UNEX
HOLDING INC.
BALANCE
SHEETS
|
|
February
28, 2021
|
|
|
August
31, 2020
|
|
|
|
(Unaudited)
|
|
|
(Audited)
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
Cash
|
|
$
|
-
|
|
|
$
|
5,676
|
|
Total Current Assets
|
|
|
-
|
|
|
|
5,676
|
|
|
|
|
|
|
|
|
|
|
Non- Current assets
|
|
|
|
|
|
|
|
|
Equipment
net of depreciation
|
|
|
-
|
|
|
|
343
|
|
Total
non-current assets
|
|
|
-
|
|
|
|
343
|
|
|
|
|
|
|
|
|
|
|
Total Assets
|
|
$
|
-
|
|
|
$
|
6,019
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loan from related parties
|
|
$
|
-
|
|
|
$
|
9,217
|
|
Stock refund payable
|
|
|
-
|
|
|
|
1,950
|
|
Accounts
payable
|
|
|
6
|
|
|
|
233
|
|
Total
current liabilities
|
|
|
6
|
|
|
|
11,400
|
|
Total Liabilities
|
|
|
6
|
|
|
|
11,400
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ Equity
|
|
|
|
|
|
|
|
|
Commom stock,$0.001
parvalue, 75,000,000 share authorized;
|
|
|
|
|
|
|
|
|
2,970,000 share issued
and outstanding
|
|
|
2,970
|
|
|
|
2,970
|
|
Additional Paid-In-Capital
|
|
|
36,022
|
|
|
|
22,730
|
|
Accumulated
Deficit
|
|
|
(38,998
|
)
|
|
|
(31,081
|
)
|
Total Stockholders’
Equity ( Deficit)
|
|
|
(6
|
)
|
|
|
(5,381
|
)
|
|
|
|
|
|
|
|
|
|
Total Liabilities
and stockholders’ Equity
|
|
$
|
-
|
|
|
$
|
6,019
|
|
The
accompanying notes are an integral part of these unaudited financial statements
UNEX
HOLDING INC.
STATEMENTS
OF OPERATIONS
(Unaudited)
|
|
Three months
ended
|
|
|
Three months
ended
|
|
|
Six months
ended
|
|
|
Six months
ended
|
|
|
|
February
28, 2021
|
|
|
February
29, 2020
|
|
|
February
28, 2021
|
|
|
February
29, 2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General
and administrative expenses
|
|
$
|
2,144
|
|
|
$
|
4,568
|
|
|
$
|
7,917
|
|
|
$
|
9,668
|
|
Profit / (Loss) before provision for the
income taxes
|
|
|
(2,144
|
)
|
|
|
(4,568
|
)
|
|
|
(7,917
|
)
|
|
|
(9,668
|
)
|
Provision for income
taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Net profit / (Loss)
|
|
$
|
(2,144
|
)
|
|
$
|
(4,568
|
)
|
|
$
|
(7,917
|
)
|
|
$
|
(9,668
|
)
|
Loss per common share :
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
-
|
|
Basic and Diluted
|
|
$
|
(0.00
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.00
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Number of common Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding :
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and Diluted
|
|
|
2,970,000
|
|
|
|
3,005,330
|
|
|
|
2,970,000
|
|
|
|
3,017,115
|
|
The
accompanying notes are an integral part of these unaudited financial statements
UNEX
HOLDING INC.
