UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~March~~June 3130, 2025

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

For the transition period from _________ to _________

First America Resources Corporation

(Name of small registrant as specified in its charter)

Nevada

5065

27-2563052

(State or other jurisdiction of

incorporation or organization)

(Primary Standard Industrial

Classification Code Number)

(IRS I.D.)

1000 East Armstrong Street

Morris, IL

60450

(Address of principal executive offices)

(Zip Code)

SEC File No. 333-175482

Issuer’s telephone number: 815-941-9888

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☒
		Emerging growth company	☐

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

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

As of ~~May~~ 15September 29, 2025, there were 787,964,090 shares issued and outstanding of the registrant’s common stock.

INTRODUCTORY COMMENT

Throughout this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “First America Resources Corporation,” or the “Company” refers to First America Resources Corporation, a Nevada corporation.

SPECIAL NOTE ABOUT FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements that are, or may be considered to be, forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, as amended, Section 27 A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements that are not historical facts, including statements about our beliefs or expectations, are forward-looking statements. These statements may be identified by such forward-looking terminology as “expect,” “estimate,” “intend,” “believe,” “anticipate,” “may,” “will,” “should,” “could,” “continue,” “project,” “opportunity,” “predict,” “would,” “potential,” “future,” “forecast,” “guarantee,” “assume,” “likely," “target” or similar statements or variations of such terms.

Our forward-looking statements are based on a series of expectations, assumptions and projections about our Company and the markets in which we operate, and are not guarantees of future results or performance, and involve substantial risks and uncertainty, including assumptions and projections concerning our assets under management, net cash inflows and outflows, operating cash flows and future credit facilities, for all future periods. All of our forward-looking statements contained in this Quarterly Report on Form 10-Q are as of the date of the Report only.

We can give no assurance that such expectations or forward-looking statements will prove to be correct. Actual results may differ materially. We do not undertake or plan to update or revise any such forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections, or other circumstances occurring after the date of the Original Report, even if such results, changes or circumstances make it clear that any forward-looking information will not be realized. If there are any future public statements or disclosures by us which modify or impact any of the forward-looking statements contained in or accompanying this Quarterly Report on Form 10-Q, such statements or disclosures will be deemed to modify or supersede such statements in this Quarterly Report on Form 10-Q.

Certain other factors which may impact our continuing operations, prospects, financial results and liquidity or which may cause actual results to differ from such forward-looking statements are discussed or included in the Company’s periodic reports filed with the SEC and are available on at www.otcmarkets.com. You are urged to carefully consider all such factors.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	~~F-1~~5
Item 2.	Management’s Discussion and Analysis orof ~~Plan~~Financial Condition and Results of ~~Operation.~~Operations	312
Item 3.	Quantitative and Qualitative Disclosure about Market Risk.	714
Item 4.	Controls and Procedures.	714
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings.	815
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	8
Item 1A.	Risk Factors	15
Item 3.	Defaults Upon Senior Securities.	8
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 4.	Mine Safety Disclosures.	8
Item 3.	Defaults Upon Senior Securities	15
Item 5.	Other Information.	8
Item 4.	Mine Safety Disclosures	15
Item 6.	Exhibits. Exhibits	9
Item 5.	Other Information	15
Item 6.	Exhibits	16

23 Table of Contents

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

First America Resources Corporation

Condensed Consolidated Financial Statements (Unaudited)

Contents

Balance Sheet- March 31, 2025 (unaudited) and June 30, 2024 (audited)		F-2
Condensed Balance Sheets - June 30, 2025 and December 31, 2024		5
Statement of Operations-Three Months & Nine Months Ended March 31, 2025, and 2024		F-3
Condensed Statements of Operations - Three and Six Months Ended June 30, 2025 and 2024		6
Statement of Changes in Stockholders Deficit-Three Months & Nine Months Ended March 31, 2025, and 2024		F-4
Condensed Statements of Stockholders’ Deficit - Three and Six Months Ended June 30, 2025 and 2024		7
Statement of Cash Flows- Nine Months Ended March 31, 2025 and 2024		F-5
Condensed Statements of Cash Flows - Six Months Ended June 30, 2025 and 2024		8
Notes to Unaudited Financial Statements		~~F-6~~9

F-1 Table of Contents

FIRST AMERICA RESOURCES CORPORATION

BALANCE SHEET

	March 31,			June 30,
	2025Unaudited			2024Audited
ASSETS
Current assets:
Cash and cash equivalents	$	19,047		$	34,807
Prepaid Expense		0			25,000
Total Current Assets		19,047			59,807
TOTAL ASSETS	$	19,047		$	59,807
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable	$	3,994		$	3,512
Loan from officers		228,933			228,933
Total Current Liabilities		232,927			232,445
Total Liabilities		232,927			232,445
Stockholders' Deficit:
Common stock, $0.001 par value; 500,000,000 shares authorized; 7,964,090 shares issued and outstanding		7,964			7,964
Additional paid-in capital		291,360			291,360
Accumulated deficit		(513,204	)		(471,962	)
Total stockholders' deficit		(213,880	)		(172,638	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	19,047		$	59,807

See accompanying notes to financial statements.

F-2 Table of Contents

FIRST AMERICA RESOURCES CORPORATION
STATEMENT OF OPERATIONS
	Three Months Ended						Nine Months Ended
	March 31,						March 31,
	2025 Unaudited			2024			2025 Unaudited			2024
Revenues	$	-		$	-		$	-		$	3,920
Cost of Goods Sold		-			-			-			13,369
Gross Profit		-			-			-			(9,449	)
Operating Expenses:
Selling, general and administrative expenses		6,084			7,400			41,242			23,083
Total Operating Expenses		6,084			7,400			41,242			23,083
Operating Loss		(6,084	)		(7,400	)		(41,242	)		(32,532	)
Other income
Investment income		-			-			-			-
Total Other Income		-			-			-			-
Loss before income taxes		(6,084	)		(7,400	)		(41,242	)		(32,532	)
Income tax expense		-			-			-			-
Net Loss	$	(6,084	)	$	(7,400	)	$	(41,242	)	$	(32,532	)
Net Loss per Common Share- Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted Average Shares Outstanding		7,964,090			7,964,090			7,964,090			7,964,090

See accompanying notes to financial statements.

