|
Item
1.
|
Financial
Statements
|
Unaudited
Condensed Financial Statements
Cannabis
Leaf, Inc.
|
|
|
Index
|
|
Balance Sheets
|
|
|
F-1
|
|
Statements of Operations
|
|
|
F-2
|
|
Statements of Cash Flows
|
|
|
F-3
|
|
Notes to the Unaudited Condensed Financial Statements
|
|
|
F-4 to F-6
|
|
Cannabis
Leaf, Inc.
BALANCE
SHEETS
|
|
As of
|
|
As of
|
|
|
April 30,
|
|
January 31,
|
|
|
2018
|
|
2018
|
|
|
|
|
(Audited)
|
Assets
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
Cash
|
|
$
|
—
|
|
|
$
|
—
|
|
Total Assets
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders' Deficit
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
$
|
19,651
|
|
|
$
|
17,660
|
|
Loans payable
|
|
|
—
|
|
|
|
157,455
|
|
Loans payable - related parties
|
|
|
18,600
|
|
|
|
47,134
|
|
Total current liabilities
|
|
|
38,251
|
|
|
|
222,249
|
|
Total liabilities
|
|
|
38,251
|
|
|
|
222,249
|
|
|
|
|
|
|
|
|
|
|
Shareholders' Deficit
|
|
|
|
|
|
|
|
|
Common stock: 600,000,000 authorized; $0.001 par value
|
|
|
|
|
|
|
|
|
51,314,000 and 50,340,000 shares issued and outstanding, respectively
|
|
|
51,314
|
|
|
|
50,340
|
|
Additional paid in capital
|
|
|
423,396
|
|
|
|
17,242
|
|
Accumulated deficit
|
|
|
(512,961
|
)
|
|
|
(289,831
|
)
|
Total Shareholders' Deficit
|
|
|
(38,251
|
)
|
|
|
(222,249
|
)
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders' Deficit
|
|
$
|
—
|
|
|
$
|
—
|
|
The
accompanying notes are an integral part of these unaudited condensed financial statements
Cannabis
Leaf, Inc.
STATEMENTS
OF OPERATIONS
Unaudited
|
|
Three Months Ended
|
|
|
April 30,
|
|
|
2018
|
|
2017
|
Operating Expenses
|
|
|
|
|
|
|
|
|
General and administrative
|
|
$
|
16,370
|
|
|
|
4,315
|
|
Total operating expenses
|
|
|
16,370
|
|
|
|
4,315
|
|
|
|
|
|
|
|
|
|
|
Operating Loss
|
|
|
(16,370
|
)
|
|
|
(4,315
|
)
|
|
|
|
|
|
|
|
|
|
Other income (expense)
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
(5,288
|
)
|
|
|
(738
|
)
|
Loss on extinguishment of debt
|
|
|
(201,472
|
)
|
|
|
—
|
|
Total other expenses
|
|
|
(206,760
|
)
|
|
|
(738
|
)
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
$
|
(223,130
|
)
|
|
$
|
(5,053
|
)
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per common share
|
|
$
|
(0.00
|
)
|
|
$
|
(0.00
|
)
|
Basic and diluted weighted average common shares outstanding
|
|
|
50,794,533
|
|
|
|
50,340,000
|
|
The
accompanying notes are an integral part of these unaudited condensed financial statements
Cannabis
Leaf, Inc.
