This Management's Discussion and Analysis of Financial Condition and Results of Operations.

The following is management’s discussion and analysis of the financial condition and results of operations of Praco Corporation (“Praco”, the “Company”, “we”, and “our”) for the quarter ended September 30, 2017. This discussion contains forward-looking statements based upon current expectations that involve risks and uncertainties, such as its plans, objectives, expectations and intentions. Its actual results and the timing of certain events could differ materially from those anticipated in these forward-looking statements. The following informationOperations (MD&A) should be read in conjunction with the interimaccompanying condensed consolidated financial statements and the audited consolidated financial statements and notes thereto appearing elsewhereincluded in our 2017 Form 10-K.

Forward-looking statements in this Quarterly ReportMD&A are not guarantees of future performance and may involve risks and uncertainties that could cause actual results to differ materially from those projected. Refer to the below "Forward-Looking Statements" section of this MD&A and our 2017 Form 10-K for a discussion of these risks and uncertainties.

Forward-Looking Statements

In this report and in reports we subsequently file and have previously filed with the SEC on Forms 10-K and 10-Q and file or furnish on Form 10-Q (this “Report”).8-K, and in related comments by our management, we use words like “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “priorities,” “project,” “pursue,” “seek,” “should,” “target,” “when,” “will,” “would,” or the negative of any of those words or similar expressions to identify forward-looking statements that represent our current judgment about possible future events. In making these statements we rely on assumptions and analysis based on our experience and perception of historical trends, current conditions and expected future developments as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any events or financial results, and our actual results may differ materially due to a variety of important factors, both positive and negative.

We caution readers not to place undue reliance on forward-looking statements. We undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors that affect the subject of these statements, except where we are expressly required to do so by law.

Overview

We are a finance company that provides financing to other small finance companies that do not have significant access to the capital markets. Typically, we do this by acquiring lease portfolios from such lenders at a purchase price that yields us an annual return and these lenders continue to service the portfolios purchased by us. We are currently focused on leases for trucks and construction equipment.

Share Exchange

Praco Corporation (the “Company”), a Nevada corporation was incorporated on December 15, 2009 as Hunt for Travel, Inc. to design and market travel excursions featuring entertainment, adventure, intellectual stimulation and access to experts on topics related to the destinations they visit. The Company is now a “shell company” as defined in Rule 12b-2 promulgated under the Exchange Act, as amended, as we have no operations. The Company no longer operates in the travel industry sector.

On April 19, 2017, the Company entered into athe Share Exchange Agreement with Arista Capital Ltd. (“Arista Capital”) and the Arista Capital Shareholders (the “Share Exchange Agreement”), by and among pursuant to which the Company Arista,agreed, subject to the terms and conditions in the holdersShare Exchange Agreement, to exchange newly issued shares of common stockthe Company for shares of Arista Capital held by the Arista Capital Shareholders, with Arista Capital becoming a wholly-owned subsidiary of the Company (the “Arista Shareholders”“Transaction”). The closing of the Share ExchangeTransaction (the “Closing”) shallwas to take place sixty days after the execution of this Agreement (the “Closing Date”), conditioned upon the completion of due diligence by the Parties. 

Agreement. On July 18, 2017, the Partiesparties entered into the First Addendum to the Share Exchange Agreement, pursuant to which the Closingclosing date for the transaction isTransaction was scheduled for September 15, 2017. In addition,connection with this First Addendum, Arista has agreed to provideCapital paid the Company with a $15,000 non-refundable deposit, and hashad the right to extend the closing date in intervals of thirty (30) days and shall be required to depositupon payment of an additional non-refundable deposit of $10,000 perfor each requested extension interval. AllIn November 2017, Arista Capital paid the Company an additional $10,000 non-refundable deposits aredeposit. The Closing occurred on December 14, 2017. At Closing, Arista Capital paid the Company $72,500 which was used to be placed in an escrow account.pay all remaining outstanding liabilities of Praco.

On September 15, 2017, Arista exercised its rightPrior to extend the closing for an additional thirty days. The non-refundable $10,000 deposit was put into the escrow account.