F-3 Table of Contents

FIRST AMERICA RESOURCES CORPORATION

STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT

FOR THE THREE MONTHS & NINE MONTHS ENDED MARCH 31, 2025 AND 2024

(UNAUDITED)
					Additional
	Common Stock				Paid-in		Accumulated
	Shares		Amount		Capital		Deficit			Total
Balance, September 30, 2024		7,964,090	$	7,964	$	291,360	$	(473,212	)	$	(173,888	)
Net Loss		-		-		-		(33,908	)		(33,908	)
Balance, December 31, 2024		7,964,090		7,964		291,360		(507,120	)		(207,796	)
Net Loss								(6,084	)		(6,084	)
Balance, March 31, 2025		7,964,090	$	7,964	$	291,360	$	(513,204	)	$	(213,880	)
Balance, September 30, 2023		7,964,090	$	7,964	$	291,360	$	(444,797	)	$	(145,473	)
Net Loss		-		-		-		(11,466	)		(11,466	)
Balance, December 31, 2023		7,964,090		7,964		291,360		(456,263	)		(156,939	)
Net Loss								(7,400	)		(7,400	)
Balance, March 31, 2024		7,964,090	$	7,964	$	291,360	$	(463,663	)	$	(164,339	)

See accompanying notes to financial statements.

F-4 Table of Contents

FIRST AMERICA RESOURCES CORPORATION

STATEMENT OF CASH FLOWS

	Nine Months Ended
	March 31,
	2025Unaudited			2024Unaudited
Operating Activities:
Net loss	$	(41,242	)	$	(32,532	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities:
Increase (decrease) in accounts receivable	$	0			0
(Increase) decrease in Prepaid Items		25,000			(25,000	)
Increase (decrease) in accounts payable		483			3,312
Net cash used in operating activities		(15,759	)		(54,220	)
Investing Activities:
Net cash used in investing activities		-			-
Financing Activities:
Additional Paid in Capital		-
Loans from shareholders		-
Net cash provided by financing activities		-
Net increase (decrease) in cash and cash equivalents		(15,759	)		(54,220	)
Cash and cash equivalents, beginning of period		34,807			97,226
Cash and cash equivalents, end of period	$	19,047		$	43,006
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest	$	-		$	-
Taxes	$	-		$	-

See accompanying notes to financial statements.

F-5 Table of Contents

FIRST AMERICA RESOURCES CORPORATIONNOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE A - BUSINESS DESCRIPTION

First America Resources Corporation (the “Company”) formerly known as Golden Oasis New Energy Group, Inc., was incorporated under the laws of Nevada on May 10, 2010 with registered address at 1955 Baring Blvd., Sparks, NV 89434. First America Resources Corporation has its mailing address at 1000 E. Armstrong Street, Morris IL 60450.

The Company was previously engaged in selling the lithium-ion batteries and related power supplies that mainly are used in mobile and consumer electronics products, such as readers, DVD players, digital cameras and digital video recorders, communications products, electric-power bikes and mopeds, miner’s lamps, electric-power tools, electric-power sources for instruments and meters and other similar electrical equipment that can run on batteries.

On February 6, 2013, pursuant to an Agreement between Mr. Keming Li, former CEO/President and Director of Golden Oasis New Energy Group, Inc., a Nevada corporation (the “Issuer”), Ms. Guoling Jin, former Treasury and Director of Golden Oasis New Energy Group, Inc., and Ms. Madison Li (the stockholder), of Golden Oasis New Energy Group, Inc., and Mr. Jian Li (the “Purchaser”), Mr. Jian Li became the principal stockholder and Chief Executive Officer and Tzongshyan George Sheu the former Vice President, Secretary, and Director of the Company.

NOTE B - SIGNIFICANT ACCOUNTING POLICIES

Basis of accounting

The financial statements reflect the assets, revenues, and expenditures of the Company on the accrual basis of accounting.

The Company’s fiscal year end is June 30.

The accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with U.S. GAAP for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These unaudited condensed interim financial statements should be read in conjunction with the financial statements of the Company for the year ended June 30, 2024 and notes thereto contained in our 10-K Annual Report.

Use of Estimates

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

Footnote Disclosure of Segment Reporting

The Company applies ASC 280, Segment Reporting, in determining reportable segments for its financial statement disclosure. Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s CODM is its Chief Executive Officer (“CEO”). The Company has determined that it operates as a single operating segment and has one reportable segment.

F-6 Table of Contents

FIRST AMERICA RESOURCES CORPORATIONNOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

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. The Company has no Cash Equivalents as of March 31, 2025.

Stock-Based Compensation

The Company accounts for stock issued for services using the fair value method in accordance with FASB ASC Topic 718, “Compensation - Stock Compensation”. The measurement date of shares issued for services is the date at which the counterparty’s performance is complete.

Basic and Diluted Net Loss per Common Share

The Company computes per share amounts in accordance with FASB ASC Topic 260, “Earnings per Share”. ASC 260 requires presentation of basic and diluted EPS.

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

As of March 31, 2025, the Company only issued one type of shares, i.e., common shares only. There is no other type of securities issued. Accordingly, the diluted and basic net loss per common share is the same.

Revenue Recognition

Revenue is recognized in accordance with ASC 606. The Company performs the following five steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company applies the five-step model to arrangements that meet the definition of a contract under Topic 606, including when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company evaluates the goods or services promised within each contract related performance obligation and assesses whether each promised good or service is distinct. The Company recognizes as revenue, the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.

Cost of Goods Sold

Cost of Goods Sold included the purchase cost of the product sold, freight and shipping expense, custom fees, and merchant account fees.

For the quarter ended March 31, there was $0 in 2025 and $0 in 2024 in Cost of Goods Sold. For the nine months ended March 31, 2025 & 2024 there was $0 in 2025 and $13,369 in 2024.

F-7 Table of Contents

FIRST AMERICA RESOURCES CORPORATIONNOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE B - SIGNIFICANT ACCOUNTING POLICIES (Continued)

Operating Expenses

Operating expenses consist of selling, general and administrative expenses, mainly accounting and auditing fees, legal fees, SEC filing fees, and other professional fees.

Operating Leases

After February 6, 2013, the Company moved to the new address located at 1000 E. Armstrong St., Morris, IL 60450. There was no lease signed between the Company and the property owner, Jian Li, who is also the majority shareholder of the Company.

