The following management's discussion and analysis is intended to provide additional information regarding the significant changes and trends which influenced our financial performance for the three and Nine month periods ended June 30, 2018. This discussion should be read in conjunction with the unaudited financial statements and notes as set forth 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 those discussed below and elsewhere in this quarterly report. Our audited consolidated financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.





Forward-Looking Statements

This report contains forward-looking statements that involve risks and uncertainties. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology including, "could" "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential" and the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially.

While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested in this Quarterly Report.

Company's Approach to Management's Discussion of Financial Condition and Results of Operations

In our discussion, we aim to provide: 1) a narrative explanation of our financial statements that enables investors to see the company through the eyes of our management; 2) an enhancement of the overall financial disclosure with provided context with which the financial information should be analyzed; and 3) information about the quality of, and potential variability of, our earnings and cash flow so investors can ascertain the likelihood that past performance is indicative of future performance. In our overall presentation, we aim to focus on the material, analysis, key performance measures and known material trends and uncertainness of the Company, disclosure regarding liquidity and capital resources, and disclosure regarding critical accounting estimates. As part of our overall presentation, we strive to present the most material information as the most prominent and avoid unnecessary duplicative disclosures that can tend to overwhelm our readers and act as an obstacle to identifying material matters.





Current Operations

Today, the Company is a retail focused management company which owns currently a 20% minority interest of WOD, under a joint venture agreement with WODH to provide intelligent retail solutions for gym owners and coaches, including the management of retail sales, up front inventory purchases, ongoing inventory management, payments, marketing, and related services.






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Plan of Operations

Separately, the Company intends to expand its operations in 2019 increasing marketing of intelligent retail solutions for gym owners and coaches through the completion of the acquisition of WOD, which the Company currently owns a minority interest stake of 20% as of August 26, 2016, with 100% ownership interest anticipated to be completed 2019.

WOD serves the fitness community by allowing coaches and trainers to focus on what's important while athletes have access to the products they need to perform at their highest level. WOD aims to relieve gym owners and coaches of the burden of managing retail sales including upfront inventory purchases, ongoing inventory management, payments, marketing, etc. while also providing a service for members to have convenient access to products that help them perform better. WOD intends to forge a mutually beneficial relationship with each gym, customer and vendor to ensure the best possible experience. The

Requirements and Utilization of Funds

To implement our business plan, we will need to continue to raise working capital in an amount of at least $2,000,000 over the twelve-month period beginning in the first quarter of 2019 on terms and conditions to be determined. Management may elect to seek subsequent interim or "bridge" financing in the form of debt as may be necessary.

At this time, management is unable to determine the specific amounts and terms of such future financings, or whether or not we will be successful in raising such funds on a basis acceptable to us.

To date, management has not identified the source for such additional capital, and whether the Company will be able to raise sufficient capital, and do so on commercially reasonable terms, is uncertain. If we cannot raise additional proceeds via a private placement of our common stock or secure debt financing, we would be required to cease business operations. As a result, investors in our common stock would lose all of their investment.





Going Concern

In their report for our 2018 Form 10-K, our auditors have issued a "going concern" opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our expenses. This is because we have not generated enough revenues and no substantial revenues are anticipated in the near-term. Accordingly, we must seek to raise working capital from sources other than from the sale of our products through debt and equity financing facilities.





Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles ("GAAP") in the United States requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. The SEC has defined a company's critical accounting policies as the ones that are most important to the portrayal of the company's financial condition and results of operations, and which require the company to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain.

We believe that our estimates and assumptions are reasonable under the circumstances; however, actual results may vary from these estimates and assumptions. We have identified in NOTE 3, Summary of Significant Accounting Policies to the Financial Statements contained in Item 1 of this document certain critical accounting policies that affect the more significant judgments and estimates used in the preparation of the financial statements.






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Results from Operations

Our operating results for the three months ended September 30, 2019 compared to the three months ended September 30, 2018 are as follows:





                                            Three Months Ended
                                              September 30,
                                          2019            2018
Revenues                                $       -     $          -

Operating and other expenses (income) 151,760 (1,395,033 ) Net operating loss (income)

$ 151,760     $ (1,395,033 )




Operating Expenses

Our operating expenses for the three months ended September 30, 2019 compared to the three months ended September 30, 2018 are as follows:





                                        Three Months Ended
                                           September 30,
                                        2019          2018
Consulting services                   $  30,000     $  30,000


Accounting                                1,987        44,037
Wages                                    90,000        65,000

General and administrative expenses 775 (1,950 ) Total Operating Expenses

$ 122,762     $ 140,987

The decrease in operating expenses from 2019 to 2018 is primarily due to the Company's changes in accounting fees and contractual obligations. The decrease of $18,225 is mainly comprised of an increase in wages $25,000 because of contractual increases and decrease accounting fees of $42,050 from audit and review charges to get current. The remainder was an increase in general and administrative expense from credits received from a vendor.