On October 6, 2017,Closing, the Company completedrestructured its equity ownership via a reverse stock split at a ratio of 13.2 to 1 reverse stock split in accordance with the Share Exchange Agreement. As a result of the stock split,which reduced the number of the Company’s authorized shares of common stock was decreased from 100,000,000outstanding to 7,575,758522,558 shares andfollowed by the numberissuance of its authorized shares of preferred stock was decreased from 5,000,000 to 378,788 shares. Upon the effectiveness of the stock split, the Company’s issued and outstanding shares of common stock decreased from approximately 6.9 millionan additional 95,109 shares to approximately 520,000certain Praco shareholders so that there were 617,667 shares of common stock, all with a par value of $0.001. The Company has no outstanding shares of preferred stock. Fractional shares resulting from the stock split were rounded upimmediately prior to the next whole number.

Closing. On October 15, 2017 Arista exercised its right to extend the closing for an additional thirty days. The Company has not received the $10,000 non-refundable deposit in conjunction with the extension yet.

Under the terms and conditionsdate of the Share Exchange Agreement, atthe fair value of the 617,667 shares retained by Praco shareholders was approximately $401,000, or $0.65 per common share, based on the quoted closing price of the Company common shares. Therefore, the Praco shareholders received aggregate consideration for the acquisition of $498,500. At Closing, the Company will exchangeexchanged two shares of Pracoits common stock in exchange for one commoneach outstanding share of Arista common stock. This resulted in the issuance at Closing of an additional 2,470,666 shares of common stock which will equalconsisted of 2,084,000 common shares issued to Arista Shareholders and 386,666 common shares issued to certain Arista Capital noteholders upon the conversion of convertible notes payable. Accordingly, Arista Capital Shareholders owned in the aggregate approximately 80% of the total outstanding sharescommon stock of the Company, with the Praco subject toShareholders owning the termsremaining approximately 20% of the Company and conditions set forth inArista Capital became a wholly-owned subsidiary of the Company. At the time of the closing, under the Share Exchange Agreement.Agreement, the Company, then known as Praco Corporation, was not engaged in any business activity and was considered a shell.

Also, at Closing, the Praco Shareholders shall beshareholders were issued 240,417 warrants for 283,749 common shares on a pro ratapro-rata basis exercisable at $2.00 per share and subject to the same terms and conditions as the warrants currently held by the Arista warrant holders except thatwithout a cashless exercise shall not be permitted.option. On the date of the Share Exchange Agreement, the Company calculated the fair value of the 283,749 warrants using the Black-Sholes option pricing method. The fair value of the warrants was approximately $108,000. In addition, atimmediately following the Closing, Praco will offer to exchangethe Company exchanged each outstanding Arista warrant for new warrants issued by Pracothe Company entitling the holder to purchase an equal number of Praco shares andof the Company’s common stock as the number of Arista shares they were entitled to purchase upon exercise, subject to the same terms and conditions as the Arista Capital warrants except thatwithout a cashless exercise will not be permitted.option. Also, at Closing, Praco will offer to exchangethe Company exchanged each outstanding Arista Capital convertible note into a convertible note issued by Pracothe Company convertible in tointo an equal amount of Praco shares of the Company’s common stock as the number of Arista Capital shares into which such notes were convertible, subject to the same terms and conditions as the convertible notes currently held by Arista Capital convertible noteholders.

All Arista common share amounts and Praco common share amounts shall be adjusted accordingly if prior to Closing, any Arista noteholder or warrant holder converts or exercises their respective securities and agrees to As a result of such exchange such Arista shares for Praco shares so as to allow Arista Shareholders to own 80% and Praco Shareholders to own 20% of the issued and outstanding shares on a non-diluted basis at Closing. Furthermore,offers, at Closing, Arista will pay Praco $75,000the Company issued warrants to be used to pay outstanding liabilitiespurchase 935,000 shares of Praco.

Common Stock and convertible notes convertible into 199,999 shares of Common Stock.

Limited Operating History

We have generated no independent financial history and have not previously demonstrated that we will be ableAs of December 31, 2017, the Company has recapitalized the Company to expand our business. Our business is subject to risks inherent in growing an enterprise including limited capital resources.

Results of Operations

For the Three Months Ended September 30, 2017 Comparedgive effect to the Three Months Ended September 30, 2016

ForShare Exchange Agreement discussed above. Under generally accepted accounting principles, the three months ended September 30, 2017 and September 30, 2016, we had $0acquisition by the Company of Arista is considered to be capital transactions in revenue. Net loss forsubstance, rather than a business combination. That is, the three months ended September 30, 2017 and 2016 totaled $65,255 and $18,001, respectively. For each of the respective periods, professional fees amounted to $32,138 and $17,500; general and administrative expenses amounted to $2,655 and $478, compensation expense (including vacation time) amounted to $30,462 and $0, and interest expense amounted to $0 and $23. The increase in professional fee expenses are directly related to accounting and legal services provided in relation to required reporting. The increase in compensation expenseacquisition is directly relatedequivalent, to the accrual of the compensation and vacation time of Scott Williams and David Callan. The increase in net loss was primarily due to an increase in professional fees and general and administrative expenses.