Income Tax

Income taxes are provided for tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes. Deferred taxes are recognized for differences between the basis of assets and liabilities for financial statement and income tax purposes. The differences in asset and liability basis relate primarily to organization and start-up costs (use of different methods and periods to calculate deduction). Deferred taxes are also recognized for operating losses and tax credits that are available to offset future income taxes. The deferred tax assets and/or liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. The components of the deferred tax asset and liability are classified as current and noncurrent based on their characteristics. Valuation allowances are provided for deferred tax assets based on management’s projection of the sufficiency of future taxable income to realize the assets. The Company policy is to recognize interest related to unrecognized tax benefits as income tax expense.

Recent Accounting Pronouncements

FASB ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

The FASB issued ASU 2023-07 on November 27, 2023, which is intended to improve reportable segment disclosure requirements. Under previous guidance, while entities were required to disclose segment revenue and measure of profit or loss, there has been limited disclosure around the reporting of segment expenses. In addition to enhanced disclosures about significant segment expenses, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The purpose of the amendments is to enable investors to better understand an entity’s overall performance and assess potential future cash flows. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company has adopted the requirements of the expanded segment disclosures as of December 31, 2024.

F-8 Table of Contents

FIRST AMERICA RESOURCES CORPORATIONNOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE C - RELATED PARTY TRANSACTIONS

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

As of March 31, 2025, a total of 6,388,010 shares held by officers and directors. Please see the table below for details:

Name

Title

Share QTY

Date

% of CommonShare

Jian Li

CEO & President

6,388,010

2/6/2013 & 11/27/2013

80.21

*The percentage of common shares was based on the total outstanding shares of 7,964,090 as of March 31, 2025.

Loans From Officer/Shareholder

From the period of April 1, 2012, to February 28, 2013, the former company officer, Keming Li, loaned $25,787 to First America Resources Corporation (formerly known as Golden Oasis New Energy Group Inc.) without interest and without written agreement. The payment term is on demand.

On February 6, 2013, Mr. Keming Li sold his shares to Mr. Jian Li, and Mr. Jian Li became the loan holder for all the prior loans advanced by the former officer, Mr. Keming Li. As of March 31, 2013, the total loans from shareholder or officer were $25,787.

For the period of April 1, 2013, to June 30, 2019, the officer and director Jian Li additionally loaned $136,146 to the Company for continually operating of the business.

For the period of July 1, 2019, to June 30, 2020, the officer and director Jian Li additionally loaned $22,000 to the Company for continually operating of the business.

For the period of July 1, 2020, to June 30, 2021, the officer and director Jian Li additionally loaned $25,000 to the Company for continually operating of the business.

For the period of July 1, 2021, to December 31, 2021, the officer and director Jian Li additionally loaned 20,000 to the Company for continually operating of the business.

As of March 31, 2025, the total loan outstanding to officer and director Jian Li, and to companies controlled by Jian Li is $228,933.

NOTE D – SHAREHOLDERS’ EQUITY

Common Stock

Under the Company’s Articles of Incorporation dated May 10, 2010, the Company is authorized to issue 500,000,000 shares of capital stock with a par value of $0.001. On May 10, 2010, the Company was incorporated in the State of Nevada. As of March 31, 2025, there was a total of 7,964,090 shares issued and outstanding.

F-9 Table of Contents

FIRST AMERICA RESOURCES CORPORATIONNOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE E - GOING CONCERN

The Company’s activities consist solely of corporate formation, raising capital and attempting to sell products to generate revenues.

There is no guarantee that the Company will be able to raise enough capital or generate revenues to sustain its operations and carry out its business plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for one year from the issue date of these financial statements.

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

As of March 31, 2025, the Company had $0 in revenues, a working capital deficiency of $213,879 and an accumulated deficit of $513,204. And as of June 30, 2024, a working capital deficiency of $172,638, and an accumulated deficit of $471,962.

The Company’s lack of operating history and financial resources raise substantial doubt about its ability to continue as a going concern. Management’s plans are to acquire FAMCe (formerly known as First America Metal Corporation), a company owned primarily by Mr. Jian Li, or another operating company. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if the Company is unable to generate significant revenue or secure financing, then the Company may be required to cease or curtail its operations.

NOTE F - INCOME TAXES

The Company has a net operating loss carried forward of $513,014 available to offset taxable income in future years which commence expiring in fiscal 2030.

The income tax benefit has been computed by applying the weighted average income tax rates of the United States (federal and state rates) of 21% to the net loss before income taxes calculated for each jurisdiction. The tax effect of the significant temporary differences, which comprise future tax assets and liabilities, are as follows:

	Nine Months Ended
	March 31,
Deferred Tax	2025			2024
Income tax recovery at statutory rate	$	8,661		$	6,832
Valuation allowance change	$	(8,661	)	$	(6,832	)
Provision for income taxes	$	-		$	-

The significant components of deferred income tax assets and liabilities as at March 31, 2025 and 2024, respectively, are as follows:

Net operating loss carried forward	$	107,733		$	97,362
Valuation Allowance	$	(107,733	)	$	(97,362	)
Net deferred income tax asset	$	0		$	0

Note: The Net Operating Loss Carryforward was adjusted to agree to the NOL on the tax return.

F-10 Table of Contents

NOTE G – SUBSEQUENT EVENTS

On April 16, 2025, the Company entered into business combination pursuant to a Common Stock Exchange Agreement with the stockholders of METech Recycling, Inc., a Delaware corporation. Pursuant to the Common Stock Exchange Agreement, the Company 1,250,000 shares of our authorized and unissued common stock to the two stockholders of METech Recycling in exchange for all of the issued and outstanding equity securities of METech Recycling. This is a related party transaction. The stockholders of METech Recycling were companies solely owned by the Company’s director, chief executive and financial officer and the owner of a majority of the Company’s common stock, Jian Li. See Form 10 Information – Item 7 - Certain Relationships and Related Transactions, and Director Independence. The Company will operate METech Recycling as a wholly owned subsidiary.

The following table discloses the shares of the Company’s common stock issued in the transaction described in above:

Name	Number ofShares
First America Metal Corp.		29,056,000
First America Management Group Corp.		50,944,000
Total Shares issued		80,000,000

First America Metal Corp. and First America Management Group Corp. are entirely owned by Mr. Li, the Company’s director, chief executive and financial officer and the owner of a majority of the Company’s common stock, who, by virtue of the related-party nature of the transaction, has full business and financial information about us. The Company have relied on Section 4(a)(2) for an exemption from the registration requirement of Section 5 under the Securities Act of 1933. No broker or finder is involved with the transaction and no commissions or fees are being paid.

