~~requirements~~highly ~~and earn a profit~~risky.

15We failed to timely file our annual report on Form 10-K for the year ended June 30, 2018 and subsequent quarterly reports for the periods ended September 30, 2018 and December 31, 2018. Though we have filed such reports with the SEC, we cannot assure you that we will always be able to timely file our periodic reports with the SEC. If we fail to provide current disclosure to the public markets, investing in our common shares may be considered highly risky.

~~However,~~12 ~~for~~Table ~~as long as we remain an “emerging growth company” as defined in the Jumpstart Our Business Startups Act~~ of 2012, we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We intend to take advantage of these reporting exemptions until we are no longer an “emerging growth company.” We will remain an “emerging growth company” for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues exceed $1 billion, (ii) the date that you become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.Contents

~~After,~~There ~~and~~is ifa ~~ever,~~limited wemarket ~~are~~for noour ~~longer~~Common ~~an “emerging growth company~~Stock,” wewhich ~~expect~~may tomake ~~incur~~it ~~significant~~difficult ~~additional~~for ~~expenses~~holders ~~and~~of ~~devote~~our ~~substantial~~Common ~~management~~Stock ~~effort toward ensuring compliance with those requirements applicable~~ to ~~companies~~sell ~~that~~their ~~are not “emerging growth companies,” including Section 404 of the Sarbanes-Oxley Act~~stock.

Our stock is currently listed on the OTC Pink market under trading symbol APXX but there has been no active trading up to date. We ~~are~~plan anto ~~“emerging~~apply ~~growth~~to ~~company”~~be ~~and~~listed on OTCQB Market, but there is no assurance that we ~~cannot~~will be ~~certain~~approved iffor the ~~reduced~~listing ~~disclosure~~at ~~requirements~~this ~~applicable~~point. Accordingly, there can be no assurance as to ~~emerging~~the ~~growth~~liquidity ~~companies~~of ~~will~~any ~~make~~markets that may develop for our ~~common~~Common Stock, the ability of holders of our Common Stock to sell our Common Stock, or the prices at which holders may be able to sell our Common Stock. Further, many brokerage firms will not process transactions involving low price stocks, especially those that come within the definition of a “penny stock.” ~~less~~If ~~attractive~~we cease to ~~investors~~be quoted, holders of our Common Stock may find it more difficult to dispose of, or to obtain accurate quotations as to the market value of our Common Stock, and the market value of our Common Stock would likely decline.

WeOur ~~are~~Common anStock ~~“emerging~~is ~~growth~~deemed company,” as defined in the Jumpstart our Business Startups Act of 2012, and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a ~~nonbinding~~“penny ~~advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We cannot predict if investors will find our common~~ stock ~~less attractive because we will rely on these exemptions. If some investors find our common stock less attractive as a result~~,” ~~there~~which ~~may~~would bemake ait ~~less~~more ~~active~~difficult ~~trading market~~ for our ~~common~~investors ~~stock~~to ~~and~~sell ~~our~~their ~~stock price may be more volatile~~shares.

~~Under~~Our Common Stock is subject to the ~~Jumpstart~~“penny ~~Our~~stock” ~~Business~~rules ~~Startups~~adopted under Section 15(g) of the Exchange Act,. ~~“emerging~~The ~~growth~~penny stock rules generally apply to companies” ~~can~~whose ~~delay~~Common ~~adopting~~Stock ~~new~~is not listed on the Nasdaq Stock Market or ~~revised~~other ~~accounting~~national ~~standards~~securities ~~until~~exchange ~~such~~or ~~time~~trades asat ~~those~~less ~~standards~~than ~~apply~~$5.00 per share. These rules require, among other things, that brokers who trade penny stock to ~~private~~persons ~~companies~~other than “established customers” complete certain documentation, make suitability inquiries of investors and provide investors with certain information concerning trading in the security, including a risk disclosure document and quote information under certain circumstances. WeMany brokers have ~~irrevocably~~decided ~~elected~~ not to ~~avail~~trade ~~ourselves~~penny tostocks ~~this~~because ~~exemption~~of ~~from~~the ~~new~~requirements orof ~~revised~~the ~~accounting~~penny ~~standards~~stock rules and, ~~therefore~~as a result, wethe ~~will~~number beof broker-dealers willing to act as market makers in such securities is limited. If we remain subject to the ~~same~~penny ~~new~~stock orrules ~~revised~~for ~~accounting~~any ~~standards~~significant asperiod, ~~other~~it ~~public~~could ~~companies~~have ~~that~~an ~~are~~adverse ~~not~~effect ~~“emerging~~on ~~growth~~the ~~companies~~market, if any, for our securities.” Because our Common Stock is subject to the penny stock rules, investors will find it more difficult to dispose of our securities

~~State~~The ~~securities~~market ~~laws~~for ~~may~~penny ~~limit~~stocks ~~secondary~~has ~~trading,~~experienced ~~which~~numerous ~~may~~frauds ~~restrict the states in which~~ and ~~conditions~~abuses ~~under~~ which ~~you~~could ~~can~~adversely ~~sell~~impact ~~the~~investors ~~shares~~in ~~offered~~our ~~by this prospectus~~stock.

~~Secondary~~OTC ~~trading~~securities inare ~~common~~frequent ~~stock~~targets ~~sold in this offering will not be possible in any state until the common stock is qualified for sale under the applicable securities laws~~ of ~~the~~fraud ~~state~~ or ~~there~~market ~~is confirmation that an exemption~~manipulation, ~~such~~both asbecause ~~listing~~of intheir ~~certain~~generally ~~recognized~~low ~~securities~~prices ~~manuals,~~and isbecause ~~available~~OTC ~~for~~reporting ~~secondary~~requirements ~~trading~~are inless ~~the~~stringent ~~state.~~than Ifthose ~~we fail to register or qualify, or to obtain or verify an exemption for the secondary trading~~ of, the ~~common~~ stock inexchanges ~~any particular state, the common stock could not be offered~~ or ~~sold to, or purchased by, a resident of that state~~NASDAQ. In the event that a significant number of states refuse to permit secondary trading in our common stock, the liquidity for the common stock could be significantly impacted thus causing you to realize a loss on your investment.

~~The~~Patterns ~~Company does not intend to seek registration or qualification~~ of ~~its~~fraud ~~shares of common stock the subject of this offering in any State or territory of the United States. Aside from a “secondary trading” exemption, other exemptions under state law~~ and ~~the~~abuse ~~laws~~include: ~~of US territories may be available to purchasers of the shares of common stock sold in this offering.~~

16· Control of the market for the security by one or a few broker-dealers that are often related to the promoter or issuer; · Manipulation of prices through prearranged matching of purchases and sales and false and misleading press releases; · “Boiler room” practices involving high pressure sales tactics and unrealistic price projections by inexperienced sales persons; · Excessive and undisclosed bid-ask differentials and markups by selling broker-dealers; and · Wholesale dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, along with the inevitable collapse of those prices with consequent investor losses.

~~Anti-takeover~~Our ~~effects~~management ofis ~~certain~~aware ~~provisions~~ of ~~Nevada~~the ~~state~~abuses ~~law~~that ~~hinder~~have aoccurred ~~potential~~historically ~~takeover~~in ofthe ~~our~~penny ~~company~~stock market.

~~Though~~If ~~not~~a ~~now, in the future we may become subject to Nevada’s control share law. A corporation is subject to Nevada’s control share law if it has~~ more ~~than~~active ~~200~~trading ~~stockholders,~~market atfor ~~least~~our ~~100~~Common ofStock ~~whom are stockholders of record and residents of Nevada~~develops, ~~and it does business in Nevada or through an affiliated corporation. The law focuses on~~ the ~~acquisition~~market ofprice ~~a “controlling interest” which means the ownership~~ of ~~outstanding~~our ~~voting~~Common ~~shares~~Stock ~~sufficient,~~is ~~but~~likely ~~for the control share law,~~ to ~~enable~~be ~~the~~highly ~~acquiring~~volatile ~~person~~and subject to ~~exercise~~wide ~~the~~fluctuations, ~~following~~and ~~proportions~~holders of ~~the~~our ~~voting~~Common ~~power~~Stock ofmay ~~the~~be ~~corporation~~unable ~~in the election of directors: (i) one-fifth or more but less than one-third, (ii) one-third or more but less than a majority, or (iii) a majority or more. The ability~~ to ~~exercise~~sell ~~such~~their ~~voting~~shares ~~power~~at ~~may be direct~~ or ~~indirect,~~above asthe ~~well~~price asat ~~individual~~which orthey inwere ~~association with others~~acquired.

The ~~effect~~market price of ~~the~~our ~~control~~Common ~~share~~Stock ~~law~~ is ~~that~~likely ~~the~~to ~~acquiring~~be ~~person,~~highly volatile and ~~those~~could ~~acting~~be insubject ~~association~~to ~~with~~wide ~~it,~~fluctuations ~~obtains only such voting rights~~ in ~~the~~response ~~control~~to ~~shares as are conferred by~~ a ~~resolution~~number of ~~the~~factors ~~stockholders of the corporation, approved at a special or annual meeting of stockholders. The control share law contemplates~~ that ~~voting~~are ~~rights~~beyond ~~will~~our ~~be considered only once by the other stockholders. Thus, there is no authority to strip voting rights from the~~ control ~~shares of an acquiring person once those rights have been approved. If the stockholders do not grant voting rights to the control shares acquired by an acquiring person~~, those shares do not become permanent non-voting shares. The acquiring person is free to sell its shares to others. If the buyers of those shares themselves do not acquire a controlling interest, their shares do not become governed by the control share law.including:

If● ~~control~~quarterly ~~shares~~variations ~~are~~in ~~accorded~~our ~~full~~revenues ~~voting rights~~ and ~~the~~operating acquiring person has acquired control shares with a majority or more of the voting power, any stockholder of record, other than an acquiring person, who has not voted in favor of approval of voting rights is entitled to demand fair value for such stockholder’s shares.expenses;

~~Nevada’s~~● ~~control~~developments ~~share~~in ~~law may have~~ the ~~effect~~financial ofmarkets ~~discouraging~~and ~~takeovers~~worldwide ~~of the corporation.~~economies;

In● ~~addition~~announcements to the control share law, Nevada has a business combination law which prohibits certain business combinations between Nevada corporations and “interested stockholders” for three years after the “interested stockholder” first becomes an “interested stockholder,” unless the corporation’s board of ~~directors~~innovations ~~approves the combination in advance. For purposes of Nevada law, an “interested stockholder” is any person who is (i) the beneficial owner, directly~~ or ~~indirectly,~~services ofby ~~ten~~us ~~percent~~ or ~~more~~our of the voting power of the outstanding voting shares of the corporation, or (ii) an affiliate or associate of the corporation and at any time within the three previous years was the beneficial owner, directly or indirectly, of ten percent or more of the voting power of the then outstanding shares of the corporation. The definition of the term “business combination” is sufficiently broad to cover virtually any kind of transaction that would allow a potential acquiror to use the corporation’s assets to finance the acquisition or otherwise to benefit its own interests rather than the interests of the corporation and its other stockholders.competitors;

~~The~~● ~~effect~~announcements ofby ~~Nevada’s~~the ~~business~~federal ~~combination~~and ~~law~~state isgovernment relating to ~~potentially~~regulations ~~discourage~~that ~~parties~~govern ~~interested in taking control of~~ our ~~company from doing so if it cannot obtain the approval of our board of directors.~~industry;

~~Because~~● wesignificant dosales ~~not~~of ~~intend to pay any cash dividends on~~ our ~~common~~Common ~~stock,~~Stock ~~our~~or ~~stockholders~~other ~~will~~securities ~~not~~in bethe ~~able~~open ~~to receive a return on their shares unless they sell them.~~market;

We13 ~~intend~~Table ~~to retain any future earnings to finance the development and expansion~~ of our business. We do not anticipate paying any cash dividends on our common stock in the foreseeable future. Unless we pay dividends, our stockholders will not be able to receive a return on their shares unless they sell them. There is no assurance that stockholders will be able to sell shares when desired.Contents

~~USE~~● OFvariations ~~PROCEEDS~~in interest rates;

~~Our~~● ~~public~~changes ~~offering of 2,000,000 shares is being made on a self-underwritten basis: no minimum number of shares must be sold~~ in ~~order for~~ the ~~offering~~market tovaluations ~~proceed. The offering price per share is $0.04. The following table sets forth the uses~~ of ~~proceeds~~other ~~assuming~~comparable ~~the~~companies; ~~sale of 25%, 50%, 75%~~ and ~~100%, respectively, of the securities offered for sale by the Company. There is no assurance that we will raise the full $80,000 as anticipated.~~

17● changes in accounting principles.

	25% of		50% of		75% of		100% of
	shares sold		shares sold		shares sold		shares sold
Gross Proceeds from this Offering (1):	$	20,000	$	40,000	$	60,000	$	80,000
Offering expenses	$	8,511	$	8,511	$	8,511	$	8,511
Proceeds after offering expenses	$	11,489	$	31,489	$	51,489	$	71,489
Legal, Accounting & Filing	$	10,000	$	10,000	$	10,000	$	11,000
Office Setup	$	0	$	846	$	2,446	$	4,600
Website development	$	0	$	10,043	$	12,893	$	16,192
Marketing & Advertising	$	1,489	$	10,600	$	11,100	$	12,300
Salaries	$	0	$	0	$	15,050	$	27,397
Totals	$	11,489	$	31,489	$	51,489	$	71,489

The rights of the holders of our Common Stock may be impaired by the potential issuance of preferred stock.

~~(1) Expenditures~~Our ~~for~~board of directors has the 12right ~~months~~to ~~following~~create ~~the~~a ~~completion~~new series of ~~this~~preferred ~~offering~~stock. ~~The~~As ~~expenditures~~a ~~are~~result, ~~categorized~~the byBoard ~~significant~~of ~~area~~Directors ofmay, ~~activity. (2) Please~~without ~~see~~stockholder aapproval, ~~detailed~~issue ~~description~~preferred stock with voting, dividend, conversion, liquidation or other rights that may adversely affect the voting power and equity interest of the ~~use~~holders of ~~proceeds~~our inCommon ~~the~~Stock. ~~“Plan~~Although we have no present intention to issue any additional shares of ~~Operation”~~preferred ~~section~~stock or to create any new series of ~~this~~preferred ~~prospectus~~stock, we may issue such shares in the future.

~~DETERMINATION~~RISKS OFRELATED ~~THE~~TO ~~OFFERING~~REGULATION ~~PRICE~~OF OUR BUSINESS

~~The~~We ~~offering~~do ~~price of the 2,000,000 shares being offered has been determined arbitrarily by us. The price does~~ not ~~bear~~have any ~~relationship~~clients ~~to our assets, book value, earnings, or other established criteria for valuing a privately held company. In determining the number of shares to be offered~~ and ~~the~~we ~~offering~~cannot ~~price,~~guarantee we ~~took~~will ~~into~~ever ~~consideration~~have ~~our~~any. ~~cash~~Even onif ~~hand and the amount of money~~ we ~~would~~obtain ~~need to implement our business plan. Accordingly~~clients, ~~the~~there ~~offering~~is ~~price~~no ~~should~~assurance ~~not~~that bewe ~~considered~~will anmake ~~indication~~a ~~of the actual value of the securities~~profit.

~~DILUTION~~We do not have any clients. Even if we obtain clients, there is no guarantee that we will generate a profit. If we cannot generate a profit, we will have to suspend or cease operations.

~~The~~We ~~price~~are ofsolely ~~our~~dependent ~~offering~~upon ofthe ~~2,000,000~~funds ~~shares~~to isbe ~~fixed~~raised atin ~~$0.04~~the ~~per~~future ~~share.~~to ~~This~~start ~~price~~our isbusiness, ~~significantly higher than~~ the ~~$0.001~~proceeds ~~price~~of ~~per~~which ~~share,~~may ~~for~~be ~~the~~insufficient ~~4,000,000~~to ~~shares~~achieve ofrevenues. ~~common~~We ~~stock~~may ~~issued~~need to ~~Tadas~~obtain ~~Dabasinskas,~~additional ~~our~~financing ~~sole~~which ~~officer~~may ~~and~~not ~~director~~be ~~on June 15, 2015~~available.

~~Dilution~~We ~~represents~~have ~~the~~not ~~difference~~started ~~between~~our ~~the~~E-commerce ~~offering~~Platform ~~price~~Project. ~~and~~We need the ~~net~~proceeds ~~tangible~~from ~~book value per share immediately after completion of~~ this offering. ~~Net~~to ~~tangible~~initiate ~~book~~development ~~value~~on isour ~~the~~e-commerce ~~amount~~platforms ~~that results from subtracting total liabilities~~ and ~~intangible~~initiate ~~assets~~the ~~from~~development ~~total assets. Dilution arises mainly as a result~~ of our ~~arbitrary~~marketing ~~determination~~program. ofWe ~~the~~may ~~offering~~need ~~price~~additional offunds ~~the~~to ~~shares~~complete ~~being~~further ~~offered.~~development ~~Dilution~~ of ~~the~~our ~~value~~business ofplan ~~the~~to ~~shares~~achieve ~~you~~a ~~purchase~~sustainable issales ~~also~~level awhere ~~result~~ongoing ofoperations ~~the~~can ~~lower~~be ~~book~~funded ~~value~~out of ~~the~~revenues. ~~shares~~There ~~held~~is byno ~~our~~assurance ~~existing~~that ~~stockholders.~~any ~~The~~additional ~~following~~financing ~~tables~~will ~~compare~~be ~~the~~available ~~differences~~or ofif ~~your~~available, ~~investment~~on interms ~~our~~that ~~shares~~will ~~with~~be ~~the~~acceptable ~~investment~~to ~~of our existing stockholders~~us.

AsBecause ofwe ~~June~~are ~~30,~~small ~~2015,~~and ~~the~~have ~~net~~minimal ~~tangible~~capital, ~~book~~we ~~value~~must limit marketing of our ~~shares~~new ofbusiness ~~common~~to ~~stock~~potential ~~was~~known $7clients. As a result,~~253~~ orwe $0may not be able to attract enough clients to operate profitably.~~0018~~ ~~per~~If ~~share~~we ~~based~~do ~~upon~~not 4make a profit,~~000,000~~ ~~shares~~we ~~outstanding~~may have to suspend or cease operations.

18Because we are small and do not have much capital, we must limit marketing our products. The sale of our products via our e-commerce platform is how we will initially generate revenues. Because we will be limiting our marketing activities, we may not be able to attract enough clients to buy our products to operate profitably. If we cannot operate profitably, we may have to suspend or cease operations.

~~Existing~~Because ~~Stockholder~~we ifhave ~~all~~only of2 ~~the~~officers ~~Shares~~and 3directors who are ~~Sold~~responsible for our managerial and organizational structure, in the future, there may not be effective disclosure and accounting controls to comply with applicable laws and regulations which could result in fines, penalties and assessments against us.

Price per share	$	0.04
Net tangible book value per share before offering	$	0.0018
Potential gain to existing shareholder	$	80,000
Potential gain to existing shareholder net of offering expenses	$	71,489
Net tangible book value per share after offering	$	0.0131
Increase to present stockholders in net tangible book value per share after offering	$	0.011
Capital contributions	$	4,000
Number of shares outstanding before the offering		4,000,000
Number of shares after offering		6,000,000
Percentage of ownership after offering		66.6	%

We have only 2 officers and 3 directors who are responsible for our managerial and organizational structure which will include assessment and preparation of our disclosure controls and procedures and internal controls over financial reporting under the Sarbanes Oxley Act of 2002. While most of them have no formal training in financial accounting matters, they have been reviewing the financial statements that are included in this prospectus. When our disclosure controls and procedures and internal controls over financial reporting under the Sarbanes Oxley Act of 2002 referred to above are implemented, they will be responsible for the administration of them. If they do not have sufficient expertise, they may be incapable of creating and implementing the controls which may subject us to sanctions and fines by the SEC which ultimately could cause you to lose your investment.

~~Purchasers~~14 Table of ~~Shares in this Offering if all Shares Sold~~Contents

Price per share	$	0.04
Dilution per share	$	0.027
Capital contributions	$	80,000
Percentage of capital contributions		100	%
Number of shares after offering held by public investors		2,000,000
Percentage of ownership after offering		33.3	%

A permanent loss of data or a permanent loss of service on the internet will have an adverse effect on our operations and will cause us to cease doing business.

~~Purchasers~~Our offuture ~~Shares~~operations inwill ~~this~~depend ~~Offering~~entirely ifon ~~75%~~the ofInternet. ~~Shares~~If ~~Sold~~we permanently lose data or permanently lose Internet service for any reason, be it technical failure or criminal acts, we will have to cease operations and you will lose your investment.

Price per share	$	0.04
Dilution per share	$	0.029
Capital contributions	$	60,000
Percentage of capital contributions		100	%
Number of shares after offering held by public investors		1,500,000
Percentage of ownership after offering		27	%

We do not maintain any insurance and do not intend to maintain insurance in the future. Because we do not have any insurance, if we are made a party of a products liability action, we may not have sufficient funds to defend the litigation.

~~Purchasers~~We ofdo ~~Shares~~not maintain any insurance and do not intend to maintain insurance in ~~this~~the ~~Offering~~future. Because we do not have any insurance, if ~~50%~~we are made a party of ~~Shares~~a ~~Sold~~products liability action, we may not have sufficient funds to defend the litigation. If that occurs a judgment could be rendered against us, which could cause us to cease operations. If that happens, you will lose your investment.

Price per share	$	0.04
Dilution per share	$	0.032
Capital contributions	$	40,000
Percentage of capital contributions		100	%
Number of shares after offering held by public investors		1,000,000
Percentage of ownership after offering		20	%

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

19This prospectus contains forward looking statements that involve risks and uncertainties, principally in the sections entitled “Description of Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” All statements other than statements of historical fact contained in this prospectus, including statements regarding future events, our future financial performance, business strategy and plans and objectives of management for future operations, are forward-looking statements. We have attempted to identify forward-looking statements by terminology including but not limited to “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plans,” “potential,” “predict,” “should,” or “will” or the negative of these terms or other comparable terminology. Although we do not make forward looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks outlined under “Risk Factors” or elsewhere in this prospectus, which may cause our or our industry’s actual results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time and it is not possible for us to predict all risk factors, nor can we address the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause our actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements.

~~Purchasers~~You should not place undue reliance on any forward-looking statement, each of ~~Shares~~which applies only as of the date of this prospectus. Before you invest in our securities, you should be aware that the occurrence of the events described in the section entitled “Risk Factors” and elsewhere in this ~~Offering~~prospectus ifcould ~~25%~~negatively affect our business, operating results, financial condition and stock price. Except as required by law, we undertake no obligation to update or revise publicly any of ~~Shares~~the ~~Sold~~forward-looking statements after the date of this prospectus to conform our statements to actual results or changed expectations.

ITEM 4. USE OF PROCEEDS

Price per share	$	0.04
Dilution per share	$	0.036
Capital contributions	$	20,000
Percentage of capital contributions		100	%
Number of shares after offering held by public investors		500,000
Percentage of ownership after offering		11	%

Our Offering is being made on a self-underwritten basis: no minimum number of Shares must be sold in order for the offering to proceed. The Offering Price per Share is $1.00 and we intend to sell up to 10,000,000 Shares for a total of $10,000,000.

~~DESCRIPTION~~Our OFshareholders ~~SECURITIES~~have funded the Company on as needed basis. For the three months ended March 31, 2019, our shareholder loaned us $163,265. For the nine months ended March 31, 2019, our shareholders have loaned us the aggregate amount of $353,913. To the extent necessary to support our business, our shareholders may loan us additional funds in the future. See “Liquidity and Capital Resources” on page 27.

~~GENERAL~~We intend to use the net proceeds to carry out our e-commerce platforms project. Subject to the adjustments from time to time, our estimated cost of the project is approximately $25 million. See “E-commerce platforms Project” on page 21. If such financing is not available on terms acceptable to us, the project will be delayed until appropriate financing is available. In the event that we do not raise sufficient proceeds to satisfy such needs or if we raise additional proceeds exceeding such needs, we intend to use the proceeds from this offering in the following order to fund (i) our E-commerce platforms Project, (ii) administrative expenses; and (iii) other general working capital and corporate matters

~~There~~ITEM ~~is no established public trading market for our common stock~~5. ~~Our~~DETERMINATION ~~authorized~~OF ~~capital~~OFFERING stock consists of 75,000,000 shares of common stock, with $0.001 par value per share. As of the date of this prospectus, there are 4,000,000 shares of our common stock issued and outstanding held by 1 stockholder of record. We have no shares of preferred stock authorized. PRICE

~~COMMON~~The ~~STOCK~~Offering Price of the shares has been determined arbitrarily by us. The price does not bear any relationship to our assets, book value, earnings, or other established criteria for valuing a privately held company. In determining the number of shares to be offered and the Offering Price, we took into consideration our cash on hand and the amount of money we would need to implement our project. Accordingly, the Offering Price should not be considered an indication of the actual value of the securities.

~~The~~ITEM ~~following is a summary of the material rights and restrictions associated with our common stock~~6. This description does not purport to be a complete description of all of the rights of our stockholders and is subject to, and qualified in its entirety by, the provisions of our most current Articles of Incorporation and Bylaws, which are included as exhibits to this Registration Statement.DILUTION

The ~~holders~~price of ~~our~~the ~~common~~current ~~stock~~offering ~~currently~~is ~~have~~fixed ~~(i)~~at ~~equal~~$1.00 ~~ratable~~per ~~rights~~share. toDilution ~~dividends~~represents ~~from~~the ~~funds~~difference ~~legally~~between ~~available~~the ~~therefore,~~Offering ~~when,~~Price as and ifthe ~~declared~~net bytangible ~~the~~book ~~Board~~value ofper ~~Director~~share immediately after completion of ~~the~~this ~~Company;~~offering. ~~(ii)~~Net ~~are~~tangible ~~entitled~~book tovalue ~~share~~is ~~ratably~~the inamount ~~all~~that ofresults ~~the~~from ~~assets~~subtracting oftotal ~~the~~liabilities ~~Company~~and ~~available~~intangible ~~for~~assets ~~distribution~~from tototal ~~holders~~assets. ofDilution ~~common~~arises ~~stock~~mainly ~~upon~~as ~~liquidation,~~a ~~dissolution~~result orof ~~winding~~our uparbitrary determination of the ~~affairs~~Offering Price of the ~~Company~~shares ~~(iii)~~being dooffered. ~~not~~Dilution ~~have~~of ~~pre-emptive,~~the ~~subscription~~value orof ~~conversion~~the ~~rights~~shares ~~and~~you ~~there~~purchase ~~are~~is noalso ~~redemption~~a orresult ~~sinking~~of ~~fund~~the ~~provisions~~lower orbook ~~rights~~value ~~applicable~~of ~~thereto;~~the ~~and~~shares ~~(iv)~~held ~~are~~by ~~entitled~~our toexisting ~~one~~stockholder. ~~non-cumulative~~The ~~vote~~following ~~per~~compare ~~share~~the ondifferences ~~all~~of ~~matters~~your oninvestment ~~which~~in ~~stock~~our ~~holders~~shares ~~may~~with ~~vote~~the investment of our existing stockholder.

~~Our~~As ~~Bylaws provide that at all meetings~~ of ~~the~~March ~~stockholders for the election of directors~~31, ~~a plurality of the votes cast shall be sufficient to elect. On all other matters~~2019, ~~except as otherwise required by Nevada law or~~ the ~~Articles~~net oftangible ~~Incorporation,~~book avalue ~~majority~~(deficit) of ~~the~~our ~~votes~~shares ~~cast at a meeting~~ of ~~the~~Common ~~stockholders~~Stock ~~shall~~was be$(558,468) ~~necessary~~or ~~to authorize any corporate action to be taken by vote of the stockholders~~$(0.11) Aper ~~“plurality”~~share ~~means~~based ~~the~~upon ~~excess of the votes cast for one candidate over any other. When there are more than two competitors for the same office~~5,080,000 ~~the~~shares ~~person who receives the greatest number of votes has a plurality~~outstanding.

WeIf do100% ~~not have any preferred stock authorized in our Articles~~ of ~~Incorporation,~~the ~~and~~Shares weAre ~~have no warrants, options or other convertible securities issued or outstanding.~~Sold:

~~NEVADA~~Upon ~~ANTI-TAKEOVER~~completion ~~LAWS~~of this offering, in the event all of the shares are sold, the net tangible book value of the 15,080,000 shares to be outstanding will be approximately $0.62 per share. The net tangible book value (deficit) of the shares held by our existing stockholder will be increased by $0.73 per share without any additional investment on their part.

~~The~~After ~~Nevada~~completion ~~Business Corporation Law contains a provision governing “Acquisition~~ of ~~Controlling~~this ~~Interest.”~~offering, ~~This~~if ~~law~~10,000,000 ~~provides generally that any person or entity that acquires 20% or more of the outstanding voting~~ shares ofare asold, ~~publicly-held~~investors ~~Nevada corporation~~ in the ~~secondary~~offering ~~public~~will orown ~~private~~66.31% ~~market may be denied voting rights with respect to the acquired shares, unless a majority~~ of the ~~disinterested~~total ~~stockholders~~number of ~~the corporation elects to restore such voting rights in whole or in part. The control share acquisition act provides that a person or entity acquires “control~~ shares” ~~whenever~~then itoutstanding ~~acquires shares that, but~~ for ~~the~~which ~~operation~~they ofwill ~~the~~have ~~control~~made ~~share~~cash ~~acquisition~~investment ~~act, would bring its voting power within any~~ of ~~the following three ranges: (1) 20 to 33 1/3%~~$10, ~~(2) 33 1/3 to 50%~~000,000, or ~~(3)~~$1 ~~more~~per ~~than 50%~~share. ABoth ~~“control share acquisition” is generally defined as~~ the ~~direct~~66.31% ~~or indirect acquisition of either~~ ownership ~~or voting power associated with issued~~ and ~~outstanding~~$10,000,000 ~~control~~cash ~~shares.~~investment ~~The~~are stockholders or board of directors of a corporation may elect to exempt the stock of the corporation from the provisions of the control share acquisition act through adoption of a provision to that effect in the ~~Articles of Incorporation or Bylaws of the corporation~~aggregate. Our ~~Articles~~existing ofstockholders ~~Incorporation~~will ~~and~~own ~~Bylaws do not exempt our common stock from the control share acquisition act~~33.69% ~~The control share acquisition act is applicable only to shares~~ of ~~“Issuing Corporations” as defined by~~ the ~~act.~~total Annumber ~~Issuing~~of ~~Corporation~~shares isthen ~~a Nevada corporation~~outstanding, for which; ~~(1)~~they ~~has~~have ~~200~~made orcontributions ~~more stockholders, with at least 100~~ of ~~such~~cash ~~stockholders~~totaling ~~being~~$50,931 ~~both stockholders of record and residents of Nevada; and (2) does business in Nevada directly~~ or ~~through~~approximately an$0.01 ~~affiliated~~per ~~corporation~~share.