Our operating results for the six months ended September 30, 2019 compared to the six months ended September 30, 2018 are as follows:





                                           Nine Months Ended
                                             September 30,
                                          2019          2018
Revenues                                $       -     $       -

Operating and other expenses (income) 586,560 417,870 Net operating loss (income)

$ 586,560     $ 417,870




Operating Expenses

Our operating expenses for the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018 are as follows:





                                         Nine Months Ended
                                           September 30,
                                        2019          2018
Consulting services                   $  90,000     $  90,000


Accounting                              257,487       149,500
Wages                                   235,000       171,750

General and administrative expenses 4,073 6,620 Total Operating Expenses

$ 586,560     $ 417,870

The increase in operating expenses from 2018 to 2019 is primarily due to the Company's accounting fees and contractual obligations. The increase of $168,690 is mainly comprised of an increase in wages of $25,000 from contractual obligations. The accounting costs were from bringing the company current in its reporting offset by a decrease in general and administrative expenses.






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Liquidity and Capital Resources

As of September 30, 2019 and December 31, 2018, the Company had cash on hand of $0 and $0, respectively. The Company had no change in cash flow of $0 for six months ended June 30, 2019 resulted primarily from the operations of the Company's activities in general operations.

As of September 30, 2019, we had cash of $0 and our working capital deficit was $13,220,227. As of September 30, 2019, we generated revenues of $0 and a net loss of $1,432,500 as compared to September 30, 2018 revenues of $0 and a net gain of $20,415,410. The net loss for the current period of measurement is mainly comprised of revaluation of derivatives. As of September 30, 2019, we have a cumulative net loss of $31,312,957. We are illiquid and need cash infusions from investors and/or current shareholders to deploy our current business plan.

The Company expects significant capital expenditures during the next 12 months, contingent upon raising additional capital. We anticipate that we will need $2,000,000 for operations for the next 12 months, and $5,000,000 for our overall development. This capital will be needed for continued development of the Company's automotive platforms and gaming expansion.

The source of such capital is uncertain, and there is no assurance that the Company will be successful in obtaining such capital on commercially reasonable terms, or at all. We have a working capital deficit and will need cash infusions from investors and/or current shareholders to deploy our current business plan.

To implement our business plan, we will need to continue to raise working capital in the form of equity in an amount up to $2,000,000 over the twelve-month period ending December 31, 2019 on terms and conditions to be determined. If we were unable to raise any funds from the sale of equity, management may elect to seek subsequent interim or "bridge" financing in the form of debt as may be necessary.

At this time, management is unable to determine the specific amounts and terms of such future financings, or whether or not we will be successful in raising such funds on a basis acceptable to us.

The source of such capital is uncertain, and there is no assurance that the Company will be successful in obtaining such capital on commercially reasonable terms, or at all. We are illiquid and need cash infusions from investors and/or current shareholders to deploy our current business plan.





                                               Nine Months Ended
Cash Flows                                       September 30,
                                             2019            2018
Net cash used in operating activities       $     -               -

Net cash used in investing activities             -               -
Net cash provided by financing activities         -               -
Net decrease increase in cash               $     -               -

Cash Flows - Operating Activities

Cash provided by financing activities in the period ended September 30, 2019 is $0.






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Going Concern Uncertainties

Management believes that our current financial condition, liquidity and capital resources will not satisfy our cash requirements for the next twelve months to deploy our current business plan, and as such we will need to either raise additional proceeds and/or our officers and/or directors will need to make additional financial commitments to our Company, neither of which is guaranteed. We plan to satisfy our future cash requirements, primarily the working capital required to execute on our current business and fund our necessary operating expenses, through financial commitments from future debt and equity financings, if and when possible. Management believes that we may generate more revenue within the next 12 months, but that these revenues will not satisfy our cash requirements to implement our current business plan, including, but not limited to, project acquisitions, engineering, and integration costs, and other operating expenses and corporate overhead, which is subject to change depending upon pending business opportunities and available financing.

We have no committed source for funds as of this date. No representation is made that any funds will be available when needed. In the event that funds cannot be raised when needed, we may not be able to carry out our business plan, may never achieve revenue, and could fail to satisfy our future cash requirements as a result of these uncertainties.

It will be necessary to raise working capital funds through equity and/or debt financing facilities, which are extremely difficult for an early stage company to secure and may not be available to us or on a basis favorable to us. However, if such debt financing is available, we would likely have to pay additional costs associated with high-risk loans and be subject to above market interest rates.

The Company and has a cumulative net loss of $31,312,957 at September 30, 2019. We currently have only limited working capital with which continue its operating activities. The amount of capital required to sustain operations is subject to future events and uncertainties, but the Company anticipates it will need to obtain approximately $2,000,000 in additional working capital in the form of debt or equity in order to cover our current expenses over the next 12 months and continue to implement our business plan. Whether such capital will be obtainable, or obtainable on commercially reasonable terms is at this date uncertain. These circumstances raise substantial doubt about the Company's ability to continue as a going concern.





Capital Expenditures

We have not incurred any material capital expenditures.

Off-Balance Sheet Arrangements

During the six months ended June 30, 2019, we did not engage in any off-balance sheet arrangements set forth in Item 303(a)(4) of Regulation S-K.

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