The Company self-identified as a “shell company” in our annual report on Form 10-K for the year ended June 30, 2024 and in subsequent quarterly reports on Form 10-Q. METech Recycling, which is now the Company’s wholly owned subsidiary as a result of the transaction described above is not a shell company. Accordingly, the Company is not a shell company beginning on the date of that transaction.

For more information about METech Recycling, Inc., see the Company’s report on Form 8-K for the Report Date of April 16, 2025 filed April 21, 2025.

F-11 Table of Contents

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

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

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

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

Overview

First America Resources Corporation is a Nevada corporation formed on May 10, 2010, with registered address at 1955 Baring Blvd, Sparks, Nevada 89434. First America Resources Corporation has offices at 1000 East Armstrong Street, Morris, IL 60450, and contact telephone number 815-941-9888.

We were originally known as Golden Oasis New Energy Group, Inc. when formed. We amended our Articles of Incorporation as follows: We changed ours name from Golden Oasis New Energy Group, Inc. to First America Resources Corporation. The effective date of the amendment was when final approval from FINRA was received, which was August 26, 2014.

We were previously engaged in selling the lithium-ion batteries and related power supplies that mainly are used in mobile and consumer electronics products, such as readers, DVD players, digital cameras and digital video recorders, communications products, electric-power bikes and mopeds, miner’s lamps, electric-power tools, electric-power sources for instruments and meters and other similar electrical equipment that can run on batteries.

On February 6, 2013, pursuant to an Agreement between Mr. Keming Li, then our CEO/President and Director, Ms. Guoling Jin, then our Treasury and Director and Ms. Madison L, then our stockholder) sold a majority of our common stock to Mr. Jian Li and he became our principal stockholder and Chief Executive Officer and Tzongshyan George Sheu the former Vice-President, Secretary of the Company and a Director on the Board of Directors of the Company as well.

3 Table of Contents

In August / September 2023, we received $160,992 of battery inventory from Vestwoods Technology Limited. We were experimenting with selling this type of product. The product did not need to be paid for 6 months and could be returned if we found no market for this product. To this point, we have sold only 2 inverters out of this inventory in September for total Revenue of $3,920. In September, it was decided to return the remaining consignment inventory as we have not found a significant market in which to sell.

We are really an extension of the many years of operational history of management, as disclosed in the registration statement as follows: Our president, Jian Li, has significant real estate experience, primarily involving construction and management of various kinds of properties, specifically industrial properties of various type in multiple states. In managing properties, he oversaw purchases, approving leases, maintaining communication with villages or cities to be in compliance with all ordinances. He handled tenant complaints, interviewed perspective tenants, handled roofing issues, plumbing issues, and door issues by hiring outsourced labor. He also handled all accounting issues including maintenance of books and negotiated with banks on loans.

See Note G, Subsequent Events, to our financial statements, above.

Results of Operations

For the fiscal quarter and the Nine Months ended March 31, 2025, and 2024:

Revenue

Our sales revenue for the fiscal quarters ended March 31, 2025, and 2024 was $0 and $0 respectively. For the Nine Months ended March 31, 2025 and 2024 $0 and $3,920 respectively.

Cost of Revenue

Our cost of goods sold for the fiscal quarters ended March 31, 2025, and 2024 was $0 and $0 respectively while cost of goods sold for the Nine Months ended March 31, 2025, and 2024 was $0 and $10,090.

Expenses

Our expenses consist of selling, general and administrative expenses as follows:

For the fiscal quarters ended March 31, 2025, and 2024, there were a total of $6,084 and $7,400 operating expenses, respectively. For the Nine Months ended March 31, 2025 and 2024 there was $41,092 and $29,216.

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Detail is shown in the below table:

FIRST AMERICA RESOURCES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 2025 AND DECEMBER 31, 2024

	June 30,			December 31,
	2025			2024

Assets
Current assets
Cash	$	150,805		$	459,022
Accounts receivable, net of allowance for doubtful accounts of $260,000 and $110,000, respectively		2,655,845			1,520,678
Accounts receivable, related party, First America Metal Corp.		349,822			466,449
Prepaid expenses		81,820			230,460
Total current assets		3,238,292			2,676,609

Long term assets
Property and equipment, net		310,908			261,683
Right of use assets		2,152,557			2,733,047
Goodwill		750,000			750,000
Deposits		475,875			451,882
Total long term assets		3,689,340			4,196,612

Total assets	$	6,927,632		$	6,873,221

Liabilities and Stockholders' Deficit
Current liabilities
Accounts payable	$	1,985,679		$	1,037,551
Accounts payable, related party, First America Metal Corp.		1,519,183			2,302,980
Accrued expenses		31,645			252,940
Accrued interest		49,260			54,333
Lease liability, current portion		1,073,665			1,188,863
Financed insurance policy		49,956			195,302
Notes payable, current portion		1,540,768			1,063,218
Total current liabilities		6,250,156			6,095,187

Lease liability, net of current portion		1,152,323			1,618,435
Notes payable, net of current portion		606,899			528,597

Total liabilities		8,009,378			8,242,219

Commitments and contingencies (Note 3)

Stockholders' deficit
Common stock $0.001 par value; 500,000,000 authorized; 87,964,090 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively		87,964			87,964
Additional paid-in capital		1,756,960			1,756,960
Accumulated deficit		(2,926,670	)		(3,213,922	)
Total stockholders' deficit		(1,081,746	)		(1,368,998	)

Total liabilities and stockholders' deficit	$	6,927,632		$	6,873,221

	Quarter Ended		Quarter Ended
	March 31,		March 31,
	2025		2024
Expense
Bank Service Charges	$	151	$	100
License & Registration		-		-
Professional Fees		5,933		7,300
Total Expense	$	6,084	$	7,300

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

We expect selling, general, and administrative expenses to increase in future periods if and when we close our planned acquisition as described above.

Income & Operation Taxes

We are subject to income taxes in the U.S.

We paid no income taxes in the USA for the quarters ended March 31, 2025, and 2024 due to the net operation loss in USA.

Net Loss

We incurred net losses of $6,084 and $7,400 for the quarters ended March 31, 2025, and 2024, respectively.