STATEMENT
OF CHANGES IN STOCKHOLDERS’S EQUITY
FOR
THE SIX MONTHS PERIODS ENDED FEBRUARY 28 ,2021 AND FEBRUARY 29, 2020
(Unaudited)
|
|
Number
of Common Shares
|
|
|
Amount
|
|
|
Additional
Paid-in-Capital
|
|
|
Deficit
accumulated
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of August 31, 2019
|
|
|
2,970,000
|
|
|
$
|
2,970
|
|
|
$
|
22,730
|
|
|
$
|
(16,717
|
)
|
|
$
|
8,983
|
|
Shares issued at $0.03
|
|
|
65,000
|
|
|
|
65
|
|
|
|
1,885
|
|
|
|
-
|
|
|
|
1,950
|
|
Net loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,100
|
)
|
|
|
(5,100
|
)
|
Balance as of November 30, 2019
|
|
|
3,035,000
|
|
|
|
3,035
|
|
|
|
24,615
|
|
|
|
(21,817
|
)
|
|
|
5,833
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Shares cancelled
|
|
|
(65,000
|
)
|
|
|
(65
|
)
|
|
|
(1,885
|
)
|
|
|
-
|
|
|
|
(1,950
|
)
|
Net loss
|
|
|
-
|
|
|
|
|
|
|
|
-
|
|
|
|
(4,568
|
)
|
|
|
(4,568
|
)
|
Balance as of February 29 2020
|
|
|
2,970,000
|
|
|
|
2,970
|
|
|
|
22,730
|
|
|
|
(26,385
|
)
|
|
|
(6,518
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of August 31, 2020
|
|
|
2,970,000
|
|
|
|
2,970
|
|
|
|
22,730
|
|
|
|
(31,081
|
)
|
|
|
(5,381
|
)
|
Net loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,773
|
)
|
|
|
|
|
Balance as of November 30, 2020
|
|
|
2,970,000
|
|
|
|
2,970
|
|
|
|
22,730
|
|
|
|
(36,854
|
)
|
|
|
(11,154
|
)
|
Forgiveness of loan from related party and
stock refund payable
|
|
|
-
|
|
|
|
-
|
|
|
|
13,292
|
|
|
|
-
|
|
|
|
13,292
|
|
Net loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,144
|
)
|
|
|
(2,144
|
)
|
Balance as of Febraury 28, 2021
|
|
|
2,970,000
|
|
|
$
|
2,970
|
|
|
$
|
36,022
|
|
|
$
|
(38,998
|
)
|
|
$
|
(6
|
)
|
The
accompanying notes are an integral part of these unaudited financial statements
UNEX
HOLDING INC.
STATEMENTS
OF CASH FLOWS
(Unaudited)
|
|
Six months
ended
|
|
|
Six months
ended
|
|
|
|
February
28 2021
|
|
|
February
29 2020
|
|
|
|
|
|
|
|
|
Cash flows from Operating Activities
|
|
|
|
|
|
|
|
|
Net Profit
/ (Loss)
|
|
$
|
(7,917
|
)
|
|
$
|
(9,668
|
)
|
Amortization expenses
|
|
|
158
|
|
|
|
158
|
|
Subscription Receivable
|
|
|
-
|
|
|
|
1,800
|
|
Increase (decrease)
in Account payable
|
|
|
(227
|
)
|
|
|
780
|
|
Write-off
of cash balance
|
|
|
(40
|
)
|
|
|
-
|
|
Net cash used in operating
activities
|
|
|
(8,026
|
)
|
|
|
(6,930
|
)
|
|
|
|
|
|
|
|
|
|
Cash flow from investing activities:
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Cash flow from financing Activities
|
|
|
|
|
|
|
|
|
Proceed from sale of
common stock
|
|
|
-
|
|
|
|
1,950
|
|
Loans
from Shareholders
|
|
|
2,350
|
|
|
|
|
|
Net
cash provided financing activities
|
|
|
2,350
|
|
|
|
1,950
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and equivalents
|
|
|
(5,676
|
)
|
|
|
(4,980
|
)
|
Cash at beginning
of the period
|
|
|
5,676
|
|
|
|
15,740
|
|
Cash at end of the
period
|
|
$
|
-
|
|
|
$
|
10,760
|
|
|
|
|
|
|
|
|
|
|
Supplemental cash flow information :
|
|
|
|
|
|
|
|
|
Cash paid for :
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
-
|
|
|
$
|
-
|
|
Taxes
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash investing
and financing information :
|
|
|
|
|
|
|
|
|
Repurchase of common
stock for refund payable
|
|
$
|
-
|
|
|
$
|
1,950
|
|
Increase additional paid in capital due to loan forgiveness and written off fixed assets and cash
|
|
|
13,292
|
|
|
|
|
|
|
|
$
|
13,292
|
|
|
$
|
1,950
|
|
The
accompanying notes are an integral part of these unaudited financial statements
NOTE
1 – ORGANIZATION AND BUSINESS
UNEX
HOLDINGS INC. (the “Company”) is a corporation established under the corporation laws in the State of Nevada on February
17, 2017. The Company has adopted the August 31 fiscal year-end.