2015 Table of Contents

AtIf ~~this~~75% ~~time, we do not have 100 stockholders~~ of ~~record resident of Nevada. Therefore,~~ the ~~provisions~~Shares ofAre the control share acquisition act do not apply to acquisitions of our shares and will not until such time as these requirements have been met. At such time as they may apply to us, the provisions of the control share acquisition act may discourage companies or persons interested in acquiring a significant interest in or control of the Company, regardless of whether such acquisition may be in the interest of our stockholders.Sold

~~The~~Upon ~~Nevada~~completion ~~“Combination with Interested Stockholders Statute” may also have an effect~~ of ~~delaying~~this oroffering, ~~making it more difficult to effect a change~~ in ~~control of~~ the ~~Company.~~event ~~This statute prevents an “interested stockholder” and a resident domestic Nevada corporation from entering into a “combination~~7,”500,000 ~~unless~~shares ~~certain conditions~~ are ~~met. The statute defines “combination” to include any merger or consolidation with an “interested stockholder~~sold,” orthe ~~any~~net ~~sale,~~tangible ~~lease,~~book ~~exchange, mortgage, pledge, transfer or other disposition, in one transaction or a series of transactions with an “interested stockholder” having; (1) an aggregate market~~ value ~~equal to 5 percent or more~~ of the ~~aggregate~~12,580,000 ~~market~~shares ~~value of the assets of the corporation; (2) an aggregate market value equal~~ to 5be ~~percent or more of the aggregate market value of all~~ outstanding ~~shares~~will ofbe ~~the~~approximately ~~corporation; or (3) representing 10 percent or more of the earning power or net income of the corporation~~$0.55 Anper ~~“interested stockholder” means the beneficial owner of 10 percent or more of the voting shares of a resident domestic corporation, or an affiliate or associate thereof~~share. AThe ~~corporation~~net ~~affected~~tangible bybook ~~the~~value ~~statute may not engage in a “combination” within three years after the interested stockholder acquires its shares unless the combination or purchase is approved by the board~~ of ~~directors before~~ the ~~interested stockholder acquired such~~ shares. If approval is not obtained, then after the expiration of the three-year period, the business combination may be consummated with the approval of the board of directors or a majority of the voting power held by ~~disinterested~~our existing stockholders, orwill ~~if the consideration to~~ be ~~paid~~increased by ~~the~~$0.66 ~~interested stockholder is at least equal to the highest of: (1) the highest price~~ per share ~~paid~~without byany ~~the~~additional ~~interested~~investment stockholder within the three years immediately preceding the date of the announcement of the combination or in the transaction in which she became an interested stockholder, whichever is higher; (2) the market value per common share on ~~the~~their date of announcement of the combination or the date the interested stockholder acquired the shares, whichever is higher; or (3) if higher for the holders of preferred stock, the highest liquidation value of the preferred stockpart. The effect of Nevada’s business combination law is to potentially discourage parties interested in taking control of the Company from doing so if they cannot obtain the approval of our board of directors.

~~DIVIDEND~~After ~~POLICY~~completion of this offering, if 7,500,000 shares are sold, investors in the offering will own 59.62% of the total number of shares then outstanding for which they will have made cash investment of $7,500,000, or $1 per share. Both the 59.62% ownership and $7,500,000 cash investment are in the aggregate. Our existing stockholders will own 40.38% of the total number of shares then outstanding, for which they have made contributions of cash totaling $50,931 or approximately $0.01 per share.

WeIf ~~have~~50% ~~never declared or paid any cash dividends on our common stock. We currently intend to retain future earnings, if any, to finance the expansion~~ of ~~our business. As a result, we do not anticipate paying any cash dividends in~~ the ~~foreseeable~~Shares ~~future.~~Are Sold

~~PLAN~~Upon OFcompletion ~~DISTRIBUTION~~of this offering, in the event 5,000,000 shares are sold, the net tangible book value of the 10,080,000 shares to be outstanding will be approximately $0.43 per share. The net tangible book value of the shares held by our existing stockholders will be increased by $0.54 per share without any additional investment on their part.

WeAfter ~~have~~completion ~~4,000,000 common shares~~ of ~~common stock issued and outstanding as of the date of~~ this ~~prospectus.~~offering, ~~The~~if ~~Company is registering 2~~5,000,000 shares ofare ~~its~~sold, ~~common~~investors ~~stock~~in ~~for sale at~~ the ~~price~~offering ofwill ~~$0.04~~own ~~per share~~49.60% ~~There is no arrangement to address the possible effect~~ of the ~~offering~~total onnumber ~~the price~~ of ~~the~~shares ~~stock.~~then Inoutstanding ~~connection~~for ~~with~~which ~~the~~they ~~Company’s selling efforts in the offering, Tadas Dabasinskas~~ will ~~not~~have ~~register~~made ascash ainvestment ~~broker-dealer pursuant to Section 15~~ of ~~the Exchange Act~~$5, ~~but rather will rely upon the “safe harbor” provisions of SEC Rule 3a4-1~~000, ~~promulgated under the Securities Exchange Act of 1934~~000, asor ~~amended~~$1 ~~(the~~per ~~“Exchange Act”)~~share. ~~Generally~~Both ~~speaking, Rule 3a4-1 provides an exemption from~~ the ~~broker-dealer registration requirements of the Exchange Act for persons associated with an issuer that participate in an offering of the issuer’s securities~~49.60% ~~Tadas~~ownership ~~Dabasinskas~~and ~~is not subject to any statutory disqualification~~$5,000,000 ascash ~~that~~investment ~~term~~are ~~is defined~~ in ~~Section 3(a)(39) of~~ the ~~Exchange Act~~aggregate. ~~Tadas~~Our ~~Dabasinskas~~existing stockholders will ~~not~~own be50.40% ~~compensated~~of ~~in connection with his participation in~~ the ~~offering~~total bynumber ~~the payment~~ of ~~commissions~~shares orthen ~~other remuneration based either directly or indirectly on transactions in our securities. Tadas Dabasinskas is not~~outstanding, ~~and~~for ~~has~~which ~~not~~they ~~been~~have ~~within~~made ~~the~~contributions ~~past 12 months, a broker or dealer, and he is not, and he has not been within the past 12 months, an associated person~~ of acash ~~broker~~totaling ~~or dealer. At the end of the offering~~$50,931 ~~Tadas Dabasinskas will continue to primarily perform substantial duties for the Company~~ or onapproximately ~~its behalf otherwise than in connection with transactions in securities~~$0.01 ~~Tadas~~per ~~Dabasinskas will not participate in selling an offering of securities for any issuer more than once every 12 months other than in reliance on Exchange Act Rule 3a4-1(a)(4)(i) or (iii)~~share.

21If 30% of the Shares Are Sold

WeUpon ~~will~~completion ~~receive~~of ~~all~~this ~~proceeds~~offering, ~~from~~in the ~~sale~~event ~~of the 2~~3,000,000 shares ~~being~~are ~~offered.~~sold, ~~The~~the ~~price~~net ~~per~~tangible ~~share~~book isvalue ~~fixed at $0.04 for the duration~~ of ~~this offering. Although our common stock is not listed on a public exchange or quoted over-~~the~~-counter~~ 8,080,000 weshares ~~intend~~ to ~~seek~~be tooutstanding ~~have~~will ~~our~~be ~~shares~~approximately of$0.29 ~~common~~per ~~stock quoted on the OTC Bulletin Board~~share. InThe ~~order~~net totangible bebook ~~quoted~~value onof the ~~OTC~~shares ~~Bulletin~~held ~~Board,~~by ~~a market maker must file an application on~~ our ~~behalf~~existing instockholder ~~order~~will tobe ~~make~~increased aby ~~market for our common stock~~$0.40 ~~There~~per ~~can~~share bewithout ~~no assurance that a market maker will agree to file the necessary documents with FINRA, nor can there be~~ any ~~assurance~~additional ~~that~~investment ~~such~~on antheir ~~application for quotation will be approved~~part.

~~The~~After ~~Company’s~~completion ~~shares~~of ~~may~~this beoffering, ~~sold~~if to3,000,000 ~~purchasers~~shares ~~from~~are ~~time~~sold, toinvestors ~~time~~in ~~directly by and subject to~~ the ~~discretion~~offering ofwill ~~the~~own ~~Company~~37.13% ~~Further,~~of the ~~Company~~total ~~will~~number ~~not~~of ~~offer~~shares ~~its~~then ~~shares~~outstanding for ~~sale~~which ~~through~~they ~~underwriters,~~will ~~dealers,~~have ~~agents~~made orcash ~~anyone~~investment ~~who may receive compensation in the form~~ of ~~underwriting discounts~~$3,000,000, ~~concessions~~ or ~~commissions~~$1 ~~from~~per ~~the~~share. ~~Company~~Both ~~and/or~~ the ~~purchasers~~37.13% ofownership ~~the~~and ~~shares~~$3,000,000 ~~for~~cash ~~whom~~investment ~~they~~are ~~may~~in ~~act~~the ~~as agents~~aggregate. ~~The~~Our ~~shares~~existing ofstockholders ~~common~~will ~~stock~~own ~~sold~~62.87% byof the ~~Company~~total ~~may~~number beof ~~occasionally~~shares ~~sold~~then inoutstanding, ~~one~~for orwhich ~~more~~they ~~transactions;~~have ~~all~~made ~~shares~~contributions ~~sold~~of ~~under~~cash ~~this~~totaling ~~prospectus~~$50,931 ~~will~~or beapproximately ~~sold at a fixed price of~~ $0.0401 per share.

InIf ~~order~~25% ~~to comply with the applicable securities laws~~ of ~~certain states,~~ the ~~securities~~Shares ~~will~~Are be offered or sold in those only if they have been registered or qualified for sale; an exemption from such registration or if qualification requirement is available and with which we have complied. In addition and without limiting the foregoing, we will be subject to applicable provisions, rules and regulations under the Exchange Act with regard to security transactions during the period of time when this Registration Statement is effective. We will pay all expenses incidental to the registration of the shares (including registration pursuant to the securities laws of certain states).Sold

WeUpon ~~are~~completion ~~not~~of ~~“shell~~this ~~company”~~offering, ~~within~~in the ~~meaning~~event of2,500,000 ~~Rule~~shares ~~405~~are sold, ~~promulgated~~the ~~pursuant~~net totangible ~~Securities~~book ~~Act,~~value ~~because~~of wethe ~~have~~7,580,000 ~~office~~shares ~~assets~~to ~~and~~be ~~initial~~outstanding ~~operations.~~will ~~Because~~be weapproximately ~~are~~$0.25 ~~not~~per ~~shell~~share. ~~company,~~The ~~the~~net ~~Rule~~tangible ~~144~~book ~~safe~~value ~~harbor~~of isthe ~~available~~shares ~~for~~held ~~the~~by ~~resale~~our ofexisting ~~any~~stockholders ~~restricted~~will ~~securities~~be ~~issued~~increased by us$0.36 inper share without any ~~subsequent~~additional ~~unregistered~~investment ~~offering.~~on their part.

~~Terms~~After completion of this offering, if 2,500,000 shares are sold, investors in the ~~Offering~~offering will own 32.98% of the total number of shares then outstanding for which they will have made cash investment of $2,500,000, or $1 per share. Both the 32.98% ownership and $2,500,000 cash investment are in the aggregate. Our existing stockholders will own 67.02% of the total number of shares then outstanding, for which they have made contributions of cash totaling $50,931 or approximately $0.01 per share.

The shares will be sold at the fixed price of $0.04 per share until the completion of this offering. There is no minimum amount of subscription required per investor, and subscriptions, once received, are irrevocable. This offering will commence on the date of this prospectus and continue for a period of 16 ~~months.~~Table ~~At the discretion~~ of ~~our board of director, we may discontinue the offering before expiration of the 16-month period.~~Contents

~~Penny~~The ~~Stock~~following ~~Rules~~table compares the differences of your investment in our shares with the investment of our existing stockholder.

The Securities Exchange Commission has also adopted rules that regulate broker-dealer practices in connection with transactions in “penny stocks” as such term is defined by Rule 15g-9. Penny stocks are generally equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or provided that current price and volume information with respect to transactions in such securities is provided by the exchange).

Existing Stockholder if all of the Shares are Sold:
Price per share	$	0.01
Net tangible book value per share before offering	$	(0.11)
Potential gain to existing shareholders	$	9,940,538
Net tangible book value per share after offering	$	0.62
Increase to present stockholder in net tangible book value per share after offering	$	0.73
Capital contributions	$	50,931
Number of shares outstanding before the offering		5,080,000
Number of shares after offering assuming the sale of the maximum number of shares		15,080,000
Percentage of ownership after offering		33.69%	%
Purchasers of Shares in this Offering if all 100% Shares Sold
Price per share	$	1.00
Dilution per share	$	0.37
Capital contributions	$	9,940,538

Percentage of capital contributions by existing shareholders		0.51	%
Percentage of capital contributions by new investors		99.49	%
Number of shares after offering held by new investors		10,000,000
Percentage of ownership after offering		66.31%	%
Purchasers of Shares in this Offering if 75% of Shares Sold
Price per share	$	1.00
Dilution per share	$	0.45
Capital contributions	$	7,440,538
Percentage of capital contributions by existing shareholders		0.68	%
Percentage of capital contributions by new investors		99.32	%
Number of shares after offering held by new investors		12,580,000
Percentage of ownership after offering		59.62%	%
Purchasers of Shares in this Offering if 50% Shares Sold
Price per share	$	1.00
Dilution per share	$	0.55
Capital contributions	$	4,940,538
Percentage of capital contributions by existing shareholders		1.02	%
Percentage of capital contributions by new investors		98.98	%
Number of shares after offering held by new investors		5,000,000
Percentage of ownership after offering		49.60%	%
Purchasers of Shares in this Offering if 30% Shares Sold
Price per share	$	1.00
Dilution per share	$	0.69
Capital contributions	$	2,940,538
Percentage of capital contributions by existing shareholders		1.70	%
Percentage of capital contributions by new investors		98.30	%
Number of shares after offering held by new investors		3,000,000
Percentage of ownership after offering		37.13%	%
Purchasers of Shares in this Offering if 25% of Shares Sold
Price per share	$	1.00
Dilution per share	$	0.73
Capital contributions	$	2,440,538
Percentage of capital contributions by existing shareholders		2.04	%
Percentage of capital contributions by new investors		97.96	%
Number of shares after offering held by new investors		2,500,000
Percentage of ownership after offering		32.98%	%

~~The~~17 ~~shares~~Table ~~offered by this prospectus constitute penny stock under the Securities and Exchange Act. The shares will remain penny stock for the foreseeable future. The classification~~ of penny stock makes it more difficult for a broker-dealer to sell the stock into a secondary market, which makes it more difficult for a purchaser to liquidate her or her investment. Any broker-dealer engaged by the purchaser for the purpose of selling his or her shares in our company will be subject to the penny stock rules. Contents

22ITEM 7. SELLING SECURITIES HOLDERS

~~The~~Not penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, deliver a standardized risk disclosure document prepared by the Commission, which: (i) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (ii) contains a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of Securities’ laws; (iii) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and significance of the spread between the bid and ask price; (iv) contains a toll-free telephone number for inquiries on disciplinary actions; (v) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (vi) contains such other information and is in such form as the Commission shall require by rule or regulation. The broker-dealer also must provide to the customer, prior to effecting any transaction in a penny stock, (i) bid and offer quotations for the penny stock; (ii) the compensation of the broker-dealer and its salesperson in the transaction; (iii) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (iv) monthly account statements showing the market value of each penny stock held in the customer’s account.applicable

InITEM addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitability statement8. ~~These~~PLAN ~~disclosure~~OF requirements will have the effect of reducing the trading activity in the secondary market for our stock because it will be subject to these penny stock rules. Therefore, stockholders may have difficulty selling those securities.DISTRIBUTION

~~DESCRIPTION~~We OFhave ~~BUSINESS~~5,080,000 shares of Common Stock issued and outstanding as of the date of this prospectus. We are registering an additional 10,000,000 shares of our Common Stock for sale at the price of $1.00 per share. There is no arrangement to address the possible effect of the offering on the price of the stock.

~~ORGANIZATION~~We ~~WITHIN~~intend ~~THE~~to ~~LAST~~offer ~~FIVE~~our ~~YEARS~~securities through our management and our controlling shareholder. In connection with the Company’s selling efforts in the Offering, our management and/or controlling shareholder will not register as a broker-dealer pursuant to Section 15 of the Exchange Act, but rather will rely upon the “safe harbor” provisions of SEC Rule 3a4-1, promulgated under the Exchange Act. Generally speaking, Rule 3a4-1 provides an exemption from the broker-dealer registration requirements of the Exchange Act for persons associated with an issuer that participate in an offering of the issuer’s securities. None of our management and/or controlling shareholder is subject to any statutory disqualification, as that term is defined in Section 3(a)(39) of the Exchange Act. Our management and/or controlling shareholder will not be compensated in connection with his participation in the Offering by the payment of commissions or other remuneration based either directly or indirectly on transactions in our securities. Any of our management and/or controlling shareholder is not, nor has he been within the past 12 months, a broker or dealer, and he is not, nor has he been within the past 12 months, an associated person of a broker or dealer. At the end of the offering, our management and/or controlling shareholder will continue to primarily perform substantial duties for the Company or on its behalf otherwise than in connection with transactions in securities. Our management and/or controlling shareholder will not participate in selling an offering of securities for any issuer more than once every 12 months other than in reliance on Exchange Act Rule 3a4-1(a)(4)(i) or (iii).

OnWe ~~March~~will ~~31,~~receive ~~2015,~~all proceeds from the ~~Company~~sale ~~was~~of ~~incorporated~~up ~~under~~to 10,000,000 Shares being offered. The price per Share is fixed at $1.00 for the ~~laws~~duration of ~~the~~this ~~State~~Offering. No public market currently exists for our shares of ~~Nevada~~Common Stock. There is presently no public market for our shares of Common Stock. We ~~are~~intend ~~engaged~~to inapply to have our shares quoted on the ~~steam~~OTC ~~room~~Bulletin ~~products~~Board, ~~distribution~~or ~~business~~OTCBB, ~~with~~promptly after the ~~objective~~date of ~~becoming~~this aprospectus. ~~recognized~~We ~~leader~~cannot inguarantee that our ~~targeted~~securities ~~market~~will be approved for ~~steam~~quoting ~~room~~on ~~products~~OTCBB. We cannot assure you that our securities will continue to be quoted on OTCBB after this offering. We also intend to apply to have out shares listed on OTCQB market.

~~Tadas~~The ~~Dabasinskas~~Shares ~~has~~may ~~served~~be assold ~~our~~to ~~President,~~purchasers ~~Secretary~~from ~~Treasurer~~time to time directly by and assubject ato ~~Director~~our discretion. Further, ~~from~~the ~~March~~Company 31will not offer its shares for sale through underwriters, ~~2015~~dealers, ~~until~~agents or anyone who may receive compensation in the ~~current~~form ~~date.~~of ~~Our~~underwriting ~~board~~discounts, concessions or commissions from the Company and/or the purchasers of ~~directors~~the isshares ~~comprised~~for whom they may act as agents. The shares of Common Stock sold by the Company may be occasionally sold in one ~~person:~~or ~~Tadas~~more ~~Dabasinskas~~transactions; all shares sold under this prospectus will be sold at a fixed price of $1.00 per share.

WeIn ~~are~~order ~~authorized~~ to ~~issue~~comply ~~75,000,000~~with ~~shares~~the ofapplicable ~~common~~securities ~~stock,~~laws ~~par value $0.04 per share. To date we have raised an aggregate~~ of ~~$105~~certain ~~through a loan from our sole officer and director~~states, ~~Tadas Dabasinskas to open~~ the ~~company’s~~securities ~~bank~~will ~~accounts.~~be ~~The~~offered ~~loan~~or issold ~~interest~~in ~~free,~~those ~~unsecured~~only ~~and~~if ~~has~~they nohave ~~term.~~been ~~Additionally,~~registered onor ~~June~~qualified ~~15, 2015, Mr. Dabasinskas purchased 4,000,000 shares of our common stock in exchange~~ for ~~$4,000.~~sale; ~~The~~an ~~4,000,000~~exemption ~~were~~from ~~valued~~such atregistration ~~$0.001~~or ~~per~~if ~~share,~~qualification ~~the~~requirement ~~par~~is ~~value~~available ofand ~~our~~with ~~shares~~which ofwe ~~common~~have ~~stock~~complied.

INIn ~~GENERAL~~addition and without limiting the foregoing, we will be subject to applicable provisions, rules and regulations under the Exchange Act with regard to security transactions during the period of time when this registration statement is effective.

We ~~were~~will ~~incorporated~~pay ~~on March~~all ~~31,~~expenses ~~2015~~incidental into the ~~State~~registration of ~~Nevada.~~the Weshares ~~have~~(including ~~never~~registration ~~declared~~pursuant ~~bankruptcy,~~to ~~have~~the ~~never~~securities ~~been~~laws inof ~~receivership,~~certain ~~and~~states) ~~have~~which ~~never been involved in any legal action or proceedings. Since incorporation,~~ we ~~have~~expect ~~not~~to ~~made~~be ~~any significant purchase or sale of assets~~$68,462.00 ~~We are not a blank check registrant as that term is defined in Rule 419~~(~~a)(2) of Regulation C of the Securities Act of 1933~~$1, ~~since we have a specific business plan or purpose~~212.00 ~~We are not “shell company” within the meaning~~ of ~~Rule~~which ~~405,~~has ~~promulgated~~already ~~pursuant~~been paid to ~~Securities~~cover ~~Act,~~for ~~because~~the weoffering ~~have office assets and initial operations~~expenses).

WeOffering ~~have~~Period ~~not~~and ~~had~~Expiration preliminary contact or discussions with, nor do we have any present plans, proposals, arrangements or understandings with, any representatives of the owners of any business or company regarding the possibility of an acquisition or merger. Date

23This offering will start on the date that this registration statement is declared effective by the SEC and continue for a period of 180 days. The offering shall terminate on the earlier of (i) the date when the sale of all 10,000,000 shares is completed, (ii) when the Board of Directors decides that it is in the best interest of the Company to terminate the offering prior the completion of the sale of all 10,000,000 shares registered under the registration statement of which this Prospectus is part, and (iii) 180 days of the effective date of this registration statement.

~~From~~We ~~inception~~will ~~until~~not ~~the~~accept ~~date~~any ofmoney until this ~~filing~~registration westatement ~~have~~is ~~had~~declared ~~limited~~effective ~~operating~~by ~~activities, primarily consisting of~~ the incorporation of our company, the initial issuance of shares of common stock to our sole officer and director, borrowing $105 from our sole officer and director to open the company’s bank accounts, completing our business plan, developing our website and purchasing our small business office in Lithuania on June 30, 2015 for $8,655 USDSEC.

~~Our~~18 ~~financial~~Table ~~statements from inception on March 31, 2015 through June 30, 2015, report revenues~~ of $32,176 and cost of sales of $24,517, resulting in a gross profit of $7,659. Our net gain for the year ended June 30, 2015 was $6,334. Our independent auditor has issued an audit opinion for our Company which includes a statement expressing substantial doubt as to our ability to continue as a going concern.Contents

WeProcedures ~~are a development stage company which is in the steam room products distribution business, with the objective of becoming a recognized leader in our targeted market~~ for ~~steam room products for homes in the US.~~Subscribing

We intend to use the net proceeds from this offering to develop our business operations. To implement our complete plan of operations we require funding of $80,000 for the next twelve months. After twelve months period we may need additional financing. If weyou dodecide ~~not generate any revenue we may need a minimum of $10,000 of additional funding~~ to ~~pay~~subscribe for SEC filing requirements. Tadas Dabasinskas, our sole officer and director, has agreed to loan the Company funds, however, he has no firm commitment, arrangement or legal obligation to advance or loan funds to the Company. If we do not generate any orshares ~~sufficient~~in ~~revenue~~this ~~and Mr. Dabasinskas does not loan us funds~~offering, ~~then~~you we plan to raise such additional funding by way of private debt or equity financing, but have not commenced any activities to raise such funds. We cannot provide any assurance that we will be able to raise such additional funding. The Company’s principal offices are located at Alytaus g. 100, Varėna, Lithuania.must:

~~Our operations to date have been devoted primarily to start~~-up execute and ~~development~~deliver ~~activities,~~a ~~which~~subscription ~~include: (i) formation of the Company~~agreement; ~~(ii)~~and ~~development~~- ofdeliver ~~our~~a ~~business~~check ~~plan;~~or ~~(iii)~~certified ~~market~~funds ~~research related~~ to ~~the~~us ~~development~~as ofinstructed ~~our~~in ~~business,~~the ~~(iv)~~subscription ~~website~~agreement ~~development~~for ~~and~~acceptance ~~(v)~~or ~~primary business office purchase in Lithuania~~rejection.

~~OUR~~All ~~PRODUCTS~~checks ~~AND~~for ~~SERVICES~~subscriptions must be made payable to “Apex Resources Inc.” No subscription may be executed nor funds delivered prior to effectiveness of the registration statement.

~~Our~~Right ~~objective is~~ to ~~enter~~Reject ~~into the steam room products distribution industry and to become a recognized leader in our targeted market for steam room products for the US homes.~~Subscriptions

~~The~~We ~~primary~~have ~~focus~~the ofright ~~APEX RESOURCES INC will be providing following steam room products: luxury steam room latest models of different sizes and shapes,~~ to ~~satisfy~~accept ~~the~~or ~~most~~reject ~~demanding~~subscriptions ~~customer~~in ~~tastes,~~whole ~~also~~or ~~steam~~in ~~room accessories~~part, ~~steam~~for ~~Supplies~~any ~~and~~reason ~~other~~or ~~steam~~for ~~products:~~no ~~Folding~~reason. ~~Steam~~All ~~Room~~monies ~~Bench,~~from ~~Steamdoor~~rejected ~~Adhesive~~subscriptions ~~Bulb~~will ~~Seal,~~be ~~Steam~~returned ~~Start/Stop~~immediately ~~Control,~~by ~~Cedar~~us ~~Steam~~to ~~Room~~the ~~Bench + Backrest~~subscriber, ~~HomeWizard~~without ~~Wireless~~interest ~~Steam~~or ~~Room~~deductions. ~~Control,~~Subscriptions ~~Steam~~for ~~Round~~securities Steam Head, Steam Square Steam Head, Commercial Steam Head Cover, Aroma Steam Essential Oil Delivery System, Music Therapy Speakers, Aroma Steam Room Oils, Steam Drain Pans, Steam Digital Control Package, Residential steam generators, Day Spa Steam generators ,Commercial steam generators. We will ~~provide~~be ~~steam~~accepted ~~room~~or ~~products~~rejected towithin US72 ~~wholesalers~~hours ~~and~~after we ~~hope~~receive ~~will gain popularity within our target market~~them.

~~OUR~~ITEM ~~MARKET~~9. DESCRIPTION OF SECURITIES TO BE REGISTERED

WeAuthorized ~~have~~capital ~~conducted~~stock a brief market research on the internet, into the likelihood of success of our operations or the acceptance of our product and services by the public. Our research has shown that steam room products are in a great demand within our target market. According to the information provided by the Global Wellness Institute which has commissioned six landmark research studies, three of which were executed by renowned research firm, SRI International. Below are some of the key charts from each report, the updated, topline industry figures and the GWI official definition of wellness, wellness tourism and spa. For more information on our study please visit: http://www.globalwellnessinstitute.com/

24The authorized capital of the Company is 75,000,000 common shares with a par value of $0.001 per share.

~~THE~~Common ~~LATEST~~Stock ~~NUMBERS~~

~~The~~As ~~global~~of ~~wellness~~the ~~industry~~date ishereof, a5,080,000 $3shares of our Common Stock are issued and outstanding.4 ~~trillion~~The ~~market~~holders of our common stock currently have (i) equal ratable rights to dividends from funds legally available therefore, when, as and if declared by the Board of Directors of the Company; (ii) are entitled to share ratably in all of the assets of the Company available for distribution to holders of common stock upon liquidation, dissolution or ~~3.4~~winding ~~times~~up ~~larger~~of ~~than~~the affairs of the ~~worldwide~~Company ~~pharmaceutical~~(iii) ~~industry~~do not have preemptive, subscription or conversion rights and there are no redemption or sinking fund provisions or rights applicable thereto; and (iv) are entitled to one non-cumulative vote per share on all matters on which stock holders may vote. ~~Key~~Please ~~sectors~~refer ~~include:~~ to the Company’s Articles of Incorporation, Bylaws and the applicable statutes of the State of Nevada for a more complete description of the rights and liabilities of holders of the Company’s securities.

~~Healthy~~Preferred ~~Eating/Nutrition/Weight~~Stock ~~Loss ($574.2 bil.)~~

~~Fitness~~We &do ~~Mind/Body~~not ~~($446.4~~have ~~bil~~an authorized class of preferred stock.)

~~Beauty~~Share &Purchase ~~Anti-Aging~~Warrants ~~($1.025 tril.)~~

~~Preventative/Personalized~~We ~~Health~~have ~~($432.7~~not ~~bil~~issued and do not have any outstanding warrants to purchase shares of our common stock.)

~~Complementary/Alternative~~Options ~~Medicine ($186.7 bil.)~~

~~Workplace~~We ~~wellness~~have ~~($40.7~~not ~~bil~~issued and do not have any outstanding options to purchase shares of our common stock.)

~~Wellness~~Convertible ~~Lifestyle~~Securities ~~Real Estate ($100 bil.)~~

~~The~~We ~~global~~have ~~wellness~~not ~~tourism~~issued ~~market~~and ~~expanded~~do tonot ~~$494~~have ~~billion~~any inoutstanding ~~revenues~~securities inconvertible ~~2013,~~into ashares ~~12.5~~of ~~percent~~our ~~gain~~common ~~over~~stock ~~2012,~~or ~~and~~any ~~significantly~~rights ~~outpacing~~convertible ~~SRI’s~~or ~~original~~exchangeable ~~growth~~into ~~forecast~~shares of 9our ~~percent~~common stock.

~~The~~19 ~~global~~Table ~~spa~~of ~~industry grew from $60 billion in 2007 to $94 billion in 2013– or an annual 7.7 percent growth rate, even across long global recession years.~~Contents

~~SRI~~Anti-Takeover ~~International also estimates a 27 percent increase in the number of spas worldwide in the last seven years: from 71,762 in 2007, to 105,591 today.~~Law

~~In 2014~~Currently, ~~SRI~~we ~~undertook~~have ~~the~~no ~~first-ever~~Nevada ~~analysis~~shareholders ofand since this offering will not be made in the ~~thermal/mineral~~State ~~springs~~of ~~sector~~Nevada, ~~finding~~no ~~that~~shares itwill isbe asold ~~$50~~to ~~billion~~its ~~global~~residents. ~~market~~Further, ~~spanning~~we 26do not do business in Nevada directly or through an affiliate corporation and we do not intend to do so. Accordingly,~~847~~ ~~properties~~there ~~worldwide~~are no anti-takeover provisions that have the effect of delaying or preventing a change in our control.

AnDividend inherent goal of the Global Spa Economy report was to promote the value of flexibility in defining the term “spa” and to understand its different interpretations by businesses and consumers around the world. With this end in mind, the team from SRI International put forth the following definition for spas:Policy Spas are defined as establishments that promote wellness through the provision of therapeutic and other professional services aimed at renewing the body, mind, and spirit.Most consumers and industry executives would agree that at its core – no matter its size, form, or business model – a spa is an establishment that focuses on the promotion of wellness. The concepts of wellness, the healing traditions drawn upon, and the therapeutic techniques applied differ dramatically across both nations and businesses.