STATEMENTS
OF CASH FLOWS
Unaudited
|
|
Three Months Ended
|
|
|
April 30,
|
|
|
2018
|
|
2017
|
|
|
|
|
|
Cash Used in Operating Activities
|
|
|
|
|
|
|
|
|
Net loss for the period
|
|
$
|
(223,130
|
)
|
|
$
|
(5,053
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
|
|
|
|
|
Imputed interest expense
|
|
|
391
|
|
|
|
647
|
|
Expenses paid by a related party
|
|
|
10,465
|
|
|
|
—
|
|
Loss on extinguishment of debt
|
|
|
201,472
|
|
|
|
—
|
|
Changes in non-cash working capital balances:
|
|
|
|
|
|
|
|
|
Prepaid expenses
|
|
|
—
|
|
|
|
(3,951
|
)
|
Accounts payable and accrued liabilities
|
|
|
10,802
|
|
|
|
(4,510
|
)
|
Net cash used in operating activities
|
|
|
—
|
|
|
|
(12,867
|
)
|
|
|
|
|
|
|
|
|
|
Cash Flows Used in Investing Activities
|
|
|
|
|
|
|
|
|
Deposit on license
|
|
|
—
|
|
|
|
(25,000
|
)
|
Net cash used in Investing Activities
|
|
|
—
|
|
|
|
(25,000
|
)
|
|
|
|
|
|
|
|
|
|
Cash Provided by Financing Activities
|
|
|
|
|
|
|
|
|
Proceeds from related party loan
|
|
|
—
|
|
|
|
18,600
|
|
Proceeds from unrelated party loan
|
|
|
—
|
|
|
|
25,000
|
|
Net cash provided by Financing Activities
|
|
|
—
|
|
|
|
43,600
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash for the period
|
|
|
—
|
|
|
|
5,733
|
|
Cash at beginning of the period
|
|
|
—
|
|
|
|
489
|
|
Cash at end of the period
|
|
$
|
—
|
|
|
$
|
6,222
|
|
|
|
|
|
|
|
|
|
|
Supplemental Cash Flow Information:
|
|
|
|
|
|
|
|
|
Cash paid for income taxes
|
|
$
|
—
|
|
|
$
|
—
|
|
Cash paid for interest
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
NON-CASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
Issuance of common stock for debt settlement
|
|
$
|
396,272
|
|
|
$
|
—
|
|
The
accompanying notes are an integral part of these unaudited condensed financial statements
CANNABIS
LEAF, INC.
NOTES
TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS
APRIL
30, 2018
NOTE
1 -ORGANIZATION AND BASIS OF PRESENTATION
Cannabis
Leaf, Inc. (the "Company") was incorporated in the State of Nevada on October 6, 2014, as Pacificorp Holdings, Ltd.
The Company was organized to develop and explore mineral properties in the State of Nevada.
These
financial statements and related notes are presented in accordance with accounting principles generally accepted in the United
States and are expressed in United States (US) dollars. The Company has not produced any revenue from its principal business and
is an exploration stage company. The Company has changed it business from a mining and exploration company and entered in to an
exclusive license agreement with Affordable Green LLC of Tacoma WA. Additionally, the Company has changed its name as a result
of a merger with the Company’s wholly owned subsidiary Cannabis Leaf, Inc. as a result of this merger Pacificorp adopted
the name of the subsidiary. There were no assets purchased or shares exchanged.
NOTE
2 -SIGNIFICANT ACCOUNTING POLICIES
Basis
of Presentation
The
unaudited condensed financial statements of the Company and the accompanying notes included in this Quarterly Report on Form 10-Q
are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of the Condensed Financial Statements
have been included. Such adjustments are of a normal, recurring nature. The Condensed Consolidated Financial Statements, and the
accompanying notes, are prepared in accordance with generally accepted accounting principles in the United States ("GAAP")
and do not contain certain information included in the Company's Annual Report on Form 10-K for the fiscal year ended January
31, 2018. This interim Condensed Financial Statements should be read in conjunction with that Annual Report on Form 10-K. Results
for the interim periods presented are not necessarily indicative of the results that might be expected for the entire fiscal year.
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 assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the
reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith
estimates and judgments.
Fair
Value of Financial Instruments
The
Company’s financial instruments consist primarily of accounts payable and accrued liabilities and loans payable –
related parties. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the
short-term maturities and approximate market interest rates of these instruments.
Basic
and Diluted Earnings Per Share
Net
loss per share is calculated in accordance with FASB ASC 260,
Earnings Per Share
, for the period presented. ASC 260
requires presentation of basic earnings per share and diluted earnings per share. Basic income (loss) per share (“Basic
EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares
outstanding during the period. Diluted earnings per share (“Diluted EPS”) is similarly calculated. Dilution is computed
by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of
the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the
average market price during the period. For the three months ended April 30, 2018 and 2017, there were no potentially dilutive
securities.
NOTE
3 – GOING CONCERN
The
Company has sustained operating losses since inception. The Company’s continuation as a going concern is dependent on its
ability to generate sufficient cash flows from operations to meet its obligations and/or obtaining additional financing from its
shareholders or other sources, as may be required.
The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern; however, the
above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any
adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications
of liabilities that may result should the Company be unable to continue as a going concern.
Management
is endeavoring to begin exploration activities however, may not be able to do so within the next fiscal year. Management is also
seeking to raise additional working capital through various financing sources, including the sale of the Company’s equity
securities, which may not be available on commercially reasonable terms, if at all.
If
such financing is not available on satisfactory terms, we may be unable to continue our business as desired and operating results
will be adversely affected. In addition, any financing arrangement may have potentially adverse effects on us or our stockholders.