Capital Resources and Liquidity

As of September 30, 2017, we had cash of $5,167 as compared to $2,041 as of June 30, 2017. The Company also has a working capital deficit and stockholders’ deficit of $544,701 as of September 30, 2017.

The abilityacquisition by Arista of the Company, then known as Praco Corporation, with the issuance of stock by Arista for the net assets of the Company. This transaction is reflected as a recapitalization, and is accounted for as a change in capital structure. Accordingly, the accounting for the acquisition is identical to realize its business plan is dependent upon, among other things,that resulting from a reverse acquisition. Under reverse takeover accounting, the comparative historical financial statements of the Company, as the legal acquirer, are those of the accounting acquirer, Arista Capital. Accordingly, the Company’s financial statements prior to the closing of the merger with Arista. If the closingreverse acquisition, reflect only business of the merger does not occur, the Company does not anticipate generating any revenues until it can be acquired by another operational company.Arista Capital.

IfThe accompanying consolidated financial statements reflect the closingrecapitalization of the merger with Arista does not occur, we believe that our expenses will be very limited until we can find another operational company to acquire or merge with us. As a result, we will have to raise funds by obtaining loans from related parties or issue common stock in exchange for cash.  However, we cannot make any assurance that we will be able to receive funds. Ifstockholders’ deficit as if the closing ontransactions occurred as of the merger never occurs, we may have difficulty continuing our daily operations. Should this occur, we will attempt to combine with another entity. If this is not possible, we may be forced to suspend or cease operations.beginning of the first periods presented.

These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. 

Cash FlowsCritical Accounting Policies

The following table summarized the sourcesdiscussion and usesanalysis of cash for the periods then ended.

Net Cash Used in Operating Activities

Our cash used in operating activities was $6,874 for the three-month period ended September 30, 2017 as compared to $12,690 for the same period ended 2016. The primary reason for the difference in cash flows used in operating activities decreasing from the prior period is the Company has larger accounts payableour financial condition and accrued expense balances than the prior period.

Net Cash Provided by Financing Activities

Our cash provided by financing activities was $10,000 for the three-month period ended September 30, 2017 as compared to $12,661 for the same period ended 2016. The primary reason for the difference in cash flows provided by financing activities is that in the current period the Company was not lent as much from related parties to pay downresults of operations are based upon our accounts payable and accrued expense balances. 

Critical Accounting Policies

The unaudited condensed financial statements, and accompanying footnotes included in this filingwhich have been prepared in accordance with accounting principles generally accepted in the United States with certain amount based on management’s best(“GAAP”). The preparation of these financial statements requires management to make estimates and judgments. To determine appropriatejudgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. Management continually evaluates such estimates, including those related to allowances for uncollectible finance receivables, income taxes, and the valuation of equity transactions. Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily availableapparent from other sources, management usessources. Any future changes to these estimates and assumptions based on historical resultscould cause a material change to our reported amounts of revenues, expenses, assets and other factors that it believes are reasonable.liabilities. Actual results couldmay differ from those estimates.

Ourthese estimates under different assumptions or conditions. Management believes the following critical accounting policies are describedaffect our more significant judgments and estimates used in the preparation of the financial statements.

Going Concern

The unaudited condensed consolidated 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. As reflected in our Annual Report on Form 10-K for the year ended June 30, 2017.  There have been no material changes to our critical accounting policies as of andaccompanying condensed consolidated financial statements, for the three months ended March 31, 2018, we had a net loss of $231,754 and used cash in operating activities of $60,326, respectively. Additionally, we had an accumulated deficit of $1,166,247 and had a stockholders’ deficit of $528,181 at March 31, 2018, respectively, and had minimal revenues for the three months ended March 31, 2018. Management believes that these matters raise substantial doubt about our ability to continue as a going concern for twelve months from the issuance date of this report. Management cannot provide assurance that we will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital. Management believes that its capital resources are not currently adequate to continue operating and maintaining its business strategy for a period of twelve months from the issuance date of this report. Although we have historically raised capital from the issuance of promissory notes, there is no assurance that it will be able to continue to do so. Management believes that its ability to attract debt and equity financing in the capital markets has been enhanced by becoming a public reporting company. If we are unable to raise additional capital or secure additional lending in the near future, management expects that we will need to curtail or cease operations. These unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern.