25We have never declared or paid any cash dividends on our common stock. We currently intend to retain future earnings, if any, to finance the expansion of our business. As a result, we do not anticipate paying any cash dividends in the foreseeable future.

~~Hydrothermal~~ITEM ~~bathing (including saunas, hammams, steam rooms, hydrotherapy pools, etc~~10.) ~~dates~~INTEREST ~~back~~OF ~~thousands~~NAMED ofEXPERTS ~~years~~AND ~~and is one of the most ancient spa practices.~~ COUNSEL

~~COMPETITION~~Legal Matters

~~There~~Certain ~~are~~legal ~~few~~matters ~~barriers~~with ofrespect ~~entry~~to in the ~~steam~~shares ~~room products distribution business and the level~~ of ~~competition~~Common isStock ~~extremely~~offered ~~high.~~hereby ~~There are many steam room products distribution companies. We~~ will be inpassed ~~direct~~upon ~~competition~~for ~~with~~us ~~them.~~by ~~Many~~Hunter ~~large~~Taubman ~~steam~~Fischer ~~room~~& ~~products~~Li ~~distribution~~LLC, ~~companies~~1450 ~~have~~Broadway, ~~greater~~New ~~financial capabilities than we do and will be able to provide more favorable services to the potential customers. Many of these companies may have a greater~~York, ~~more~~New ~~established~~York ~~customer base than us~~10018. ~~We will likely lose business to such companies.~~

~~1. Mr.Steam makes luxurious steam showers, products include towel warmers, aromasteam, chromasteam, in-shower seats, speakers: http://www.mrsteam.com/~~Experts

2The audited financial statements of Apex Resources Inc.~~Cedar~~ ~~brook~~included ~~sauna~~herein ~~products~~and ~~include~~elsewhere ~~head~~in ~~covers,~~the ~~steam~~registration ~~generator~~statement ~~controls,~~have ~~folding~~been ~~benches~~audited by Kirtane & Pandit LLP, ~~steam~~independent ~~room~~registered ~~benches~~public accounting firm, ~~systems~~for ~~speaker~~the ~~systems~~fiscal years ended June 30, ~~steam~~2018 ~~room~~and ~~lighting: www~~2017.~~cedarbrooksauna.com~~

3ITEM 11. ~~Home~~INFORMATION ~~Depot~~WITH ~~products~~RESPECT ~~include~~TO ~~Steam~~THE ~~Showers in the Bath Department: http://www.homedepot.com/~~ REGISTRANT

4.DESCRIPTION ~~Amerec~~OF ~~products include steam bath generators: www.amerec.com~~ BUSINESS

5.Our ~~Thermasol products include steam baths and saunas for domestic and commercial use: www.thermasol.com~~ Business

6Since our inception on March 31, 2015 until the Change-of-Control Transaction on March 23, 2018, we were was in the steam room products distribution business. ~~Tylö~~Following the Change-of-Control Transaction on March 23, 2018, our new management decided to pursue a different business from the steam room products ~~include~~distribution ~~Steam~~business. ~~and~~The ~~Shower~~Company completed the last sale of steam room products: ~~www~~by making delivery on April 6, 2018 of inventory ordered by a customer in February 2018.~~tylo~~ The steam room sales activities were discontinued after April 6, 2018.~~com~~

26We intend to pursue one or more business opportunities using Blockchain technology related products and services in various areas, such as e-commerce platforms offering online retail service involving Blockchain-as-a-service. We are in the early stages of analyzing and developing our new business model and pursuing business opportunities.

~~MARKETING~~We must raise a significant amount of capital, in the form of equity and/or debt, unless and until we have sufficient cash flow from operations. We do not anticipate any significant additional revenue until and unless we begin to execute on our new plan of operations, described herein, e-commerce platforms offering online retail service involving Blockchain-as-a-service. There is no assurance we will ever reach that stage. While there is an informal arrangement with one of our principal shareholders to provide loans to fund our working capital needs at present, there is no commitment from any person for any such capital and there can be no assurances that capital will be available to us on favorable terms, or at all.

We20 ~~plan~~Table toof ~~use an active marketing strategy that will be based on developing visibility among our potential customers through participating in exhibitions, such as~~ Contents

1.Plan ~~Minneapolis~~of ~~Home~~Operations +and ~~Garden~~Current ~~Show www.homeandgardenshow.com~~ Status

2We are planning to establish e-commerce platforms offering online retail service (the “E-Commerce Platforms Project”) and are currently designing and developing our Blockchain-as-a-service that is intended for all our customers who will join our e-commerce platforms as vendors and suppliers. ~~The~~We ~~Great~~feel ~~Big~~this ~~Home~~business +model ~~Garden~~would ~~Show~~require ~~www~~less capital at early stage of design and development and may potentially be profitable once established.~~greatbighomeandgarden~~ Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through development of various Blockchain technology related products and acquisition of a business rather than immediate, short-term earnings.~~com~~

3.The ~~Cincinnati~~analysis ~~Home~~of &E-Commerce ~~Garden~~Platforms ~~Show~~Project ~~www.cincinnatihomeandgardenshow.com.~~has ~~Cincinnati's~~been ~~largest~~undertaken ~~and~~by ~~longest~~or ~~running~~under ~~spring~~the ~~showcase~~supervision ~~with~~of ~~array~~our ofmanagement. ~~the~~Our ~~area's~~company ~~newest~~has ~~and~~unrestricted ~~innovative~~flexibility ~~home~~in ~~products~~seeking, analyzing and ~~services~~participating in potential business opportunities. In its efforts to analyze business opportunities, we are considering the following factors:

4.· ~~Fort~~Potential ~~Wayne~~for ~~Home~~growth, &indicated ~~Garden~~by ~~Show~~new ~~www~~technology, anticipated market expansion or new products; · Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole; · Strength and diversity of management, either in place or scheduled for recruitment; · Capital requirements and anticipated availability of required funds, to be provided by the Company or from operations, through the sale of additional securities, through joint ventures or similar arrangements or from other sources; · The cost of participation by our company as compared to the perceived tangible and intangible values and potentials; · The extent to which the business opportunity can be advanced; · The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and · Other relevant factors.~~home-gardenshow.com~~

5Blockchain technology is emerging as a major disruptive force across many industries, including those involved in online retail. ~~Home~~Once ~~Improvement~~established, we believe that our e-commerce platforms enabling Blockchain technology could allow our customers to conduct business in more synchronized and ~~Garden~~collaborative ~~Show~~ways ~~www~~to substantially increase operational efficiency and reduce trade costs across the online retail chain.~~novihomeshow.com~~

6We anticipate that the process of developing e-commerce platforms enabling Blockchain will be complex and extremely risky. ~~Portland~~Blockchain ~~Home~~technology &is ~~Garden~~rapidly ~~Show~~emerging ~~www~~and is regarded as a major disruptive force to government authorities and business organizations across many industries.~~otshows~~ Blockchain technology is still new but the impact on e-commerce could be immense.~~com~~ ~~The~~E-Commerce ~~Portland~~or ~~Home~~online &retail ~~Garden~~Blockchain ~~show~~applications isare ~~Oregon's~~currently ~~Largest~~being ~~Home~~developed and ~~Garden~~piloted ~~Show~~with limited use cases to increase transparency and visibility across the supply chain and payment process, prove authenticity and origin of import and export goods, and accelerate flow of goods and cargos across international borders. We are in the process of completing our feasibility study of our E-Commerce Platforms Project and we anticipate the initial cost to commence our research and design of e-commence platforms involving Blockchain technology would be $5 million including the equipment costs. We also plan to seek partnership or collaboration opportunities with existing e-commerce platforms or Blockchain technology companies to reduce our capital expense and increase feasibilities. We plan to use the proceeds of this Offering to fund E-Commerce Platforms Project. However, if we are not unable to overcome the difficulties of obtaining additional financing and capital from the market, it may be extremely difficult for us to start the establishment of e-commerce platform that could fuel the organic growth of our business.

~~SALES~~Competition

The e-commerce market is intensely competitive. We ~~intend~~expect competition to ~~generate~~continue ~~revenues~~to byintensify ~~charging~~in athe ~~commission~~future. ~~when~~Competitors include companies with substantial customer bases in the computer and other technical fields. There can be no assurance that we ~~distribute~~can ~~our~~maintain ~~products~~a competitive position against current or future competitors, particularly those with greater financial, marketing, service, support, technical and other resources. Our failure to ~~wholesalers~~maintain a competitive position within the market could have a material adverse effect on our business, financial condition and results of operations. There can be no assurance that we will be able to compete successfully against current and future competitors, and competitive pressures faced by us may have a material adverse effect on our business, financial condition and results of operations.

WeOur ~~would~~competitive ~~only~~position ~~quote~~within ~~customers~~the onindustry is negligible in light of the ~~price~~fact ~~after~~that ~~they~~we have ~~provided~~not started our operations. Older, well established e-commerce platforms with records of success will attract qualified clients away from us. ~~all~~Since we have not started operations, we cannot compete with them on the ~~details.~~basis ~~This~~of ~~would~~reputation. ~~allow~~We usdo expect to ~~customize~~compete ~~orders~~with ~~for~~them on the ~~customer~~basis of price and ~~more~~product ~~accurately~~selection. ~~determine~~In ~~the~~order ~~true~~to ~~costs~~achieve ofthis, ~~materials~~ we intend to be able to attract and ~~labor~~retain ~~before~~customers weby ~~give~~offering a ~~quote~~breadth of tasteful product selection through our relationships with vendors and suppliers and enabling Blockchain in real team to accelerate individual transactions and improve the transparency of the transactions.

~~Usually,~~21 ~~the~~Table ~~larger~~of ~~the order, the lower the per-item pricing as it requires less labor.~~ Contents

~~EMPLOYEES;~~Corporate ~~IDENTIFICATION~~History ~~OF CERTAIN SIGNIFICANT EMPLOYEES~~

WeApex ~~currently~~was ~~have~~incorporated noon ~~employees~~March 31, ~~other~~2015, ~~than~~under ~~our~~the ~~sole~~laws ~~officer~~of ~~and~~the ~~director,~~State ~~Tadas~~of ~~Dabasinskas~~Nevada. On June 15, 2015, Tadas Dabasinskas, who at the time was our sole ~~officer~~director and ~~director~~officer, ~~handles~~purchased ~~the~~4,000,000 ~~Company’s~~shares ~~day-~~of our common stock for $4,000 in cash. In November 2016, we sold 1,080,000 shares of our common stock to~~-day~~ ~~operations~~31 individuals at $0.04 Weper ~~intend~~share, for aggregate gross proceeds of $43,200, in a registered public offering pursuant to ~~hire~~a ~~employees~~registration statement on anForm asS-1 ~~needed~~(file ~~basis~~number: 333-207109, the “Initial Registration Statement”) that had been declared effective by the Securities and Exchange Commission on October 4, 2016.

~~INSURANCE~~On March 23, 2018, Tadas Dabasinkas, the then majority shareholder, sole director and sole officer of the Company, entered into stock purchase agreements and sold an aggregate 4,000,000 shares of the common stock of the Company, or approximately 78.7% of the issued and outstanding shares of common stock of the Company as of such date, being all of the shares owned by Mr. Dabasinkas, for an aggregate $443,079 in cash. The purchasers of the shares were Sumunity Group, Inc. (“Sumunity”) and Harbor Torrance Family Trust (“Harbor”), which purchased 1,200,000 and 2,800,000 shares, respectively. Harbor also acted in part as agent for Bo Qian in purchasing 800,000 of the shares initially purchased by Harbor, which shares were resold by Harbor to Mr. Qian on or about March 31, 2018 for the same price at which they were purchased by Harbor from Mr. Dabasinkas (such transaction is sometimes referred as the “Change-of-Control Transaction” in this prospectus). The Company received no proceeds from the Change-of-Control Transaction. None of the purchasers is an affiliate of Mr. Dadasinkas.

WeThe dosource ~~not~~of ~~maintain~~the ~~any~~funds ~~insurance~~used ~~and~~by doSumunity ~~not~~to ~~intend~~purchase the shares was cash on hand from a capital contribution to ~~maintain~~Sumunity ~~insurance~~from incertain ~~the~~of ~~near~~its ~~future~~shareholders. ~~Because~~Those weshareholders doinclude ~~not~~entities ~~have~~whose ~~any~~own ~~insurance~~shareholders include Meijuan Fu As described below, ifMs. weFu ~~are~~was ~~made~~appointed aChief ~~party~~Financial Officer of athe ~~legal~~Company ~~action,~~in weconnection ~~may~~with ~~not~~the ~~have~~transaction ~~sufficient~~described ~~funds~~above. toAdditionally, ~~defend~~Ms. Fu is the ~~litigation~~Chief Executive Officer and Chief Financial Officer of Sumunity. IfHarbor ~~that~~is ~~occurs~~also a ~~judgment~~principal ~~could~~shareholder beof ~~rendered~~Sumunity. ~~against~~As usalso ~~that~~described ~~could~~below, ~~cause~~effective usJune to30, ~~cease~~2018, ~~operations~~Ms. Fu resigned as a director, Chief Financial Officer and Secretary of the Company.

27The source of the funds used by Harbor to purchase the shares was a private loan, including funds from Xiaoya Deng, who, as described below, was appointed as a director of the Company in connection with the transaction described above. The loan is repayable in five years and bears interest at 5% per annum.

~~OFFICE~~The source of the funds used by Mr. Qian to purchase the shares was personal funds. Effective June 30, 2018, Mr. Qian was appointed a director of the Company.

~~The~~In connection with the Change-of-Control Transaction, and on the same date, (i) Mr. Dabasinkas resigned as director of the Company’s ~~principal~~and ~~office~~from ~~is located~~all atofficer ~~Alytaus~~positions gwith the Company, including Chief Executive Officer and President; (ii) Xiaoya Deng, Meijuan Fu and Yuen Wong Moon were appointed as directors of the Company; (iii) Jeff Bodnar was appointed as Chief Executive Officer and President of the Company; and (iv) Meijuan Fu was appointed as Chief Financial Officer and Secretary of the Company. ~~100~~Effective June 30, ~~Varėna~~2018, ~~Lithuania~~Ms. Fu resigned as a director, Chief Financial Officer and Secretary of the Company.

~~GOVERNMENT~~On ~~REGULATION~~March 23, 2018, in connection with the Change-of-Control transaction, the loans from Mr. Dabasinkas were forgiven by him. Through March 23, 2018, we received a total of $1,231 through loans from Mr. Dabasinskas. The loans were interest free, unsecured, and payable on demand. Proceeds from the loans were used to open the company bank accounts and pay certain expenses.

WeAfter ~~will~~the beChange-of-Control ~~required~~Transaction, towe ~~comply~~entered ~~with~~into ~~all~~an ~~regulations~~agreement dated April 26, ~~rules~~2018 ~~and~~(the ~~directives~~“ADC ofAgreement”), ~~governmental~~with ~~authorities~~Chongqing ~~and~~Puxin ~~agencies~~Blockchain Technology Co., Ltd. (“Puxin”), a cryptocurrency mining company in ~~any~~China, ~~jurisdiction~~pursuant to which we would ~~conduct~~contribute ~~activities~~$2 million to a new company, Apex Data Center Inc. (“ADC”), incorporated by Puxin, in exchange for an 80% equity in ADC. Puxin would retain 20% of the ~~future~~equity of ADC. ADC would build a “mining pool,” or a facility with rig machines that mine cryptocurrencies, for a hosting or management fee, with the capability of accommodating up to 100,000 dedicated servers in a facility to be built in Washington State. As of ~~now~~the ~~there~~date ~~are~~of nothis prospectus, we provided $20,000 of the required ~~government~~working ~~approvals~~capital ~~present~~amount, ~~that~~the wesource ~~need~~of ~~approval~~which were loans from orone ~~any~~of ~~existing~~our ~~government~~principal ~~regulation~~shareholders. onThough ~~our~~we entered into the ADC Agreement with a good intention to commence to the mining business, we were not able to raise sufficient fund at terms and conditions acceptable to us to carry out our obligations within the timeframe given by the ADC Agreement and the parties terminated the ADC Agreement on April 1, 2019.

WeOn ~~currently~~July ~~have~~23, ~~not~~2018, ~~obtained~~Sumunity ~~any~~entered ~~copyrights,~~into ~~patents~~a orsecurities ~~trademarks~~purchase agreement with the Company and Harbor (the "SPA"). WePursuant doto ~~not~~the ~~anticipate~~SPA, ~~filing~~Sumunity ~~any~~agreed ~~copyright~~to orsell ~~trademark~~the ~~applications~~1,200,000 ~~related~~shares of the Company, representing Sumunity's 100% equity interest in the Company to ~~any~~Harbor ~~assets~~for ~~over~~a consideration of $100,000. As a result, Harbor holds 3,200,000 shares of the ~~next~~Company, 12representing ~~months~~63% of the issued and outstanding shares of the Company.

~~LEGAL~~Self-underwritten ~~PROCEEDINGS~~public offering

~~There~~In ~~are~~September no2016, ~~pending~~we ~~legal~~filed ~~proceedings~~a toregistration ~~which~~statement ~~the~~on ~~Company~~Form isS-1 a(file ~~party~~number: or333-207109, inthe “Initial Registration Statement”) pursuant to which ~~any~~we ~~director~~sold 1,080,000 ~~officer~~shares orof ~~affiliate~~our Common at a fixed price of $0.04 per share (the ~~Company,~~“2016 ~~any~~Offering”). ~~owner~~We ofcommenced ~~record~~the or2016 ~~beneficially~~Offering ofon ~~more~~August ~~than~~1, 5%2014, ofthe ~~any~~date ~~class~~the ofInitial ~~voting~~Registration ~~securities~~Statement ofwent effective and closed the ~~Company~~2016 Offering on October 4, or2016. ~~security~~The ~~holder~~2016 isOffering was conducted on a ~~party~~self-underwritten, ~~adverse~~best toefforts basis whereby the ~~Company~~management and/or ~~has~~controlling ashareholders ~~material~~at ~~interest~~that ~~adverse~~moment and sold 1,080,000 shares pursuant to the ~~Company~~Initial Registration Statement directly to the public, with no commission or other remuneration payable to them for any shares they may sell.

~~MARKET~~Employees ~~FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS~~

~~MARKET~~We ~~INFORMATION~~currently have 3 full-time employees.

~~ADMISSION~~Description TOof ~~QUOTATION ON THE OTC BULLETIN BOARD~~Properties

WeIn ~~intend~~October to2018, ~~have~~we moved our ~~common~~principal ~~stock~~office befrom ~~quoted~~150 ~~on the OTC Bulletin Board~~S. IfLos ~~our~~Robles ~~securities~~Avenue, ~~are~~Suite ~~not quoted on the OTC Bulletin Board~~650, ~~a security holder may find it more difficult to dispose of~~Pasadena, orCA to91101 ~~obtain accurate quotations as~~ to ~~the~~19100 ~~market~~S. ~~value~~Susana ~~of our securities~~Rd., ~~The~~Compton, ~~OTC~~CA ~~Bulletin~~90221. ~~Board~~We ~~differs~~do ~~from~~not ~~national~~pay ~~and~~any ~~regional~~rent ~~stock~~for ~~exchanges~~this inspace, ~~that~~which ~~it: (i)~~ is ~~not~~provided ~~situated~~by inone aof ~~single~~our ~~location~~principal ~~but~~shareholders ~~operates~~for ~~through~~free. ~~communication~~Our oftelephone ~~bids,~~number ~~offers~~is ~~and confirmations between broker-dealers, and~~ (ii626) ~~securities~~910-5101. ~~admitted~~We todo ~~quotation~~not ~~are~~own ~~offered~~any byreal ~~one~~estate or ~~more~~other ~~Broker-dealers rather than the “specialist” common to stock exchanges~~properties.

To22 ~~qualify~~Table ~~for~~of quotation on the OTC Bulletin Board, an equity security must have one registered broker-dealer, known as the market maker, willing to list bid or sale quotations and to sponsor the company listing. We do not yet have an agreement with a registered broker-dealer, as the market maker, willing to list bid or sale quotations and to sponsor the Company listing. If the Company meets the qualifications for trading securities on the OTC Bulletin Board our securities will trade on the OTC Bulletin Board until a future time, if at all. We may not now and it may never qualify for quotation on the OTC Bulletin Board.Contents

~~TRANSFER~~We ~~AGENT~~have the property set forth in the table below.

We have not retained a transfer agent to serve as transfer agent for shares of our common stock. Until we engage such a transfer agent, we will be responsible for all record-keeping and administrative functions in connection with the shares of our common stock.
Location

Size

Leased/Owned/Granted

Function
19100 S. Susana Rd., Compton, CA 90221

464.51 square meters (approximately 5,000 square feet)

Leased

Office

Intellectual Property

28We currently have not obtained any copyrights, patents or trademarks. We do not anticipate filing any copyright or trademark applications related to any assets over the next 12 months.

~~HOLDERS~~Research and Development

AsWe ofcurrently ~~the~~do ~~date~~not ofhave ~~this prospectus, the Company had 4,000,000 shares of~~ our ~~common~~own ~~stock~~research ~~issued~~ and ~~outstanding~~development ~~held by 1 holder of record~~team.

~~DIVIDEND~~Legal ~~POLICY~~Proceedings

We ~~have~~are currently not ~~declared~~a orparty ~~paid~~to ~~dividends~~any onmaterial ~~our~~legal ~~common~~or ~~stock~~administrative ~~since~~proceedings ~~our formation,~~ and weare do not ~~anticipate~~aware ~~paying dividends in the foreseeable future. Declaration or payment~~ of ~~dividends, if~~ any, inpending ~~the~~legal ~~future,~~or ~~will~~administrative beproceedings atagainst the discretion of our Board of Directors and will depend on our then current financial condition, results of operations, capital requirements and other factors deemed relevant by the Board of Directorsus. ~~There~~We ~~are~~may nofrom ~~contractual~~time ~~restrictions on our ability~~ to ~~declare~~time orbecome ~~pay~~a ~~dividends.~~party ~~See~~to ~~the~~various ~~Risk~~legal ~~Factor~~or ~~entitled, “Because~~administrative weproceedings doarising ~~not~~in ~~intend~~the toordinary ~~pay~~course ~~any~~of ~~cash dividends on~~ our ~~common stock, our stockholders will not be able to receive a return on their shares unless they sell them~~business.”

~~SECURITIES~~MARKET ~~AUTHORIZED~~FOR ~~UNDER~~REGISTRANT’S COMMON EQUITY, ~~COMPENSATION~~RELATED ~~PLANS~~STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

WeMarket ~~have~~Information ~~no equity compensation or stock option plans. We may in the future adopt a stock option plan as our steam room products distribution business activities progress.~~

~~MANAGEMENT’S~~Our ~~DISCUSSION~~shares ~~AND~~are ~~ANALYSIS~~quoted OFon ~~FINANCIAL~~the ~~CONDITION~~OTC ~~AND~~Pink ~~RESULTS~~market OFunder ~~OPERATION~~the symbol “APXX” but to date there has been no active trading.

~~Certain~~Number ~~statements contained in this prospectus, including statements regarding the anticipated development and expansion~~ of ~~our~~Holders business, our intent, belief or current expectations, primarily with respect to the future operating performance of the Company and the products we expect to offer and other statements contained herein regarding matters that are not historical facts, are “forward-looking” statements. Future filings with the Securities and Exchange Commission, future press releases and future oral or written statements made by us or with our approval, which are not statements of historical fact, may contain forward-looking statements, because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements.

~~All~~As ~~forward-looking~~of ~~statements~~the ~~speak~~date ~~only~~of asthis ofprospectus, the ~~date~~5,080,000 onissued ~~which~~and ~~they~~outstanding ~~are~~shares ~~made~~of common stock were held by a total of 40 shareholders of record. WeThis ~~undertake~~number noexcludes ~~obligation~~any toestimate ~~update~~by ~~such~~us ~~statements~~of tothe ~~reflect~~number ~~events~~of ~~that~~beneficial ~~occur~~owners orof ~~circumstances~~shares ~~that~~held ~~exist~~in ~~after~~street name, the ~~date~~accuracy onof which ~~they~~cannot ~~are~~be ~~made~~guaranteed.

~~PLAN~~Our OFregistered ~~OPERATION~~transfer agent for our common stock is VStock Transfer, LLC,. Telephone (212) 828-8436.

~~Our~~Dividends ~~cash balance is $3,081 as of June 30, 2015. At June 30, 2015, the company had working capital of $1,679. Our cash balance is not sufficient to fund our limited levels of operations.~~

~~Even~~No ~~under~~cash adividends ~~limited~~were ~~operations~~paid ~~scenario~~on ~~to maintain~~ our ~~corporate~~shares ~~existence,~~of wecommon ~~believe~~stock weduring ~~will~~the ~~require~~fiscal ayears ~~minimum~~ended ofJune ~~$10~~30,~~000~~ in2018 ~~additional~~and ~~cash~~as ~~over~~of ~~the~~March ~~next~~31, 122019. ~~months~~We tohave ~~pay~~not ~~for~~paid ~~the~~any ~~remainder~~cash ofdividends since our ~~total~~inception ~~offering costs,~~ and todo ~~maintain~~not ~~our~~foresee ~~regulatory~~declaring ~~reporting~~any ~~and~~cash ~~filings.~~dividends ~~Other~~on ~~than~~ our ~~planned~~common ~~offering,~~stock ~~we currently have no arrangement~~ in ~~place~~the toforeseeable ~~cover this shortfall~~future.

~~These~~We ~~funds~~do ~~will~~not ~~have~~intend to beissue ~~raised~~any ~~through~~cash ~~equity~~dividends ~~financing, debt financing, or other sources, which may result~~ in the ~~dilution in the equity ownership of our shares~~future. We ~~will~~intend ~~also require additional financing~~ to ~~sustain~~retain ~~our~~earnings, ~~business operations~~ if ~~we are ultimately not successful in earning revenues. We currently do not have~~ any, ~~arrangements~~to ~~regarding~~finance ~~this~~the ~~offering~~development ~~or following this offering for further financing~~ and weexpansion ~~may~~of ~~not be able to obtain financing when required. Obtaining commercial loans, assuming those loans would be available, will increase~~ our ~~liabilities and future cash commitments~~business.

~~There~~However, ~~are~~it nois ~~assurances~~possible that weour ~~will~~management bemay ~~able~~decide to ~~obtain~~declare ~~further~~a ~~funds~~stock ~~required~~dividend ~~for~~in ~~our~~the ~~continued operations~~future. ~~Even~~Our iffuture ~~additional~~dividend ~~financing~~policy iswill ~~available, it may not~~ be ~~available~~subject onto ~~terms~~the wediscretion ~~find~~of ~~favorable.~~our Atboard ~~this time, there are no anticipated sources~~ of ~~additional~~directors ~~funds~~and inwill ~~place.~~be ~~Failure~~contingent toupon ~~secure~~future ~~the~~earnings, ~~needed~~if ~~additional~~any, ~~financing~~our ~~will~~financial ~~have~~condition, anour ~~adverse~~capital ~~effect~~requirements, ongeneral ~~our~~business ~~ability~~conditions toand ~~remain~~other ~~in business~~factors.

29Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities

~~Our~~We ~~independent~~did ~~registered~~not ~~public~~sell ~~accountant~~any ~~has~~equity ~~issued~~securities awhich ~~going~~were ~~concern~~not ~~opinion.~~registered ~~This~~under ~~means~~the ~~that~~Securities ~~there~~Act isduring ~~substantial doubt that we can continue as an on-going business for~~ the ~~next~~nine ~~twelve~~ months ~~unless~~ended weMarch ~~obtain~~31, ~~additional~~2019 ~~capital~~and tothe ~~pay~~fiscal ~~our~~year ~~bills.~~ended ~~This~~June ~~is because we have generated $32~~30,~~176~~ in2018 ~~revenues~~that ~~but~~were nonot ~~significant~~otherwise ~~increase~~disclosed inon ~~revenues are anticipated until we complete~~ our ~~initial~~annual ~~business~~report ~~development.~~on ~~There~~form is10-K, noquarterly ~~assurance~~reports weon ~~will~~Form ~~ever~~10-Q ~~reach~~or ~~that stage. To meet~~ our ~~need~~current ~~for~~reports ~~cash~~on weForm ~~are~~8-K ~~attempting~~filed toduring ~~raise~~these ~~money from this offering~~periods. ~~There is no assurance that we will be able to sell any of the securities being offered in this offering.~~

IfEquity weCompensation ~~need~~Plans additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash, or cease operations entirely. Even if we raise $80,000 from this offering, it will last one year, but we may need more funds to develop growth strategy, and we will have to revert to obtaining additional money.

We ~~have~~do ~~commenced~~not ~~development~~have ofin ~~our~~effect ~~planned~~any ~~steam~~compensation ~~room~~plans ~~products~~under ~~distribution~~which ~~business.~~our Inequity ~~the~~securities ~~next~~are ~~twelve~~authorized ~~months,~~for ~~following~~issuance ~~completion~~and ~~of our public offering,~~ we ~~plan~~do tonot ~~engage~~have inany ~~the~~outstanding ~~following~~stock ~~activities~~options. ~~to expand our business operations:~~

~~Our~~Purchase ~~plan~~ of ~~operation~~our ~~over~~Equity ~~the~~Securities ~~next~~by 12the ~~months~~Issuer ~~depend~~and onAffiliated ~~how~~Purchasers ~~much in funds we raise in this offering, indicated as indicated in the following chart:~~

	25% of		50% of		75% of		100% of
	shares sold		shares sold		shares sold		shares sold
Gross Proceeds from this Offering (1):	$	20,000	$	40,000	$	60,000	$	80,000
Offering expenses	$	8,511	$	8,511	$	8,511	$	8,511
Proceeds after offering expenses	$	11,489	$	31,489	$	51,489	$	71,489
Legal, Accounting & Filing	$	10,000	$	10,000	$	10,000	$	11,000
Office Setup	$	0	$	846	$	2,446	$	4,600
Website development	$	0	$	10,043	$	12,893	$	16,192
Marketing & Advertising	$	489	$	10,600	$	11,100	$	12,300
Salaries	$	0	$	0	$	15,050	$	27,397
Totals	$	11,489	$	31,489	$	51,489	$	71,489

We did not purchase any of our shares of common stock or other securities during the nine months ended March 31, 2019 and the fiscal year ended June 30, 2018.