Debt financing (if available and undertaken) will increase expenses, must be repaid regardless of operating results and may involve
restrictions limiting our operating flexibility. If we issue equity securities to raise additional funds, the percentage ownership
of our existing stockholders will be reduced and the new equity securities may have rights, preferences or privileges senior to
those of the holders of our common stock.
NOTE
4 – NOTE PAYABLE FROM RELATED PARTY
As
of April 30, 2018, and January 31, 2018, the Company received advances totaling $18,600 and $47,134 respectively from related
parties, the advances are unsecured, of which $28,534 is non-interest bearing and is due upon demand giving 30 days written notice
to the borrower. A balance of $18,600 was received from a related party and bares an interest rate of 5% per annum and is due
upon demand giving 30 days written notice to the borrower. During the three months ended April 30, 2018, the Company issued 142,670
shares of common stock to settle the note payable of $28,534. As a result, the Company recognized a loss on extinguishment of
debt of $26,893. The Company has recorded imputed interest of $391 and accrued interest of $243 respectively for the three months
ended April 30, 2018.
NOTE
5 – RELATED PARTY CONTRIBUTIONS
During
the three months ended April 30, 2018 and 2017, the Company received contributions totaling $10,465 and $0 from a related party,
these contributions are not to be repaid and are recorded under additional paid in capital.
NOTE
6 – NOTE PAYABLE
As
of January 31, 2018, the Company received advances totaling $157,455 from an unrelated party, the advances are unsecured and bares
an interest rate of 5% per annum and is due upon demand giving 30 days written notice to the borrower. During the three months
ended April 30, 2018, the Company issued 831,330 shares of common stock to settle the note payable of $157,455 and accrued interest
of $8,811. As a result, the Company recognized loss on extinguishment of debt of $174,579. The Company has recorded accrued interest
of $4,654 for the three months ended April 30, 2018.
NOTE
7 –EQUITY
The
Company has authorized 600,000,000 common shares with a par value of $0.001 per share. Each common share entitles the holder to
one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.
On
March 20, 2018, the Company issued 831,330 and 142,670 restricted common shares in settlement of debt in the amounts of $166,
266 and $28,534 respectively (see Note 4 and 6).
As
of April 30, 2018, and January 31, 2018, the company had 51,314,000 and 50,340,000 shares of common stock issued and outstanding,
respectively.
NOTE
8 - SUBSEQUENT EVENTS
On
May 3, 2018 the Company) entered into a Settlement and Release Agreement with AGH WA, LLC in order to terminate the License Agreement
and cease the business relationship between the Parties, and remedy any defaults of the terms and conditions of the License Agreement.
The
Compensation and Settlement pertaining to entering into the Settlement and Release Agreement is an aggregate total of 2,600,000
restricted Common Shares.
On
March 6, 2018, an Agreement and Plan of Merger (the “Agreement”) was entered into by the Company and Apotheca Biosciences,
Inc. (“Apotheca Biosciences”), a Nevada corporation. Upon completion of the Agreement, the parties will merge with
the surviving entity to operate under the name Apotheca Biosciences, Inc. Pursuant to the Agreement, the Company is to issue 60,000,000
Common Shares as instructed by Apotheca Biosciences, in exchange for all of the outstanding shares of Apotheca Biosciences. In
anticipation of the closing, the Company reserved for issuance 60,000,000 restricted Common Shares (the "Shares"). The
Shares were issued on May 15, 2018 to be held in trust until completion of the closing. The issuance of the Shares resulted in
a change of control of the Company. Pursuant to the terms of the Agreement, Apotheca can appoint two directors to the Company's
board. On May 21, 2018, the Company's added 2 additional board members. On May 22, 2018, a change of officers occurred.
|
Item
2.
|
Management's
Discussion and Analysis of Financial Condition or Plan of Operation
|
FORWARD-LOOKING
STATEMENTS
This
quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance.
In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”,
“plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential”
or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions
and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels
of activity, performance or achievements to be materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in
the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.
Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the
forward-looking statements to conform these statements to actual results.
Our
unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally
Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related
notes that appear elsewhere in this quarterly 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 quarterly report.
Unless
otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references to
“common stock” refer to shares of our common stock.
As
used in this quarterly report, the terms “we”, “us”, “our company”, mean Cannabis Leaf Incorporated,
a Nevada corporation, unless otherwise indicated.
