The following discussion of our financial condition and results of operations for the fiscal years ended March 31, 2019 and March 31, 2020 should be read in conjunction with our financial statements and the related notes, included in this annual 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. Celexus seized operation after SEC suspension on February 12, 2020. Celexus, Inc. was acquired on July 15, 2021. The new company will provide it's new plans in the proper reporting period in Q3 2021.





Overview

We intend to become a key supplier of high grade CBD hemp seeds and clones to international farmers entering the market. The quality, durability, performance and certification on hemp seeds and clones will determine their value. Our seeds will ultimately be bio-engineered to grow large, robust crops, durable to a wide range of weather and altitude and contain some of the highest percentages of CBD on the market. Our genetic improvement strategy includes the following objectives:





    ?   High yield
    ?   Minimal male contamination
    ?   Premium market quality
    ?   Reliable low levels of THC content
    ?   Continual development of new improvements to our strains of hemp seeds and
        clones

We are committed to breeding strains of hemp that can maximize the profitability of the industrial hemp industry.





Results of Operations

The company has not yet begun its principal operations, and will not do so until completing its initial acquisition. As of the date of this annual report, the acquisition of HempWave has not yet been completed. However, we fully intend to complete the acquisition before the end of July to avoid triggering a termination clause of the Exchange Agreement between the company and HempWave. In addition, we note that financial statements for HempWave are not yet available.

For the fiscal years ended March 31, 2020 and 2019, the company did not record any revenue and the expenses were $5,873, $18,445 and $3,793, respectively. During the fiscal year ended March 31, 2020, our principal expense was professional fees for legal and accounting expenses related to Exchange Act reporting requirements which were incurred balances from previous years.

In addition, for the fiscal years ended March 31, 2020 and 2019, we recorded $3,078 and $2,791 in interest expenses, respectively. While the fiscal year ended March 31, 2018 included a gain on forgiveness of liabilities in the amount of $16,030, the fiscal year ended March 31, 2019 only saw a similar gain of $2 and no gain for fiscal year ended March 31, 2020.

As a result of the foregoing, the company experienced a net loss of $21,234 for the year ended March 31, 2019, and a net loss of $65,497 for the year ended March 31, 2020.

Liquidity and Capital Resources

At March 31, 2020 there is $0 in current assets, vs. $44,862 in current assets March 31, 2019. There is $0 in the bank account as current assets vs. 2019 which the entire $44,862 consisted of cash deposited into the bank account. Current liabilities at March 31, 2020 totaled $114,287 compared to $92,859 at March 31, 2019. The increase in current liabilities was primarily the result of additional notes payable, totaling $20,669. This loans do not bear any interest, and are payable on demand.

The goal was to complete the acquisition of HempWave by fulfilling the Exchange Agreement with HempWave prior to the end of July 2019, however the Company seized operation in February 2020 and the agreement never went into effect. The agreement was Pursuant to the Exchange Agreement, to issue Common Stock in the amount of $13,000,000 to HempWave as compensation.

The company has significant net operating loss carryforwards that may offset future tax expenses. For the fiscal year ended March 31, 2019, the company had a net operating loss carryforward of $5,812,118, which could be used to defer up to $1,220,545 of federal tax expenses at a 21% statutory tax rate.

Off-Balance Sheet Arrangements

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.

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