~~PLAN~~23 OFTable ~~OPERATION~~of Contents

~~During~~MANAGEMENT’S ~~the~~DISCUSSION ~~first~~AND ~~stages~~ANALYSIS ofOR ~~our~~PLAN ~~growth,~~OF our director will provide all of the labor required to execute our business plan at no charge, except we intend to hire a website programmer on a contract basis for three months at an estimated cost of $3,500-$5,000 to develop and test our website. These funds will come from cash on hand from revenues or loans from our director.OPERATION

~~Our~~The ~~president~~following ~~will~~discussion ~~devote~~should ~~approximately~~be 10read toin 20conjunction ~~hours~~with ofour ~~his~~financial ~~time~~statements, toincluding ~~our~~the ~~operations~~notes thereto, appearing elsewhere in this prospectus. ~~Once~~Management’s weDiscussion ~~begin~~and ~~operations,~~Analysis of Financial Condition and ~~are~~Results ~~able~~of toOperations ~~attract~~(“MD&A”) ~~more~~includes ~~and~~a ~~more~~comparison ~~customers~~of tothe ~~buy~~fiscal ~~our~~year ~~product~~ended heJune ~~has~~30, ~~agreed~~2018 to ~~commit~~the ~~more~~comparable ~~time~~period asof ~~required.~~2017 ~~Because~~and hethree ~~will~~and ~~only~~nine bemonths ~~devoting~~ended ~~limited~~March ~~time~~31, 2019 to ~~our~~the ~~operations,~~comparable periods of 2018. The following discussion contains forward-looking statements that reflect our ~~operations~~plans, ~~may~~estimates beand ~~sporadic~~beliefs, and ~~occur~~involves atnumerous ~~times~~risks ~~which~~and ~~are~~uncertainties, ~~convenient~~including, but not limited to, ~~him.~~those Asdescribed ain ~~result,~~the ~~operations~~“Risk ~~may~~Factors” besection ~~periodically~~of ~~interrupted~~this orprospectus. ~~suspended~~Our ~~which~~actual results could ~~result~~differ materially from those discussed in athe ~~lack~~forward-looking statements. You should not place undue certainty on these forward-looking statements, which apply only as of ~~revenues~~the date of this prospectus. Our audited financial statements are stated in United States Dollars and aare ~~cessation~~prepared ofin ~~operations~~accordance with United States Generally Accepted Accounting Principles.

IfOverview the need for cash arises before we complete our public offering, we may be able to borrow funds from our director although there is no such formal agreement in writing. We do not expect to purchase or sell plant or significant equipment. Further we do not expect significant changes in the number of employees.

30Apex was incorporated on March 31, 2015, under the laws of the State of Nevada. On June 15, 2015, Tadas Dabasinskas, who at the time was our sole director and officer, purchased 4,000,000 shares of our common stock for $4,000 in cash. In November 2016, we sold 1,080,000 shares of our common stock to 31 individuals at $0.04 per share, for aggregate gross proceeds of $43,200, in a registered public offering pursuant to a registration statement on Form S-1 (file number: 333-207109. The” Initial Registration Statement”) that had been declared effective by the Securities and Exchange Commission on October 4, 2016.

~~Upon~~On ~~completion~~March 23, 2018, Tadas Dabasinkas, the then majority shareholder, sole director and sole officer of ~~our~~the ~~public~~Company, ~~offering~~entered into stock purchase agreements and sold an aggregate 4,000,000 ~~our~~shares ~~specific~~of ~~goal~~the iscommon tostock ~~profitably~~of ~~sell~~the ~~our~~Company, ~~product~~or approximately 78.7% ~~Our~~of ~~plan~~the issued and outstanding shares of ~~operations~~common stock of the Company as of such date, being all of the shares owned by Mr. Dabasinkas, for an aggregate $443,079 in cash. The purchasers of the shares were Sumunity Group, Inc. (“Sumunity”) and Harbor Torrance Family Trust (“Harbor”), which purchased 1,200,000 and 2,800,000 shares, respectively. Harbor also acted in part as agent for Bo Qian in purchasing 800,000 of the shares initially purchased by Harbor, which shares were resold by Harbor to Mr. Qian on or about March 31, 2018 for the same price at which they were purchased by Harbor from Mr. Dabasinkas (such transaction is sometimes referred as ~~follows:~~the “Change-of-Control Transaction” in this prospectus). The Company received no proceeds from the Change-of-Control Transaction. None of the purchasers is an affiliate of Mr. Dadasinkas.

~~Establish~~The ~~Our~~source Uof the funds used by Sumunity to purchase the shares was cash on hand from a capital contribution to Sumunity from certain of its shareholders.S Those shareholders include entities whose own shareholders include Meijuan Fu as described below, Ms. ~~Office~~Fu was appointed Chief Financial Officer of the Company in connection with the transaction described above. Additionally, Ms. Fu is the Chief Executive Officer and Chief Financial Officer of Sumunity. Harbor is also a principal shareholder of Sumunity. As also described below, effective June 30, 2018, Ms. Fu resigned as a director, Chief Financial Officer and Secretary of the Company.

~~Month~~The ~~1-2:~~source ~~Our director will take care~~ of ~~our~~the ~~initial~~funds ~~administrative~~used ~~duties.~~by AHarbor ~~temporary~~to ~~office~~purchase in the ~~USA~~shares ~~will~~was bea ~~established~~private ~~with basic office equipment~~loan, ~~which~~including ~~should~~funds ~~not~~from ~~exceed~~Xiaoya $4Deng,~~600~~ inwho, ~~expenses.~~as Ifdescribed webelow, ~~sell~~was ~~the~~appointed ~~maximum~~as ~~shares~~a indirector ~~this~~of ~~offering~~the weCompany ~~will~~in ~~spend~~connection upwith tothe ~~$4,600~~transaction todescribed ~~set up the office~~above. The ~~office~~loan ~~will~~is berepayable ~~used for initial communication with supplier and distributors~~ in ~~the~~five ~~USA~~years and ~~hold~~bears ~~all~~interest ~~related~~at ~~samples~~5% ~~and~~per ~~paperwork~~annum.

~~Development~~The source of ~~Our~~the ~~Website~~funds used by Mr. Qian to purchase the shares was personal funds. Effective June 30, 2018, Mr. Qian was appointed a director of the Company.

~~Months~~In ~~3-5:~~connection ~~During~~with ~~this~~the ~~period~~Change-of-Control Transaction, weand ~~intend~~on tothe ~~further~~same ~~develop~~date, ~~our~~(i) ~~website~~Mr. ~~Prior~~Dabasinkas toresigned ~~the~~as ~~offering~~director weof ~~plan~~the toCompany ~~hire~~and afrom ~~web~~all ~~designer~~officer topositions ~~help us~~ with the ~~design~~Company, ~~and~~including ~~basic~~Chief ~~development~~Executive ofOfficer ~~our~~and ~~website.~~President; We(ii) doXiaoya ~~not~~Deng, ~~have~~Meijuan ~~any~~Fu ~~written~~and ~~agreements~~Yuen ~~with~~Wong ~~any~~Moon ~~web~~were ~~designers~~appointed atas ~~current~~directors ~~time.~~of ~~The~~the ~~basic~~Company; ~~website~~(iii) ~~development~~Jeff ~~cost~~Bodnar iswas ~~expected~~appointed toas beChief ~~$3,500-$5,000.~~Executive ~~After~~Officer weand ~~receive~~President ~~funding~~of ~~from~~ the ~~offering~~Company; weand ~~will~~(iv) ~~continue~~Meijuan ~~with~~Fu ~~the~~was ~~website~~appointed ~~development~~as Chief Financial Officer and ~~implementation~~Secretary ~~which~~of isthe ~~estimated~~Company. toEffective beJune ~~$10~~30,~~000-$16~~ 2018,~~000~~ Ms.~~Updating~~ ~~and~~Fu ~~improving~~resigned ~~our~~as ~~website~~a ~~will~~director, ~~continue~~Chief ~~throughout~~Financial ~~the~~Officer ~~lifetime~~and Secretary of ~~our~~the ~~operations~~Company.

~~Negotiation~~On ~~With~~March ~~Potential~~23, ~~Customers~~2018, ~~(Distributors~~in ~~And~~connection ~~Brokers)~~with the Change-of-Control transaction, the loans from Mr. Dabasinkas were forgiven by him. Through March 23, 2018, we received a total of $1,231 through loans from Mr. Dabasinskas. The loans were interest free, unsecured, and payable on demand. Proceeds from the loans were used to open the company bank accounts and pay certain expenses.

~~Months~~24 ~~5-12:~~Table We hope to negotiate agreements with national medium-sized wholesale and wholesale Steam Room Distribution companies. To date, several medium-sized wholesale Steam Room Distribution companies have expressed interest in our products. We have contacted buyers from these companies and have engaged in discussion regarding supplying Steam Room Distribution products; also we sold to one of the Steam Room Distribution firms. We have no written agreements with any of them at the current time but we will be providing samples to several buyers in an attempt to secure contracts with these companies. Providing samples to our main prospects should cost between $500 and $2,300 including shipping costs, these costs are included in our Marketing costs noted below. As soon as we get approval from potential buyers the product will be shipped directly from manufacturer to the buyer, or picked up and delivered from the supplier at one of their U.S. representative locations. Contents

~~Marketing~~Recent Development

~~Months~~Since ~~5-12:~~our Weinception ~~plan~~on toMarch ~~advertise~~31, ~~through~~2015 ~~home~~until ~~improvement trade shows and a road show campaign at~~ the ~~stores~~ Change-of-Control ~~our~~Transaction ~~future~~on ~~customers~~March 23, ~~distributors~~2018, ~~and~~we ~~brokers.~~were Wewas ~~intend~~in tothe ~~develop~~steam ~~and~~room ~~maintain a database of potential customers who may want to purchase Steam Room~~ products ~~from~~distribution usbusiness. WeFollowing ~~will~~the ~~follow~~Change-of-Control upTransaction ~~with~~on ~~these~~March ~~clients~~23, ~~periodically~~2018, ~~send them~~ our new ~~catalogues~~management ~~and~~decided ~~offer~~to ~~them~~pursue ~~presentations~~a ~~and~~different ~~special~~business ~~discounts~~ from ~~time~~the tosteam ~~time.~~room Weproducts ~~plan~~distribution tobusiness. ~~print~~The ~~catalogues~~Company ~~and~~completed ~~flyers~~the ~~and~~last ~~mail~~sale ~~them~~of tosteam ~~potential~~room ~~customers.~~products Weby ~~intend~~making todelivery ~~use~~on ~~marketing~~April ~~strategies~~6, ~~such~~2018 asof ~~web~~inventory ~~advertisements,~~ordered ~~direct~~by ~~mailing,~~a ~~samples~~customer ~~for~~in ~~main~~February ~~prospects and phone calls to acquire potential customers~~2018. WeThe ~~intend~~steam toroom ~~spend~~sales ~~between~~activities ~~$500~~were ~~and~~discontinued ~~$12,000~~after onApril ~~marketing efforts during the first year~~6, ~~depending upon the success of the offering~~2018. ~~Marketing is an ongoing matter that will continue during the life of our operations.~~

~~Hire~~We intend to pursue one or more business opportunities using Blockchain technology related products and services in various areas, such as e-commerce platforms offering online retail service involving Blockchain-as-a-service. ~~Salesperson~~We are in the early stages of analyzing and developing our new business model and pursuing business opportunities.

~~Months~~We ~~8-10:~~must Ifraise wea ~~are~~significant ~~able~~amount toof ~~raise~~capital, atin ~~least~~the ~~50%~~form of ~~our~~equity ~~offering~~and/or wedebt, ~~intend~~unless toand ~~hire~~until ~~one~~we ~~salesperson~~have ~~with~~sufficient ~~experience~~cash ~~and~~flow ~~established~~from ~~network~~operations. inWe ~~the~~do ~~Steam~~not ~~Room~~anticipate ~~Distribution~~any ~~industry.~~significant ~~The~~additional ~~salesperson’s~~revenue ~~job~~until ~~would~~and beunless we begin to ~~find~~execute on our new ~~potential~~plan ~~customers~~of operations, ~~and~~described toherein, ~~execute~~e-commerce ~~agreements~~platforms offering online retail service involving Blockchain-as-a-service. There is no assurance we will ever reach that stage. While there is an informal arrangement with ~~them~~one of our principal shareholders to ~~buy~~provide loans to fund our ~~Steam~~working ~~Room~~capital ~~Distribution~~needs ~~products.~~at ~~Compensation~~present, tothere ~~the~~is ~~salesperson~~no ~~would~~commitment befrom aany ~~small~~person ~~salary~~for any such capital and ~~commissions~~there oncan ~~sales.~~be ~~Estimated~~no ~~cost~~assurances isthat ~~approximately~~capital ~~from~~will ~~$15,000~~be available to ~~$27~~us on favorable terms,~~000~~ or at all.

~~ACCOUNTING~~After ~~AND~~the ~~AUDIT~~Change-of-Control ~~PLAN~~Transaction, we entered into an agreement dated April 26, 2018 (the “ADC Agreement”), with Chongqing Puxin Blockchain Technology Co., Ltd. (“Puxin”), a cryptocurrency mining company in China, pursuant to which we would contribute $2 million to a new company, Apex Data Center Inc. (“ADC”), incorporated by Puxin, in exchange for an 80% equity in ADC. Puxin would retain 20% of the equity of ADC. ADC would build a “mining pool,” or a facility with rig machines that mine cryptocurrencies, for a hosting or management fee, with the capability of accommodating up to 100,000 dedicated servers in a facility to be built in Washington State. As of the date of this prospectus, we provided $20,000 of the required working capital amount, the source of which were loans from one of our principal shareholders. Though we entered into the ADC Agreement with a good intention to commence to the mining business, we were not able to raise sufficient fund at terms and conditions acceptable to us to carry out our obligations within the timeframe given by the ADC Agreement and the parties terminated the ADC Agreement on April 1, 2019.

~~Our~~On ~~independent~~July ~~auditor~~23, is2018, ~~expected~~Sumunity toentered ~~charge~~into usa ~~approximately~~securities ~~$1,500~~purchase toagreement ~~review~~with ~~our~~the ~~quarterly~~Company ~~financial~~and ~~statements~~Harbor ~~and~~(the ~~approximately~~"SPA"). ~~$2,500~~Pursuant to ~~audit~~the ~~our~~SPA, ~~annual~~Sumunity ~~financial~~agreed ~~statements.~~to Insell the ~~next~~1,200,000 ~~twelve~~shares ~~months~~of the Company, werepresenting ~~anticipate~~Sumunity's ~~spending~~100% ~~approximately~~equity interest in the Company to Harbor for a consideration of $7100,000. toAs ~~pay~~a ~~for~~result, ~~our~~Harbor ~~accounting~~holds 3,200,000 shares of the Company, representing 63% of the issued and ~~audit~~outstanding ~~requirements~~shares of the Company.

31Plan of Operations and Current Status

~~SEC~~We ~~FILING~~are ~~PLAN~~planning to establish e-commerce platforms offering online retail service (the “E-Commerce Platforms Project”) and are currently designing and developing our Blockchain-as-a-service that is intended for all our customers who will join our e-commerce platforms as vendors and suppliers. We feel this business model would require less capital at early stage of design and development and may potentially be profitable once established. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through development of various Blockchain technology related products and acquisition of a business rather than immediate, short-term earnings.

WeThe ~~intend~~analysis toof ~~become~~E-Commerce aPlatforms ~~reporting~~Project ~~company~~has inbeen ~~2015~~undertaken ~~after~~by or under the supervision of our ~~registration~~management. ~~statement~~Our oncompany ~~Form~~has ~~S-1~~unrestricted isflexibility ~~declared~~in ~~effective.~~seeking, ~~This~~analyzing ~~means~~and ~~that~~participating wein ~~will~~potential ~~file~~business ~~documents~~opportunities. ~~with~~In ~~the~~its ~~United~~efforts ~~States~~to ~~Securities~~analyze ~~and~~business ~~Exchange~~opportunities, ~~Commission~~we onare aconsidering ~~quarterly~~the ~~basis.~~following factors:

We· ~~expect~~Potential tofor ~~incur~~growth, ~~costs~~indicated ofby ~~approximately~~new $1technology,~~000~~ ~~per~~anticipated ~~quarter~~market expansion or new products; · Competitive position as compared to ~~support~~other ~~our~~firms ~~quarterly~~of similar size and ~~annual~~experience ~~filings,~~within inthe ~~addition~~industry tosegment as well as within the $7industry as a whole; · Strength and diversity of management,~~000~~ either in ~~auditing~~place ~~costs~~or ~~noted~~scheduled ~~above.~~for Inrecruitment; · Capital requirements and anticipated availability of required funds, to be provided by the ~~next~~Company ~~twelve~~or ~~months~~from operations, wethrough ~~anticipate~~the ~~spending~~sale ~~approximately~~of $4additional securities,~~000~~ ~~for~~through ~~costs~~joint inventures ~~connection~~or ~~with~~similar arrangements or from other sources; · The cost of participation by our ~~three~~company ~~quarterly~~as ~~filings,~~compared ~~annual~~to ~~filing,~~the ~~legal~~perceived ~~fees~~tangible and ~~costs~~intangible ~~associated~~values ~~with~~and ~~filing~~potentials; ~~the~~· ~~registration~~The ~~statement~~extent to ~~register~~which ~~our~~the ~~common~~business ~~stock~~opportunity can be advanced; · The accessibility of required management expertise, personnel, raw materials, services, professional assistance and other required items; and · Other relevant factors.

~~RESULTS~~Blockchain OFtechnology ~~OPERATIONS~~is emerging as a major disruptive force across many industries, including those involved in online retail. Once established, we believe that our e-commerce platforms enabling Blockchain technology could allow our customers to conduct business in more synchronized and collaborative ways to substantially increase operational efficiency and reduce trade costs across the online retail chain.

We25 ~~have~~Table ~~had $32,176 in operating revenues and $24,517 in cost~~ of goods sold since our inception on March 31, 2015 through June 30, 2015. Our activities have been financed from a loan of $105 from our sole officer and director to open the company bank accounts and $4,000 from the sale of 4,000,000 shares of common stock to our director.Contents

~~For~~We anticipate that the ~~year~~process ~~ended~~of ~~June~~developing 30e-commerce platforms enabling Blockchain will be complex and extremely risky. Blockchain technology is rapidly emerging and is regarded as a major disruptive force to government authorities and business organizations across many industries. Blockchain technology is still new but the impact on e-commerce could be immense. E-Commerce or online retail Blockchain applications are currently being developed and piloted with limited use cases to increase transparency and visibility across the supply chain and payment process, ~~2015~~prove authenticity and origin of import and export goods, and accelerate flow of goods and cargos across international borders. We are in the process of completing our feasilibility study of our E-Commerce Platforms Project and we ~~incurred~~anticipate ~~operating~~the ~~expenses~~initial cost to commence our research and design of e-commence platforms involving Blockchain technology would be $285 million including the equipment costs. We also plan to seek partnership or collaboration opportunities with existing e-commerce platforms or Blockchain technology companies to reduce our capital expense and increase feasibilities. We plan to use the proceeds of this Offering to fund E-Commerce Platforms Project. However, ~~consisting~~if we are not unable to overcome the difficulties of ~~bank~~ ~~fees~~obtaining additional financing and capital from the market, it may be extremely difficult for aus ~~net~~to ~~gain~~start the establishment of ~~$6,334~~e-commerce platform that could fuel the organic growth of our business.

~~LIQUIDITY~~RESULTS ~~AND~~OF ~~CAPITAL~~OPERATIONS ~~RESOURCES~~

AtWe ~~June~~have ~~30,~~incurred ~~2015,~~recurring losses to date. Our financial statements have been prepared assuming that we ~~had~~will continue as a ~~cash~~going ~~balance~~concern ofand, $3accordingly,~~081.~~ Atdo ~~June~~not ~~30,~~include ~~2015,~~adjustments relating to the ~~company~~recoverability ~~had~~and ~~working~~realization ~~capital~~of assets and classification of ~~$1,679~~liabilities that might be necessary should we be unable to continue in operation.

~~Based~~We onexpect ~~our current cash position,~~ we will ~~not~~require ~~be able to continue operations for approximately 12 months, assuming we do not raise~~ additional ~~funding.~~capital ~~We believe our current cash and revenue from sales will only be sufficient~~ to ~~cover~~meet our ~~expenses~~long ~~for~~term ~~filing~~operating ~~required quarterly and annual reports with the Securities and Exchange Commission and our status as a corporation in the State of Nevada for the next 12 months~~requirements. We ~~must~~expect ~~raise $80,000~~ to ~~complete our plan of operation for the next 12 months. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to~~ raise ~~sufficient~~ additional ~~funding~~capital ifthrough, weamong ~~are~~other ~~unable~~things, ~~to complete our offering. In~~ the ~~absence~~sale of ~~such~~equity ~~financing,~~or ~~our~~debt ~~business~~securities, ~~will~~although ~~fail.~~there ~~There~~can ~~are~~be no ~~assurances~~guarantee that we will be able to ~~achieve~~raise ~~further~~such ~~sales~~capital ~~of our common stock~~ or, ~~any~~if ~~other form of additional financing. If~~ we are ~~unable~~able to, ~~achieve~~that the ~~financing~~terms ~~necessary to continue our plan~~ of ~~operations,~~such ~~then~~financing we will ~~not~~ be ~~able~~favorable to ~~continue~~ our ~~plan~~current ~~of operation for the next 12 months and our business will fail~~shareholders.

~~GOING~~Three-Month ~~CONCERN~~Period ~~CONSIDERATION~~Ended March 31, 2019 compared to the Three-Month Period Ended March 31, 2018

~~Our~~Revenue, Cost independent auditors included an explanatory paragraph in their report on the accompanying financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors. Our financial statements do not include any adjustments related to the recoverability or classification of ~~asset-carrying~~Revenue ~~amounts or the amounts~~ and ~~classifications~~Gross ~~of liabilities that may result should the Company be unable to continue as a going concern.~~Profit

~~OFF~~For ~~BALANCE~~the ~~SHEET~~three ~~ARRANGEMENTS~~months ended March 31, 2019 and March 31, 2018, we generated $0 in revenues and $0 in cost of revenue, respectively. We suspended the steam room products sales activities in April 2018 to pursue a new cryptocurrency mining business, following the change in control of March 23, 2018. As of March 31, 2019, no revenue has been generated by the new cryptocurrency mining business.

WeFor ~~have~~the nothree ~~off-balance~~months ~~sheet~~ended ~~arrangements~~March ~~including~~31, ~~arrangements~~2019 ~~that~~and ~~would~~March ~~affect~~31, 2018, our ~~liquidity~~gross profit was $0, ~~capital~~respectively. ~~resources~~As explained above, ~~market~~during ~~risk~~the ~~support~~three months ended March 31, 2019, no sales and ~~credit~~cost ~~risk~~of ~~support~~revenue orwas ~~other~~recorded, ~~benefits~~resulting in a $0 gross profit.

32Operating Expenses

~~SUMMARY~~For OFthe ~~SIGNIFICANT~~three ~~ACCOUNTING~~months ~~POLICIES~~ended March 31, 2019, we incurred operating expenses of $182,811, which represents an increase in the amount of $181,281 as compared to $1,530 during the same period of 2018. While operating expenses for three months ended March 31, 2018 consists of only legal and professional expenses, the $182,811 operating expenses for the three months ended March 31, 2019 include legal and professional expenses and other expenses incurred for the development of the new cryptocurrency mining business, such as consulting fee of $12,608, legal and professional fee of $85,245, salaries and wages of $38,967, and Rent of $32,061.

~~Use~~Provision offor ~~Estimates~~(Benefit ~~and~~of) ~~Assumptions~~Income Taxes

~~The~~Benefit ~~preparation~~ of ~~financial~~Income ~~statements~~Taxes infor ~~conformity~~the ~~with~~three ~~generally~~months ~~accepted~~ended ~~accounting~~March ~~principles~~31, ~~requires~~2019 ~~management~~and to2018 ~~make~~was ~~estimates~~$0 and ~~assumptions~~$1,298, ~~that~~respectively. ~~affect~~The $1,298 benefit for the ~~reported~~period ~~amounts~~ending ofMarch ~~assets~~31, ~~and~~2018 ~~liabilities~~is ~~and~~the ~~disclosure~~result of ~~contingent~~a ~~assets~~reversal ~~and~~of ~~liabilities~~accrued atestimated ~~the~~corporate ~~date~~income oftax ~~the~~liabilities ~~financial~~originally ~~statements~~previously ~~and~~recorded ~~the~~on ~~reported~~June ~~amounts~~30, of2015. ~~revenues~~No ~~and~~current ~~expenses~~tax ~~during~~liability ~~the~~was ~~period.~~provided ~~Actual~~for ~~results~~the ~~could~~three ~~differ~~months ~~from~~ended ~~those~~March ~~estimates.~~31, 2019.

~~Due~~Net ~~to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.~~Loss

~~Cash~~Our ~~and~~net ~~Cash~~loss ~~Equivalents~~for the three-month period ended March 31, 2019 was $183,184, an increase loss of $182,952 compared to a net loss of $232 during the same period of 2018. The increase in net losses is primarily caused by the increase in the Company’s operating expenses during the three-month period ended March 31, 2019.

~~The~~26 ~~Company~~Table ~~considers all highly liquid investments with an original maturity~~ of ~~three months or less when purchased to be cash equivalents.~~ Contents

~~Fair~~Nine-Month ~~Value~~Period ofEnded ~~Financial~~March ~~Instruments~~31, 2019 compared to the Nine-Month Period Ended March 31, 2018

~~ASC 825~~Revenue, Cost ~~“Disclosures about Fair Value~~ of ~~Financial~~Revenue Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and ~~expands~~Gross ~~disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2015.~~Profit

~~The~~For ~~respective~~the ~~carrying~~nine ~~values~~months ended March 31, 2019, we generated $0 in revenues and $0 in cost of ~~certain~~Revenue, ~~on-balance-sheet~~compared ~~financial~~to ~~instruments~~steam ~~approximate~~room ~~their~~products ~~fair~~revenue ~~values.~~of ~~These~~$60,474 ~~financial~~and ~~instruments~~cost ~~include~~of ~~cash~~revenue of $50,843 ~~accrued~~during ~~liabilities~~the same period of 2018. The changes represent decreases in revenue and ~~notes~~cost ~~payable~~of revenue in the amounts of $60,474 and $50,843, respectively. ~~Fair~~We ~~values~~suspended ~~were~~the ~~assumed~~steam toroom ~~approximate~~products ~~carrying~~sales ~~values~~activities ~~for~~in ~~these~~April ~~financial~~2018 ~~instruments~~to ~~since~~pursue ~~they~~a ~~are~~new ~~short~~cryptocurrency ~~term~~mining business, following the change in ~~nature~~control ~~and~~of ~~their~~March ~~carrying~~23, ~~amounts~~2018. ~~approximate~~As ~~fair~~of ~~value~~March 31, 2019, no revenue has been generated by the new cryptocurrency mining business.

~~Development~~For ~~Stage~~the ~~Entity~~nine months ended March 31, 2019, our gross profit was $0, or a decrease of $9,631 from the gross profit of $9,631 during the same period of 2018. As explained above, during the nine months ended March 31, 2019, no sales and cost of revenue was recorded, resulting in a $0 gross profit.

~~The~~Operating Company decided to early adopt ASU 2014-10 which eliminates the definition of a development stage entity, eliminates the development stage presentation and disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810.Expenses

~~Basic~~For the nine months ended March 31, 2019, we incurred operating expenses of $425,585, which represents an increase in the amount of $420,763 as compared to $4,822 during the same period of 2018. While operating expenses for nine months ended March 31, 2018 consists of only legal and ~~Diluted~~professional ~~Loss~~expenses, ~~Per~~the ~~Share~~$425,585 operating expenses for the nine months ended March 31, 2019 include legal and professional expenses and other expenses incurred for the development of the new cryptocurrency mining business, such as consulting fee of $70,408, legal and professional fee of $169,791, salaries and wages of $38,967, rent of $32,061 and travel expenses of $50,316.

~~The~~Provision ~~Company~~for ~~computes earnings~~ (~~loss)~~Benefit ~~per share in accordance with ASC 260-10-45 “Earnings per Share”, which requires presentation~~ of ~~both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss~~) ~~per~~Income share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal. Taxes

33Benefit of Income Taxes for the nine months ended March 31, 2019 and 2018 was $0 and $1,298, respectively. The $1,298 benefit for the period ending March 31, 2018 is the result of a reversal of accrued estimated corporate income tax liabilities originally previously recorded on June 30, 2015. No current tax liability was provided for the nine months ended March 31, 2019.

~~Revenue~~Net ~~Recognition~~Loss

~~The~~Our ~~company~~net ~~follows~~loss for the ~~guidelines~~nine-month period ended March 31, 2019 was $426,007, an increase loss of ~~ASC~~$432,114 ~~605-15~~compared ~~for~~to ~~revenue~~a ~~recognition~~net income of $6,107 during the same period of 2018. ~~Revenue~~The increase in net losses is ~~recognized~~primarily ~~when~~caused ~~all~~by the ~~following~~increase ~~conditions~~in ~~have~~the ~~been~~Company’s ~~met:~~operating expenses during the nine-month period ended March 31, 2019.

~~a. the~~Liquidity ~~customer has prepaid for the product; b. the product has been shipped from either Apex Resources or one of our suppliers,~~ and~~; c. the~~ ~~product~~Capital ~~has been delivered and signed for by the customer as evidenced by the shipping company.~~Resources

~~Customers~~At ~~are~~March ~~allowed~~31, to2019, ~~return~~we ~~the~~had ~~products~~cash ~~within~~in 30bank ~~days~~of ~~for~~$13,351, ~~exchange~~a ordecrease ~~refund~~by if$58,148 ~~defects~~from the cash in ~~manufacturing~~bank ~~are~~balance ~~identified.~~of ~~The~~$71,499 ~~company~~at ~~does~~June ~~not~~30, ~~believe~~2018. ~~the~~While 30we ~~day~~received ~~exchange~~a ornet ~~refund~~$353,913 ~~will~~loan ~~have~~from aour ~~material~~related ~~impact~~parties onduring ~~our~~the ~~revenue~~period ~~recognition~~ending asMarch ~~any~~31, ~~product~~2019, ~~which~~our ~~has~~operating aactivities ~~defect~~used ina ~~manufacturing~~total ~~will~~of be$182,811 ~~returned~~of tocash ~~the~~and ~~supplier~~we ~~for~~made ~~replacement~~a or$55,751 ~~refund~~security ~~for~~deposit during the ~~customer~~nine ~~based~~months ~~upon~~ended ~~pursuant~~March ~~law~~31, ~~and~~2019, which caused the ~~Uniform~~cash ~~Commercial~~balance ~~Code.~~to drop substantially.

~~Based~~The oncash ~~the~~in ~~above~~bank of $13,351 ~~the~~and ~~Company~~prepaid ~~determined~~expense ~~that~~of ~~the~~$1,145 ~~revenue~~were ~~recognition~~our ~~for~~only ~~the~~current ~~sales~~assets isas of March 31, 2019 and June 30, 2018, respectively. We had $571,819 in ~~accordance~~total ~~with~~current liability as of March 31, 2019, including a $57,574 of accounts payable and a $508,913 of loan from related parties, as compared to the ~~FASB~~total ~~ASC~~current ~~605-15-25-1~~liabilities of $156,000 at June 30, 2018. The balance of loan from the related parties was $155,000 as of June 30, 2018.

~~Income~~We ~~Taxes~~have a working capital deficit as of March 31, 2019 in the amount of $557,323. For the period from inception (March 31, 2015) to March 31, 2019, we had an accumulated net loss of $548,732. Our net worth was a negative $497,801 as of March 31, 2019. This raises substantial doubt about our ability to continue as a going concern within one year after the date that the financial statements are issued.