Corporate Overview
We
were incorporated in Nevada on October 6, 2014 under the name Pacificorp Holdings Ltd. Until 2017, we were a mineral exploration
company with mining claims known as the Delcer Buttes (1-12) in Elko County, Nevada. On August 31, 2017, we elected to not renew
the Delcer Buttes claims and subsequently, the claims reverted back to the Bureau of Land Management.
On
March 29, 2017, we entered into a Letter of Intent with Affordable Green Washington LLC of Tacoma WA to obtain an exclusive license
to market and distribute Affordable Green’s Products in the State of Washington.
On
May 4, 2017, we entered into an exclusive License Agreement with Affordable Green Washington LLC. The License Agreement was amended
on June 1, 2017.
On
June 2, 2017, our company entered into a short form Merger Agreement with our wholly owned subsidiary, Cannabis Leaf Incorporated,
in order to effect a change of name of our company. Pursuant to the Merger Agreement, our company will be the surviving entity
and will adopt the name of our subsidiary. Our subsidiary was incorporated solely for the purpose of the merger. Effective June
7, 2017, Articles of Merger and the Merger Agreement were filed with the Nevada Secretary of State, giving effect to the merger
and the change of name of our company to Cannabis Leaf Incorporated. The Merger was approved by our board of directors and our
subsidiary on June 2, 2017. In accordance with Nevada Revised Statutes (NRS) Section 92A.180, stockholder approval was not required.
On
June 2, 2017, our board of directors approved an amendment to our Articles of Incorporation by filing a Certificate of Change,
pursuant to NRS 78.209, increasing our authorized shares from 100,000,000 shares of common stock, $.001 par value to 600,000,000
shares of common stock, $.001 par value; and affecting a 6 for 1 forward stock split. The Certificate of Change was filed with
the Nevada Secretary of State on June 5, 2017.
On
August 1, 2017 Jason Sakowski a director of our company entered in to purchase agreements with the former directors and officers
of our company to purchase an aggregate of twenty seven million (27,000,000) restricted common shares, resulting in a change in
control. The purchase price for the shares is $10,000 and $5,000 respectively and is due and payable on or before March 31, 2018.
To date this transaction has not closed.
On
October 24, 2017, we entered into a Letter of Intent with Green Venture Capital Inc. (“Green Venture”) whereby our
company is to be assigned Green Venture’s interest in a Letter of Intent (the “MMS Farms LOI”) that Green Venture
has with MMS Farms, LLC (“MMS Farms”). MMS Farms owns a Tier 2 Recreational Marijuana Production and Processing License
which allows MMS Farms to produce and process recreational marijuana under the laws of the State of Washington.
On
April 26, 2018 our company provided a Notice of Termination to Green Venture with respect to the Letter of Intent entered into
by our company and Green Venture on October 24, 2017. No Consideration has been paid to date.
On
March 6, 2018, an Agreement for Plan of Merger (the “Agreement”) was entered into by our company and Apotheca Biosciences,
Inc. (“Apotheca Biosciences”), a Nevada corporation. Such Agreement will result in the merger of Apotheca Biosciences
into our company with our company to be the surviving entity under the name "Apotheca Biosciences, Inc.".
Pursuant
to the Agreement, our company agreed to issue to Apotheca Biosciences sixty million (60,000,000) shares of our common stock in
exchange for all of the shares of Apotheca Biosciences. This issuance will result in a change in control of our company. Upon
execution of the Agreement, Apotheca Biosciences will receive the immediate right to the appointment of the directors and officers
to our company, with our current officer resigning his officer positions. On April 24, 2018 our company issued 60,000,000 restricted
common shares as the consideration under the Agreement.
On
March 20, 2018 our company issued 831,330 and 142,670 restricted common shares in settlement of debt in the amounts of $166, 266
and $28,534 respectively.
On
May 3, 2018 our company executed a Settlement and Release Agreement with Affordable Green Washington LLC (aka AGH WA, LLC) (the
"Settlement Agreement") in order to terminate an Amended License Agreement dated June 1, 2017, cease the business relationship
between the parties and remedy any defaults of the terms and conditions of the License Agreement. The compensation and settlement
pertaining to Settlement Agreement is an aggregate total of 2,600,000 restricted common shares.
We
have not ever declared bankruptcy, been in receivership, or involved in any kind of legal proceeding. We have minimal revenues
and limited cash on hand. We have sustained losses since inception and have relied solely upon the sale of our securities for
funding.
Business
of the Company
Upon
the completion of the Agreement with Apotheca Biosciences, we are now a company that develops cutting-edge medical products and
nutraceuticals and formulates and delivers technologies for the healthcare and consumer care industry. Our pipeline of products
includes, transdermal, sublingual, and nasal delivery technologies for precise and controlled dosing of cannabinoids.