The
Company is a development stage company and intends to provide geodesy services.
NOTE
2 – GOING CONCERN
The
Company’s financial statements as of February 28, 2021, is prepared using generally accepted accounting principles in the United
States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal
course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow
it to continue as a going concern. The Company has accumulated loss from inception (February 17, 2017) to February 28, 2021 of $38,998.
These factors among others raise substantial doubt about the ability of the company to continue as a going concern for a reasonable
period of time.
In
order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s
plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to
meet its minimal operating expenses and seeking third-party equity and/or debt financing. However, management cannot provide
any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any
adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going concern.
NOTE
3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Interim
financial statements (February 28, 2021 (unaudited)) and basis of presentation
The
accompanying unaudited interim financial statements and related notes have been prepared in accordance with accounting principles generally
accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the rules and regulations
of the United States Securities and Exchange Commission (the “SEC”) 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 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 financial statements should be read along with the financial statements of the Company
for the period ended August 31, 2020, and notes thereto contained in the Company’s Form 10-K.
Use
of Estimates
Preparing
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, liabilities, revenue, and expenses. Actual results and
outcomes may differ from management’s estimates and assumptions.
Advertising
Costs
The
Company’s policy regarding advertising is to expense advertising when incurred. The Company did not incur advertising expenses
during the period ended February 28, 2021.
Stock-Based
Compensation
As
of February 28, 2021, the Company has not issued any stock-based payments to its employees. Stock-based compensation is accounted for
at fair value in accordance with ASC 718, when applicable. To date, the Company has not adopted a stock option plan and has not granted
any stock options.
Income
Taxes
The
Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are
recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective
income tax basis (temporary differences). A valuation allowance related to a deferred tax asset is recorded when it is more likely than
not that some portion of the deferred tax asset will not be realized. The effect on deferred income tax assets and liabilities of a change
in tax rates is recognized in income in the period that includes the enactment date.
Property
and Equipment Depreciation Policy
Property
and equipment are stated at cost and depreciated on the straight-line method over the estimated life of the asset, which is 3 years
New
Accounting Pronouncements
There
were various accounting standards and interpretations issued recently, none of which are expected to have a material impact on
our financial position, operations, or cash flows.
Start-Up
Costs
In
accordance with ASC 824, “Start-up Costs”, the company expenses all costs incurred in connection with the start-up and organization
of the company.
Fair
Value Measurements
The
company adopted the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”, which defines fair value as used
in numerous accounting pronouncements, establishes a framework for measuring fair value, and expands disclosure of fair value
measurements.
The
estimated fair value of certain financial instruments, including cash and cash equivalents are carried at a historical cost basis,
which approximates their fair values because of the short-term nature of these instruments.
ASC
820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the
principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement
date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize
the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value:
Level
1 — quoted prices in active markets for identical assets or liabilities
Level
2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable
Level
3 — inputs that are unobservable (for example cash flow modeling inputs based on assumptions)
The
company has no assets or liabilities valued at fair value on a recurring basis.
Subsequent
Events
The
Company has evaluated all events that occurred after the balance sheet date of February 28, 2021, through the date these
financial statements were issued and did not have any material recognizable subsequent events after February 28, 2021.