WeOur ~~use~~independent ~~the~~registered ~~asset~~public ~~and~~accountant ~~liability~~has ~~method~~issued ofa ~~accounting~~going ~~for~~concern ~~income taxes in accordance with ASC Topic 740, “Income Taxes~~opinion.” ~~Under~~This ~~this~~means ~~method,~~that ~~income~~there ~~tax expense~~ is ~~recognized~~substantial ~~for~~doubt ~~the~~that ~~amount~~we ~~of:~~can ~~(i)~~continue ~~taxes~~as ~~payable~~an orongoing ~~refundable~~business for the ~~current~~next ~~year~~twelve ~~and~~months ~~(ii)~~unless ~~deferred~~we ~~tax~~obtain ~~consequences~~additional ofcapital ~~temporary~~to ~~differences~~pay ~~resulting~~our ~~from~~expenses. ~~matters~~We ~~that~~do ~~have~~not ~~been~~anticipate ~~recognized~~any insignificant anrevenue ~~entity’s~~until ~~financial statements or tax returns. Deferred tax assets~~ and ~~liabilities~~unless ~~are~~we ~~measured~~begin ~~using enacted tax rates expected~~ to ~~apply~~execute ~~to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect~~ on ~~deferred~~our ~~tax~~new ~~assets~~plan ~~and liabilities~~ of ~~a change in tax rates is recognized in the results of~~ operations ininvolving ~~the~~blockchain ~~period~~technology ~~that~~related ~~includes~~products ~~the~~and ~~enactment date~~services. AThere ~~valuation allowance~~ is ~~provided~~no toassurance ~~reduce~~we ~~the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets~~ will ~~not~~ever bereach ~~realized~~that stage.

~~ASC~~27 ~~Topic~~Table 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.Contents

Our ~~effective~~ability ~~tax~~to ~~rate~~continue ~~for~~as ~~fiscal~~a ~~year~~going ~~2015~~concern is ~~17%,~~dependent ~~which~~upon weour ~~expect~~ability to besuccessfully ~~fairly~~execute ~~consistent~~our new business plan and generate profitable operations in the ~~near~~future, ~~term~~and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operation as and when they become due. ~~Our~~Management ~~tax~~intends ~~rate~~to isfinance ~~also~~operating ~~affected~~costs byfor ~~discrete~~the ~~items~~foreseeable ~~that~~future ~~may~~with ~~occur~~loans infrom ~~any~~related ~~given~~parties ~~year,~~and ~~but~~the ~~are~~issuance ~~not~~of ~~consistent~~equity and/or debt. There is no commitment from ~~year~~any person for any such capital and there can be no assurances that capital will be available to ~~year.~~us on favorable terms, or at all.

~~Income~~One ~~taxes~~of ~~are~~our ~~calculated~~new ~~and~~principal ~~accrued~~shareholders has informally agreed to lend us some of the funds needed for ~~U.S.~~some ~~taxes~~of ~~only.~~our ~~The~~operating ~~company~~expenses, ~~does~~but ~~not~~he ~~currently~~has ~~accrue~~no ~~any~~legal ~~Lithuanian~~obligation ~~taxes~~to ~~under~~do ~~Lithuanian~~so ~~corporate~~and ~~rules~~may discontinue making any such loans at any time. AsOur wefailure ~~become~~to ~~profitable,~~achieve ~~and~~the ~~have~~necessary ~~sustained~~levels ~~revenue~~of ~~within~~profitability ~~Lithuania,~~or weobtain ~~may~~the ~~become~~additional ~~subject~~significant funding required to ~~Lithuanian~~meet ~~taxes~~our expenses and other financial obligations would be detrimental to us.

~~Recent~~Going ~~Accounting Pronouncements~~ Concern

The ~~Financial~~accompanying ~~Accounting~~consolidated ~~Standards Board (“FASB”) periodically issues new accounting standards in a continuing effort to improve standards of~~ financial ~~accounting~~statements and ~~reporting.~~notes ~~The~~have ~~Company~~been ~~has~~prepared ~~reviewed~~assuming ~~the~~that ~~recently issued pronouncements. During this review~~ the Company ~~decided~~will tocontinue ~~early~~as ~~adopt~~a ~~ASU~~going ~~2014-10~~concern ~~which~~for ~~eliminates~~one ~~the~~year ~~definition~~after ofthe adate ~~development stage entity, eliminates~~ the ~~development~~consolidated ~~stage~~financial ~~presentation~~statements ~~and~~were ~~disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810~~issued.

34For the period from inception (March 31, 2015) to March 31, 2019, the company had an accumulated net loss of $548,732. The Company also had a negative net worth of $497,801 as of March 31, 2019. This raises substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the consolidated financial statements are issued.

~~On June 10, 2014,~~ The ~~Financial~~ability ~~Accounting~~to ~~Standards~~continue ~~Board~~as ~~(“FASB”)~~a ~~issued~~going ~~Accounting~~concern ~~Standards~~is ~~Update~~dependent ~~No.~~upon ~~2014-10, Development~~the ~~Stage~~Company’s ~~Entities~~ability ~~(Topic~~to ~~915): Elimination~~successfully ofexecute ~~Certain~~its ~~Financial~~business ~~Reporting~~plan ~~Requirements,~~and ~~Including~~generate anprofitable ~~Amendment~~operations ~~to Variable Interest Entities Guidance~~ in ~~Topic~~the ~~810~~future, ~~consolidation, which~~and/or ~~removes~~to ~~all~~obtain ~~incremental financial reporting requirements from GAAP for development stage entities, including~~ the ~~removal~~necessary offinancing ~~Topic~~to ~~915~~meet ~~from~~its ~~the~~obligations ~~FASB Accounting Standards Codification. For the first annual period beginning after December 15, 2014, the presentation~~ and ~~disclosure~~repay ~~requirements~~its inliabilities ~~Topic~~arising ~~915~~from ~~will~~normal nobusiness ~~longer~~operation bewhen ~~required~~they ~~for~~become ~~the public business entities~~due. ~~The~~Management ~~revised~~intends ~~consolidation~~to ~~standards~~finance ~~are~~operating ~~effective~~costs ~~one~~over ~~year~~the ~~later,~~next in12 ~~annual~~months ~~periods~~with ~~beginning~~loans ~~after~~from ~~December~~related ~~15,~~parties ~~2015.~~or ~~Early adoption is permitted. The Company has adopted~~ the ~~amendment~~issuance as of ~~fiscal~~equity ~~year~~and ~~ended~~debt ~~June 30, 2015~~securities.

~~There~~The ~~are~~failure ~~several~~to ~~new~~achieve ~~accounting pronouncements issued by~~ the ~~Financial~~necessary ~~Accounting~~levels ~~Standards Board (“FASB”) which are not yet effective. Each~~ of ~~these~~profitability ~~pronouncements, as applicable, has been~~ or ~~will~~obtain ~~be adopted by~~ the ~~Company.~~additional Asfunding ofwould ~~June~~be ~~30,~~detrimental ~~2015, none of these pronouncements is expected~~ to ~~have a material effect on~~ the ~~financial position, results of operations or cash flows of the~~ Company.

~~DIRECTORS,~~Off-Balance ~~EXECUTIVE~~Sheet ~~OFFICERS, PROMOTERS AND CONTROL PERSONS~~Arrangements

~~Our~~We ~~executive~~do ~~officer~~not ~~and~~have ~~director~~any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is asmaterial ~~follows:~~to investors.

Name		Age		Positions
Tadas Dabasinskas		35		President, Secretary, Treasurer and Director

Critical Accounting Policies

~~Set~~Use ~~forth below is a brief description~~ of ~~the~~Estimates ~~background~~ and ~~business experience of our executive officers and directors for the past five years.~~Assumptions

~~TADAS~~The ~~DABASINSKAS~~preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

~~Ms.~~Due ~~Tadas~~to ~~Dabasinskas~~the ~~has~~limited ~~served~~level asof ~~President~~operations, ~~Secretary,~~the ~~Treasurer~~Company ~~and~~has ~~our~~not ~~sole~~had ~~Director~~to ~~since~~make ~~establishing~~material ~~APEX~~assumptions ~~RESOURCES~~or ~~INC~~estimates onother ~~March~~than ~~31, 2015. Mr. Dabasinskas has approximately 10 years of experience working in~~ the ~~sauna~~assumption ~~products~~that ~~distribution industry at~~ the ~~private~~Company ~~company,~~is ~~Baltija Lietuvos Pirtis LTD, in Vilnius, Lithuania, where he held~~ a ~~variety~~going ~~of positions~~concern. ~~A summary of his positions at Baltija Lietuvos Pirtis LTD is as follows:~~

~~July~~Cash ~~2005 -~~and ~~June~~Cash ~~2010 sales manager~~Equivalents

·The ~~Prepared~~Company ~~sales~~considers ~~charts~~all ~~and~~highly ~~samples~~liquid ~~for~~investments ~~presentations~~with toan ~~clients~~original ·maturity ~~Performed sales presentations and closed sales~~ of ~~sauna~~three ~~and~~months ~~steam~~or ~~room~~less ~~products~~when ·purchased ~~Complied data~~ to ~~forecasted~~be ~~market~~cash ~~trends~~equivalents.

~~June~~Fair ~~2010~~Value -of ~~March~~Financial ~~2015 Sales Vice President~~Instruments

·ASC ~~Compiled~~825, ~~and~~“Disclosures ~~analyzed~~about ~~steam~~Fair ~~room~~Value ~~sales~~of ~~data~~Financial Instruments”, requires disclosure of fair value information toabout ~~prepare~~financial ~~entries~~instruments. toASC ~~accounts~~820, ~~such~~“Fair asValue ~~general~~Measurements” ~~ledger~~defines ~~account~~fair ~~and~~value, ~~document~~establishes ~~business~~a ~~transactions~~framework ·for ~~Prepared~~measuring ~~sales~~fair ~~reports~~value in generally accepted accounting principles, and ~~sales~~expands ~~statements~~disclosures ~~for~~about ~~company~~fair ~~President~~value ·measurements. ~~Assisted~~Fair ~~sales~~value ~~and~~estimates ~~marketing~~discussed ~~department~~herein inare ~~preparing~~based ~~sauna~~upon certain market assumptions and ~~steam~~pertinent ~~room~~information ~~product~~available ~~market~~to ~~forecasts~~management as of June 30, 2018.

3528 Table of Contents

·The ~~Monitored~~respective ~~sales~~carrying ~~accounts~~values ~~and~~of ~~made~~certain ~~appropriate~~on-balance-sheet ~~corrections~~financial ·instruments ~~Maintained~~approximate ~~reports~~their ~~with~~fair ~~steam~~values. ~~room~~These ~~clients~~financial instruments include cash, ~~vendors~~accrued liabilities and ~~external~~notes ~~auditors~~payable. ~~and~~Fair ~~regulators~~values ·were ~~Developed~~assumed ~~technological~~to ~~processes~~approximate carrying values for ~~new~~these ~~market~~financial ~~orders~~instruments since they are short term in nature and their carrying amounts approximate fair value.

~~From~~Development ~~September~~Stage ~~2000 to June 2005, Mr. Dabasinskas attended Klaipėda University, in Klaipėda, Lithuania, where he obtained a Bachelor Degree in Humanities.~~Entity

~~Mr.~~The ~~Dabasinskas’s~~Company ~~desire~~decided to ~~found~~early ~~our~~adopt ~~company~~ASU ~~and~~2014-10 ~~his~~which ~~background~~eliminates in the ~~sauna~~definition ~~and~~of ~~steam~~a ~~room~~development ~~products~~stage ~~distribution~~entity, ~~industry~~eliminates ~~led~~the todevelopment ~~our~~stage ~~conclusion~~presentation ~~that~~and ~~Mr.~~disclosure ~~Dabasinskas~~requirements ~~should~~under beASC ~~serving~~915, asand aamends ~~member~~provisions of ~~our~~existing ~~board~~variable ofinterest ~~directors~~entity inguidance ~~light~~under ofASC ~~our business and structure~~810.

~~TERM~~Basic OFand ~~OFFICE~~Diluted Loss Per Share

~~Directors~~The ~~hold~~Company ~~office~~computes ~~until~~earnings ~~the~~(loss) ~~next~~per ~~annual~~share ~~meeting~~in accordance with ASC 260-10-45 “Earnings per Share”, which requires presentation of both basic and diluted earnings per share on the ~~stockholders~~face of the ~~Company~~statement ~~and~~of ~~until~~operations. ~~their~~Basic ~~successors~~earnings ~~have~~(loss) ~~been~~per ~~duly~~share ~~elected~~is ~~and~~computed ~~qualified.~~by ~~The~~dividing ~~Company’s~~net ~~Bylaws~~earnings ~~provide~~(loss) ~~that~~available to common stockholders by the ~~Board~~weighted average number of ~~Directors~~outstanding ~~will~~common ~~consist~~shares ofduring nothe ~~less~~period. ~~than~~Diluted ~~one~~earnings ~~member~~(loss) per share gives effect to all dilutive potential common shares outstanding during the period. ~~Officers~~Dilutive ~~are~~earnings ~~elected~~(loss) byper share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and ~~serve~~therefore, atbasic ~~the~~and ~~discretion~~diluted ofearnings ~~the~~(loss) ~~Board~~per ofshare ~~Directors~~are equal.

~~DIRECTOR~~Revenue ~~INDEPENDENCE~~Recognition

~~Our~~The ~~board~~company offollows ~~directors is currently composed of one member, who does not qualify as an independent director in accordance with~~ the ~~published~~guidelines ~~listing requirements~~ of ~~the~~ASC ~~NASDAQ~~605-15 ~~Global~~for ~~Market~~revenue ~~(the Company has no plans to list on the NASDAQ Global Market)~~recognition. ~~The~~Revenue ~~NASDAQ independence definition includes a series of objective tests, such as that the director~~ is ~~not,~~recognized ~~and~~when ~~has~~all ~~not been for at least three years, one of our employees and that neither~~ the ~~director,~~following ~~nor~~conditions any of her family members has engaged in various types of business dealings with us. In addition, our board of directors has not made a subjective determination as to our director that no relationships exist which, in the opinion of our board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, though such subjective determination is required by the NASDAQ rules. Had our board of directors made these determinations, our board of directors would have ~~reviewed~~been ~~and discussed information provided by directors and us with regard to our director’s business and personal activities and relationships as they may relate to us and our management.~~met:

~~SIGNIFICANT~~a. ~~EMPLOYEES~~the ~~AND~~customer ~~CONSULTANTS~~has prepaid for the product; b. the product has been shipped from either Apex Resources or one of our suppliers; and c. the product has been delivered and signed for by the customer as evidenced by the shipping company.

The company is the primary obligor in the sales transaction. We ~~currently~~are able to select suppliers based upon the customer’s needs, we do not have noa ~~employees~~key supplier, ~~other~~we ~~than~~have sales agreements with multiple suppliers and we are able to set the price of the product to the customer. Customers are allowed to return the products within 30 days for exchange or refund if defects in manufacturing are identified. The company does not believe the 30 day exchange or refund will have a material impact on our ~~sole~~revenue ~~officer~~recognition as any product which has a defect in manufacturing will be returned to the supplier for replacement or refund for the customer based upon pursuant law and ~~director,~~the ~~Tadas~~Uniform ~~Dabasinskas~~Commercial Code.

~~AUDIT~~Based ~~COMMITTEE~~on ~~AND~~the ~~CONFLICTS~~above, OFthe ~~INTEREST~~Company determined that the revenue recognition for the sales is in accordance with the FASB ASC 605-15-25-1.

~~Since~~Income we do not have an audit or compensation committee comprised of independent directors, the functions that would have been performed by such committees are performed by our directors. The Board of Directors has not established an audit committee and does not have an audit committee financial expert, nor has the Board of Directors established a nominating committee. The Board is of the opinion that such committees are not necessary since the Company is an early development stage company and has only two directors, and to date, such directors have been performing the functions of such committees. Thus, there is a potential conflict of interest in that our sole director and officer has the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions. Taxes

36We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s consolidated financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

~~INVOLVEMENT~~ASC INTopic ~~CERTAIN~~740.10.30 ~~LEGAL~~clarifies ~~PROCEEDINGS~~the accounting for uncertainty in income taxes recognized in an enterprise’s consolidated financial statements and prescribes a recognition threshold and measurement attribute for the consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

No29 ~~director,~~Table ~~person nominated to become a director, executive officer, promoter or control person~~ of our company has, during the last ten years: (i) been convicted in or is currently subject to a pending a criminal proceeding (excluding traffic violations and other minor offenses); (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to any federal or state securities or banking or commodities laws including, without limitation, in any way limiting involvement in any business activity, or finding any violation with respect to such law, nor (iii) any bankruptcy petition been filed by or against the business of which such person was an executive officer or a general partner, whether at the time of the bankruptcy or for the two years prior thereto.Contents

~~STOCKHOLDER~~Income ~~COMMUNICATIONS~~taxes ~~WITH~~are ~~THE~~calculated ~~BOARD~~and OFaccrued ~~DIRECTORS~~for U.S. taxes only. The company did not accrue any Lithuanian taxes under Lithuanian corporate rules, as we believe our business activities prior to the April 7, 2018 discontinuance of steam room products sales generated no taxable income under the local tax rules.

WeRecent ~~have~~Accounting not implemented a formal policy or procedure by which our stockholders can communicate directly with our board of directors. Nevertheless, every effort will be made to ensure that the views of stockholders are heard by the board of directors, and that appropriate responses are provided to stockholders in a timely manner. During the upcoming year, our board of directors will continue to monitor whether it would be appropriate to adopt such a process.Pronouncements

~~EXECUTIVE~~The ~~COMPENSATION~~Financial Accounting Standards Board (“FASB”) periodically issues new accounting standards in a continuing effort to improve standards of financial accounting and reporting. The Company has reviewed the recently issued pronouncements. During this review the Company decided to early adopt ASU 2014-10 which eliminates the definition of a development stage entity, eliminates the development stage presentation and disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810.

~~SUMMARY~~On ~~COMPENSATION~~June ~~TABLE~~10, 2014, The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, consolidation, which removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required for the public business entities. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. The Company has adopted the amendment as of fiscal year ended June 30, 2015.

~~The~~There ~~following~~are ~~table~~several ~~sets~~new ~~forth~~accounting ~~information~~pronouncements ~~regarding~~issued ~~each~~by ~~element~~the Financial Accounting Standards Board (“FASB”) which are not yet effective. Each of ~~compensation~~these ~~that~~pronouncements, weas ~~paid~~applicable, has been or ~~awarded~~will be adopted by the Company. As of June 30, 2018, none of these pronouncements is expected to ~~our~~have ~~named~~a ~~executive~~material ~~officers~~effect ~~for~~on ~~fiscal~~the ~~2015:~~financial position, results of operations or cash flows of the Company.

Name and Principal Position		Year		Salary ($)				Bonus ($)				Stock Awards ($) *				Option Awards ($) *				Non-Equity Incentive Plan Compensation ($)				Nonqualified Deferred Compensation ($)				All Other Compensation ($)				Total ($)
Tadas Dabasinskas (1)		2015			-0-				-0-				-0-				-0-				-0-				-0-				-0-				-0-

Requirement for Funding

~~____________~~Our cash reserves are not sufficient to meet our obligations for the next twelve month period. As a result, we will need to seek additional funding in the near future. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of shares of our common stock. We may also seek to obtain short-term loans from our directors or unrelated parties, although no such arrangements have been made. We do not have any arrangements in place for any future equity financing.

~~(1) Appointed~~Material ~~President,~~Commitments ~~Secretary, Treasurer and Director March 31, 2015.~~

~~Our~~As ~~officer and director has not received monetary compensation since our inception to the date~~ of ~~this~~June ~~prospectus.~~30, We2018 ~~currently~~and doMarch ~~not~~31, ~~pay~~2019, ~~any~~we ~~compensation~~had tono ~~our~~material ~~officer or director~~commitments.

37Purchase of Significant Equipment

~~STOCK~~We ~~OPTION~~do ~~GRANTS~~not intend to purchase any significant equipment during the next twelve months.

WeOff ~~had~~Balance noSheet ~~outstanding~~Arrangements equity awards as of the end of the fiscal periods ended June 30, 2015 or through the date of filing of this prospectus. The following table sets forth certain information concerning outstanding stock awards held by our officers and our directors as of the fiscal year ended June 30, 2015:

Option Awards

Stock Awards

Name

Number of Securities Underlying Unexercised Options (#) Exercisable

Number of Securities Underlying Unexercised Options (#) Unexercisable

Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)

Option Exercise Price ($)

Option Expiration Date

Number of Shares or Units of Stock That Have Not Vested (#)

Market Value of Shares or Units of Stock That Have Not Vested ($)

Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)

Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)

Tadas Dabasinskas (1)

-0-

N/A

-0-

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

~~__________~~ 30 Table of Contents

~~(1) Appointed~~CHANGES ~~President,~~IN ~~Secretary,~~AND ~~Treasurer~~DISAGREEMENTS ~~and~~WITH ~~Director~~ACCOUNTANTS ~~March~~ON ~~31,~~ACCOUNTING ~~2015.~~AND FINANCIAL DISCLOSURE

~~EMPLOYMENT~~(a) Resignation ~~AGREEMENTS~~of Previous Independent Registered Public Accounting Firm

In mid-January, 2019, our independent auditor, Kirtane & Pandit LLP (“K&P”) notified the Board of Directors of the Company of its intended resignation as the Company’s independent registered public accounting firm. On February 1, 2019, K&P submitted its resignation letter and the Board of Directors accepted such resignation. The auditor’s report of K&P on the Company’s isconsolidated financial statements as of and for either of the past two fiscal years did not acontain ~~party~~an toadverse ~~any~~opinion ~~employment~~or ~~agreement~~a disclaimer of opinion, and ~~has~~was nonot ~~compensation~~qualified ~~agreement~~or ~~with~~modified ~~our~~as ~~officer~~to uncertainty, audit scope or ~~director~~accounting principles.

~~DIRECTOR~~During ~~COMPENSATION~~the two most recent fiscal years and through the subsequent interim period preceding K&P’s resignation, there were no (i) “disagreements” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and K&P on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of K&P would have caused K&P to make reference to the subject matter thereof in its reports for such fiscal years and interim period, or (ii) “reportable events” as that term is described in Item 304(a)(1)(v) of Regulation S-K.

~~The~~We ~~following~~furnished ~~table~~a ~~sets~~copy ~~forth~~of ~~director~~this ~~compensation~~disclosure asto ofK&P ~~June~~and 30have requested that K&P furnish us with a letter addressed to the SEC stating whether such firm agrees with the above statements or, ~~2015~~if :not, stating the respects in which it does not agree and a copy of the letter was filed with the Current Report on Form 8-K as Exhibit 16.1 dated February 4, 2019.

Name		Fees Earned or Paid in Cash ($)				Stock Awards ($)				Option Awards ($)				Non-Equity Incentive Plan Compensation ($)				Nonqualified Deferred Compensation Earnings ($)				All Other Compensation ($)				Total ($)
Tadas Dabasinskas (1)			-0-				-0-				-0-				-0-				-0-				-0-				-0-

(b) Engagement of New Independent Registered Public Accounting Firm

~~_____________~~On February 1, 2019, the Board of Directors ratified and approved the engagement of WWC, P.C. (“WWC”) as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements as of and for fiscal year ending June 30, 2019 and the entry of an engagement letter dated January 25, 2019 with WWC.

During the two most recent fiscal years and through the subsequent interim period preceding WWC’s engagement, the Company has not consulted with WWC regarding (1i) ~~Appointed~~ ~~President,~~the ~~Secretary~~application of accounting principles to a specified transaction, ~~Treasurer~~either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and ~~Director~~neither ~~March~~a 31written report was provided to the Company nor oral advice was provided that WWC concluded was an important factor considered by the Company in reaching a decision as to the accounting, ~~2015~~auditing or financial reporting issue, or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).

WeCONTROLS ~~have~~AND not compensated our director for his service on our Board of Directors since our inception. There are no arrangements pursuant to which the director will be compensated in the future for any services provided as a director. PROCEDURES

38Evaluation of Disclosure Controls and Procedures

~~SECURITY~~Under ~~OWNERSHIP~~the OFsupervision ~~CERTAIN~~and ~~BENEFICIAL~~with ~~OWNERS~~the ~~AND~~participation ~~MANAGEMENT~~of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of June 30, 2018. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were not effective as of June 30, 2018, because of the material weaknesses in our internal control over financial reporting as discussed below.

~~The~~Management’s ~~following~~Annual ~~table~~Report ~~lists,~~on asInternal ofControl ~~the~~Over ~~date~~Financial of this prospectus, the number of shares of common stock of our Company that are beneficially owned by (i) each person or entity known to our Company to be the beneficial owner of more than 5% of the outstanding common stock; (ii) each officer and director of our Company; and (iii) all officers and directors as a group. Information relating to beneficial ownership of common stock by our principal shareholders and management is based upon information furnished by each person using “beneficial ownership” concepts under the rules of the Securities and Exchange Commission. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the Securities and Exchange Commission rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as to which she or she may not have any pecuniary beneficial interest. Except as noted below, each person has sole voting and investment power.Reporting

~~The~~Our ~~percentages~~management ~~below~~is ~~are~~responsible ~~calculated~~for ~~based~~establishing onand ~~4,000,000~~maintaining ~~shares~~adequate ofinternal ~~our~~control ~~common~~over ~~stock~~financial ~~issued~~reporting, ~~and outstanding~~ as ofsuch ~~the~~term ~~date~~is ofdefined ~~this~~in ~~prospectus.~~Rules We13a-15(f) doand ~~not~~15d-15(f) ~~have~~under ~~any~~the ~~outstanding~~Exchange ~~warrant~~Act, ~~options or other securities exercisable~~ for orthe ~~convertible into shares of our common stock~~company.

Title of Class	Name and Address of Beneficial Owner (2)	Amount and Nature of Beneficial Ownership		Percent of Common Stock (1)
Common Stock	Tadas Dabasinskas (3)		4,000,000		100.0	%
All directors and executive officers as a group (1 person)			4,000,000		100.0	%

Internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of its management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the consolidated financial statements.

~~__________________~~Management recognizes that there are inherent limitations in the effectiveness of any system of internal control, and accordingly, even effective internal control can provide only reasonable assurance with respect to consolidated financial statement preparation and may not prevent or detect material misstatements. In addition, effective internal control at a point in time may become ineffective in future periods because of changes in conditions or due to deterioration in the degree of compliance with our established policies and procedures. A material weakness is a significant deficiency, or combination of significant deficiencies, that results in there being a more than remote likelihood that a material misstatement of the annual or interim consolidated financial statements will not be prevented or detected.

~~(1) The~~31 ~~percentages~~Table ~~below are based on 4,000,000 shares~~ of our common stock issued and outstanding as of the date of this prospectus. (2) c/o APEX RESOURCES INC, Alytaus g. 100, Varėna, Lithuania . (3) Appointed President, Treasurer and Director March 31, 2015. Contents

~~CERTAIN~~Management ~~RELATIONSHIPS~~conducted ~~AND~~an ~~RELATED~~evaluation ~~TRANSACTIONS~~of the effectiveness of our internal control over financial reporting, as of June 30, 2018, based on the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our evaluation under this framework, management concluded that our internal control over financial reporting was not effective as of the evaluation date due to the factors stated below.

OnManagement ~~June~~assessed ~~15,~~the ~~2015,~~effectiveness ~~we issued 4,000,000 shares~~ of ~~common~~the ~~stock~~Company’s tointernal ~~Tadas~~control ~~Dabasinskas~~over ,financial ~~our~~reporting ~~President,~~as ~~Secretary and a Director, at an issue price~~ of ~~$0.001~~evaluation ~~per~~date ~~share,~~and inidentified ~~exchange~~the ~~for~~following ~~$4,000.~~material weaknesses:

~~INDEMNIFICATION~~Insufficient ~~FOR~~Resources: We ~~SECURITIES~~have ~~ACT~~an ~~LIABILITIES~~inadequate number of personnel with requisite expertise in the key functional areas of finance and accounting.

~~Insofar~~Inadequate asSegregation ~~indemnification~~of ~~for~~Duties: ~~liabilities~~We ~~arising under the Securities Act may be permitted to our directors, officers and controlling persons pursuant to the provisions described above, or otherwise, we~~ have ~~been~~an ~~advised~~inadequate ~~that~~number ~~in the opinion~~ of ~~the~~personnel SEC such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than our payment of expenses incurred or paid by our director, officer or controlling person in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to aproperly ~~court~~implement ofcontrol ~~appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue~~procedures.

39Lack of Audit Committee and Outside Directors on the Company’s Board of Directors: We do not have a functioning audit committee or outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures.

WeManagement ~~have~~is ~~been~~committed ~~advised~~to ~~that~~improving inits ~~the~~internal ~~opinion~~controls ofand, ~~the~~subject ~~SEC~~to ~~indemnification~~having ~~for~~adequate ~~liabilities~~financial ~~arising~~resources, ~~under~~will ~~the~~(1) ~~Securities~~continue ~~Act~~to isuse ~~against~~third-party ~~public~~specialists ~~policy~~to asaddress ~~expressed~~shortfalls in ~~the~~staffing ~~Securities Act,~~ and ~~is,~~to ~~therefore,~~assist ~~unenforceable. In~~ the ~~event~~Company ~~that a claim for indemnification against such liabilities is asserted by one of our directors, officers, or controlling persons in connection~~ with ~~the~~accounting ~~securities~~and ~~being~~finance ~~registered~~responsibilities, we(2) ~~will,~~increase ~~unless in~~ the ~~opinion~~frequency of ~~our~~independent ~~legal~~reconciliations ~~counsel~~of ~~the~~significant ~~matter~~accounts ~~has~~which ~~been~~will ~~settled~~mitigate ~~by controlling precedent, submit~~ the ~~question~~lack of ~~whether~~segregation ~~such~~of ~~indemnification~~duties isuntil ~~against~~there ~~public~~are ~~policy~~sufficient topersonnel, aand ~~court~~(3) ofconsider ~~appropriate~~appointing ~~jurisdiction.~~outside Wedirectors ~~will~~and ~~then~~audit becommittee ~~governed~~members byin the ~~court’s decision~~future.

~~WHERE~~Management ~~YOU~~has ~~CAN~~discussed ~~FIND~~the ~~MORE~~material ~~INFORMATION~~weaknesses noted above with our independent registered public accounting firm. Due to the nature of these material weaknesses, there is a more than remote likelihood that misstatements which could be material to the annual or interim consolidated financial statements could occur that would not be prevented or detected.

WeChanges have filed with the Commission a Registration Statement on Form S-1, under the Securities Act of 1933, as amended, with respect to the securities offered by this prospectus. This prospectus, which forms a part of the registration statement, does not contain all the information set forth in ~~the~~Internal ~~registration~~Controls ~~statement,~~Over asFinancial permitted by the rules and regulations of the Commission. For further information with respect to us and the securities offered by this prospectus, reference is made to the registration statement. We do not file reports with the Securities and Exchange Commission, and we will not otherwise be subject to the proxy rules. The registration statement and other information may be read and copied at the Commission’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the Commission at 1-800-SEC-0330. The Commission maintains a web site at http://www.sec.gov that contains reports and other information regarding issuers that file electronically with the Commission.Reporting

~~INTERESTS~~There OFhave ~~NAMED~~been ~~EXPERTS~~no ~~AND~~changes ~~COUNSEL~~in our internal control over financial reporting that occurred during the last fiscal quarter for our fiscal year ended June 30, 2018, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

NoDIRECTORS ~~expert~~AND orEXECUTIVE counsel named in this prospectus as having prepared or certified any part of this prospectus or having given an opinion upon the validity of the securities being registered or upon other legal matters in connection with the registration or offering of the common stock was employed on a contingency basis, or had, or is to receive, in connection with the offering, a substantial interest, direct or indirect, in the registrant or any of its parents or subsidiaries. Nor was any such person connected with the registrant or any of its parents or subsidiaries as a promoter, managing or principal underwriter, voting trustee, director, officer, or employee.OFFICERS

~~The~~All ~~financial~~directors ~~statements~~of ~~included~~our incompany ~~this~~hold ~~prospectus~~office ~~and~~until inthe next annual meeting of the ~~registration~~security ~~statement~~holders or until their successors have been ~~audited~~elected and qualified. The officers of our company are appointed by ~~KCC~~ &our ~~Associates~~board of ~~Los~~directors ~~Angeles,~~and CAhold office until their death, ~~and~~ ~~are~~resignation ~~included~~or inremoval ~~reliance~~from ~~upon~~office. ~~such~~We ~~report~~do ~~given~~not ~~upon~~have ~~the~~written ~~authority~~employment ofcontracts ~~said~~or ~~firm~~directorship ascontracts ~~experts~~with inour ~~auditing~~officers and ~~accounting~~directors.

