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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