FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.





Overview of Operations

We are a Data Centric company with business activities focused three main areas:





ZEUUS Data Centers

ZEUUS Energy

ZEUUS Cyber Security

All four divisions work synergistically with each other in an synergetic ecosystem which enables growth and business protection. These technologies and divisions all stem from the massive requirements in our Data Centers.

While we are currently negotiating for the purchase of three data centers, the recent acquisition by our ZEUUS Energy division of a unique, and scalable Wind Turbine technology has us very excited. We have recently opened a 500 sqm, brand new research and development facility in Montenegro where the final designs for the Wind Turbines are being tested and refined. We expect full commercial production of the Wind Turbines by the end of 3rd Quarter 2022.

We are also in negotiations for the acquisition of two cyber security companies and will update the market after we enter into definitive acquisition agreements.

Our mandate and focus are to harness the Cloud and provide all aspects of Data Services from protection to facilitation, to storage, to the sustainable energy consumption at all our Data Center locations.

Results of Operation for the Three Months Ended June 30, 2022, Compared to the Three Months Ended June 30, 2021

Revenue

During the three months ended June 30, 2022 and 2021 we did not generate any revenue.

General and Administrative Expenses

For the three months ended June 30, 2022, we had $105,309 in general and administrative expenses compared to $58,267 for the three months ended June 30, 2021, an increase of $47,042 or 80.7%. Our primary expense in the current period was for consulting which increased approximately $41,656. We also had increases for transfer agent fess ($3,950) and investor relation expense ($7,030).

Professional Fees

For the three months ended June 30, 2022, we had $83,398 in professional fees compared to $19,175 for the three months ended June 30, 2021, an increase of $64,223 or 334.9%. Professional fees consist of legal, audit and accounting fee. In the current three-month period we had an increase of legal fees over the prior period of $30,722 and an increase of audit fees of $28,000.





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Other Income/Expense

For the three months ended June 30, 2022, we had interest expense of $23,320 compared to $1,980 in the prior period. Our interest expense has increased due to the additional related party loans.

Net Loss

Our net loss for the three months ended June 30, 2022 was $212,027 compared to $79,422 for the three months ended June 30, 2021. The increase in our net loss is due to our increased expenses as discussed above.

Results of Operation for the Nine Months Ended June 30, 2022, Compared to the Nine Months Ended June 30, 2021

Revenue

During the nine months ended June 30, 2022 and 2021 we did not generate any revenue.

General and Administrative Expenses

For the nine months ended June 30, 2022, we had $448,902 in general and administrative expenses compared to $113,699 for the nine months ended June 30, 2021, an increase of $335,203. Our primary expense in the current period was for consulting which increased approximately $218,000. We also had increases for promotional expense ($48,000) and investor relation expense ($54,188).

Director compensation

During the nine months ended June 30, 2022, the Company granted 23,100 shares of common stock to its directors for services. The shares were valued at $1.50 per share for total non-cash expense of $34,650.

Professional Fees

For the nine months ended June 30, 2022, we had $145,893 in professional fees compared to $65,139 for the nine months ended June 30, 2021, an increase of $80,754, or 124%. Professional fees consist of legal, audit and accounting fee, all of which increased in the current year. In the current period we had an increase of legal fees over the prior period of approximately $60,000 and an increase of audit fees of $17,400.

Other Income/Expense

For the nine months ended June 30, 2022, we had interest expense of $28,490 compared to $3,624 in the prior period. We also recognized $1,708 of interest income on our note receivable in the prior period. Our interest expense has increased due to the additional related party loans.

Net Loss

Our net loss for the nine months ended June 30, 2022, was $657,935 compared to $180,839 for the nine months ended June 30, 2021. The increase in our net loss is due to our increased expenses as discussed above.

Liquidity and Capital Resources

At June 30, 2022, we had total current assets of $16,057, consisting of cash and deposits. We had total current liabilities of $1,113,067 consisting mostly of loans from related parties.

Cash Flows from Operating Activities

For the nine months ended June 30, 2022, we used $577,933 of cash in operating activities compared to $179,036 for the nine months ended June 30, 2021.





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Cash Flows from Investing Activities

During the nine months ended June 30, 2022, we used $21,800 for the purchase of equipment. During the nine months ended June 30, 2021, we issued a note receivable for $150,000, all of which was repaid. We also purchase assets for a total of $116,596.

Cash Flows from Financing Activities

We have financed our operations primarily from loans from related parties and the sale of common stock. For the nine months ended June 302022, net cash provided by financing activities was $526,600, which consisted of $101,700 from the sale of common stock and $424,900 from related party loans. During the nine months ended June 30, 2021, we received $395,83400 from related party loans.

PLAN OF OPERATION AND FUNDING

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.





Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs for the next fiscal year and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable.

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