The ~~validity~~name ofand ~~the~~position ~~issuance~~ of ~~the~~our ~~common~~present ~~stock~~officers ~~hereby~~and ~~will~~directors beare ~~passed~~set ~~upon~~forth ~~for us by Adam S. Tracy, J.D., M.B.A.~~below:

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON

Name	Age	Positions

Jeff Bodnar	56	President, Chief Executive Officer, and Director
Linda Bao	61	Chief Financial Officer and Secretary
Xiaoya Deng	46	Chairperson of the Board and director
Bo Qian	49	Director

~~ACCOUNTING~~Jeff ~~AND~~Bodnar ~~FINANCIAL~~has ~~DISCLOSURE~~been our President and Chief Executive Officer since the change-of-control transaction on March 23, 2018. He was appointed as a director effective June 30, 2018. Mr. Bodnar has been a manager at Harbor Green Grains, LP and Harbor Metal Management Inc. of Compton, California since 2013. He is also the lead instructor at the Fast Lane Racing School since 2002. Mr. Bodnar holds a BFA degree from the California State University Fullerton and has served in the US Air Force Reserves as crew chief/inspection mechanic, Secret Security Clearance between 1988 and 1991.

~~KCC~~32 &Table ~~Associates~~of or Los Angeles, CA is our registered independent public registered accounting firm. There have not been any changes in or disagreements with accountants on accounting and financial disclosure or any other matter. Contents

40Linda Bao has been our Chief Financial Officer and Secretary since June 30, 2018. Ms. Bao has been the accountant for River Star Recycling Inc. since January 2013. Ms. Bao obtained a Bachelor’s degree in chemistry from Shanghai Tech University in China.

~~APEX~~Xiaoya ~~RESOURCES~~Deng ~~INC~~has been a director and Chairperson of the Board of our Company since the change-of-control transaction on March 23, 2018. Ms. Deng is the founder and General Manager of Hong Kong Lisu Plastic Co. Ltd., Lisu Recycling Resources Co. Ltd. and Nanhai Lishui Lisu Plastic Co. Ltd. of Foshan, Guangdong, China. Ms. Deng has been an entrepreneur in the plastic recycling business in China and Hong Kong since the founding of these companies.

~~INDEX~~Bo TOQian ~~FINANCIAL~~has ~~STATEMENTS~~been a director of our Company since June 30, 2018. Mr. Qian has been the Marketing Director of Shen Yang Sunny Shang Ye Lian Suo Qi Ye Guan Li Corporation, based in the Peoples Republic of China, since 2013. Mr. Qian holds a Bachelor’s degree in economics from Shenyang University of Finance and Economics in China.

~~Our~~Term ~~audited~~of ~~financial statements for the period ended June 30, 2015 are included herewith.~~Office

		Page
Audited Financial Statements
Report of Independent Registered Public Accounting Firm		F-2
Balance Sheet as of June 30, 2015		F-3
Statement of Operations from Inception on March 31, 2015 through June 30, 2015		F-4
Statement of Cash Flows from Inception on March 31, 2015 through June 30, 2015		F-5
Statement of Stockholders’ Equity (Deficit) from Inception on March 31, 2015 through June 30, 2015		F-6
Notes to the Financial Statements		F-7

Directors hold office until the next annual meeting of our shareholders and until their successors have been duly elected and qualified. Our Bylaws provide that our Board of Directors will consist of no less than one member. Our officers are appointed by, and serve at the discretion of, the Board of Directors.

~~F-1~~Director Independence

~~REPORT~~Our OFBoard ~~INDEPENDENT~~of ~~REGISTERED~~Directors ~~PUBLIC~~is ~~ACCOUNTING~~currently ~~FIRM~~composed of three members, none of whom qualifies as an independent director in accordance with the published listing requirements of the Nasdaq Stock Market. The Nasdaq independence definition includes a series of objective tests, such as that the director is not, and has not been for at least three years, one of our employees and that neither the director, nor any of his or her family members has engaged in various types of business dealings with us. In addition, our Board of Directors has not made a subjective determination as to any of our directors that no relationships exist which, in the opinion of our Board of Directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, although such subjective determination is required by Nasdaq requirements. Had our Board of Directors made these determinations, our Board of Directors would have reviewed and discussed information provided by our directors and us with regard to each director’s business and personal activities and relationships as they may relate to us and our management.

ToFamily ~~the Board of Directors~~Relationships

~~Apex~~There ~~Resources~~are ~~Inc~~no family relationships between any of our directors or executive officers and any other directors or executive officers.

WeInvolvement ~~have~~in ~~audited~~Certain ~~the~~Legal accompanying balance sheet of Apex Resources Inc. (the "Company") as of June 30, 2015, and the related statements of operations, stockholders’ equity and cash flows for the period from March 31, 2015 (Inception) through June 30, 2015. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.Proceedings

WeExcept ~~conducted~~as ~~our~~described ~~audits~~below, ~~in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits~~ to ~~obtain reasonable assurance about whether~~ the ~~financial~~best ~~statements are free~~ of ~~material~~our ~~misstatement. The Company was not required to have~~knowledge, ~~nor~~none ~~were we engaged to perform, an audit~~ of ~~its~~our ~~internal~~directors ~~control~~or ~~over~~executive ~~financial~~officers ~~reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances~~has, ~~but~~during ~~not for~~ the ~~purpose~~past often expressing an opinion on the effectiveness of Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes 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.years:

In● ~~our~~been ~~opinion~~convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); ● had any bankruptcy petition filed by or against the business or property of the person, or of any partnership, corporation or business association of which he was a general partner or executive officer, either at the ~~financial~~time ~~statements~~of ~~referred~~the bankruptcy filing or within two years prior to ~~above~~that ~~present~~time; ~~fairly~~● been subject to any order, injudgment, ~~all~~or ~~material~~decree, ~~respects~~not subsequently reversed, ~~the~~suspended ~~financial~~or ~~position~~vacated, by any court of ~~the~~competent ~~Company~~jurisdiction asor federal or state authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting, his involvement in any type of ~~June~~business, 30securities, ~~2015~~futures, commodities, investment, banking, savings and ~~the~~loan, ~~results~~or insurance activities, or to be associated with persons engaged in any such activity; ● been found by a court of ~~its~~competent ~~operations~~jurisdiction in a civil action or by the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and ~~its~~the ~~cash~~judgment ~~flows~~has ~~for~~not been reversed, suspended, or vacated; ● been the ~~period~~subject ~~from~~of, ~~March~~or 31a party to, ~~2015~~any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated (~~Inception~~not including any settlement of a civil proceeding among private litigants), ~~through~~relating ~~June~~to 30an alleged violation of any federal or state securities or commodities law or regulation, ~~2015~~any law or regulation respecting financial institutions or insurance companies including, ~~are~~but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or any law or regulation prohibiting mail or wire fraud or fraud in ~~conformity~~connection with ~~accounting~~any ~~principles~~business ~~generally~~entity; ~~accepted~~or ● been the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the ~~United~~Exchange ~~States~~Act), any registered entity (as defined in Section 1(a)(29) of ~~America~~the Commodity Exchange Act), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~The~~33 ~~accompanying~~Table financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, although the Company has generated revenue and income since inception, its ability to continue as a going concern is dependent upon the Company’s ability to generate sufficient revenues to operate profitably and raise additional capital. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management's plans concerning these matters are also described in Note 3, which includes the raising of ~~additional equity financing. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.~~Contents

~~KCC~~Corporate ~~& Associates~~Governance

The business and affairs of the company are managed under the direction of our Board. We have conducted Board meetings regularly since inception. Each of our directors has attended all meetings either in person, via telephone conference, or through written consent for special meetings. In addition to the contact information in this prospectus, the Board has adopted procedures for communication with the officers and directors as the date hereof. Each stockholder will be given specific information on how he/s/she ~~KCC~~can &direct ~~Associates~~ communications to the officers and directors of the Company at our annual stockholders’ meetings. All communications from stockholders are relayed to the members of the Board.

~~Los~~Board ~~Angeles,~~Leadership ~~California~~Structure and Role in Risk Oversight

~~September~~Our 3Board is primarily responsible for overseeing our risk management processes. The Board receives and reviews periodic reports from management, ~~2015~~ auditors, legal counsel, and others, as considered appropriate regarding our company’s assessment of risks. The Board focuses on the most significant risks facing our company and our company’s general risk management strategy, and also ensures that risks undertaken by our company are consistent with the Board’s appetite for risk. While the Board oversees our company’s risk management, management is responsible for day-to-day risk management processes. We believe this division of responsibilities is the most effective approach for addressing the risks facing our company and that our Board leadership structure supports this approach.

~~F-2~~Our Board oversees, among other things, the company’s policies, guidelines and related practices regarding risk assessment and risk management, including the risk of fraud. As part of this endeavor, the Board reviews and assesses the Company’s major financial, legal, regulatory, environmental and similar risk exposures and the steps that management has taken to monitor and control such exposures. The Board also reviews and assesses the quality and integrity of the Company’s public reporting, the company’s compliance with legal and regulatory requirements, the performance and independence of the Company’s independent auditors, the performance of the Company’s internal audit department, the effectiveness of the Company’s disclosure controls and procedures, and the adequacy and effectiveness of the company’s risk management policies and related practices.

~~APEX~~Committees ~~RESOURCES~~of ~~INC~~the (ABoard ~~DEVELOPMENT~~of ~~STAGE COMPANY) BALANCE SHEETS~~Directors

	June 30,2015
	(Audited)
ASSETS
CURRENT ASSETS
Cash	$	3,081
TOTAL CURRENT ASSETS		3,081
FIXED ASSETS
Building	$	4,328
Land		4,328
TOTAL FIXED ASSETS		8,655
TOTAL ASSETS	$	11,736
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Current Liabilities:
Loan Payable - Due to Director	$	105
Income Tax Payable		1,297
TOTAL LIABILITIES	$	1,402
STOCKHOLDERS' EQUITY
Common stock: authorized 75,000,000; $0.001 par value; 4,000,000 shares issued and outstanding at June 30, 2015		4,000
Profit (loss) accumulated during the development stage		6,334
Total Stockholders' Equity	$	10,334
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	11,736

All proceedings of our board of directors were conducted by resolutions consented to in writing by all the directors and filed with the minutes of the proceedings of the directors. Such resolutions consented to in writing by the directors entitled to vote on that resolution at a meeting of the directors are, according to the corporate laws of the state of Nevada and the bylaws of our Company, as valid and effective as if they had been passed at a meeting of the directors duly called and held.

~~The~~Our ~~accompanying~~Company ~~notes~~currently ~~are~~does annot ~~integral~~have ~~part~~nominating, compensation committees or committees performing similar functions nor does our company have a written nominating, compensation or audit committee charter. Our board of ~~these~~directors ~~financial~~does ~~statements~~not believe that it is necessary to have such committees because it believes that the functions of such committees can be adequately performed by our directors.

~~F-3~~Our Company does not have any defined policy or procedure requirements for shareholders to submit recommendations or nominations for directors. The directors believe that, given the early stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced level. Our company does not currently have any specific or minimum criteria for the election of nominees to the board of directors and we do not have any specific process or procedure for evaluating such nominees. Our directors assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment.

~~APEX~~34 ~~RESOURCES~~Table ~~INC~~of ~~(A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS~~Contents

	From Inception (March 31, 2015) to June 30,2015
REVENUES
Sales:
Merchandise Sales	$	32,176
Total Income		32,176
Cost of Goods Sold:
Purchases - Resale Items	$	24,517
Total Cost of Goods Sold		24,517
Gross Profit		7,659
Operating Expenses:
General and administrative	$	28
Total Expenses		28
Income Before Income Tax	$	7,631
Provision for Income Tax		1,297
Net Income for Period		6,334
Net gain (loss) per share:
Basic and diluted	$	0.0016
Weighted average number of shares outstanding:
Basic and diluted		4,000,000

A shareholder who wishes to communicate with our board of directors may do so by directing a written request addressed to our president, at the address appearing on the first page of this registration statement.

~~The~~We ~~accompanying~~believe ~~notes~~that ~~are~~the anmember ~~integral~~of ~~part~~our board of ~~these~~directors is capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. We believe that retaining an independent director who would qualify as an “audit committee financial expert” would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development and the fact that we have not generated any material revenues to date. In addition, we currently do not have nominating, compensation or audit committees or committees performing similar functions nor do we have a written nominating, compensation or audit committee charter. Our board of directors does not believe that it is necessary to have such committees because it believes the functions of such committees can be adequately performed by our board of directors.

~~F-4~~Section 16(a) Beneficial Ownership Reporting Compliance

~~APEX~~Our ~~RESOURCES~~Common ~~INC~~Stock (Ais ~~DEVELOPMENT~~not ~~STAGE~~registered ~~COMPANY~~pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). ~~STATEMENTS~~Accordingly, OFofficers, ~~CASH~~directors ~~FLOWS~~and principal shareholders are not subject to the beneficial ownership reporting requirements of Section 16(~~Audited~~a) of the Exchange Act.

	From inception (March 31, 2015) to June 30,2015
Operating activities:
Net Income	$	6,334
Adjustment to reconcile net loss to net cash provided by operations:
Changes in assets and liabilities:
Provision for Income Tax		1,297
Net cash provided by operating activities		7,631
Financing activities:
Proceeds from issuance of common stock		4,000
Due to related party		150
Net cash provided by financing activities		4,150
Investing activities:
Purchase of Building		(8,655	)
Net cash provided by investing activities		(8,655	)
Net increase in cash		3,081
Cash, beginning of period		-
Cash, end of period	$	3,081
Supplemental disclosure of cash flow information:
Cash paid during the period
Taxes	$	-
Interest	$	-

EXECUTIVE OFFICERS AND DIRECTORS COMPENSATION

The ~~accompanying~~particulars ~~notes~~of ~~are~~the ancompensation ~~integral~~paid ~~part~~to ofthe ~~these~~following ~~financial statements~~persons:

~~F-5~~(a) principal executive officer; (b) each of our two most highly compensated executive officers who were serving as executive officers at the end of the years ended June 30, 2018, and 2017; and (c) up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at the end of the years ended June 30, 2018, and 2017.

~~APEX~~who ~~RESOURCES~~we ~~INC~~will (Acollectively ~~DEVELOPMENT~~refer ~~STAGE~~to ~~COMPANY)~~as ~~STATEMENTS~~the OFnamed ~~CHANGES~~executive INofficers ~~SHAREHOLDERS'~~of ~~EQUITY~~our ~~From~~company, ~~Inception~~are ~~March~~set 31out in the following summary compensation table, ~~2015~~except tothat ~~June~~no 30disclosure is provided for any named executive officer, ~~2015~~other than our principal executive officers, whose total compensation did not exceed $100,000 for the respective fiscal year:

	Common Stock						Additional				Total
	Number of				Additional		Paid-in		Accumulated		Shareholders'
	Shares		Par Value		Paid in Capital		Capital		Gain (Deficit)		Equity
Balance, March 31, 2015 (Inception)		-	$	-	$	-	$	-	$	-	$	-
Common Shares issued:
for cash on June 15, 2015		4,000,000		4,000		-		-				4,000
Net gain (loss)		-		-		-		-		6,334		6,334
Balance, June 30, 2015		4,000,000	$	4,000	$	-	$	-	$	6,334	$	10,334

SUMMARY COMPENSATION TABLE

The accompanying notes are an integral part of these financial statements

Name and Principal Position	Year	Salary ($)		Bonus ($)		Stock Awards ($) *		Option Awards ($) *		Non-Equity Incentive Plan Compensation ($)		Nonqualified Deferred Compensation ($)		All Other Compensation ($)		Total ($)

Tadas Dabasinskas (1)	2018		-0-		-0-		-0-		-0-		-0-		-0-		-0-		-0-
	2017		-0-		-0-		-0-		-0-		-0-		-0-		-0-		-0-

Jeff Bodnar (2)	2018		0		0		0		0		0		0		0		0
	2017		0		0		0		0		0		0		0		0

Meijuan Fu (3)	2018		0		0		0		0		0		0		0		0
	2017		0		0		0		0		0		0		0		0

Linda Bao (4)	2018		0		0		0		0		0		0		0		0
	2017		0		0		0		0		0		0		0		0

~~F-6~~____________

Apex Resources IncNotes to the Financial StatementsJune 30, 2015

(1)	Mr. Dabasinkas resigned as President, Secretary, and Treasurer on March 23, 2018.

(2)	Mr. Bodnar was appointed President and Chief Executive Officer on March 23, 2018.

(3)	Ms. Fu served as Chief Financial Officer and Secretary from March 23, 2018, through June 30, 2018.

~~Note~~(4) 1:Ms. ~~Organization~~Bao was appointed as Chief Financial Officer and ~~Basis~~Secretary ofon ~~Presentation~~June 30, 2018.

~~Apex~~35 ~~Resources~~Table ~~Inc (the “Company”) is a for profit corporation established under the Corporation Laws~~ of ~~the State of Nevada on March 31, 2015.~~Contents

~~The~~Employment primary focus of Apex Resources Inc will be providing very high quality stream room products at competitive prices. The Company is a newly created company and is subject to all risks inherent to the establishment of a start-up business enterprise. The Company’s operations are based in Lithuania, but uses the U.S. dollar as its functional currency. Agreements

~~Our~~Jeff financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. The Company’s fiscal year-end is June 30.Bodnar

~~The~~On ~~Financial~~April ~~Statements~~1, ~~and~~2019, ~~related~~the ~~disclosures~~Company asentered ofinto ~~June~~an 30employment agreement with Jeff Bodnar, ~~2015~~effective ~~are~~April ~~audited~~1, ~~pursuant~~2019, to act as the ~~rules~~Chief ~~and~~Executive ~~regulations~~Officer of the ~~United~~Company. ~~States~~Mr. ~~Securities~~Bodnar’s ~~and~~employment ~~Exchange~~agreement ~~Commission~~provides ~~(“SEC”).~~that ~~Unless~~he ~~the~~has ~~context~~been ~~otherwise~~appointed ~~requires,~~for ~~all~~an ~~references~~initial term of two years. Mr. Bodnar is entitled to ~~“Apex”,~~receive ~~“Apex~~an ~~Resources”,~~annualized ~~“we”,~~base ~~“us”~~salary of $60,000.00. ~~“our”~~Mr. Bodnar is be eligible for bonuses as determined by the board of director in its sole discretion. Mr. Bodnar is also eligible for a cash and/or equity bonus as the ~~“company”~~board ~~are~~of director may determine, from time to ~~Apex~~time, ~~Resources~~based ~~Inc~~on meeting performance objectives and bonus criteria to be mutually identified by Mr. Bodnar and the board of director.

~~Note~~Linda ~~2: Significant Accounting Policies and Recent Accounting Pronouncements~~Bao

~~Use~~On April 1, 2019, the Company entered into an employment agreement with Linda Bao, effective April 1, 2019, to act as the Chief Financial Officer of ~~Estimates~~the Company. Ms. Bao’s employment agreement provides that she has been appointed for an initial term of two years. Ms. Bao is entitled to receive an annualized base salary of $70,800.00. Ms. Bao is be eligible for bonuses as determined by the board of director in its sole discretion. Ms. Bao is also eligible for a cash and/or ~~Assumptions~~equity bonus as the board of director may determine, from time to time, based on meeting performance objectives and bonus criteria to be mutually identified by Ms. Bao and the board of director.

~~The~~Stock ~~preparation~~Option ofPlan financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

~~Due to the limited level of operations~~Currently, ~~the~~we ~~Company~~do ~~has~~ not ~~had~~have toa ~~make~~stock ~~material~~option ~~assumptions~~plan orin ~~estimates~~favor ~~other~~of ~~than~~any ~~the~~director, ~~assumption~~officer, ~~that~~consultant ~~the~~or ~~Company~~employee isof aour ~~going concern~~company.

~~Cash~~Stock ~~and~~Options/SAR ~~Cash~~Grants ~~Equivalents~~

~~The~~During ~~Company~~our ~~considers~~fiscal ~~all~~years ~~highly~~ended ~~liquid~~June ~~investments~~30, ~~with~~2018, anand ~~original~~2017 ~~maturity~~there ofwere ~~three~~no ~~months~~options orgranted ~~less~~to ~~when~~our ~~purchased~~named toofficers beor ~~cash equivalents~~directors.

~~Fair~~Outstanding ~~Value~~Equity ofAwards ~~Financial~~at ~~Instruments~~Fiscal Year End

~~ASC~~No ~~825,~~equity ~~“Disclosures~~awards ~~about~~were ~~Fair~~outstanding ~~Value~~as of ~~Financial~~the ~~Instruments”,~~years ~~requires~~ended ~~disclosure~~June ~~of fair value information about financial instruments. ASC 820~~30, ~~“Fair Value Measurements” defines fair value~~2018, ~~establishes a framework for measuring fair value in generally accepted accounting principles,~~ and ~~expands disclosures about fair value measurements~~2017. ~~Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2015.~~

~~The~~Compensation ~~respective carrying values~~ of ~~certain~~Directors on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accrued liabilities and notes payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.

~~F-7~~We do not have any agreements for compensating our directors for their services in their capacity as directors, although such directors are expected in the future to receive stock options to purchase shares of our common stock as awarded by our board of directors.

~~Apex~~We ~~Resources~~have ~~IncNotes~~determined tothat none of our directors are independent directors, as that term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the ~~Financial~~Securities ~~StatementsJune~~Exchange 30Act of 1934, ~~2015~~as amended, and as defined by Rule 4200(a)(15) of the NASDAQ Marketplace Rules.

~~Development~~Pension, ~~Stage~~Retirement ~~Entity~~or Similar Benefit Plans

~~The~~There ~~Company~~are ~~decided~~no toarrangements ~~early~~or ~~adopt~~plans ~~ASU~~in ~~2014-10~~ which ~~eliminates~~we ~~the~~provide ~~definition~~pension, ofretirement aor ~~development~~similar ~~stage~~benefits ~~entity,~~for ~~eliminates~~directors ~~the~~or ~~development~~executive ~~stage~~officers. ~~presentation~~We ~~and~~have ~~disclosure~~no ~~requirements~~material ~~under~~bonus ~~ASC~~or ~~915~~profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, ~~and~~except ~~amends~~that ~~provisions~~stock options may be granted at the discretion of ~~existing~~the ~~variable~~board ~~interest~~of ~~entity~~directors ~~guidance~~or ~~under~~a ~~ASC~~committee ~~810~~thereof.

~~Basic~~Indebtedness ~~and~~of ~~Diluted~~Directors, ~~Loss~~Senior ~~Per~~Officers, ~~Share~~Executive Officers and Other Management

~~The~~None ~~Company~~of ~~computes~~our ~~earnings~~directors ~~(loss)~~or ~~per~~executive ~~share~~officers inor ~~accordance~~any ~~with~~associate ~~ASC~~or ~~260-10-45~~affiliate ~~“Earnings per Share”, which requires presentation~~ of ~~both~~our ~~basic~~company ~~and~~during ~~diluted earnings per share on~~ the ~~face~~last oftwo ~~the~~fiscal ~~statement~~years, ~~of operations. Basic earnings (loss) per share~~ is ~~computed~~or byhas ~~dividing~~been ~~net~~indebted ~~earnings (loss) available~~ to ~~common~~our ~~stockholders~~company by ~~the~~way ~~weighted average number~~ of ~~outstanding~~guarantee, ~~common~~support ~~shares~~agreement, ~~during~~letter ~~the~~of ~~period.~~credit ~~Diluted~~or ~~earnings~~other ~~(loss)~~similar ~~per~~agreement ~~share~~or ~~gives~~understanding ~~effect~~currently ~~to all dilutive potential common shares~~ outstanding ~~during the period~~. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal.

~~Revenue~~36 ~~Recognition~~Table of Contents

~~The~~SECURITY ~~company~~OWNERSHIP ~~follows~~OF ~~the~~CERTAIN ~~guidelines~~BENEFICIAL ofOWNERS ~~ASC 605-15 for revenue recognition. Revenue is recognized when all the following conditions have been met:~~

a.AND ~~the~~MANAGEMENT ~~customer~~AND ~~has~~RELATED STOCKHOLDER prepaid for the product; b. the product has been shipped from either Apex Resources or one of our suppliers, and; c. the product has been delivered and signed for by the customer as evidenced by the shipping company.MATTERS

~~Customers are allowed to return the products within 30 days for exchange or refund if defects in manufacturing are identified.~~ The ~~company~~following ~~does~~table ~~not~~sets ~~believe~~forth ~~the~~information, 30as ~~day~~of ~~exchange~~January or4, ~~refund~~2019, ~~will~~concerning, ~~have~~except ~~a material impact on our revenue recognition~~ as ~~any~~indicated ~~product~~by ~~which has a defect in manufacturing will be returned to~~ the ~~supplier~~footnotes ~~for replacement or refund for the customer based upon pursuant law and the Uniform Commercial Code.~~ below:

~~Based~~· oneach ~~the~~person ~~above,~~whom ~~the~~we ~~Company~~know ~~determined~~beneficially ~~that~~owns ~~the~~more ~~revenue~~than ~~recognition~~5% of our outstanding common stock; · each of our directors and nominees for the ~~sales~~board isof indirectors; ~~accordance~~· ~~with~~our ~~the~~Chief ~~FASB~~Executive ~~ASC~~Officer, ~~605-15-25-1~~Chief Financial Officer, and each of our other executive officers serving as such as of June 30, 2018 (such individuals are hereafter referred to as our “Named Executive Officers”); and · all of our directors and executive officers as a group.

~~Income~~Unless ~~Taxes~~otherwise noted below, the address of each beneficial owner listed in the table is c/o Apex Resources, Inc., 11290 S. Susana Rd., Compton, CA 90221.

We ~~use~~have ~~the~~determined ~~asset~~beneficial ~~and~~ownership ~~liability method of accounting for income taxes~~ in accordance with ~~ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for~~ the ~~amount~~rules of: ~~(i) taxes payable or refundable for~~ the ~~current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns~~SEC. ~~Deferred~~Except ~~tax~~as ~~assets~~indicated ~~and~~by ~~liabilities~~the ~~are~~footnotes ~~measured~~below, ~~using~~we ~~enacted~~believe, ~~tax~~based ~~rates~~on ~~expected~~the toinformation ~~apply~~furnished to ~~taxable~~us, ~~income~~that in the ~~years~~persons ~~in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets~~ and ~~liabilities~~entities ofnamed ~~a change~~ in ~~tax rates is recognized in~~ the ~~results~~table ofbelow ~~operations~~have insole ~~the~~voting ~~period~~and ~~that~~investment ~~includes~~power ~~the~~with ~~enactment~~respect ~~date. A valuation allowance is provided~~ to ~~reduce~~all ~~the~~shares ~~deferred tax assets reported if based on the weight~~ of ~~the~~common ~~available~~stock ~~positive~~that ~~and~~they ~~negative~~beneficially ~~evidence~~own, itsubject isto ~~more~~applicable ~~likely~~community ~~than~~property ~~not some portion or all of the deferred tax assets will not be realized~~laws.

~~F-8~~Applicable percentage ownership is based on 5,080,000 shares of common stock outstanding at January 4, 2019. In computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that person, we deemed to be outstanding all shares of common stock subject to options, warrants, restricted stock units, or other convertible securities held by that person or entity that are currently exercisable or releasable or that will become exercisable or releasable within sixty days following January 4, 2019. We did not deem these shares outstanding, however, for the purpose of computing the percentage ownership of any other person. Beneficial ownership representing less than one percent is denoted with an asterisk (*).

~~Apex~~The ~~Resources~~information ~~IncNotes~~provided toin the ~~Financial~~table ~~StatementsJune~~is 30based on our records, ~~2015~~information filed with the SEC, and/or information provided to us, except where otherwise noted.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership		Percent of Common Stock(1)

5% Holders:

Harbor Torrance Family Trust (2)		3,200,000		63.0	%

Bo Qian		800,000		15.7	%

Directors and Executive Officers:

Xiaoya Deng		0		-

Jeff Bodnar		0		-

Bo Qian		800,000		15.7	%

Meijuan Fu		0		-

Linda Bao		0		-

Wing Moon Yuen

All directors and executive officers as a group (6 persons)		800,000		15.7	%

Our effective tax rate for fiscal year 2015 is 17%, which we expect to be fairly consistent in the near term. Our tax rate is also affected by discrete items that may occur in any given year, but are not consistent from year to year. _____________

Income taxes are calculated and accrued for U.S. taxes only. The company does not currently accrue any Lithuanian taxes under Lithuanian corporate rules. As we become profitable, and have sustained revenue within Lithuania, we may become subject to Lithuanian taxes.

(1)	Based on 5,080,000 shares of Common Stock outstanding as of the date hereof.

(2)	Harbor Torrance Family Trust is a California trust with its principal business address at 19100 S Susanna Road, Compton CA 90221. Mr. Jacky Lor, the general manager of our Company responsible for the office administration, and his spouse, Mrs. Manhong Zhang are the trustees. 1,200,000 shares out of 3,200,000 shares was transferred from Sumunity Group Inc. ("Sumunity") pursuant to certain Securities Purchase Agreement entered into by and among the Company, Sumunity as the seller, and Harbor Torrance Family Trust as the buyer on July 23, 2018 for a consideration of $100,000.

~~Recent~~37 ~~Accounting~~Table ~~Pronouncements~~of Contents

~~The~~Changes ~~Financial Accounting Standards Board (“FASB”) periodically issues new accounting standards~~ in a continuing effort to improve standards of financial accounting and reporting. The Company has reviewed the recently issued pronouncements. During this review the Company decided to early adopt ASU 2014-10 which eliminates the definition of a development stage entity, eliminates the development stage presentation and disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810.Control

On ~~June~~March 1023, ~~2014~~2018, ~~The~~Tadas ~~Financial~~Dabasinkas, ~~Accounting~~the ~~Standards~~then ~~Board~~majority shareholder, sole director and sole officer of Apex Resources, Inc. (the “~~FASB~~Company”), entered into stock purchase agreements and sold an aggregate 4,000,000 shares of the common stock of the Company, or approximately 78.7% of the issued ~~Accounting~~and ~~Standards~~outstanding ~~Update~~shares Noof common stock of the Company as of such date, being all of the shares owned by Mr. ~~2014-10~~Dabasinkas, ~~Development~~ ~~Stage~~for ~~Entities~~an aggregate $443,079 in cash. The purchasers of the shares were Sumunity Group, Inc. (~~Topic~~“Sumunity”) ~~915~~and Harbor Torrance Family Trust (“Harbor”)~~: Elimination~~, ofwhich ~~Certain~~purchased ~~Financial~~1,200,000 ~~Reporting~~and ~~Requirements~~2,800,000 ~~Including~~shares, anrespectively. ~~Amendment~~Harbor toalso ~~Variable~~acted ~~Interest~~in ~~Entities~~part ~~Guidance~~as agent for Bo Qian in ~~Topic~~purchasing ~~810~~800,000 ~~consolidation~~of the shares initially purchased by Harbor, which ~~removes~~shares ~~all~~were ~~incremental~~resold ~~financial~~by ~~reporting~~Harbor ~~requirements~~to ~~from~~Mr. ~~GAAP~~Qian ~~for~~on ~~development~~or ~~stage~~about ~~entities~~March 31, ~~including~~2018 for the ~~removal~~same ofprice ~~Topic~~at ~~915~~which they were purchased by Harbor from Mr. Dabasinkas. The Company received no proceeds from this transaction. None of the ~~FASB~~purchasers ~~Accounting~~is ~~Standards~~an ~~Codification~~affiliate of Mr. Dadasinkas.

