General:

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Company's consolidated financial statements and notes thereto for the years ended December 31, 2015 and 2014.

The independent auditors' reports on our financial statements for the years ended December 31, 2015 and 2014 include a "going concern" explanatory paragraph that describes substantial doubt about our ability to continue as a going concern. Management's plans in regard to the factors prompting the explanatory paragraph are discussed below and also in Note 1 to the audited consolidated financial statements for the year ended December 31, 2015.

While we have prepared our financial statements on the basis that we are a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business over a reasonable length of time, there is substantial doubt about our ability to continue as a going concern.





RESULTS OF OPERATIONS

Three Months Ended September 30, 2016 Compared to the Three Months Ended September 30, 2015





Management Expense

Compensation expense for the three months ended September 30, 2016 was $82,500 compared to $82,995 for the three months ended September 30, 2015.

General and Administrative Expense

General and administrative expense for the three months ended September 30, 2016 was $27,676 compared to $15,450 for the three months ended September 30, 2015, an increase of $12,226, or 43.479%. General and administrative expenses have increased due to operating expenses of being a public company.





Other Expense

Total other expense of $68,494 for the three months ended September 30, 2016 consists of interest expense of $47,279, a loss on change in fair value of derivatives of $11,596 and a loss on the amortization of convertible note discounts of $9,619. Total other expense of $200,724 for the three months ended September 30, 2015 consisted of interest expense of $54,776, a loss on change in fair value of derivatives of $97,431 and a loss on the amortization of convertible note discounts of $48,517.





                                       19





Net Loss

The Company had net loss of $178,670 for the three months ended September 30, 2016, as compared to a net loss of $299,169 for the three months ended September 30, 2015.

Nine Months Ended September 30, 2016 Compared to the Nine Months Ended September 30, 2015





Management Expense

Compensation expense for the Nine Months ended September 30, 2016 was $82,500 compared to $249,005 for the Nine Months ended September 30, 2015. Compensation decreased due to a lessening of operations.

General and Administrative Expense

General and administrative expense for the Nine Months ended September 30, 2016 was $27,676 compared to $178,833 for the Nine Months ended September 30, 2015, a decrease of $151,157, or 84%. General and administrative expenses have decreased as the Company looks for new business opportunities and attempts to conserve its available cash.





Other Expense

Total other expense of $68,494 for the three months ended September 30, 2016 consists of interest expense of $47,279, a loss on change in fair value of derivatives of $11,596 and a loss on the amortization of convertible note discounts of $9,619. Total expense of $526,749 for the Nine Months ended September 30, 2015 consisted of interest expense of $162,488, a loss on change in fair value of derivatives of $132,948 and a loss on the amortization of convertible note discounts of $231,313.





Net Income

The Company had a net loss of $178,670 for the Nine Months ended September 30, 2016, as compared to a net loss of $954,087 for the Nine Months ended September 30, 2015.

Liquidity and Capital Resources

For the for the Nine Months ended September 30, 2016, we used $67,681 in operating activities and had net proceeds from financing activities of $68,102. To date a majority of our funding has come from the issuance of convertible notes.





Quarterly Developments



None.



Subsequent Developments

On August 8, 2016, the Corporation formed a new wholly owned subsidiary, Energy Staffing Solutions, Inc. The Board of directors has authorized Company management to seek business opportunities in the staffing business sector through potential acquisitions or collaborations, with a general roll-up approach.





Going Concern

The accompanying unaudited interim consolidated condensed financial statements have been prepared in conformity with generally accepted accounting principles which contemplate continuation of the Company on a going-concern basis. The going concern basis assumes that assets are realized, and liabilities are extinguished in the ordinary course of business at amounts disclosed in the consolidated financial statements. The Company has incurred recurring losses from operations and has an accumulated deficit of $26,006,412. The Company's ability to continue as a going concern depends upon its ability to obtain adequate funding to support its operations through continuing investments of debt and/or equity by qualified investors/creditors, internally generated working capital and monetization of intellectual property assets. These factors raise substantial doubt about the Company's ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management is currently pursuing a business strategy which includes raising the necessary funds to finance the Company's development and marketing efforts.





                                       20

Critical Accounting Estimates and Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Note 2 to the Financial Statements describes the significant accounting policies and methods used in the preparation of the Financial Statements. Estimates are used for, but not limited to, contingencies and taxes. Actual results could differ materially from those estimates. The following critical accounting policies are impacted significantly by judgments, assumptions, and estimates used in the preparation of the Financial Statements.

We are subject to various loss contingencies arising in the ordinary course of business. We consider the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as our ability to reasonably estimate the amount of loss in determining loss contingencies. An estimated loss contingency is accrued when management concludes that it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. We regularly evaluate current information available to us to determine whether such accruals should be adjusted.

We recognize deferred tax assets (future tax benefits) and liabilities for the expected future tax consequences of temporary differences between the book carrying amounts and the tax basis of assets and liabilities. The deferred tax assets and liabilities represent the expected future tax return consequences of those differences, which are expected to be either deductible or taxable when the assets and liabilities are recovered or settled. Future tax benefits have been fully offset by a 100% valuation allowance as management is unable to determine that it is more likely than not that this deferred tax asset will be realized.

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Off Balance Sheet Arrangements

We have not entered into 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 and would be considered material to investors.

© Edgar Online, source Glimpses