Liquidity and Capital Resources

	AtMarch 31,2025			At June 30,2024
Current Ratio		.08			0.26
Cash	$	19,047		$	34,807
Working Capital	$	(213,879	)	$	(172,638	)
Total Assets	$	19,047		$	59,807
Total Liabilities	$	232,927		$	232,445
Total Equity	$	(213,880	)	$	(172,638	)
Total Debt/Equity		(1.07	)		(1.33	)
Current Ratio = Current Asset / Current LiabilitiesWorking Capital = Current asset - Current Liabilities Total Debt / Equity = Total Loans from Officers / Total Shareholders’ Equity

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We had cash and cash equivalents of $19,047 on March 31, 2025, and negative working capital of $213,880. There were total liabilities of $232,927 on March 31, 2025. We had cash and cash equivalents of $34,807 on June 30, 2024, and negative working capital of $172,638. There were total liabilities of $232,445 on June 30, 2024.

FIRST AMERICA RESOURCES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024

	For the three months ended						For the six months ended
	June 30,						June 30,
	2025			2024			2025			2024

Revenues	$	4,822,842		$	3,699,288		$	8,847,835		$	7,854,888
Cost of revenues		2,343,044			1,594,628			4,095,204			3,619,072
Gross profit		2,479,798			2,104,660			4,752,631			4,235,816

Operating expenses
General and administrative		544,631			461,840			1,253,131			950,250
Payroll expenses		1,261,144			1,142,527			2,375,853			2,206,489
Professional fees		86,369			54,030			145,715			114,900
Advertising and marketing		32,564			36,154			73,966			48,835
Rent and lease		440,928			348,523			867,506			708,764
Depreciation and amortization		18,933			18,338			36,892			34,329
Total operating expenses		2,384,569			2,061,412			4,753,063			4,063,567

Income (loss) from operations		95,229			43,248			(432	)		172,249

Other income (expense)
Interest expense		(35,875	)		(24,235	)		(61,789	)		(50,882	)
Other income		2,769			6,134			349,473			9,163
Total other income (expense)		(33,106	)		(18,101	)		287,684			(41,719	)

Net income	$	62,123		$	25,147		$	287,252		$	130,530

Income per share - basic and diluted	$	0.00		$	0.00		$	0.00		$	0.00

Weighted average shares outstanding - basic and diluted		87,964,090			87,964,090			87,964,090			87,964,090

~~Until~~The weaccompanying ~~generate~~notes operating revenues or receive other financing, all our costs, which we will incur irrespective of our business development activities, including bank service fees and those costs associated with SEC requirements associated with staying public, will be funded by Jian Li, our President and Director. Mr. Li is not obligated to pay these costs and any costs advanced will be treated as a demand loan with to be agreed interest. These costs are ~~estimated~~an tointegral bepart ~~less than $50,000 annually until we close our potential acquisition. If we fail to meet these requirements, we will be unable to secure a qualification for quotation~~ of our securities on the over-the-counter bulletin board, or if we have secured a qualification, we may lose the qualification and our securities will no longer trade on the over-the-counter bulletin board. Further, if we fail to meet these ~~obligations~~condensed ~~and~~consolidated ~~consequently,~~financial we fail to satisfy our SEC reporting obligations, investors will now own stock in a company that does not provide the disclosure available in quarterly and annual reports filed with the SEC and investors may have increased difficulty in selling their stock as we will be non-reportingstatements.

On March 31, 2025, we owe Mr. Li an aggregate of $228,933 on these loans, which are oral and bear no interest, due upon demand.

After our potential acquisition, we may still need to secure additional debt or equity funding. We do not have any plans or specific agreements for new sources of funding, except for the anticipated loans from management as described above.

Our lack of revenues and cash raises substantial doubt about our ability to continue as a going concern. The financial statements do not include adjustments that might result from the outcome of this uncertainty and if we are unable to generate significant revenue or secure financing we may be required to cease or curtail our operations.

Our lack of operating history and financial resources raise substantial doubt about its ability to continue as a going concern.

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Item 3. Quantitative and Qualitative Disclosure about Market Risk

FIRST AMERICA RESOURCES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024

	Common Stock				Common Stock - METech						Additional Paid in			Accumulated
	Shares		Amount		Shares			Amount			Capital			Deficit			Total

Balances, December 31, 2023 - Pre reverse merger		-	$	-		100,800		$	1,008		$	1,523,992		$	(3,425,034	)	$	(1,900,034	)

Effect of reverse merger		87,964,090		87,964		(100,800	)		(1,008	)		(86,956	)		-			-

Balances, December 31, 2023 - Post reverse merger		87,964,090	$	87,964		-		$	-		$	1,437,036		$	(3,425,034	)	$	(1,900,034	)

Pre-merger issuances of METech Recycling, Inc.
Shares issued for settlement of notes payable		-		-		-			-			319,924			-			319,924

Net income		-		-		-			-			-			105,383			105,383

Balances, March 31, 2024		87,964,090	$	87,964		-		$	-		$	1,756,960		$	(3,319,651	)	$	(1,474,727	)

Net income		-		-		-			-			-			25,147			25,147

Balances, June 30, 2024		87,964,090	$	87,964		-		$	-		$	1,756,960		$	(3,294,504	)	$	(1,449,580	)

Balances, December 31, 2024		87,964,090	$	87,964		-		$	-		$	1,756,960		$	(3,213,922	)	$	(1,368,998	)

Net income		-		-		-			-			-			225,129			225,129

Balances, March 31, 2025		87,964,090	$	87,964		-		$	-		$	1,756,960		$	(2,988,793	)	$	(1,143,869	)

Net income		-		-		-			-			-			62,123			62,123

Balances, June 30, 2025		87,964,090	$	87,964		-		$	-		$	1,756,960		$	(2,926,670	)	$	(1,081,746	)

~~Not~~The ~~applicable~~accompanying notes are an integral part of these condensed consolidated financial statements.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We have established disclosure controls and procedures to ensure that information required to be disclosed in this quarterly report on Form 10-Q was properly recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. Our controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Act is accumulated and communicated to our management, including its Chief Executive Officer/Chief Financial Officer to allow timely decisions regarding required disclosure.

