The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this 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 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 Operation


For the three months ended June 30, 2022

During the three months ended June 30, 2022 and 2021, we generated no revenues. Our operating expenses for the same periods were comprised of operating expenses of $100,858 and $10,443, respectively, resulting in net loss of $100,858 for the three months ended June 30, 2022 compared to a net loss of $$10,443 for the three months ended June 30, 2021. Our operating expenses consisted of mainly professional fees for the three months ended June 30, 2022 and 2021, respectively. The increase of operating expenses was mainly due to the professional fees for the acquisition of ZXG Holdings Limited.

For the six months ended June 30, 2022

During the six months ended June 30, 2022 and 2021, we generated no revenues. Our operating expenses for the same periods were comprised of operating expenses of $105,092 and $21,263, respectively, resulting in net loss of $105,092 for the six months ended June 30, 2022 compared to a net loss of $$21,263 for the six months ended June 30, 2021. Our operating expenses consisted of mainly professional fees for the six months ended June 30, 2022 and 2021, respectively. The increase of operating expenses was mainly due to the professional fees for the acquisition of ZXG Holdings Limited.

Our total assets as of June 30, 2022 were $Nil.

As of June 30, 2022, the Company had 20,665,578,306 shares of common stock issued and outstanding.

On January 30, 2020, the Company exchanged 1,200,000 shares of old series AA preferred stock for 200,000 shares of new series AA preferred stock. On September 20, 2020, the Company issued 800,000,000 shares of common stock to VS Services, LLC for conversion of note and accrued interests. On September 22, 2020, the Company issued 20,000 shares of series B preferred stock to Chen Ren. On March 7, 2022, 200,000 shares of series AA preferred stock were converted into 12,000,000,000 shares of common stock.

Liquidity and Capital Resources

As of June 30, 2022, we had cash and cash equivalents of $Nil. We have a negative operating cash flows of $25,074 and our working capital has been and will continue to be significant. As a result, we depend substantially on our previous financing activities to provide us with the liquidity and capital resources we need to meet our working capital requirements and to make capital investments in connection with ongoing operations. The Company expects its current capital resources to meet our basic operating requirements for approximately twelve months.





Operating Activities


For the six months periods ended June 30, 2022 and 2021, net cash used in operating activities was $25,074 and $20,020, respectively. Such increase was primarily due to the acquisition professional fee of ZXG Holdings Limited.





Investing Activities


For the six months periods ended June 30, 2022 and 2021, net cash provided by investing activities was $Nil and $Nil, respectively.





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Financing Activities


For the six months periods ended June 30, 2022 net cash provided by financing activities was $25,074 and $20,020, respectively. Such increase was a result of more advances from the related parties.

The Company's financial statements have been prepared on a going-concern basis which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company's liquidity and capital needs relate primarily to working capital and other general corporate requirements. The Company's operations do not currently provide cash flow. To date, the Company has funded its operations by advances from related parties. The business will require significant amounts of capital in the near term to sustain operations and make the investments it needs to continue operations and execute its longer-term business plan.

As of June 30, 2022 we had cash of $Nil and there were outstanding liabilities of $183,262. The working capital deficits were $183,262 as of June 30, 2022. These factors raise substantial doubt about our ability to continue as a going concern as discussed in the footnotes to our financial statements. To continue as a going concern the Company will have to obtain financing in the near term to meet the needs of our on-going operations, generate future revenue from operations and/or obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. In order to implement its business plan, management's plan includes raising capital by equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. If we issue equity or equity equivalents to raise additional funds, our existing stockholders will experience dilution and the new holders of securities may have rights, preferences and privileges senior to those of our existing stockholders. Management also cannot provide any assurance that unforeseen circumstances will not increase the need for the Company to raise additional capital on an immediate basis. There can be no assurance that we will be able to continue to raise funds if at all, or on terms acceptable to the Company in which case the Company may be unable to continue its operations or to meet its obligations. If adequate capital is not available when needed, we will be required to significantly modify our business plan or cease operations.

Chen Ren, our Chief Executive Officer, is financing our operations by making advances of funds to cover our expenses. The advances are repayable upon demand and the obligations do not bear interest. We expect that Chen Ren will continue to fund our operations until he sells his interest in the Company, and that we will continue to require additional financing to maintain our existence as a shell company for the next twelve months. Our management is not required to fund our operations by any contract or other obligation. In the event that we undertake to complete an acquisition that requires financing, we will likely depend on an outside source for such financing. However, we have not identified any debt or equity financing sources that can be relied upon to provide such financing.

It is unlikely that we will be able to raise financing through a public offering of debt or equity.

On March 11, 2020 the World Health Organization declared the novel strain of coronavirus (COVID-19) a global pandemic and recommended containments and mitigation measures worldwide. The Company is monitoring this closely, and although operations have not been materially affected by the coronavirus outbreak to date, the ultimate severity of the outbreak is uncertain. Operations of the Company are ongoing. Further the uncertain nature of the spread of COVID-19 globally may impact our business operations due to the quarantine of employees, customers, and third-party service providers.

Off-balance Sheet Arrangements

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

Recent accounting pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and do not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.





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