The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to those discussed below and elsewhere in this Annual Report. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.





Results of Operations


The Company has not conducted any active operations during the year ended August 31, 2019. No revenue has been generated by the Company within such period. It is unlikely the Company will have any revenues unless it is able to effect an acquisition or merger with an operating company, of which there can be no assurance. It is management's assertion that these circumstances raises substantial doubt about the Company's ability to continue as a going concern. The Company's plan of operation for the next twelve months shall be to locate suitable acquisition candidates.

For the year ended August 31, 2019 compared with the year ended August 31, 2018

The following summary of our results of operations should be read in conjunction with our financial statements for the year ended August 31, 2019, which are included herein.

Our operating results for the year ended August 31, 2019 and the year ended August 31, 2018 and the changes between those periods for the respective items are summarized as follows:





                             Year Ended
                             August 31,
                       2019            2018         Changes ($)

Operating expenses $ 40,118 $ 1,520,899 $ (1,480,781 ) Other Income $ 231,736 $ 43,415 $ 188,321 Net Income (loss) $ 191,618 $ (1,477,484 ) $ 1,669,102

The Company has not conducted any operations during the year ended August 31, 2019. Revenues from operations were $0 for the years ended August 31, 2019 and 2018

For the year ended August 31, 2019, operating expenses of $40,118, consisted of professional fees of $22,689 and general and administrative expenses of $17,429.

For the year ended August 31, 2019, other income of $231,736, consisted of a gain on write off of accounts payable of $23,629, gain on disposition of Zander Therapeutics, Inc. of $188,589, rental income of $22,000, loss on disposition of Entest Biomedical Inc. of $947, write off accrued interest receivable of $1,040 and interest expense of $495.

The net income for the year ended August 31, 2019 was $191,618.

For the year ended August 31, 2018, operating expenses of $1,520,899, consisted of professional fees of $310,020, general and administrative expenses of $261,295 and research and development expenses of $949,584.

For the year ended August 31, 2018, other income of $43,415 consisted of rental income of $66,000, gain on deconsolidation of Zander Therapeutics, Inc. of $10,034, gain on sale of securities of $30,000, interest income of $132, equity losses of Zander Therapeutics, Inc. of $61,428, and interest expenses of $1,323.

The net loss for the year ended August 31, 2018, was $1,477,848.






          6

  Table of Contents



The increase in net income for the year ended August 31, 2019, as compared to the same period ended August 31, 2018, was primarily due to other income realized, from the ceasing of prior operations, disposition of subsidiaries and change of control during the first quarter ended November 30, 2018.

Liquidity and Capital Resources





Working Capital



                                        August 31,      August 31,
                                           2019            2018          Changes ($)
Cash                                   $          -     $       267     $        (267 )
Working capital (deficiency)           $    (32,671 )   $  (245,711 )   $     213,040
Total assets                           $          -     $     9,307     $      (9,307 )
Total liabilities                      $     32,671     $   255,018     $    (222,347 )

Total stockholders' equity (deficit) $ (32,671 ) $ (245,711 ) $ 213,040

The decrease in working capital deficit was primarily attributed to decreased liabilities from the disposition of prior operations and the change of control occurred in November 2018. As of August 31, 2019, our liabilities decreased $222,347, from $255,018, as of August 31, 2018, to $32,671. The decrease in liabilities is attributable to a decrease in notes payable of $19,601, a decrease of accounts payable and accrued liabilities of $206,943, a decrease of unearned rental income of $17,000 and an increase in due to related party of $21,197. As of August 31, 2019, our current assets decreased $9,307, from $9,307, as of August 31, 2018, to $0. The decrease is primarily attributed to the $8,000 in prepaid expenses and $1,040 accrued interest receivable at August 31, 2018.





Cash Flows



                                                       Year Ended
                                                       August 31,
                                                 2019            2018         Changes ($)

Cash Flows used in Operating Activities $ (3,959 ) $ (1,490,101 ) $ (1,486,142 ) Cash Flows Provided (Used) by Investing Activities

$   1,937     $     (2,357 )   $      4,294

Cash Flows provided by Financing Activities $ 1,755 $ 1,406,166 $ (1,404,411 ) Net Change in Cash During Period

$    (267 )   $    (86,292 )   $    (86,025 )

Cash Flow from Operating Activities

The net cash used in operating activities for the year ended August 31, 2019 was attributed to a net income of $191,618, increased due to an increase in expenses paid by a related party of $21,197, loss on disposition of Entest Biomedical Inc. of $947 and decreased by gain on write off of accounts payable of $23,629, gain on disposition of Zander Therapeutics, Inc. of $188,589 and a net change in operating assets and liabilities of $11,503.

The net cash used in operating activities for the year ended August 31, 2018 was attributed to a net loss of $1,477,484, increased due to an increase in gain attributable to deconsolidation of $10,034, gain lost in deconsolidation of $332,638 and decreased by equity in losses of Zander Therapeutics, Inc. of $61,428 and a net change in operating assets and liabilities of $268,627.

Cash Flow from Investing Activities

Net cash from investing activities was $1,937, for the year ended August 31, 2019, derived from proceeds from a net cash received for divestiture of Entest Biomedical Inc.

Net cash used by investing activities was $2,357, for the year ended August 31, 2018, derived from proceeds from a net gain on sale of securities received prior to deconsolidation.






          7

  Table of Contents



Cash Flow from Financing Activities

Net cash from financing activities was $1,755, for the year ended August 31, 2019, derived from proceeds from contributed capital of $1,821 offset by repayment of bank overdraft of $66, compared to net cash from financing activities of $1,406,166, for the year ended August 31, 2018, derived from proceeds from common stock issued from subsidiary of $1,400,000, proceeds from note payable of $6,100 and proceed from bank overdraft of$66.

As of August 31, 2019 and 2018, we had cash of $0 and $267, respectively.

We believe that we will not be able to satisfy our cash requirements over the next twelve months. The Company seeks to acquire an operating company seeking the perceived advantages of being a publicly held corporation. No assurance can be given that such an acquisition shall occur or, if such an acquisition were to occur, it would occur on terms and conditions beneficial to the Company or its shareholders. The Company is also dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. In addition, the Company anticipates that it will be dependent upon certain related parties to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.

Critical Accounting Policies and Estimates





Use of Estimates


The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at dates of the financial statements and the reported amounts of revenue and expenses during the periods. Actual results could differ from these estimates. Our significant estimates and assumptions include depreciation, stock-based compensation and the valuation allowance relating to the Company's deferred tax assets.

Recently Issued Accounting Pronouncements

Reference is made to the "Recent Accounting Pronouncements" in Note 2 to the Financial Statements included in this report for information related to new accounting pronouncement, none of which had a material impact on our consolidated financial statements, and the future adoption of recently issued accounting pronouncements, which we do not expect will have a material impact on our consolidated financial statements.

Off-Balance Sheet Arrangements

As of August 31, 2019, we do not have any off-balance sheet arrangements.

© Edgar Online, source Glimpses