Financing leases receivable

Financing leases receivable are recorded at the aggregate future minimum lease payments, estimated unguaranteed residual value of the leased equipment less unearned income. Residual values, which are reviewed periodically, represent the estimated amount we expect to receive at lease termination from the disposition of the leased equipment. Actual residual values realized could differ from these estimates. The unearned income is recognized in revenues in the statements of operations over the lease term, in a manner that produces a constant rate of return on the lease. Financing leases receivable due after twelve months from the balance sheet date are reflected as a long-term asset. Financing leases receivables are periodically evaluated based on individual creditworthiness of customers. Based on this evaluation, we record an allowance for estimated losses on these receivables.

Revenue recognition

Income from direct financing lease transactions is reported using the financing method of accounting, in which our investment in the leased property is reported as a receivable from the lessee to be recovered through future rentals. The interest income portion of each rental payment is calculated so as to generate a constant rate of return on the net receivable outstanding. Allowances for losses on direct financing leases are typically established based on historical charge-off and collection experience and the collectability of specifically identified lessees and billed and unbilled receivables. Direct financing leases are charged off to the allowance as they are deemed uncollectible. Direct financing leases are generally placed in a nonaccrual status (i.e., no revenue is recognized) and deemed impaired when payments are more than 90 days past due. Additionally, management periodically reviews the creditworthiness of all direct finance lessees with payments outstanding less than 90 days. Based upon management’s judgment, the related direct financing leases may be placed on nonaccrual status. Leases placed on nonaccrual status are only returned to an accrual status when the account has been brought current and management believes recovery of the remaining unpaid lease payments is probable. Until such time, all payments received are applied only against outstanding principal balances.

Income taxes

We account for income tax using the liability method prescribed by ASC 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. We record a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date.

We follow the accounting guidance for uncertainty in income taxes using the provisions of ASC 740“Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. We recognize interest and penalties related to uncertain income tax positions in other expense.

Recent Accounting Pronouncements

We do not believe that any recently issued, but not yet effective accounting standards, will have a material effect on Arista’s financial position, results of operations or cash flows.

Results of Operations

Comparison of Results of Operations for the Three Months Ended March 31, 2018 and 2017

Revenues

Revenues consist of interest earned of lease financings and other fee income. For the three months ended March 31, 2018, total revenues amounted to $3,673 as compared to $10,302 for the three months ended March 31, 2017, a decrease of $6,629, or 64.3%. The decrease in revenues for the periods discussed were attributable to a decrease in the revenue generated by our leasing portfolio during the 2018 period as compared to the 2017 period.

Operating Expenses

For the three months ended March 31, 2018, operating expenses amounted to $194,289 as compared to $35,215 for the three months ended March 31, 2017, an increase of $159,074, or 451.7%.

For the three months ended March 31, 2018 and 2017, operating expenses consisted of the following:

 Loss from Operations

As a result of the factors described above, for the three months ended March 31, 2018, loss from operations amounted to $190,616, as compared to $24,913 for the three months ended March 31, 2017, an increase of $165,703, or 665.1%.

Other Expenses

Other expenses consists of interest expense incurred on debt owed to third parties and related parties. For the three months ended March 31, 2018, interest expense amounted to $41,138, as compared to $24,774 for the three months ended March 31, 2017, an increase of $16,364, or 66.1%. These increases were attributable to an increase in borrowing pursuant to convertible note instruments and the amortization of debt discount.

Net Loss

As a result of the foregoing, for the three months ended March 31, 2018 and 2017, net loss amounted to $231,754, or $0.07 per common share (basic and diluted), and $49,687, or $0.02 per common share (basic and diluted), respectively.

Due to lack of operating cash flows, from December 31, 2017 to March 31, 2018, accounts payable and accrued expenses increase by $52,208 and $38,667, respectively. 

Liquidity and Capital Resources

Liquidity is the ability of an enterprise to generate adequate amounts of cash to meet its needs for cash requirements. Arista had cash of $10,402 and $728 on hand as of March 31, 2018 and December 31, 2017, respectively.