NOTE
4 – FIXED ASSETS
On
September 24, 2018, the company purchased a computer for $950. The Company depreciates this asset over a period of thirty-six (36)
months which has been deemed its useful life. For the six months periods ended February 28, 2021, and for the year
ended August 31, 2020, the Company recognized $79 and $317 in depreciation expense respectively. For the six months
ended February 28, 2021, the Company wrote off the computer based on the terms of the Agreement (defined hereunder) disclosed in
Note 7 wherein Veniamin Minkov warranted that on the Effective Date (defined hereunder) the Company will have no assets and no debt
of any kind including no outstanding tax liabilities and that all existing contracts entered into by the Company shall be cancelled
without liability.
NOTE
5 – STOCKHOLDERS EQUITY
The Company has
75,000,000 shares of common stock authorized with a par value of $0.001 per share.
For
the year ended August 31, 2020, the Company cancelled 65,000 of its common stock and accrued a stock refund payable of $1,950.
For the six months period ended February 28, 2021,
the Company wrote-off stock refund payable of $1,950 based on the terms of the Agreement (defined hereunder) disclosed in Note 7 wherein
Veniamin Minkov warranted that on the Effective Date (defined hereunder) the Company will have no assets and no debt of any kind including
no outstanding tax liabilities and that all existing contracts entered into by the Company shall be cancelled without liability.
As of February
28, 2021, and August 31, 2020, the Company had 2,970,000 shares issued and outstanding.
NOTE
6 – RELATED PARTY TRANSACTIONS
In
support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company
can support its operations or attain adequate financing through sales of its equity or traditional debt financing. There is no formal
written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction
of liabilities. The advances are considered temporary and have not been formalized by a promissory note.
From
February 17, 2017 (Inception) through February 28, 2021, Veniamin
Minkov, the Company’s former sole officer and director (prior to the change of control disclosed in Note 7), extended loan to the Company amounting to $11,567 to pay for incorporation costs and operating expenses. The loan is non-interest
bearing, due upon demand, and unsecured.
Veniamin
Minkov, confirmed to the Board of Directors (“Board”) of the Company to forgive the loan extended by him to the Company amounting to $11,567. The Company wrote off cash balance of $40 and
carrying amount of a fixed asset of $185 against a loan from related party of $11,567. The balance of the loan from related party and stock refund payable of $1,950 amounting to $13,292 were written off against additional paid- in capital.
In
addition, based on the terms of the Agreement (defined hereunder) disclosed in Note 7 wherein Veniamin Minkov warranted that on the Effective
Date (defined hereunder) the Company will have no assets and no debt of any kind including no outstanding tax liabilities and that all
existing contracts entered into by the Company shall be cancelled without liability.
NOTE
7 – CHANGE OF CONTROL
Pursuant
to the terms of the Securities Purchase Agreement dated February 26, 2021, by and among Veniamin Minkov, the former sole officer, director,
and majority stockholder of the Company and Low Wai Koon (the “Agreement”), effective February 26, 2021 (the “Effective
Time”), Veniamin Minkov, the then sole executive officer and director of the Company and the owner of 2,000,000 restricted shares
of the Company’s common stock representing 67.34% of the Company’s issued and outstanding common stock (“Unex Shares”),
sold the Unex Shares to Low Wai Koon for an aggregate consideration of $340,000, or approximately $0.17 per share. In addition, certain
stockholders purchased 966,000 shares of the Company’s common stock in a series of private transactions for $0.05176 a share from
non-affiliates of the Company (the “Non-Affiliate Shares”). Upon completion of the purchase of the Unex Shares, Low Wai Koon
owned 2,000,000 shares, or approximately 67.34% of the issued and outstanding common stock of the Company, which resulted in a change
of control of the Company. Upon completion of the Non-Affiliate Shares, certain stockholders owned 966,000 shares or approximately 32.53%
of the issued and outstanding common stock of the Company.
