The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information included in this Form 10-Q.

Our Management's Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. Although the forward-looking statements in this Quarterly Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.





                           FORWARD LOOKING STATEMENTS

The information contained in this Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties, including among other things, statements regarding our capital needs, business strategy and expectations. Any statement which does not contain a historical fact may be deemed to be a forward-looking statement. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology. In evaluating forward looking statements, you should consider various factors outlined in our Form 10-K report for the year ended September 30, 2019, filed with the U.S. Securities Exchange Commission ("SEC") and, from time to time, in other reports we file with the SEC. These factors may cause our actual results to differ materially from any forward-looking statement. We disclaim any obligation to publicly update these statements or disclose any difference between our actual results and those reflected in these statements.





Overview

In July 2017 we acquired Solar Quartz Technologies Limited, a New Zealand corporation. We are now seeking new financing in the form of equity, debt or a combination thereof to meet development and general operating obligations. Absent achieving sufficient funds soon, our viability is in doubt. The Company has managed to raise some capital by sale of shares, but as of June, 2020, the Company has not been successful in raising sufficient funds; However, work is underway to secure funding, and we believe that funding for the Company is possible in the near future although no assurance can be made as to the amount of funds, if any, or the terms thereof.

Current Business and Operations

On July 2017 we acquired Solar Quartz Technologies Limited, a New Zealand Corporation.

With the acquisition of Solar Quartz Technologies Limited we now own mining exploration and development rights to significant deposits of High Purity Quartz that we have determined in our evaluation of independent reports and considered judgment to have reserves which are adequate to provide the Company with adequate resources for 25-30 years of production. See Item 1 in the FY 2019 10-K Business for greater details.





                                      12

  Table of Contents

We are currently actively seeking interim working capital in order to complete mining plans and build a pre-processing plant in Townsville, North Queensland, Australia, build upon our management team and market high purity quartz (HPQS) to established markets with whom our management team have had prior relationships. These organizational efforts will be to secure significant new capital for the acquisition of a site and the building of the pre-processing plant. Upon completion, that plant will enable the Company to upgrade its newly mined HPQS to a higher level of purity that has a significant world-wide demand for use in the production of advanced PV solar Panels and all high-end electronics, lighting, telecom, optic and microelectronics. Failure to secure these financings will have a negative impact on the Company's ability to continue as a going concern.





Results of Operations

For the fiscal quarters ended June 30, 2020 and 2019 we generated no revenues, and thus no cost of sales or gross profits.

For the fiscal quarters ended June 30, 2020 and 2019, we incurred $464,110 and $384,477 respectively in operating expenses.

For the fiscal quarter ended June 30, 2020 we recorded other expenses of $13,349 while for quarter ended June 30, 2019 we incurred expenses of $20,692 both items are represented by accrued interest on debt. In June quarter 2019 additional expenses of $30,218 were recorded for loss on conversion and early payment penalty on Note payment. Other income of $1,972 was earned in the fiscal quarter, June 30, 2020.

For the year quarter June 30, 2020, we reported net loss before taxes of $475,487 while in the fiscal quarter ended March 31, 2019, we reported a net loss before taxes of $459,394. Since there were no tax obligations in either year, net income / loss in each year was the same as that reported before taxes.

For the periods ended September 30, 2019 and June 30, 2020, our cash positions were $74,241 and $747 respectively.

As of June 30, 2020, we had total current liabilities of $1,498,139 while as of September 30, 2019, we had total current liabilities of $1,129,661 an increase of about 33%. Accrued interest payable increased from $110,738 to $127,131 all attributable to accruals on the loans and the convertible notes payable.

NOTE: We have recorded a total of $228,967 payable as a liability due to loan and note holders. We have been attempting to substantiate notes relating to $160,747 of this total amount. Our efforts to get the debt holders to show further evidence of this debt and communicate with the debtholders thus far have not been effective. These notes were issued and loans recorded by Vanguard Energy prior to the acquisition of Solar Quartz Technologies Ltd in July 2017. However, in accordance with generally accepted accounting principles the liability remains on our balance sheet at this time.

Liquidity and Capital Resources

As of June 30, 2020, we had $58,118 in total assets and $1,498,139 in total current liabilities. Accordingly, we had a working capital deficit of $1,440,022.

NOTE - MINERAL ASSETS While the Company maintains that it has quartz and other mineral assets that exceed the current carrying value on the balance sheet any such additional value would only be recognized upon sale and accordingly in accordance with generally accepted accounting principles the assets in question are carried at lower of cost or market. The Company has asserted that there have been offers and a share exchange that would result in an indicated asset value above the current balance sheet value. No accounting or provision for this possible gain has been reflected in these financial statements.





                                      13

  Table of Contents

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements.

Critical Accounting Policies and Estimates

For a discussion of our accounting policies and related items, please see the Notes to the Financial Statements, included in Item 1.

© Edgar Online, source Glimpses