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) at December 31, 2024 based on the evaluation of these controls and procedures required by paragraph (b) of Rule 13a-15 or Rule 15d-15 under the Exchange Act. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer/Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer/Chief Financial Officer concluded that, at March 31, 2025, our disclosure controls and procedures are not effective.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the Company’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II - OTHER INFORMATION

FIRST AMERICA RESOURCES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024

	For the six months ended
	June 30,
	2025			2024
Operating activities
Net income	$	287,252		$	130,530
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Depreciation and amortization		36,892			34,329
Bad debt expense		154,953			-
Financed repair costs		28,004			-
Changes in operating assets and liabilities:
Accounts receivable		(1,173,493	)		(746,145	)
Deposits		(23,993	)		(6,101	)
Prepaid expenses		148,640			130,483
Accounts payable		664,331			781,315
Accrued expenses		(221,295	)		(142,941	)
Accrued interest		(5,073	)		(13,560	)
Right of use assets and lease liabilities		(820	)		(1,269	)
Financed insurance policy		(145,346	)		(148,215	)
Net cash provided by (used in) operating activities		(249,948	)		18,426

Investing activities
Purchase of property and equipment		-			(74,023	)
Net cash used in investing activities		-			(74,023	)

Financing activities
Proceeds from notes payable		150,000			-
Repayments of notes payable		(208,269	)		(8,762	)
Net cash used in financing activities		(58,269	)		(8,762	)

Net decrease in cash	$	(308,217	)	$	(64,359	)
Cash - beginning of period		459,022			145,114
Cash - end of period	$	150,805		$	80,755

Cash paid for income taxes	$	-		$	-
Cash paid for interest	$	66,862		$	64,442

Supplemental schedule of non-cash investing and financing activities
Accounts payable settled through the issuance of notes payable	$	500,000		$	-
Financed property and equipment	$	86,117		$	21,880
Shares issued for settlement of notes payable	$	-		$	319,924

~~Item~~The 1.accompanying ~~Legal~~notes ~~Proceedings~~are an integral part of these condensed consolidated financial statements.

None.

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

(a) Unregistered Sales of Equity Securities.

The Registrant did not sell any registered securities during the nine months ended March 31, 2025.

(b) Use of Proceeds.

Not applicable.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Not applicable.

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~~Item~~FIRST 6.AMERICA ~~Exhibits.~~RESOURCES CORPORATION

~~(a)~~NOTES ~~Exhibits.~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Exhibit No.		Document Description
31.1		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.
32.1 *		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002
Exhibit 101		Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows, (iv) the Statement of Changes in Stockholders’ Deficit, and (v) the Notes to the Financial Statements.**
101.INS		Inline XBRL Instance Document**
101.SCH		Inline XBRL Taxonomy Extension Schema Document**
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document**
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document**
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document**
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

Note 1 – Nature of the Company and Business

~~_____________~~METech Exchange Agreement

*On ~~This~~April ~~exhibit~~16, ~~shall~~2025, ~~not~~(METech beClosing ~~deemed~~Date) ~~“filed”~~First ~~for~~America ~~purposes~~Resources ofCorporation ~~Section~~(FSTJ), 18a ofNevada ~~the~~corporation, ~~Securities~~entered into a Common Stock Exchange ~~Act~~Agreement dated as of ~~1934~~such ordate ~~otherwise~~(the ~~subject~~Exchange toAgreement) with the ~~liabilities~~METech ofRecycling, ~~that~~Inc. ~~section~~(METech), ~~nor~~a ~~shall~~Delaware itcorporation, beand ~~deemed~~all ~~incorporated~~of bythe ~~reference~~shareholders inof ~~any~~METech. ~~filing~~Pursuant ~~under~~to the ~~Securities~~Exchange ~~Act~~Agreement, FSTJ acquired one hundred percent (100%) of ~~1933~~the issued and outstanding shares of common stock of METech from the ~~Securities~~shareholders ~~Exchange~~pursuant ~~Act~~to which METech became a wholly owned subsidiary of ~~1934,~~FSTJ. ~~whether~~In ~~made~~accordance ~~before~~with orthe ~~after~~terms of the ~~date~~Exchange ~~hereof~~Agreement, and ~~irrespective~~in connection with the completion of ~~any~~the ~~general~~acquisition, ~~incorporation~~on ~~language~~the METech Closing Date FSTJ issued 80,000,000 shares of its Common Stock to the METech Shareholders.This issuance has been presented retrospectively within these financial statements in ~~any~~accordance ~~filings~~with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 805-40-45.

**For ~~XBRL~~financial ~~(Extensible~~statement ~~Business~~reporting ~~Reporting~~purposes, ~~Language)~~the ~~information~~asset isacquisition ~~furnished~~has ~~and~~been ~~not~~treated ~~filed~~as or a ~~part~~reverse ofacquisition awith ~~registration~~METech ~~statement~~deemed orthe ~~prospectus~~accounting ~~for~~acquirer ~~purposes~~and ofFSTJ ~~Sections~~deemed 11the oraccounting 12acquiree ofunder the ~~Securities~~acquisition ~~Act~~method of ~~1933,~~accounting asin ~~amended,~~accordance with ASC 805-10-55. The reverse acquisition is deemed ~~not~~a ~~filed~~capital ~~for~~transaction ~~purposes~~and ofthe ~~Section~~net 18assets of METech (the ~~Securities~~accounting ~~Exchange~~acquirer) ~~Act~~are carried forward to FSTJ (the legal acquirer and the reporting entity) at their carrying value before the acquisition. The acquisition process utilizes the capital structure of ~~1934,~~FSTJ asand ~~amended,~~the assets and ~~otherwise~~liabilities isof ~~not~~METech ~~subject~~which toare ~~liability~~recorded ~~under~~at ~~these~~their ~~sections~~historical cost. The equity of the Company is the historical equity of METech.

The accompanying consolidated financial statements include the accounts of FSTJ, and its subsidiary, METech (collectively, the Company).

Business

METech Recycling, Inc., a Delaware corporation incorporated on March 10, 2005, specializes in electronic waste management and IT asset disposition (ITAD). The Company provides certified recycling services, secure data destruction, and IT asset management. With a focus on sustainability, the Company aims to maximize material recovery while ensuring the protection of proprietary technology and customer data. They operate multiple R2-certified facilities across the U.S., offering customized solutions for safe recycling, inventory management, and equipment disposal. The Company emphasizes eco-responsible practices and transparency.

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

The accompanying interim unaudited condensed consolidated financial statements and footnotes have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP) for interim financial information and the instructions to Rule 10-01 of Regulation S-X of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the results of the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2025. These condensed consolidated financial statements should be read in conjunction with the audited financial statements of METech, and the notes thereto, for the year ended December 31, 2024.

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~~SIGNATURES~~FIRST AMERICA RESOURCES CORPORATION

InNOTES ~~accordance~~TO ~~with~~CONDENSED ~~the~~CONSOLIDATED ~~requirements~~FINANCIAL ~~of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~STATEMENTS

~~First~~Basic ~~America~~and ~~Resources~~Diluted ~~Corporation,~~Loss aPer ~~Nevada corporation~~Share

Title		Name		Date		Signature
Principal Executive Officer		Jian Li		May 15, 2025		/s/ Jian Li

The Company had no potentially dilutive securities outstanding at June 30, 2025, and 2024.