~~For~~The ~~the~~source ~~first~~of ~~annual~~the ~~period~~funds ~~beginning~~used ~~after~~by ~~December~~Sumunity ~~15,~~to ~~2014,~~purchase the ~~presentation~~shares ~~and~~was ~~disclosure~~cash ~~requirements~~on inhand ~~Topic~~from ~~915~~a ~~will~~capital nocontribution ~~longer~~to beSumunity ~~required~~from ~~for~~certain ~~the~~of ~~public~~its ~~business~~shareholders. Those shareholders include entities. ~~The~~whose ~~revised~~own ~~consolidation~~shareholders ~~standards~~include ~~are~~Meijuan ~~effective~~Fu ~~one~~As ~~year~~described ~~later~~below, Ms. Fu was appointed Chief Financial Officer of the Company in ~~annual~~connection ~~periods~~with ~~beginning~~the ~~after~~transaction ~~December~~described 15above. Additionally, ~~2015~~Ms. ~~Early~~Fu ~~adoption~~ is ~~permitted.~~the ~~The~~Chief ~~Company~~Executive ~~has~~Officer ~~adopted~~and ~~the~~Chief ~~amendment~~Financial asOfficer of ~~fiscal~~Sumunity. ~~year~~Harbor ~~ended~~is also a principal shareholder of Sumunity. As also described below, effective June 30, ~~2015~~2018, Ms. Fu resigned as a director, Chief Financial Officer and Secretary of the Company.

~~There~~The ~~are~~source ~~several~~of ~~new~~the ~~accounting~~funds ~~pronouncements~~used ~~issued~~ by ~~the~~Harbor ~~Financial~~to ~~Accounting~~purchase ~~Standards~~the ~~Board~~shares ~~(“FASB”)~~was ~~which~~a ~~are~~private ~~not~~loan, ~~yet~~including ~~effective.~~funds ~~Each~~from ofXiaoya ~~these~~Deng, ~~pronouncements~~who, as ~~applicable~~described below, ~~has~~was ~~been~~appointed oras ~~will~~a bedirector ~~adopted~~of by the Company. Asin ofconnection ~~June~~with ~~30,~~the ~~2015,~~transaction ~~none~~described ofabove. ~~these~~The ~~pronouncements~~loan is ~~expected~~repayable toin ~~have~~five ayears ~~material~~and ~~effect~~bears oninterest ~~the~~at ~~financial~~5% ~~position,~~per ~~results of operations or cash flows of the Company~~annum.

~~Note~~The 3:source ~~Going~~of ~~Concern~~the funds used by Mr. Qian to purchase the shares was personal funds. Effective June 30, 2018, Mr. Qian was appointed a director of the Company.

~~The~~In ~~accompanying~~connection ~~financial~~with ~~statements~~the transaction described above and ~~notes~~on ~~have~~the ~~been~~same ~~prepared~~date, ~~assuming~~(i) ~~that~~Mr. Dabasinkas resigned as director of the Company ~~will~~and ~~continue~~from all officer positions with the Company, including Chief Executive Officer and President; (ii) Xiaoya Deng, Meijuan Fu and Yuen Wong Moon were appointed as directors of the Company; (iii) Jeff Bodnar was appointed as Chief Executive Officer and President of the Company; and (iv) Meijuan Fu was appointed as Chief Financial Officer and Secretary of the Company. Effective June 30, 2018, Ms. Fu resigned as a ~~going~~director, ~~concern~~Chief Financial Officer and Secretary of the Company.

~~For~~CERTAIN ~~the~~RELATIONSHIPS ~~period~~AND ~~ended~~RELATED ~~June~~TRANSACTIONS; ~~30,~~AND ~~2015,~~DIRECTOR the Company had a net profit of $6,334. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to generate sufficient revenues to operate profitably or raise additional capital through debt financing and/or through sales of common stock.INDEPENDENCE

FThrough the change-9of-control transaction on March 23, 2018, we received a total of $1,231 in loans from Tadas Dabasinskas, who, at the time the loans were made, was our sole director and officer, and our principal shareholder. The loans were interest free, unsecured, and payable on demand. Proceeds from the loans were used to open the company bank accounts and pay certain expenses. On March 23, 2018, in connection with the change-of-control transaction, the loans from Mr. Dabasinkas were forgiven by him.

~~Apex~~Following ~~Resources~~the ~~IncNotes~~change-of-control totransaction ~~the~~on ~~Financial~~March ~~StatementsJune~~23, 2018, and through June 30, ~~2015~~2018, a principal shareholder loaned us a total of $155,000 for working capital purposes. The working capital loan is payable on demand and carries an interest rate of 0%.

~~Management~~The ~~plans~~ADC toAgreement ~~fund~~was ~~operations~~signed ofby ~~the~~one ~~Company~~of ~~through~~our ~~the~~principal ~~proceeds~~shareholders ~~from an offering pursuant to a Registration Statement~~ on ~~Form~~our ~~S-1~~behalf. orIt ~~private~~is ~~placements~~our ofintention ~~restricted~~and ~~securities or~~ the ~~issuance~~intention of ~~stock~~this inshareholder ~~lieu~~that ofthe ~~cash~~ADC ~~for~~Agreement ~~payment~~is ~~of services until such a time as profitable operations are achieved. There are no written agreements in place~~ for ~~such~~the ~~funding~~benefit ~~or issuance~~ of ~~securities and there can be no assurance that such will be available in~~ the ~~future.~~company ~~Management~~and ~~believes~~not ~~that~~for this ~~plan provides an opportunity for the Company to continue as a going concern~~individual.

~~The~~On ~~failure~~July 23, 2018, Sumunity entered into a securities purchase agreement with the Company and Harbor (the "SPA"). Pursuant to ~~achieve~~the SPA, Sumunity agreed to sell the ~~necessary~~1,200,000 ~~levels~~shares of ~~profitability~~the orCompany, ~~obtain~~representing ~~the~~Sumunity's ~~additional~~100% ~~funding~~equity ~~would~~interest bein ~~detrimental~~the Company to Harbor for a consideration of $100,000. As a result, Harbor holds 3,200,000 shares of the Company, representing 63% of the issued and outstanding shares of the Company.

~~Note~~38 4:Table ~~Concentrations~~of Contents

~~Initial~~Director ~~sales~~Independence are concentrated with one client. Sales are made without collateral and the credit-related losses are insignificant or non-existent. Accordingly, there is no provision made to include an allowance for doubtful accounts.

~~Note~~We 5:currently ~~Legal~~act ~~Matters~~with three directors, consisting of Jeff Bodnar, Xiaoya Deng, and Bo Qian. We have determined that none of our directors is an “independent director” as defined in NASDAQ Marketplace Rule 4200(a)(15).

We do not have a standing audit, compensation or nominating committee, but our board of directors acts in such capacities. We believe that our sole member of our board of directors is capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting. The ~~Company~~board ~~has~~of nodirectors ~~known~~of ~~legal~~our ~~issues~~company ~~pending~~does not believe that it is necessary to have an audit committee because we believe that the functions of an audit committee can be adequately performed by the board of directors. In addition, we believe that retaining an independent director who would qualify as an “audit committee financial expert” would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development.

~~Note~~WHERE 6:YOU ~~Debt~~CAN FIND MORE INFORMATION

InWe ~~June~~filed ~~2015~~with the ~~Director~~SEC ~~and~~a ~~President~~registration statement under the Securities Act for the Common Stock in this Offering. This prospectus does not contain all of the ~~Company~~information ~~made~~in the ~~initial~~registration ~~deposits~~statement toand the ~~Company’s~~exhibits ~~bank~~and ~~accounts~~schedule ~~(checking~~that are filed with the registration statement. For further information with respect to us and ~~savings)~~our inCommon Stock, we refer you to the ~~amount~~registration ~~$105~~statement ~~which~~and isthe ~~being~~exhibits ~~carried~~that aswere afiled ~~loan~~with ~~payable~~the registration statement. ~~The~~Statements ~~loan~~contained in this prospectus about the contents of any contract or any other document that is ~~non-interest~~filed ~~bearing,~~as ~~unsecured~~an exhibit to the registration statement are not necessarily complete, and ~~due~~we ~~upon~~refer ~~demand~~you to the full text of the contract or other document filed as an exhibit to the registration statement.

~~Note~~We 7:will ~~Capital~~file ~~Stock~~annual, quarterly, and current reports and other information with the SEC. Our filings with the SEC are available to the public on the SEC’s website at www.sec.gov. The information we file with the SEC or contained on, or linked to through, our corporate website or any other website that we may maintain is not part of this prospectus or the registration statement of which this prospectus is a part. You may also read and copy, at the SEC’s prescribed rates, any document we file with the SEC, including the registration statement (and its exhibits) of which this prospectus is a part, at the SEC’s Public Reference Room located at 100 F Street, N.E., Washington, D.C. 20549. You can call the SEC at 1-800-SEC-0330 to obtain information on the operation of the Public Reference Room.

~~The~~ITEM ~~Company~~11 ~~has 75,000,000 shares of common stock with a par value of $0~~A.~~001~~ ~~per~~MATERIAL ~~share.~~CHANGES

~~On June 15, 2015 the Company issued 4,000,000 shares of common stock for a purchase price of $0~~None.~~001~~ ~~per share to its sole director. The Company received aggregate gross proceeds of $4,000.~~

AsITEM of12. ~~June~~INCORPORATION ~~30,~~OF ~~2015~~CERTAIN ~~there~~INFORMATION ~~were~~BY ~~no outstanding stock options or warrants.~~REFERENCE

~~Note~~None. ~~8: Fixed Assets~~

InITEM ~~June 30, 2015 the Company purchased land and a small office located at A;ytaus g~~12A. ~~100,~~DISCLOSURE ~~Varena,~~OF ~~Lithuania.~~COMMISSION ~~The~~POSITION ~~purchase~~ON ~~price~~INDEMNIFICATION ofFOR ~~$8,655~~SECURITIES ~~was~~ACT ~~allocated as $4,327.50 for the building and $4,327.50 for the land. The Company will utilize the space as a primary office.~~LIABILITIES

~~F-10~~Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to our directors, officers and controlling persons pursuant to the foregoing provisions, or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by us of expenses incurred or paid by one of our directors, officers or controlling persons in the successful defense of any action, suit or proceeding) is asserted by that director, officer or controlling person in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether that indemnification by us is against public policy as expressed in the Securities Act and will be governed by the final adjudication of that issue.

~~Apex~~39 ~~Resources~~Table ~~IncNotes~~of ~~to the Financial StatementsJune 30, 2015~~Contents

~~Fixed~~PART ~~assets~~II ~~are stated at cost. The Company utilizes straight-line depreciation over the estimated useful life of the asset.~~

~~Land~~INFORMATION –NOT 0REQUIRED ~~years~~ IN PROSPECTUS

~~Buildings~~ITEM –13. 15OTHER ~~years~~ EXPENSES OF ISSUANCE AND DISTRIBUTION.

~~Office~~The ~~Equipment~~following –table 7sets ~~years~~forth estimated expenses we expect to incur in connection with the sale of the shares being registered. All such expenses are estimated except for the SEC and FINRA registration fees.

For the year ended June 30, 2015 the Company did not record any depreciation expense for the building as it was just purchased on June 30, 2015. No depreciation was recorded for office equipment as the Company had not yet purchased any.

SEC registration fee	$	1,212.00
Printing expenses	$	8,000.00
Fees and expenses of counsel for the Company	$	45,000.00
Fees and expenses of accountants for Company	$	9,250.00
Blue Sky fees and expenses	$	5,000.00
Total	$	68,462.00

~~Note~~ITEM 9:14. ~~Income~~INDEMNIFICATION ~~Taxes~~OF DIRECTORS AND OFFICERS.

~~The~~Our ~~Company~~officers ~~uses the asset~~ and ~~liability~~directors ~~method~~are ofindemnified ~~accounting~~as ~~for~~provided ~~income~~by ~~taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for~~ the ~~amount~~Nevada ~~of:~~Revised ~~(i)~~Statutes ~~taxes payable or refundable for the current year and~~ (ii‘NRS”) ~~deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets~~ and ~~liabilities~~our ~~are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled~~bylaws.

~~The~~Under ~~effect on deferred tax assets and liabilities of a change in tax rates is recognized in~~ the ~~results~~NRS, ofdirector ~~operations~~immunity infrom ~~the~~liability ~~period that includes the enactment date. A valuation allowance is provided~~ to ~~reduce~~a ~~the~~company ~~deferred~~or ~~tax~~its ~~assets~~shareholders ~~reported~~for ifmonetary ~~based~~liabilities onapplies ~~the~~automatically ~~weight~~unless ~~of the available positive and negative evidence,~~ it is ~~more~~specifically ~~likely~~limited ~~than~~by ~~not~~a ~~some~~company’s ~~portion~~articles ~~or all~~ of ~~the~~incorporation ~~deferred~~that ~~tax~~is ~~assets will~~ not ~~be realized. ASC Topic 740.10.30 clarifies~~ the ~~accounting~~case ~~for~~with ~~uncertainty~~our inarticles ~~income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement~~ of ~~a tax position taken or expected to be taken in a tax return~~incorporation. ~~ASC~~Excepted ~~Topic~~from ~~740.10.40~~that ~~provides~~immunity guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.are:

(1)	a willful failure to deal fairly with the company or its shareholders in connection with a matter in which the director has a material conflict of interest;

(2)	a violation of criminal law (unless the director had reasonable cause to believe that his or her conduct was lawful or no reasonable cause to believe that his or her conduct was unlawful);

(3)	a transaction from which the director derived an improper personal profit; and

(4)	willful misconduct.

~~The~~Our ~~components~~Articles of ~~income~~Incorporation ~~(loss)~~permits ~~before~~us ~~income~~to ~~taxes~~indemnify ~~were~~our ~~comprised~~officers and directors to the fullest extent authorized or permitted by law in connection with any proceeding arising by reason of the ~~following:~~fact any person is or was our officer or director. Notwithstanding this indemnity, a director shall be liable to the extent provided by law for any liability incurred by him by his own fraud or willful default.

	Year ended June 30, 2015
Tax jurisdictions from:
–U.S.	$	7,631
Income (loss) before income taxes	$	7,631

Our bylaws provide that we will indemnify our directors and officers to the fullest extent not prohibited by Nevada law. Our bylaws provide that we will advance all expenses incurred to any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that he is or was our director or officer, or is or was serving at our request as a director or executive officer of another company, partnership, joint venture, trust or other enterprise, prior to the final disposition of the proceeding, promptly following request. This advance of expenses is to be made upon receipt of an undertaking by or on behalf of such person to repay said amounts should it be ultimately determined that the person was not entitled to be indemnified under our bylaws or otherwise.

~~F-11~~ITEM 15. RECENT SALES OF UNREGISTERED SECURITIES.

~~Apex Resources IncNotes to the Financial StatementsJune 30, 2015~~N/A

~~Provision~~40 ~~for~~Table ~~income taxes (at 17%) consisted~~ of ~~the following:~~Contents

	Year ended June 30, 2015
Current:
		1,297
Income tax expense	$	1,297

Item 16. Exhibits

Apex Resources Inc is registered in the State of Nevada and is subject to United States of America tax law. As of June 30, 2015, the operations in the United States of America incurred $6,334 of cumulative net operating income.

Exhibit No.		Description

3.1		Articles of Incorporation*

3.3		Bylaws*

5.1		Opinion of Hunter Taubman Fischer & Li LLC

10.1		Cooperation Agreement of Apex Data Center Inc. dated April 26, 2018**

10.2		Subscription Agreement

10.3		Termination and Release Agreement by and between Apex Resources Inc. and Chongqing Puxin Blockchain Technology Co., Ltd. dated as of May April 1, 2019***

23.1		Consent of Kirtane & Pandit LLP, Independent Registered Public Accounting Firm (resigned on February 1, 2019)

23.2		Consent of Hunter Taubman Fischer & Li LLC (included in Exhibit 5.1)

~~Note 10: Related Party Transactions~~_____________

The Company's sole officer and director is involved in other business activities and may in the future, become involved in other business opportunities as they become available.

*	Previously filed; incorporated by reference to the identically named exhibit filed with the registration statement on Form S-1 (File No. 333-207109) filed with the Securities and Exchange Commission on September 24, 2015.
**	Previously filed; incorporated by reference to the identically named exhibit filed with the Current Report on Form 8-K filed with the Securities and Exchange Commission on June 22, 2018.
***	Previously filed; incorporated by reference to Exhibit 10.2 filed with the quarterly report on Form 10-Q/A filed with the Securities and Exchange Commission on May 21, 2019.

~~The~~ITEM ~~Company has a related party transaction involving the Company’s director~~17. ~~The nature and details of the transaction are described in Note 6~~UNDERTAKINGS.

~~Note~~The ~~11:~~undersigned ~~Subsequent~~registrant ~~Events~~hereby undertakes to:

~~The~~(1) ~~Company~~File, ~~has~~during ~~evaluated~~any ~~events~~period ~~subsequent~~in ~~through~~which ~~the~~offers ~~date these financial statements have been issued to assess the need for potential recognition~~ or ~~disclosure~~sales inare ~~this~~being ~~report.~~made, ~~Such~~a ~~events~~post-effective ~~were~~amendment ~~evaluated through the date these financial statements were available~~ to ~~be issued. Based upon~~ this ~~evaluation,~~registration itstatement ~~was determined that no subsequent events occurred that require recognition or disclosure in the financial statements.~~to:

~~F-12~~(i) Include any prospectus required by Section 10(a)(3) of the Securities Act of 1933, as amended (the “Securities Act”);

~~[OUTSIDE~~(ii) ~~BACK~~Reflect ~~COVER~~in ~~PAGE]~~the prospectus any facts or events which, individually or together, represent a fundamental change in the information in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of the securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of a prospectus filed with the Commission pursuant to Rule 424(b) under the Securities Act if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement, and

~~PROSPECTUS~~(iii) Include any additional or changed material information on the plan of distribution.

~~APEX~~(2) ~~RESOURCES~~For ~~INC~~determining liability under the Securities Act, treat each post-effective amendment as a new registration statement of the securities offered, and the offering of the securities at that time to be the initial bona fide offering.

~~2,000,000~~41 ~~SHARES~~Table OFof ~~COMMON STOCK~~Contents

We(3) ~~have~~File not authorized any dealer, salesperson or other person to give you written information other than this prospectus or to make representations as to matters not stated in this prospectus. You must not rely on unauthorized information. This prospectus is not an offer to sell these securities or a ~~solicitation~~post-effective ofamendment ~~your offer~~ to ~~buy~~remove ~~the~~from ~~securities~~registration in any ~~jurisdiction where that would not be permitted or legal. Neither the delivery~~ of ~~this prospectus nor any sales made hereunder after~~ the ~~date~~securities ~~of this prospectus shall create an implication~~ that ~~the~~remain ~~information~~unsold ~~contained~~at ~~herein nor~~ the ~~affairs~~end of the ~~Issuer have not changed since the date hereof~~offering.

~~Until~~(4) ~~__________,~~For ~~201__~~determining ~~(90~~liability ~~days~~of ~~after~~the undersigned registrant under the ~~date~~Securities Act to any purchaser in the initial distribution of ~~this~~the ~~prospectus)~~securities, ~~all~~the ~~dealers~~undersigned ~~that~~registrant ~~effect~~undertakes ~~transactions~~that in ~~these~~a ~~shares~~primary offering of ~~common~~securities ~~stock~~of ~~may~~the beundersigned ~~required~~registrant pursuant to ~~deliver~~this aregistration ~~prospectus.~~statement, ~~This~~regardless isof inthe ~~addition~~underwriting method used to sell the ~~dealer’s~~securities ~~obligation~~to the purchaser, if the securities are offered or sold to ~~deliver~~such apurchaser ~~prospectus~~by ~~when~~means ~~acting~~of asany anof ~~underwriter~~the ~~and~~following ~~with~~communications, ~~respect~~the undersigned registrant will be a seller to ~~their~~the ~~unsold~~purchaser ~~allotments~~and will be considered to offer or ~~subscriptions.~~sell such securities to such purchaser:

~~THE~~(i) ~~DATE~~Any OFpreliminary ~~THIS~~prospectus ~~PROSPECTUS~~or ISprospectus ~~___________,~~of ~~201__~~ the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;

41(ii) Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;

~~PART~~(iii) IIThe -portion ~~INFORMATION~~of ~~NOT~~any ~~REQUIRED~~other INfree ~~PROSPECTUS~~writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and

~~OTHER~~(iv) ~~EXPENSES~~Any OFother ~~ISSUANCE~~communication ~~AND~~that ~~DISTRIBUTION~~is an offer in the offering made by the undersigned registrant to the purchaser.

(5) The ~~following~~undersigned ~~table~~registrant ~~sets~~issuer ~~forth~~hereby undertakes to provide to the ~~estimated~~underwriters, ~~expenses~~at inthe ~~connection~~closing ~~with~~specified in the ~~issuance~~underwriting ~~and~~agreement, ~~distribution~~certificates ofin ~~the~~such ~~securities~~denominations ~~being~~and registered ~~hereby.~~in ~~All~~ such ~~expenses~~names ~~will~~as berequired ~~borne~~ by the ~~Company~~underwriters to permit prompt delivery to each purchaser.

	Amount
Item	(US$)
SEC Registration Fee	$	11
Transfer Agent Fees		1,000
Legal Fees		3,000
Accounting Fees		4,500
TOTAL	$	8,511

(6) Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable.

~~INDEMNIFICATION~~In OFthe ~~DIRECTORS~~event ~~AND~~that ~~OFFICERS~~a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.

~~The~~(7) ~~Company’s~~For ~~Bylaws~~determining ~~and~~any ~~Articles~~liability ofunder ~~Incorporation~~the ~~provide~~Securities ~~that we shall~~Act, totreat the ~~full~~information ~~extent~~omitted ~~permitted by the Nevada General Business Corporation Law, as amended~~ from ~~time to time (~~the ~~“Nevada~~form ~~Corporate Law”), indemnify all~~ of ~~our~~prospectus ~~directors~~filed ~~and~~as ~~officers.~~part ~~Section 78.7502~~ of ~~the~~this ~~Nevada~~registration ~~Corporate~~statement ~~Law provides~~ in ~~part~~reliance ~~that~~upon aRule ~~corporation~~430A ~~shall~~and ~~have~~contained ~~the~~in ~~power to indemnify any person who was or is~~ a ~~party~~form orof isprospectus ~~threatened~~filed toby bethe ~~made~~registrant apursuant ~~party~~ to ~~any~~Rule ~~threatened,~~424(b)(1) ~~pending~~ or ~~completed action, suit or proceeding~~ (~~other~~4) ~~than an action by~~ or ~~in the right of the corporation~~497(h) byunder ~~reason of~~ the ~~fact~~Securities ~~that~~Act ~~such~~as ~~person~~part ~~is or was a director, officer, employee or agent~~ of ~~another~~this ~~corporation~~registration orstatement ~~other~~as enterprise, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding if he or she acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the ~~corporation,~~time ~~and~~it ~~with respect to any criminal action or proceeding, had no reasonable cause to believe her conduct~~ was ~~unlawful~~declared effective.

~~Similar~~For ~~indemnity~~determining ~~is authorized for such persons against expenses (including attorneys’ fees) actually and reasonably incurred in defense or settlement of~~ any ~~threatened,~~liability ~~pending~~under ~~or completed action or suit by or in~~ the ~~right~~Securities ~~of the corporation~~Act, iftreat ~~such~~each ~~person~~post-effective ~~acted~~amendment ~~in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the corporation, and provided further~~ that ~~(unless~~contains a ~~court~~form of ~~competent~~prospectus ~~jurisdiction otherwise provides) such person~~ shall ~~not have been adjudged liable to the corporation. Any such indemnification may~~ be ~~made~~deemed only as authorized in each specific case upon a determination by the stockholders or disinterested directors that indemnification is proper because the indemnitee has met the applicable standard of conduct. Under our Bylaws and Articles of Incorporation, the indemnitee is presumed to be ~~entitled to indemnification and we have the burden of proof to overcome that presumption. Where an officer or~~ a ~~director~~new isregistration ~~successful~~statement onrelating ~~the merits or otherwise in the defense of any action referred~~ to ~~above, we must indemnify him against~~ the ~~expenses~~securities ~~which~~offered ~~such officer or director actually or reasonably incurred. Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors~~therein, ~~officers~~ and ~~controlling persons of~~ the ~~registrant~~offering ~~pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion~~ of ~~the Securities and Exchange Commission~~ such ~~indemnification~~securities isat ~~against public policy as expressed in the Act and is, therefore, unenforceable. In the event~~ that atime claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as ~~expressed in~~ the ~~Act~~initial ~~and~~bona ~~will~~fide beoffering ~~governed by the final adjudication of such issue~~thereof.

~~RECENT~~(8) ~~SALES~~Each OFprospectus ~~UNREGISTERED~~filed ~~SECURITIES~~pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

~~Within~~42 ~~the~~Table ~~past~~of ~~two years we have issued and sold the following securities without registration:~~Contents

OnSIGNATURES June 15, 2015, we issued 4,000,000 shares of common stock to Tadas Dabasinskas, our President, Secretary, Treasurer and sole Director, in exchange for $4,000. The foregoing offering was made to a non-U.S. person, with no directed selling efforts in the U.S., where offering restrictions were implemented in a transaction pursuant to the exclusion from registration provided by Rule 903(b)(3) of Regulation S, promulgated pursuant to the Securities Act of 1933, as amended.

42Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-1 and authorized this Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the State of California, United States, on June 28, 2019.

~~EXHIBITS~~Apex ~~AND~~Resources ~~FINANCIAL~~Inc. ~~STATEMENT~~By: ~~SCHEDULES~~/s/ Jeff Bodnar Jeff Bodn a r (Principal Executive Officer)

~~The~~POWER ~~following~~OF ~~exhibits~~ATTORNEY ~~are filed as part of this registration statement:~~

Exhibit		Description
3.1		Articles of Incorporation of Registrant
3.2		Bylaws of the Registrant
5.1		Opinion of Adam S. Tracy, J.D., M.B.A., regarding the legality of the securities being registered
10.1		Material Agreements with Suppliers
23.1		Consent of Adam S. Tracy, J.D., M.B.A., (included in Exhibit 5.1)
23.2		Consent of KCC & Associates

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints CEO its true and lawful attorney-in-fact, with full power of substitution and resubstitution for its and in its name, place and stead, in any and all capacities to sign any and all amendments including post-effective amendments to this registration statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact or her substitute, each acting alone, may lawfully do or cause to be done by virtue thereof.

43In accordance with the requirements of the Securities Act of 1933, this Registration Statement was signed by the following persons in the capacities and on the dates stated.

UNDERTAKINGS

Signature	Title	Date

/s/ Jeff Bodnar	President, Chief Executive Officer	June 28, 2019
Jeff Bodnar	(principal executive officer), and Director

/s/ Linda Bao	Secretary, Treasurer, and Chief Financial Officer	June 28, 2019
Linda Bao	(principal financial officer and principal accounting officer)

/s/ Xiaoya Deng	Chairperson of the Board (director)	June 28, 2019
Xiaoya Deng

/s/ Bo Qian	Director	June 28, 2019
Bo Qian

~~The undersigned Registrant hereby undertakes:~~43

~~(a)(1)~~APEX ToRESOURCES ~~file, during any period in which offers or sales of securities are being made, a post-effective amendment to this registration statement to:~~INC.

~~(i)~~CONSOLIDATED ~~Include~~FINANCIAL any prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) (ss.230.424(b) of this chapter) if, in the aggregate, the changes in volume and price represent no more than 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement. (iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;STATEMENTS

~~(2)~~TABLE ~~That,~~OF for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.CONTENTS

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm			F-2
Audited Consolidated Balance Sheets At June 30, 2018 And 2017			F-3
Audited Consolidated Statements Of Income And Comprehensive Income For The Years Ended June 30, 2018 And 2017			F-4
Audited Consolidated Statements Of Changes In Equity For The Years Ended June 30, 2018 And 2017			F-5
Audited Consolidated Statements of Cash Flows for the Years Ended June 30, 2018 and 2017			F-6
Notes to Consolidated Financial Statements			F-7

Condensed Balance Sheets (Unaudited) As Of September 30, 2018 And June 30, 2018			F-14
Condensed Statements Of Operations (Unaudited) For The Three-Month Periods Ended September 30, 2018 And 2017			F-15
Condensed Statements Of Cash Flows (Unaudited) For The Three-Month Periods Ended September 30, 2018 And 2017			F-16
Notes To Consolidated Financial Statements (Unaudited)			F-17

Condensed Balance Sheets (Unaudited) As Of December 31, 2018 And June 30, 2018			F-23
Condensed Statements Of Operations (Unaudited) For The Six-Month Periods Ended December 31, 2018 And 2017			F-24
Condensed Statements Of Cash Flows (Unaudited) For The Six-Month Periods Ended December 31, 2018 And 2017			F-25
Notes To Consolidated Financial Statements (Unaudited)			F-26

Condensed Balance Sheets (Unaudited) As Of March 31, 2019 And June 30, 2018			F-32
Condensed Statements Of Operations (Unaudited) For The Nine-Month Periods Ended March 31, 2019 And 2017			F-33
Condensed Statements Of Cash Flows (Unaudited) For The Nine-Month Periods Ended March 31, 2019 And 2017			F-35
Notes To Consolidated Financial Statements (Unaudited)			F-36

~~(4)~~F-1 ~~That,~~Table ~~for the purpose~~ of ~~determining liability under the Securities Act of 1933 to any purchaser:~~Contents

~~(i)~~KIRTANE If& ~~the~~PANDIT ~~registrant~~LLP isCHARTERED subject to Rule 430C, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.ACCOUNTANTS

44H-16, Saraswat Colony, Sitladevi Temple Road, Mahim (W), Mumbai 400016

~~(5) That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities~~T: ~~The~~91-22-24444119 undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaserEmail:kpcamumbai@kirtanepandit.com

~~(i)~~To ~~Any preliminary prospectus or prospectus of~~ the ~~undersigned~~Board ~~registrant relating to the offering required to be filed pursuant to Rule 424; (ii) Any free writing prospectus relating to the offering prepared by or on behalf~~ of ~~the~~Directors undersigned registrant or used or referred to by the undersigned registrant; (iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or our securities provided by or on behalf of the undersigned registrant; and ~~(iv)~~Stockholders’ ~~Any~~Apex ~~other~~Resources ~~communication that is an offer in the offering made by the undersigned registrant to the purchaser~~Inc.