In
connection with the Agreement, on February 26, 2021, Veniamin Minkov resigned as the President, Treasurer, and Secretary of the Company
and Chairman of the Board of the “Company. Mr. Minkov’s resignation as President, Treasurer, and Secretary of the Company
and Chairman of the Board is effective immediately. Mr. Minkov’s resignation as a director will become effective ten (10) days
following the filing by the Company of the Information Statement on Schedule 14f-1 with the United States Securities and Exchange Commission.
Prior to Mr. Minkov’s resignation, he appointed Low Wai Koon as the Company’s director and Chairman of the Board, Chief Executive
Officer, Chief Financial Officer, President, Secretary and Treasurer, of the Company.
In
accordance with the terms of the Agreement, Veniamin Minkov warranted that on the Effective Date the Company will have no assets and
no debt of any kind including no outstanding tax liabilities and that all existing contracts entered into by the Company shall be cancelled
without liability.
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
FORWARD-LOOKING STATEMENTS
Statements
made in this Form 10-Q that are not historical or current facts are “forward-looking statements” made pursuant to the safe
harbor provisions of Section 27A of the Securities Act of 1933 (the “Act”) and Section 21E of the Securities Exchange Act
of 1934. 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.
GENERAL
INFORMATION
Unex
Holdings Inc. was incorporated in the State of Nevada on February 17, 2017, and established the fiscal year-end of August
31. We have no revenues, have minimal assets, and have incurred losses since inception. We were formed to provide geodesy services,
and we are still in the development stage. Our business office is located at No. 2A, Jalan PJU 3/48, Sunway Damansara, 47810 Selangor,
Malaysia. Our telephone number is +603 7733 5727.
RESULTS
OF OPERATIONS
Our
financial statements have been prepared, assuming that we will continue as a going concern and, accordingly, do not include adjustments
relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable
to continue in operation.
We
expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through,
among other things, the sale of equity or debt securities.
As
of February 28, 2021, our total assets were zero compared to $6,019 as of August 31, 2020. As of February 28, 2021,
our total liabilities were $6 compared to $11,400 as of August 31, 2020.
Stockholders’
deficit was $6 as of February 28, 2021, compared to $5,381 as of August 31, 2020.
Three
months ended February 28, 2021, compared to three months ended February 29, 2020.
The
Company did not generate any revenue for the three months ended February
28, 2021 and three months ended February 29, 2020.
The
Company registered net loss of $2,144 during the three months
ended February 28, 2021, 44 compared to $4,568 during the three-months ended February 29, 2020.
Six
months ended February 28, 2021, compared to six months ended February 29, 2020.
The Company did not generate any revenue during
the six months ended February 28, 2021 and the six months ended February 29, 2020.
The
Company registered net loss of $7,917 for the six months ended February 28, 2021, compared to $9,688 during the three months
ended February 29, 2020.
Cash
Flows used by Operating Activities
For
the six months period ended February 28, 2021, net cash flows used in operating activities were $8,026. Net cash flows
used in operating activities were $6,930 for the six months period ended February 29, 2020.
Cash
Flows from Financing Activities
For
the six months ended February 28, 2021, net cash flows from financing activities were $2,350, which was financed by a loan
from related party. For the six months ended February 29, 2020 net cash flows from financing activities were $1,950 financed
by the proceeds from the issuance of common stock.
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.
Existing
working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations
over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations
to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management
anticipates additional increases in operating expenses and capital expenditures relating to (i) acquisition of inventory; (ii) developmental
expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances
of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term
operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders.
Further, such securities might have rights, preferences, or privileges senior to our common stock. Additional financing may not
be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not
be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our
business operations.
OFF-BALANCE
SHEET ARRANGEMENTS
As
of the date of this Quarterly Report, we do not have any 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 are material to investors.
GOING
CONCERN
The
independent registered public accounting firm auditors’ report accompanying our August 31, 2020, financial statements contained
an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have
been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and
satisfy our liabilities and commitments in the ordinary course of business.