InRecently ~~accordance~~Issued ~~with~~Accounting ~~the Exchange Act, this Report has been signed below by the following person on behalf of the Registrant and in the capacities and on the dates indicated.~~Standards

SIGNATURE	NAME	TITLE	DATE
/s/ Jian Li	Jian Li	Principal Executive Officer,	May 15, 2025
		Principal Financial Officer andPrincipal Accounting Officer and Director

During the period ended June 30, 2025, there were several new accounting pronouncements issued by the FASB. Each of these pronouncements, as applicable, has been or will be adopted by the Company. Management does not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s financial statements, except as noted below.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurements of Credit Losses for Accounts Receivable and Contract Assets (ASU 2025-05). The amendments in this update provide a practical expedient related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606. Under ASU 2025-05, an entity is required to disclose whether it has elected to use the practical expedient. An entity that makes the accounting policy election is required to disclose the date through which subsequent cash collections are evaluated. ASU 2025-05 is effective for the Company beginning in the fiscal year ending December 31, 2026. The Company is currently evaluating the impacts of the adoption of ASU 2025-05 on the Consolidated Financial Statements.

Subsequent Events

The Company has evaluated all transactions through the date the financial statements were issued for subsequent event disclosure or adjustment consideration.

Note 3 – Commitments and Contingencies

From time to time, the Company may be involved in litigation in the ordinary course of business. The Company is not currently involved in any litigation that the Company believes could have a material adverse effect on its financial condition or results of operations.

Note 4 – Debt

During February 2025, the Company entered into an unsecured note payable agreement with proceeds totaling $150,000. The note payable bears interest at 17%, is payable in monthly installments of $9,500, and matures 18 months from issuance.

During June 2025, the Company entered into a secured equipment note payable agreement totaling $114,121. The note payable is secured by equipment, bears interest at 6%, is payable in monthly installments of $2,845, and matures 48 months from issuance. The secured note payable resulted in the purchase of $86,117 in equipment and $28,004 in repair costs.

During June 2025, the Company entered into an unsecured note payable agreement with First America Metal Corp (FAMC) which settled $500,000 of accounts payable due to FAMC. The note payable bears interest at 7.50% and requires monthly interest only payments. The note payable is due within 60 days of FAMC providing the Company written notice of demand.

Note 5 – Equity

The total number of shares of common stock authorized and issuable by the Company is 500,000,000 with a par value of $0.001 per share.

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~~EXHIBIT~~FIRST ~~INDEX~~AMERICA RESOURCES CORPORATION

Exhibit No.		Document Description
31.1		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.
32.1 *		CERTIFICATION of CEO PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEYACT OF 2002
Exhibit 101		Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows, (iv) the Statement of Changes in Stockholders’ Deficit, and (v) the Notes to the Financial Statements.**
101.INS		Inline XBRL Instance Document**
101.SCH		Inline XBRL Taxonomy Extension Schema Document**
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document**
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document**
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document**
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~____________~~Note 6 – Concentrations

*The ~~This~~following ~~exhibit~~table ~~shall~~details ~~not~~the beCompany’s ~~deemed~~revenue ~~“filed”~~concentrations for ~~purposes of Section 18 of~~ the ~~Securities~~six ~~Exchange~~months ~~Act~~ended ofJune ~~1934~~30, or2025, ~~otherwise~~and ~~subject to the liabilities of that section~~2024, ~~nor~~and ~~shall it be deemed incorporated by reference in any filing under~~ the ~~Securities~~accounts ~~Act~~receivable ofconcentrations ~~1933~~at ofJune ~~the~~30, ~~Securities Exchange Act of 1934~~2025, ~~whether made before or after the date hereof~~ and ~~irrespective~~December of31, ~~any general incorporation language in any filings~~2024.

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

	Revenues						Accounts Receivable
	2025			2024			2025			2024
Customer A		15	%		22	%		11	%		22	%
Customer B		13	%		11	%	*			*
Customer C		10	%		16	%		21	%		22	%
Customer D	*			*				16	%		14	%

11The following table details the Company’s accounts payable concentrations at June 30, 2025, and December 31, 2024.

	Accounts Payable
	2025			2024
Vendor A		43	%		69	%

Note 7 – Related Party Transactions

At June 30, 2025, and December 31, 2024, outstanding notes payable due to First American Management Group Corp, the Company’s largest shareholder, totaled $556,000, respectively.

At June 30, 2025, and December 31, 2024, outstanding notes payable due to FAMC, the Company’s second largest shareholder, totaled $657,000 and $157,000, respectively.

FAMC is Customer A and Vendor A (Note 6). At June 30, 2025, and December 31, 2024, accounts payable due to FAMC totaled $1,519,000 and $2,303,000, respectively, and accounts receivable due from FAMC totaled $350,000 and $466,000, respectively.

At June 30, 2025, and December 31, 2024, outstanding notes payable due to the former owner or METech, totaled $98,000 and $250,000, respectively.

Note 8 – Employee Retention Credit

During the period ended June 30, 2025, the Company received an Employee Retention Credit totaling $346,000.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

We urge you to read the following discussion in conjunction with our Annual Report for the year ended December 31, 2024, as well as with our financial statements and the notes thereto included elsewhere herein. In addition to historical financial information, the following discussion and analysis may contain forward-looking statements that involve risks, uncertainties and assumptions. Our actual results and timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed elsewhere in this Report.

Results of Operations

Comparison of Three Months Ended June 30, 2025 and 2024

For the three months ended June 30, 2025, our revenue was $4,823,000, as compared to $3,699,000, for the three months ended June 30, 2024. The increase in revenue of 30% was the result of continued revenue growth. We expect revenues to continue to increase on a year-over-year basis.

Cost of revenues for the three months ended June 30, 2025, and 2024 were $2,343,000 and $1,595,000, respectively, resulting in gross margins of 51% and 57%, respectively. The primary components of cost of revenues include freight and material processing, which comprise the majority of the costs.

