ITEM 2.
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MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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The
following discussion of our financial condition and results of operations should be read in conjunction with the financial statements
and notes thereto and other financial information included elsewhere in this report.
Certain
statements contained in this report, including, without limitation, statements containing the words “believes,” “anticipates,”
“expects” and words of similar import, constitute “forward looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks and uncertainties.
Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors,
including our ability to create, sustain, manage or forecast our growth; our ability to attract and retain key personnel; changes
in our business strategy or development plans; competition; business disruptions; adverse publicity; and international, national
and local general economic and market conditions.
GENERAL
Overview
The
Company was incorporated in the State of Nevada on January 4, 2016. We plan to enter the health supplement market with new applications
of transdermal patches for delivery of supplements and OTC products. We further plan to use our delivery technology in the prescription
pharmaceutical industry through developing acquired IP.
RESULTS
OF OPERATIONS
THREE
MONTHS ENDED October 31, 2017
Revenues
Our
revenue was 0 and we incurred a net loss of $107,732 for the three months ended October 31, 2017.
General
and Administrative Expenses
For
the three months ended October 31, 2017 our selling, general and administrative expenses were $107,732 primarily due to professional
fees and amortization expense. The increase from 2016 is primarily due to the amortization of the recently acquired patents and
an increase in legal fees.
NINE
MONTHS ENDED October 31, 2017
Revenues
Our
revenue was 0 and we incurred a net loss of $236,311 for the nine months ended October 31, 2017.
General
and Administrative Expenses
For
the nine months ended Oct 31, 2017 our selling, general and administrative expenses were $236,311 primarily due to professional
fees and amortization expense. The increase from 2016 is primarily due to the amortization of the recently acquired patents and
an increase in legal fees.
THREE
MONTHS ENDED October 31, 2016
Revenues
Our
revenue was 0 and we incurred a net loss of $29,980 for the three months ended October 31, 2016.
General
and Administrative Expenses
For
the three months ended October 31, 2016 our selling, general and administrative expenses were $29,980.
NINE
MONTHS ENDED October 31, 2016
Revenues
Our
revenue was 0 and we incurred a net loss of $117,683 for the nine months ended October 31, 2016.
General
and Administrative Expenses
For
the nine months ended October 31, 2016 our Selling, general and administrative expenses were $117,683.
LIQUIDITY
AND CAPITAL REQUIREMENTS
Overview
As
of October 31, 2017, the Company had $102 in cash. We do not have sufficient resources to effectuate our business.
We
expect to incur a minimum of $85,000 in expenses during the next twelve months of operations. We estimate that these expenses
will be comprised primarily of general expenses including marketing and research and development costs, overhead, legal and accounting
fees.
We
will have to raise funds to pay for our expenses. We may have to borrow money from shareholders or issue debt or equity or enter
into a strategic arrangement with a third party. There can be no assurance that additional capital will be available to us. We
currently have no arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other
sources. Since we have no such arrangements or plans currently in effect, our inability to raise funds for our operations will
have a severe negative impact on our ability to remain a viable company.
Going
Concern
The
Company has not generated any revenues, has recurring net losses as of October 31, 2017, and used cash in operations of $81,463
in the nine-month period ended October 31, 2017. In addition, as of January 31, 2017 and October 31, 2017, the Company had accumulated
deficits of $177,464 and $413,775 respectively. These conditions raise substantial doubt about the Company’s ability to
continue as a going concern.
The
accompanying consolidated financial statements have been prepared in conformity with U.S. GAAP, which contemplate continuation
of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business.
The ability of the Company to continue its operations is dependent on the execution of management’s plans, which include
the raising of capital through the debt and/or equity markets, until such time that funds provided by operations are sufficient
to fund working capital requirements. If the Company were not to continue as a going concern, it would likely not be able to realize
its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation
of the consolidated financial statements.
There
can be no assurances that the Company will be successful in generating additional cash from the equity/debt markets or other sources
to be used for operations. The consolidated financial statements do not include any adjustments relating to the recoverability
of assets and classification of assets and liabilities that might be necessary. Based on the Company’s current resources,
the Company will not be able to continue to operate without additional immediate funding. Should the Company not be successful
in obtaining the necessary financing to fund its operations, the Company would need to curtail certain or all operational activities
and/or contemplate the sale of its assets, if necessary.
Estimated
2017 Capital Requirements
We
estimate our capital requirements over the next twelve months for the development and marketing of our products to be $85,000
to $150,000.
Off
Balance Sheet Arrangements
We
currently have no off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect
on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures
or capital resources.
Critical
Accounting Policies
The
discussion and analysis of our plan of operations is based upon our consolidated financial statements, which have been prepared
in accordance with accounting principles generally accepted in the United States of America. The preparation of our consolidated
financial statements requires us to make estimates and assumptions that affect our reported results of operations and the amount
of reported assets and liabilities.
Some
accounting policies involve judgments and uncertainties to such an extent that there is reasonable likelihood that materially
different amounts could have been reported under different conditions, or if different assumptions had been used. Actual results
may differ from the estimates and assumptions used in the preparation of our consolidated financial statements.
It
is the opinion of the Company that inflation has not had a material effect on its operations.
New
Financial Accounting Standards
Management
does not believe that any recently issued, but not yet effective, accounting standard if currently adopted would have a material
effect on the consolidated financial statements included herewith.