Arista’s primary uses of cash have been for salaries, fees paid to third parties for professional services, general and administrative expenses, and the acquisition lease portfolios. All funds received have been expended in the furtherance of growing the business. Arista has received funds from the collection of lease payments, and from various financing activities such as from debt financings. The following trends are reasonably likely to result in changes in Arista’s liquidity over the near to long term:

During the year ended December 31, 2016, Arista issued 10% convertible promissory notes (the “2016 10% Convertible Notes”) to seven third party individuals in the aggregate amount of $400,000. The unpaid principal and interest was payable three years from the date of the respective 2016 10% Convertible Note. The 2016 10% Convertible Notes mature between June 1, 2019 and December 31, 2019. Arista has the right to prepay any amount outstanding under the 2016 10% Convertible Note, subject to a prepayment penalty of 5.0% of the amount prepaid. The noteholders are entitled, at their option, at any time after the issuance of the 2016 10% Convertible Notes, to convert all or any lesser portion of the outstanding principal amount and accrued but unpaid interest into Arista common stock at a conversion price of $1.50 per share. Noteholders also have the option of extending the maturity date of their notes for up to three additional one-year periods. In connection with the 2016 10% Convertible Notes, Arista also issued to noteholders five-year warrants to acquire an aggregate of 575,000 shares of Arista common stock at $2.00 per share. On December 14, 2017, in connection with the Share Exchange Agreement, the Company issued 266,666 shares to certain noteholders upon conversion of principal amount of $200,000.

During the period from July 1, 2017 to September 30, 2017, Arista issued 12% convertible promissory notes (the “12% Convertible Notes”) to three third party individuals in the aggregate amount of $200,000. The unpaid principal and interest is payable three years from the date of the respective 12% Convertible Note. The 12% Convertible Notes mature between July 1, 2020 and August 1, 2020. Arista has the right to prepay any amount outstanding under the 12% Convertible Note, subject to a prepayment penalty of 5.0% of the amount prepaid. The noteholders are entitled, at their option, at any time after the issuance of the 12% Convertible Notes, to convert all or any lesser portion of the outstanding principal amount and accrued but unpaid interest into Arista common stock at a conversion price of $3.00 per share. Noteholders also have the option of extending the maturity date of their notes for up to three additional one-year periods. In connection with the 12% Convertible Notes, Arista also issued to noteholders five-year warrants to acquire an aggregate of 300,000 shares of Arista common stock at $4.00 per share.

On December 31, 2017, we issued an 8% promissory note to a third party in the amount of $50,000. In connection with this promissory note, at December 31, 2017, we recorded a subscription receivable of $50,000. The funds were received in January 2018. The unpaid principal and interest is payable on June 8, 2018. In connection with this promissory note, on December 31, 2017, we issued to this noteholder five-year warrants to acquire up to 25,000 shares of the Company’s common stock at $0.01 per share.

In December 2017, we also issued 8% promissory notes to certain officers and directors of the Company in the aggregate amount of $50,000. The unpaid principal and interest is payable on June 8, 2018. In connection with these promissory notes, in December 2017, we issued to these related party noteholders five-year warrants to acquire up to 25,000 shares of the Company’s common stock at $0.01 per share.

On January 1, 2018, we entered into a line of credit promissory note with a company owned by a director of the Company in the principal amount of $50,000 or such lesser amount as may be borrowed by the Company. This line of credit promissory note shall bear interest at the rate of 12% per annum and such interest shall be paid each month. The entire outstanding principal amount of this Note shall be due and payable on December 31, 2018. On the Maturity Date, if this Note has not been paid in full, it shall bear interest from inception at the rate of 18% per annum until paid in full. On January 1, 2018, we reclassified $15,000 of advances received by this related party entity into this promissory note. Additionally, during the three months ended March 31, 2018, we borrowed an additional $20,000 pursuant to the line of credit agreement. At March 31, 2018, amounts due under the line of credit amounted to $35,000.

We may need to raise additional funds, particularly if we are unable to generate positive cash flow as a result of our operations. We estimate that based on current plans and assumptions, our available cash will not be sufficient to satisfy our cash requirements under our present operating expectations for the next 12 months from the date of this annual report. Other than revenue received from our lease portfolio, and funds received from debt financings, we presently have no other significant alternative source of working capital. We have used these funds to fund our operating expenses, pay our obligations, acquire lease portfolios, and grow our company. We need to raise significant additional capital or debt financing to acquire new properties, to acquire additional lease portfolios, and to assure we have sufficient working capital for our ongoing operations and debt obligations.