Results
of Operations
The
following summary of our results of operations, for the three ended April 30, 2018, should be read in conjunction with our financial
statements, as included in this Form 10-Q.
|
|
Three Months Ended
|
|
|
|
|
|
|
April 30,
|
|
Change
|
|
|
2018
|
|
2017
|
|
Amount
|
|
%
|
Revenues
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
—
|
|
General and administrative
|
|
|
16,370
|
|
|
|
4,315
|
|
|
|
12,055
|
|
|
|
279
|
%
|
Interest expense, net
|
|
|
(5,288
|
)
|
|
|
(738
|
)
|
|
|
(4,550
|
)
|
|
|
617
|
%
|
Loss on extinguishment of debt
|
|
|
(201,472
|
)
|
|
|
—
|
|
|
|
(201,472
|
)
|
|
|
—
|
|
Net Loss
|
|
$
|
(223,130
|
)
|
|
$
|
(5,053
|
)
|
|
$
|
(218,077
|
)
|
|
|
4316
|
%
|
Three
months ending April 30, 2018 compared to three months ending April 30, 2017:
For
the three months ended April 30, 2018, we incurred $16,370 in general and administrative expenses, $5,288 in interest expense
and $201,472 in loss on extinguishment of debt, resulting in an operating and net loss of $223,130. For the three months ended
April 30, 2017, we incurred $4,315 in general and administrative expenses and $738 in interest expense, resulting in an operating
and net loss of $5,053.
Liquidity
and Capital Resources
From
October 6, 2014 (inception) through April 30, 2018, we have relied almost exclusively on funds raised from sales of shares of
our common stock or by advances from related parties.
We
may need to raise additional capital to carry out our business plan. There can be no assurance that we will be able to raise additional
capital or if we are able to raise additional capital that the terms will be acceptable to us.
We
had cash on hand of $Nil and $Nil at April 30, 2018 and January 31, 2018, respectively. Our primary needs for cash are for working
capital.
Working
Capital
|
|
April 30,
|
|
January 31,
|
|
Change
|
|
|
2018
|
|
2018
|
|
Amount
|
|
%
|
Current Assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
—
|
|
Current Liabilities
|
|
|
38,251
|
|
|
|
222,249
|
|
|
|
(183,998
|
)
|
|
|
(83
|
%)
|
Working Deficiency
|
|
$
|
(38,251
|
)
|
|
$
|
(222,249
|
)
|
|
$
|
183,998
|
|
|
|
(83
|
%)
|
Cash
Flows
|
|
Three Months Ended
|
|
|
|
|
April 30,
|
|
|
|
|
2018
|
|
2017
|
|
Change
|
Cash Flows used in Operating Activities
|
|
$
|
—
|
|
|
$
|
(12,867
|
)
|
|
$
|
12,867
|
|
Cash Flows from Investing Activities
|
|
|
—
|
|
|
|
(25,000
|
)
|
|
|
25,000
|
|
Cash Flows from Financing Activities
|
|
|
—
|
|
|
|
43,600
|
|
|
|
(43,600
|
)
|
Net Decrease in Cash During Period
|
|
$
|
—
|
|
|
$
|
5,733
|
|
|
$
|
(5,733
|
)
|
As
at April 30, 2018 our company’s cash balance was $Nil and total assets were $Nil. As at January 31, 2018, our company’s
cash balance was $Nil and total assets were $Nil.
As
at April 30, 2018, our company had total liabilities of $38,251, compared with total liabilities of $222,249 as at January 31,
2018.
As
at April 30, 2018, our company had working capital deficiency of $38,251 compared with working capital deficit of $222,249 as
at January 31, 2018. The decrease in working capital deficiency was primarily attributed to a decrease in loan payable and loan
payable – related parties.
Cash
Flow from Operating Activities
During
the three months ended April 30, 2018, our company used $0 in cash from operating activities, compared to $12,867 cash used in
operating activities during the three months ended April 30, 2017.
Cash
Flow from Investing Activities
During
the three months ended April 30, 2018, our company used $0 in cash for investing activities, compared to $25,000 cash used for
investing activities during the three months ended April 30, 2017.
Cash
Flow from Financing Activities
Net
cash from financing activities was $0 for the three months ended April 30, 2018 compared to net cash from financing activities
of $43,600 for the three months ended April 30, 2017.
Off-Balance
Sheet Arrangements
We
have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital
resources that is material to stockholders.