For the three months ended June 30, 2025, operating expenses were $2,385,000 as compared to $2,061,000 for the same period in 2024, an increase of $324,000 or 16%. General and administrative expenses increased by $83,000 from $462,000 to $545,000, payroll expenses increased $118,000 from $1,143,000 to $1,261,000 and rent and lease expenses increased by $92,000 from $349,000 to $441,000. These increases were driven by the expansion in operations and are consistent with the increase in revenues. Professional fees increased from $54,000 during the three months ended June 30, 2024, to $86,000 for the three months ended June 30, 2025. The increase was primarily driven by merger costs and their related professional fees, such as legal and audit fees. We expect operating expenses to continue to increase with revenues as the Company expands operations.

As a result of the above, our income from operations for the three months ended June 30, 2025, was $95,000 as compared to $43,000 for the prior year period.

Other income and expenses included $36,000 in interest expenses during the three months ended June 30, 2025, compared to $24,000 in the prior year. We expect interest expenses to increase as the Company obtains additional funding.

Comparison of Six Months Ended June 30, 2025 and 2024

For the six months ended June 30, 2025, our revenue was $8,848,000, as compared to $7,855,000, for the six months ended June 30, 2024. The increase in revenue of 13% was the result of continued revenue growth. We expect revenues to continue to increase on a year-over-year basis.

Cost of revenues for the six months ended June 30, 2025, and 2024 were $4,095,000 and $3,619,000, respectively, resulting in gross margins of 54% and 54%, respectively. The primary components of cost of revenues include freight and material processing, which comprise the majority of the costs.

For the six months ended June 30, 2025, operating expenses were $4,753,000 as compared to $4,064,000 for the same period in 2024, an increase of $323,000 or 13%. General and administrative expenses increased by $303,000 from $950,000 to $1,253,000, payroll expenses increased by $170,000 from $2,206,000 to $2,376,000 and rent and lease expenses increased by $159,000 from $709,000 to $868,000. These increases were driven by the expansion in operations and are consistent with the increase in revenues. Professional fees increased from $115,000 during the six months ended June 30, 2024, to $146,000 for the six months ended June 30, 2025. The increase was primarily driven by merger costs and their related professional fees, such as legal and audit fees. We expect operating expenses to continue to increase with revenues as the Company expands operations.

As a result of the above, our loss from operations for the six months ended June 30, 2025, was $400 as compared to income from operations of $172,000 for the prior year period.

Other income and expenses included $62,000 in interest expenses during the six months ended June 30, 2025, compared to $51,000 in the prior year. We expect interest expenses to increase as the Company obtains additional funding. Additionally, the Company received an ERC credit totaling approximately $346,000 during the six months ended June 30, 2025.

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Liquidity and Capital Resources

At June 30, 2025, we had cash totaling $151,000 as compared to cash totaling $459,000 at December 31, 2024. Our cash flows used in operations were $250,000 for the six months ended June 30, 2025, as compared to cash provided by operations of $18,000 for the same period in the prior year. We expect cash used in operating activities to be neutral as the Company expands operations.

Cash flows used in investing activities were $-0- and $74,000 for the six months ended June 30, 2025, and 2024, respectively. We expect investing expenditures to increase as the Company expands operations.

For the six months ended June 30, 2025, and 2024, cash flows used in financing activities were $58,000 and $9,000. We expect financing receipts and expenditures to increase as the Company utilizes financing to expand operations.

The Company may need to raise additional debt or equity capital in order to fund its operations. There can be no assurance that the Company will be able to do so or on acceptable terms.

Significant Accounting Policies

There have been no changes from the Summary of Significant Accounting Policies described in our Annual Report for the year ended December 31, 2024, filed with the Securities and Exchange Commission on July 18, 2025.

Off Balance Sheet Arrangements

As of June 30, 2025, we did not have any material off-balance sheet arrangements.

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Item 3. Quantitative and Qualitative Disclosure about Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Jian Li, our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) as of June 30, 2025, pursuant to Exchange Act Rule 13a-15. Such disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Based upon that evaluation, our principal executive officer and principal financial officer concluded that the Company's disclosure controls and procedures as of June 30, 2025, were effective as of the end of the period covered by this Quarterly Report.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal controls over financial reporting during the quarter ended June 30, 2025, that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.

Limitations on the Effectiveness of Controls

Our disclosure controls and procedures provide our principal executive officer and principal financial officer with reasonable assurances that our disclosure controls and procedures will achieve their objectives. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting can or will prevent all human error. A control system, no matter how well designed and implemented, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Furthermore, the design of a control system must reflect the fact that there are internal resource constraints, and the benefit of controls must be weighed relative to their corresponding costs. Because of the limitations in all control systems, no evaluation of controls can provide complete assurance that all control issues and instances of error, if any, within our company are detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur due to human error or mistake. Additionally, controls, no matter how well designed, could be circumvented by the individual acts of specific persons within the organization. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated objectives under all potential future conditions.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

Not applicable.

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

The following table discloses the shares of our common stock issued in the acquisition of METech Recycling, Inc.:

Name	Number of Shares
First America Metal Corp.		29,056,000
First America Management Group Corp.		50,944,000
Total Shares issued		80,000,000

First America Metal Corp. and First America Management Group Corp. are entirely owned by Mr. Li, our director, chief executive and financial officer and the owner of a majority of our common stock, who, by virtue of the related-party nature of the transaction, has full business and financial information about us. We have relied on Section 4(a)(2) for an exemption from the registration requirement of Section 5 under the Securities Act of 1933. No broker or finder is involved with the transaction, and no commissions or fees are being paid.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

(a) Exhibits.

Exhibit No.		Document Description

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

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

Exhibit 101		Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows, (iv) the Statement of Changes in Stockholders’ Deficit, and (v) the Notes to the Financial Statements.**

101.INS		XBRL Instance Document**

101.SCH		XBRL Taxonomy Extension Schema Document**

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document**

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document**

101.LAB		XBRL Taxonomy Extension Label Linkbase Document**

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document**

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

_____________

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

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SIGNATURES

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

First America Resources Corporation, a Nevada corporation

Title	Name	Date	Signature

Principal Executive Officer and Principal Financial Officer	Jian Li	September 29, 2025	/s/ Jian Li

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EXHIBIT INDEX

Exhibit No.		Document Description

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

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

Exhibit 101		Interactive data files formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Cash Flows, (iv) the Statement of Changes in Stockholders’ Deficit, and (v) the Notes to the Financial Statements.**

101.INS		XBRL Instance Document**

101.SCH		XBRL Taxonomy Extension Schema Document**

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document**

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document**

101.LAB		XBRL Taxonomy Extension Label Linkbase Document**

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document**

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

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