Cash Flows

Net cash flow used in operating activities was $60,326 for the three months ended March 31, 2018, as compared to net cash used in operating activities of $33,379 for the three months ended March 31, 2017, an increase of $26,947. Net cash used in operating activities consisted of cash used for working capital purposes for salaries, professional fees and general and administrative expenses.

For the three months ended March 31, 2017, net cash flow provided by investing activities amounted to $2,700 and consisted of proceeds from the sale of assets held for sale of $2,700. For the three months ended March 31, 2018, we did not have any cash flows from investing activities.

Net cash provided by financing activities was $70,000 for the three months ended March 31, 2018 as compared to $0 for the three months ended March 31, 2017. During the three months ended March 31, 2018, we received proceeds from a note payable subscription receivable of $50,000 and proceeds from a related party line of credit of $20,000.

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 its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Contractual Obligations

We are a smaller reporting company (as defined by Rule 12b-2 under the Securities Exchange Act of 1934) and are not required to provide the information under this item.

Recent Accounting Pronouncements

For information on recent accounting pronouncements, see Recent Accounting Pronouncements in note 1 to the unaudited condensed financial statements appearing elsewhere in this Quarterly Report on Form 10-Q.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosure AboutDisclosures about Market Risk.Risk

Not applicable to smaller reporting companies.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls.Controls and Procedures

We maintain disclosure“disclosure controls and procedures, designed” as that term is defined in Rule 13a-15(e), promulgated by the SEC pursuant to provide reasonable assurance that material information required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC'sSEC’s rules and forms, and that thesuch information is accumulated and communicated to our management, including our Chief Executive Officerprincipal executive officer and Chief Financial Officer, as appropriateprincipal financial officer, to allow timely decisions regarding required disclosure. We performed an evaluation, under the supervision andOur management, with the participation of our management, includingprincipal executive officer and principal financial officer, evaluated our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of ourcompany’s disclosure controls and procedures as of September 30, 2017.the end of the period covered by this quarterly report on Form 10-Q. Based on the existencethis evaluation, our principal executive officer and principal financial officer concluded that as of the material weakness in internal control over financial reporting discussed in our Form 10-K for the year ended June 30, 2017, our management, including our Chief Executive Officer and Chief Financial Officer, concluded thatMarch 31, 2018, our disclosure controls and procedures were not effective aseffective.

The ineffectiveness of September 30, 2017 to provide such reasonable assurances.

We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud.  Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance thatwas due to the objectives of the disclosure controls and procedures are met.  Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs.  Because of the inherent limitationsfollowing material weaknesses which we identified in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any.  The design of disclosure controls and procedures is also based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Changes in internal control over financial reporting.reporting:

During the three months ended September 30, 2017, there

Changes in Internal Control

There were no changes in our internal controlscontrol over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) underduring the Exchange Act)three months ended March 31, 2018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.  

PART II -II. OTHER INFORMATION

Item 1. Legal Proceedings.Proceedings

We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.None.

Item 1A. Risk Factors.Factors

Not required for smallof smaller reporting companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.Proceeds

None.On March 1, 2018 and effective on March 15, 2018, we entered into a six-month consulting agreement for business development services. In connection with the consulting agreement, we issued 60,000 shares of our common stock.

The above securities were issued in reliance upon the exemption provided by Section 4(a) (2) under the Securities Act of 1933, as amended.

Item 3. Defaults Upon Senior Securities.Securities

None.

Item 4. Mine Safety Disclosures.Disclosures

Not applicable.

Item 5. Other Information.Information

None.

On October 6, 2017, the Company completed a 13.2 to 1 reverse stock split in accordance with the Share Exchange Agreement. As a result of the stock split, the number of the Company’s authorized shares of common stock was decreased from 100,000,000 to 7,575,758 shares and the number of its authorized shares of preferred stock was decreased from 5,000,000 to 378,788 shares. Upon the effectiveness of the stock split, the Company’s issued and outstanding shares of common stock decreased from approximately 6.9 million shares to approximately 520,000 shares of common stock, all with a par value of $0.001. The Company has no outstanding shares of preferred stock. Fractional shares resulting from the stock split were rounded up to the next whole number. All amounts presented in these financial statements have been adjusted for this stock split.

On October 15, 2017 Arista exercised its right to extend the closing for an additional thirty days. The Company has not received the $10,000 non-refundable deposit in conjunction with the extension yet.

Item 6. Exhibits.Exhibits

* Filed herewith

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the registrantRegistrant has duly caused this reportReport to be signed on its behalf by the undersigned thereunto duly authorized.

15

22