~~Insofar~~19100 asS. ~~indemnification~~Susana for liabilities arising under the Securities Act of 1933 (the “Act”) may be permitted to our directors, officers and controlling persons pursuant to the provisions above, or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act, and is, therefore, unenforceableRd.

~~In the event that a claim for indemnification against such liabilities~~Compton, ~~other~~CA than the payment by us of expenses incurred or paid by one of our directors, officers, or controlling persons in the successful defense of any action, suit or proceeding, is asserted by one of our directors, officers, or controlling persons in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification is against public policy as expressed in the Securities Act, and we will be governed by the final adjudication of such issue.90221

45Report of Independent Registered Public Accounting Firm

~~SIGNATURES~~Opinion on the Consolidated Financial Statements

InWe ~~accordance~~have ~~with~~audited the ~~requirements~~accompanying balance sheet of Apex Resources Inc. (the ~~Securities~~“Company”) ~~Act~~as of ~~1933~~June 30, 2018, and June 30, 2017, the ~~Registrant~~related ~~certifies~~statements ~~that~~of itoperations, ~~has~~changes ~~reasonable~~in ~~grounds~~shareholders’ toequity, ~~believe~~and ~~that~~cash itflows ~~meets~~for ~~all~~each of the ~~requirements~~two ~~for~~years ~~filing~~in onthe ~~Form~~period ~~S-1~~ended June 30, 2018, and ~~has~~the ~~authorized~~related ~~this~~notes ~~registration~~( ~~statement~~collectively referred to beas ~~signed~~the on“consolidated ~~its~~financial ~~behalf~~statements”). byIn our opinion, the ~~undersigned~~consolidated financial statements present fairly, in ~~Varėna~~all material respects, ~~Lithuania~~the financials position of the Company as of June 30, on2018 and 2017, and the ~~24th~~results ~~day~~of its operations and its cash flows for each of ~~September~~the two years in the period ended June 30, ~~2015~~2018, in conformity with accounting principles generally accepted in the United States of America.

~~APEX~~Basis ~~RESOURCES~~of INC (Registrant) By: /s/ Tadas Dabasinskas Name: Tadas Dabasinskas Title: President, Secretary and Treasurer (principal executive officer, principal financial officer, and principal accounting officer)Opinion

46The consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We have served as the Company’s auditor since December 2016.

~~POWER~~We OFare ~~ATTORNEY~~public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~KNOW~~We ~~ALL~~conducted ~~PERSONS~~our BYaudits ~~THESE~~in ~~PRESENTS,~~accordance ~~that~~with ~~each~~the ~~person~~standards ~~whose~~of ~~signature~~the ~~appears~~PCAOB. ~~below~~Those ~~constitutes~~standards ~~and~~require ~~appoints~~that ~~Tadas~~we ~~Dabasinskas,~~plan ~~as his true~~ and ~~lawful~~perform ~~attorney-in-fact~~the ~~and~~audit ~~agent~~to ~~with~~obtain ~~full~~reasonable ~~power~~assurance ofabout ~~substitution~~whether ~~and~~the ~~resubstitution,~~consolidated ~~for~~financial ~~him~~statements ~~and~~are infree ~~his~~of ~~name,~~material ~~place and stead~~misstatement, inwhether ~~any~~due ~~and all capacities,~~ to ~~sign~~error ~~any~~ or ~~all~~fraud. ~~amendments~~Our ~~(including~~audits ~~post-effective~~included ~~amendments)~~performing procedures to ~~this~~assess ~~Registration~~the ~~Statement~~risks onof ~~Form~~material ~~S-1~~misstatement of ~~APEX~~the ~~RESOURCES~~consolidated ~~INC~~financial statements, ~~and~~whether due to ~~file~~error ~~the~~of ~~same~~fraud, ~~with~~and ~~all~~performing ~~exhibits~~procedures ~~thereto,~~that ~~and~~respond ~~other~~to ~~documents~~those inrisks. ~~connection~~Such ~~therewith,~~procedures ~~with~~included ~~the~~examining, ~~Securities~~on ~~and~~a ~~Exchange~~test ~~Commission~~basis, ~~grant~~evidence ~~unto~~regarding ~~said~~the ~~attorney-in-fact~~amounts and ~~agent,~~disclosers ~~full~~in ~~power~~the ~~and~~consolidated ~~authority~~financial tostatements. doOur ~~and~~audits ~~perform~~also ~~each~~included ~~and~~evaluating ~~every~~the ~~act~~accounting ~~and~~principles ~~thing~~used ~~requisite~~ and ~~necessary~~significant toestimates bemade ~~done~~by ~~in and about the foregoing~~management, as ~~fully~~well ~~to all intents and purposes~~ as heevaluating ~~might~~the oroverall ~~could~~presentation doof inthe ~~person,~~consolidated ~~hereby~~financial ~~ratifying~~statements. ~~and~~We ~~confirming~~believe ~~all~~ that ~~said~~our ~~attorney-in-fact~~audit ~~and~~provide ~~agent,~~a orreasonable ~~his~~basis ~~substitutes,~~for ~~may~~our ~~lawfully do or cause to be done by virtue hereof~~opinion.

InCritical ~~accordance~~Audit ~~with the requirements of the Securities Act of 1933, this registration statement was signed by the following persons in the capacities and on the dates stated.~~Matters

Signature	Title	Date
/s/ Tadas Dabasinskas	President, Secretary, Treasurer and Director	September 24, 2015
	(principal executive officer, principal
	financial officer, and principal accounting officer)

The accompanying consolidated financial statements have been prepared assuming that the company will continue as a going concern. As discussed in Note 3 to the consolidated financial statements, the company has incurred a net loss of $122,725 since inception and has a negative net worth of $75,565 as of June 30, 2018. This raises substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the consolidated financial statements are issued.

47The ability to continue as a going concern is dependent upon the Company’s ability to successfully execute its business plan and generate profitable operations in the future, and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operation when they become due. Management intends to finance operating costs over the next 12 months with loans from related parties or the issuance of equity and debt securities. Management has also given its plan in regard to these matters which are described in Note 3 to the consolidated financial statements. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Our opinion is not modified with respect to the matter.

~~EXHIBIT~~For ~~INDEX~~Kirtane & Pandit LLP

Exhibit		Description
3.1		Articles of Incorporation of Registrant
3.2		Bylaws of the Registrant
5.1		Opinion of Adam S. Tracy, J.D., M.B.A., regarding the legality of the securities being registered
10.1		Material Agreements with Suppliers
23.1		Consent of Adam S. Tracy, J.D., M.B.A., (included in Exhibit 5.1)
23.2		Consent of KCC & Associates

Chartered Accountants

48FRN: 105215W/W100057

PCAOB FIRM ID NO 5686

Milind Bhave

Partner

Membership No. 047973

Place: Mumbai, India

Date: June 28, 2019

F-2

Table of Contents

APEX RESOURCES INC
CONSOLIDATED BALANCE SHEETS (Audited)

	June 30, 2018			June 30, 2017

ASSETS

CURRENT ASSETS
Cash and cash equivalent	$	71,499		$	2,756
Prepaid expense		1,146			-
TOTAL CURRENT ASSETS		72,644			2,756

FIXED ASSETS
Building		4,328			4,328
Accumulated Depreciation - Building		(865	)		(577	)
Land		4,328			4,328

TOTAL FIXED ASSETS		7,791			8,078

TOTAL ASSETS	$	80,435		$	10,834

LIABILITIES AND STOCKHOLDERS’ EQUITY

LIABILITIES
Current Liabilities:
Accounts Payable	$	1,000		$	10,000
Accrued Expenses		-			1,500
Loan Payable - Due to Shareholder		155,000			1,231
Income Tax Payable		-			1,297

TOTAL LIABILITIES	$	156,000		$	14,028

STOCKHOLDERS’ EQUITY
Common stock: authorized 75,000,000; $0.001 par value; 5,080,000 shares issued and outstanding at June 30, 2018 and June 30, 2017	$	5,080		$	5,080
Additional Paid In Capital		45,851			42,120
Profit (loss) accumulated during the development stage		(122,725	)		(50,394	)

Total Stockholders’ Equity Attributable to Apex Resources Inc.	$	(71,794	)	$	(3,194	)
Noncontrolling Interests		(3,771	)		-
Total Equity		(75,565	)		(3,194	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	80,435		$	10,834

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

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Table of Contents

APEX RESOURCES INC
CONSOLIDATED STATEMENTS OF OPERATIONS
(Audited)

	Year			Year
	Ended			Ended
	June 30, 2018			June 30, 2017
REVENUES
Sales:
Merchandise Sales	$	94,264		$	125,386
Total Income	$	94,264			125,386

Cost of Goods Sold:
Purchases - Resale Items	$	83,679		$	113,880
Total Cost of Goods Sold	$	83,679			113,880

Gross Profit	$	10,584			11,507

Operating Expenses:
General and administrative	$	83,403		$	21,221
Depreciation		289			289
Advertising & Promotion		4,293			43,100

Total Expenses		87,985			64,609

Loss Before Income Tax	$	(77,400	)	$	(53,102	)

Provision (Benefit) for Income Tax		(1,298	)		-

Net Loss Including Noncontrolling Interests for Period		(76,102	)		(53,102	)
Less: Net Loss Attributable to Noncontrolling Interests		3,771
Net Loss Attributable to Apex Resources Inc.		(72,331	)		(53,102	)
Net gain (loss) per share:
Basic and diluted	$	(0.01	)	$	(0.01	)

Weighted average number of shares outstanding:
Basic and diluted		5,080,000			5,080,000

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

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Table of Contents

APEX RESOURCES INC
Consolidated STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
From Inception March 31, 2015 to June 30, 2018
(Audited)

	Common Stock				Additional		Accumulated			Total
	Number of		Par		Paid in		Gain			Shareholders’			Noncontrolling
	Shares		Value		Capital		(Deficit)			Equity			Interests

Balance, March 31, 2015 (Inception)

Common Shares issued:
for cash on June 15, 2015		4,000,000		4,000							4,000

Net gain (loss)								6,334			6,334			-
Balance, June 30, 2015		4,000,000		4,000		-		6,334			10,334			-

Net gain (loss)								(3,625	)		(3,625	)		-
Balance, June 30, 2016		4,000,000		4,000		-		2,708			6,708			-

Common Shares issued:
for cash in November 2016		1,080,000		1,080		42,120					43,200			-

Net gain (loss)								(53,102	)		(53,102	)		-
Balance, June 30, 2017		5,080,000		5,080		42,120		(50,394	)		(3,194	)		-

Shareholder contribution (change in control)						3,731					3,731			-
Net gain (loss)								(72,331	)		(72,331	)		(3,771	)
Balance, June 30, 2018		5,080,000		5,080		45,851		(122,725	)		(71,794	)		(3,771	)

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

F-5

Table of Contents

APEX RESOURCES INC
Consolidated Statements of Cash Flows
(Audited)

	Year ended			Year ended
	June 30, 2018			June 30, 2017
Operating Activities
Net Income (Loss) including noncontrolling interests		(76,102	)		(53,102	)
Adjustment to reconcile net loss to net cash used in operating activities
Depreciation		289			289
Changes in operating assets and liabilities
Prepaid purchase		(1,146	)		-
Accounts payable		(9,000	)		10,000
Accrued expenses		(1,500	)		1,500
Income tax payable		(1,298	)		-
Net cash used in operating activities		(88,757	)		(41,314	)

Investing Activities
Net cash provided by (used in) investing activities		-			-

Financing Activities
Proceeds from issuance of common stock		-			43,200
Proceeds from loan from Director		2,500			800
Loan from director		155,000
Net cash provided by financing activities		157,500			44,000

Net increase (decrease) in cash and cash equivalents	$	68,743		$	2,686

Cash and equivalents at beginning of the period		2,756			70

Cash and equivalents at end of the period	$	71,499		$	2,756

Supplemental cash flow information:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

Significant non-cash transactions:
Discharged loan from Director converted to additional paid-in capital	$	3,731		$	-

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

F-6

Table of Contents

Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

Note 1: Organization and Basis of Presentation

Apex Resources Inc (the “Company”) is a for profit corporation established under the Corporation Laws of the State of Nevada on March 31, 2015.

Sales of Steam Room Products

Prior to April 7, 2018, the Company was engaged in the business of selling high quality stream room products at competitive prices. The Company conducted the steam room sales operation from its principal office in Lithuania. The Company’s purchases and sales prices were both quoted in the U.S. Dollars and, therefore, used the U.S. Dollar as its functional currency to account for the financial position and results of operations of the steam room products sales activities.

On March 23, 2018, a change in control of the Company occurred, pursuant to which three parties acquired an aggregate 4,000,000 shares of the Company’s common stock (or approximately 78.74% of the total issued and outstanding shares of the Company as of the date of acquisition) from Tadas Dabasinkas, pursuant to that certain Securities Purchase Agreement (the “SPA”). Mr. Dabasinkas received an aggregate $443,079 for the 4,000,000 shares; the Company received no proceeds from this transaction. Pursuant to the SPA and other related agreements, Mr. Dabasinkas resigned from all management and Board positions; and all of the Company’s outstanding loan balance owed to Mr. Dabasinkas, in the amount of $3,731, was fully forgiven by Mr. Dabasinkas. As a result, the Company recorded additional paid-in capital as of March 23, 2018 for the $3,731 debt discharged by Mr. Dabasinkas. See Note 6: “Debt Discharge” and Note 8: “Change in Control”, for additional details.

After the end of the period, the Company completed the last sale of steam room products by making delivery on April 6, 2018 of inventory ordered by a customer in February 2018. The steam room sales activities were discontinued after April 6, 2018.

Data Center Hosting Services

The Company entered into an agreement dated April 26, 2018 (the “ADC Agreement”), with Chongqing Puxin Blockchain Technology Co., Ltd. (“Puxin”), a cryptocurrency mining company in China, pursuant to which the Company will contribute $2.0 million to a new company, Apex Data Center Inc. (“ADC”) incorporated by Puxin, in exchange for an 80% equity in ADC. Puxin will retain 20% of the equity of ADC. ADC will build a “mining pool”, or a facility with rig machines that mine cryptocurrencies, for a hosting or management fee with the capability of accommodating up to 100,000 dedicated servers in a facility to be built in Washington State. While the Company does not currently own any rig machine, it is expected to receive and host 2,000 to 3,000 rig machines owned by Puxin in China into ADC’s facilities in the first phase. The Company will either host additional machines for other third parties or raise the capital to acquire additional machines. The target is to host a total of 10,000 rig machines in the facility in the next 12 months.

Under the ADC agreement, the Company has agreed to invest a total of $2 million for the construction and operation of the new ADC data center. Puxin will offer its expertise and assist the Company to design, budget, construct, and manage the day-to-day operations of the new ADC data center. Upon execution of the ADC Agreement, the Company is required to provide the first $280,000 of its total $2 million investment to ADC as working capital for development of the new ADC data center. To date, the Company has provided $20,000 of the required working capital.

If the Company fails to make its total capital contribution of $2 million, Puxin may increase its capital contribution for any unfulfilled amount, diluting the Company’s ownership interest in ADC proportionately. Alternatively, the parties may agree to admit a third party as a new investor, with the resulting dilution in ownership of ADC being borne completely by the Company.

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Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

The Company’s consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and are expressed in the U.S. dollars. The Company’s fiscal year-end is June 30.

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-10, “Development Stage Entities”. The amendments in this update remove the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification (“ASC”), thereby removing the financial reporting distinction between development stage entities and other reporting entities from the U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the consolidated financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments in this update are applied retrospectively. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements for the Company.

The accompanying consolidated financial statements include the consolidated accounts of Apex Resources Inc. and its 80%-owned subsidiary Apex Data Center Inc., which was incorporated on April 24, 2018. Significant intercompany transactions and balances have been eliminated. The consolidated financial statements and related disclosures as of June 30, 2018 are audited pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Unless the context otherwise requires, all references to “Apex”, “Apex Resources”, “we”, “us”, “our” or the “company” are to Apex Resources, Inc. and its subsidiary.

Note 2: Significant Accounting Policies and Recent Accounting Pronouncements

Use of Estimates and Assumptions

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

Cash and Cash Equivalents

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

Fair Value of Financial Instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2018.

The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accrued liabilities and notes payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.

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Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

Development Stage Entity

The Company decided to early adopt ASU 2014-10 which eliminates the definition of a development stage entity, eliminates the development stage presentation and disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810.

Basic and Diluted Loss Per Share

The Company computes earnings (loss) per share in accordance with ASC 260-10-45 “Earnings per Share”, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal.

Revenue Recognition

The company follows the guidelines of ASC 605-15 for revenue recognition. Revenue is recognized when all the following conditions have been met:

	a.	the customer has prepaid for the product;
	b.	the product has been shipped from either Apex Resources or one of our suppliers; and
	c.	the product has been delivered and signed for by the customer as evidenced by the shipping company.

The company is the primary obligor in the sales transaction. We are able to select suppliers based upon the customer’s needs, we do not have a key supplier, we have sales agreements with multiple suppliers and we are able to set the price of the product to the customer. Customers are allowed to return the products within 30 days for exchange or refund if defects in manufacturing are identified. The company does not believe the 30 day exchange or refund will have a material impact on our revenue recognition as any product which has a defect in manufacturing will be returned to the supplier for replacement or refund for the customer based upon pursuant law and the Uniform Commercial Code.

Based on the above, the Company determined that the revenue recognition for the sales is in accordance with the FASB ASC 605-15-25-1.

Income Taxes

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s consolidated financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

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Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s consolidated financial statements and prescribes a recognition threshold and measurement attribute for the consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Income taxes are calculated and accrued for U.S. taxes only. The company did not accrue any Lithuanian taxes under Lithuanian corporate rules, as we believe our business activities prior to the April 7, 2018 discontinuance of steam room products sales generated no taxable income under the local tax rules.

Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) periodically issues new accounting standards in a continuing effort to improve standards of financial accounting and reporting. The Company has reviewed the recently issued pronouncements. During this review the Company decided to early adopt ASU 2014-10 which eliminates the definition of a development stage entity, eliminates the development stage presentation and disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810.

On June 10, 2014, The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, consolidation, which removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required for the public business entities. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. The Company has adopted the amendment as of fiscal year ended June 30, 2015.

There are several new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) which are not yet effective. Each of these pronouncements, as applicable, has been or will be adopted by the Company. As of June 30, 2018, none of these pronouncements is expected to have a material effect on the financial position, results of operations or cash flows of the Company.

Note 3: Going Concern

The accompanying consolidated financial statements and notes have been prepared assuming that the Company will continue as a going concern for one year after the date the consolidated financial statements were issued.

For the period from inception (March 31, 2015) to June 30, 2018, the Company had an accumulated net loss of $122,725. The Company also had a negative net worth of $75,565 as of June 30, 2018. This raises substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the consolidated financial statements are issued.

The ability to continue as a going concern is dependent upon the Company’s ability to successfully execute its business plan and generate profitable operations in the future, and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operation when they become due. Management intends to finance operating costs over the next 12 months with loans from related parties or the issuance of equity and debt securities.

The failure to achieve the necessary levels of profitability or obtain the additional funding would be detrimental to the Company.

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Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

Note 4: Concentrations

Our steam room product sales were concentrated with only one customer. Sales were made without collateral and the credit-related losses were insignificant or non-existent. Accordingly, there was no provision made to include an allowance for doubtful accounts.

Note 5: Legal Matters

The Company has no known legal issues pending.

Note 6: Debt

In June 2015, the Company’s former Director and President Tadas Dabasinkas made the initial deposits to the Company’s bank accounts (checking and savings) in the amount $105 which was carried as a loan payable. On January 31, 2016, Mr. Dabasinkas loaned the company an additional $326. During the year ended June 30, 2017, Mr. Dabasinkas paid an invoice for $800 on behalf of the Company. The balance of the loans at June 30, 2017, was $1,231. The loan is non-interest bearing, unsecured and due upon demand.

As of March 23, 2018, the outstanding principal balance of such loans from and advances by Mr. Dabasinkas was in the amount of $3,731. As a result of the change in control on March 23, 2018, and as more fully described in Note 11, “Change in Control”, the entire unpaid principal balance of these loans was discharged by Mr. Dabasinkas. The balance of the loans payable to Mr. Dabasinkas as of June 30, 2018, was $0.

Between March 23, 2018 (the date of the Change in Control as explained in Note 11), and June 30, 2018, a principal shareholder Harbor Torrance Family Trust loaned a total $155,000 to the Company as working capital. The Company has not made any repayment to the $155,000 loan as of June 30, 2018. The loan is payable on demand and carries an interest rate of 0%.

Note 7: Capital Stock

The Company has 75,000,000 shares of common stock with a par value of $0.001 per share.

On June 15, 2015, the Company issued 4,000,000 shares of common stock for a purchase price of $0.001 per share to its sole director. The Company received aggregate gross proceeds of $4,000. As of June 30, 2018, there were no outstanding stock options or warrants.

In November 2016, the Company sold and issued 1,080,000 shares at $0.04 per share pursuant to its recent offering on a Registration Statement on Form S-1. The shares were issued to 31 independent shareholders for proceeds of $43,200.

Note 8: Fixed Assets

On June 30, 2015, the Company purchased land and a small office located at Aytaus g. 100, Varena, Lithuania. The purchase price of $8,655 was allocated as $4,327.50 for the building and $4,327.50 for the land. Prior to March 23, 2018, the Company utilized the space as its primary office.

Fixed assets are stated at cost. The Company utilizes straight-line depreciation over the estimated useful life of the asset.

Land – 0 years

Buildings – 15 years

Office Equipment – 7 years

For the year ended June 30, 2018, the Company recorded depreciation expense of $289 for the building.

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Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

Note 9: Income Taxes

The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s consolidated financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

Apex Resources Inc. was registered in the State of Nevada and has been subject to the tax law of the United States of America and a federal corporate statutory tax rate of 21% starting January 1, 2018.

As of June 30, 2018, the Company had net operating loss carry forwards of approximately $122,725 that may be available to reduce future years’ taxable income through 2035 and 2038. Future tax benefits which may arise as a result of these losses have not been recognized in these consolidated financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.

Provision (benefit) of income taxes for the years ended June 30, 2018 and 2017, were $1,298 and $0, respectively. The income tax benefit for the year ended June 30, 2018, results from a March 31, 2018 reversal of previously accrued income tax payable in the amount of $1,298.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s consolidated financial statements and prescribes a recognition threshold and measurement attribute for the consolidated financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Realization of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carryforwards are expected to be available to reduce taxable income. As the achievement of required future taxable income is uncertain, the Company recorded a 100% valuation allowance.

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Apex Resources Inc

Notes to the Audited Consolidated Financial Statements

June 30, 2018

	Year Ended June 30, 2018			Year Ended June 30, 2017

Deferred tax assets:
Net operating tax carryforward	$	122,725		$	50,394
Tax rate		21	%		34	%
Gross deferred tax assets		25,772			17,134
Valuation allowance		(25,772	)		(17,134	)

Net deferred tax assets	$	-		$	-

Note 10: Related Party Transactions

The Company has related party loan transactions involving the Company’s former director and a principal shareholder. The nature and details of these transactions are described in Note 6: Debt.

Note 11: Change in Control

On March 23, 2018, three parties acquired an aggregate 4,000,000 shares of the Company’s common stock (or 78.74% of the total issued and outstanding shares of the Company as of the date of acquisition) from Tadas Dabasinkas pursuant to the SPA. Mr. Dabasinkas received an aggregate $443,079 for the 4,000,000 shares; the Company received no proceeds from this transaction. Pursuant to the SPA and other related agreements, Mr. Dabasinkas resigned from all management and Board positions, and all of the Company’s outstanding loan balance owed to Mr. Dabasinkas, in the amount of $3,731, was fully forgiven by Mr. Dabasinkas.

Note 12: Subsequent Events

The Company has evaluated events subsequent through the date these consolidated financial statements have been issued, January 11, 2019, to assess the need for potential recognition or disclosure in this prospectus. Such events were evaluated through the date these consolidated financial statements were available to be issued. Based upon this evaluation, it was determined that no subsequent events occurred that require recognition or disclosure in the consolidated financial statements.

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APEX RESOURCES INC

Condensed Consolidated Balance Sheets

(Stated in U.S. Dollars)

	September 30, 2018			June 30, 2018
ASSETS	(Unaudited)
Current Assets
Cash and cash equivalents	$	14,964		$	71,499
Prepaid expense		1,145			1,145
Total Current Assets		16,109			72,644

Fixed Assets
Building		-			4,328
Accumulated Depreciation - Building		-			(865	)
Land		-			4,328
Total Fixed Assets		-			7,791

Total Assets	$	16,109		$	80,435

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts Payable		10,125			1,000
Loan from Shareholders		252,648			155,000
Total Current Liabilities		262,773			156,000

Total Liabilities	$	262,773		$	156,000

Stockholders’ Deficit
Common stock, $0.001 par value, 75,000,000 shares authorized; 5,080,000 shares issued and outstanding		5,080			5,080
Additional paid-in-capital		45,851			45,851
Deficit accumulated during the development stage		(293,824	)		(122,725	)
Total Stockholders’ Deficit - Apex Resources		(242,893	)		(71,794	)
Noncontrolling interests		(3,771	)		(3,771	)
Total Stockholders’ Deficit		(246,664	)		(75,565	)

TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT	$	16,109		$	80,435

The accompanying notes are an integral part of these condensed consolidated financial statements

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APEX RESOURCES INC

Condensed Consolidated Statements of Operations

(Unaudited)

(Stated in U.S. Dollars)

	For the Three Months Ended			For the Three Months Ended
	September 30, 2018			September 30, 2017

Revenue	$	-		$	30,108
Cost of Goods Sold		-			29,854
Gross Profit		-			254

Operating Expenses
General and administrative expenses		171,050			1,521
Depreciation		-			72
Total Operating Expenses		171,050			1,593
Net Loss from Operations		(171,050	)		(1,339	)

Other Income (Expense)
Interest expenses		(49	)		-
Loss Before Income Taxes		(171,099	)		(1,339	)

Provision for (Benefit of) Income Taxes
Income tax expense (benefit) - Current		-			-

Net Loss including noncontrolling interests		171,099			(1,339	)

Less: Net loss attributable to noncontrolling interests		-			-

Net Loss attributable to Apex Resources Inc.	$	(171,099	)	$	(1,339	)

Loss per Common Share:
Basic and Diluted	$	(0.03	)	$	(0.00	)

Weighted average number of common shares outstanding:
Basic and Diluted		5,080,000			5,080,000

The accompanying notes are an integral part of these condensed consolidated financial statements

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APEX RESOURCES INC

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(Stated in U.S. Dollars)

	For the Three Months Ended			For the Three Months Ended
	September 30, 2018			September 30, 2017
Operating Activities
Net Loss including noncontrolling interests		(171,099	)		(1,339	)
Add: Loss on asset held for sale		7,791
Changes in operating assets and liabilities
Depreciation		-			72
Accounts payable		9,125			(1,000	)
Net cash used in operating activities		(154,183	)		(2,267	)

Financing Activities
Loan from shareholder		97,648			1,500
Net cash provided by financing activities		97,648			1,500

Net decrease in cash and cash equivalents	$	(56,535	)	$	(767	)

Cash and equivalents at beginning of the period		71,499			2,756

Cash and equivalents at end of the period	$	14,964		$	1,989

Supplemental cash flow information:
Cash paid for:
Interest	$	49		$	-
Taxes	$	-		$	-

The accompanying notes are an integral part of these condensed consolidated financial statements

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Apex Resources, Inc.

Notes to the Condensed Financial Statements

September 30, 2018

Note 1: Organization and Basis of Presentation

Apex Resources, Inc. (the “Company”) is a for profit corporation established under the Corporation Laws of the State of Nevada on March 31, 2015.

Sales of Steam Room Products

Prior to April 7, 2018, the Company was engaged in the business of selling high quality steam room products at competitive prices. The Company conducted the steam room sales operation from its principal office in Lithuania. The Company’s purchases and sales prices were both quoted in the U.S. Dollars and, therefore, used the U.S. Dollar as its functional currency to account for the financial position and results of operations of the steam room products sales activities.

On March 23, 2018, a change in control of the Company occurred, pursuant to which three parties acquired an aggregate 4,000,000 shares of the Company’s common stock (or approximately 78.74% of the total issued and outstanding shares of the Company as of the date of acquisition) from Tadas Dabasinkas, pursuant to that certain Securities Purchase Agreement (the “SPA”). Mr. Dabasinkas received an aggregate $443,079 for the 4,000,000 shares; the Company received no proceeds from this transaction. Pursuant to the SPA and other related agreements, Mr. Dabasinkas resigned from all management and Board positions; and all of the Company’s outstanding loan balance owed to Mr. Dabasinkas, in the amount of $3,731, was fully forgiven by Mr. Dabasinkas. As a result, the Company recorded additional paid-in capital as of March 23, 2018 for the $3,731 debt discharged by Mr. Dabasinkas. See Note 6: “Debt Discharge” and Note 11: “Change in Control”, for additional details.

After the end of the period ending September 30, 2018, the Company completed the last sale of steam room products by making delivery on April 6, 2018 of inventory ordered by a customer in February 2018. The steam room sales activities were discontinued after April 6, 2018.

Data Center Hosting Services

The Company entered into an agreement dated April 26, 2018 (the “ADC Agreement”) with Chongqing Puxin Blockchain Technology Co., Ltd. (“Puxin”), a cryptocurrency mining company in China, pursuant to which the Company is obligated to contribute $2.0 million to a new company, Apex Data Center Inc. (“ADC”) incorporated by Puxin, in exchange for an 80% equity in ADC. Puxin retains 20% of the equity of ADC. ADC will build a “mining pool”, or a facility with rig machines that mine cryptocurrencies, for a hosting or management fee with the capability of accommodating up to 100,000 dedicated servers in facilities to be built in one or more locations that are currently being evaluated by the Company. While the Company does not currently own any rig machine, it is expected to receive and host 2,000 to 3,000 rig machines owned by Puxin in China into ADC’s facilities in the first phase. We will either host additional machines for other third parties or raise the capital to acquire additional machines. The target is to host a total of 10,000 rig machines in the facility in the next 12 months. As of September 30, 2018, the Company is still evaluating various options and has not finalized on the selection of the location of the facilities.

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Apex Resources, Inc.

Notes to the Condensed Financial Statements

September 30, 2018

The Company’s financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and are expressed in the U.S. dollars. The Company’s fiscal year-end is June 30.

In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-10, “Development Stage Entities”. The amendments in this update remove the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification (“ASC”), thereby removing the financial reporting distinction between development stage entities and other reporting entities from the U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments in this update are applied retrospectively. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements for the Company.

The Financial Statements and related disclosures as of September 30, 2018 are reviewed pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Unless the context otherwise requires, all references to “Apex”, “Apex Resources”, “we”, “us”, “our” or the “company” are to Apex Resources, Inc.

Note 2: Significant Accounting Policies and Recent Accounting Pronouncements

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

Location		Size		Leased/Owned/Granted		Function
19100 S. Susana Rd., Compton, CA 90221		464.51 square meters (approximately 5,000 square feet)		Leased		Office

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