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This 10-Q contains forward-looking statements. Our actual results could differ
materially from those set forth as a result of general economic conditions and
changes in the assumptions used in making such forward-looking statements. The
following discussion and analysis of our financial condition and results of
operations should be read together with the audited consolidated financial
statements and accompanying notes and the other financial information appearing
elsewhere in this report. The analysis set forth below is provided pursuant to
applicable Securities and Exchange Commission regulations and is not intended to
serve as a basis for projections of future events.
Plan of Operations
Himalaya Technologies, Inc. a/k/a Homeland Resources Ltd. (“Himalaya”, “HMLA,”
“us,” “we,” the “Company”) was incorporated under the laws of the State of
Nevada on July 8, 2003. The Company’s principal historical activities had been
the acquisition of a mineral property in the State of New Mexico. During the
fiscal year ended July 31, 2010, the Company began to acquire working interests
in a seismic exploration program as well as a drilling program in crude oil and
natural gas properties in Oklahoma. Prior to July 31, 2019 the Company
discontinued the exploration and drilling in Oklahoma and New Mexico. The
Company has leases on two properties that were fully depleted prior to July 31,
2019. Over the past few years, the company generated approximately $1,500 per
year of net revenue from these leases. Subsequent to July 31, 2022 the Company
reached an agreement with the prior CEO to distribute the oil leases in payment
of loan from shareholder. Our intended plan of operations is to develop and
enhance our social site Kanab.Club targeting health and wellness in the cannabis
media market supplemented by strategic acquisitions and investments in GenBio,
Inc. and other potential to be determined opportunities. On June 28, 2021, the
Company amended its Articles of Incorporation to change the name of the Company
to Himalaya Technologies, Inc. from Homeland Resources Ltd.
Our business plan includes completing our social site Kanab.Club targeting
health and wellness focused on the cannabis market, generating revenues from
advertising and subscriptions, incorporating social media site into the site,
and marketing our planned 19.9% investment GenBio, Inc.’s health and wellness
products targeting anti-inflammatory nutraceuticals to consumers. In the future,
in partnership with GenBio, Inc., we plan to introduce a health and wellness
energy and anti-inflammatory beverage product under the brand “FOMO” or other to
drive growth. We are currently in preliminary discussions with co-pack and
distribution companies, and GenBio, Inc. is formulating its extracts and
obtaining laboratory certification for this planned consumer beverage, though
there can be no assurance of a successful product formulation or distribution.
The Company has one wholly owned subsidiary, KANAB CORP. The Company has two
investments, GenBio, Inc. and The Agrarian Group, LLC. The Company owns 19.9% of
GenBio, Inc. and 19.9% of The Agrarian Group, LLC.
KANAB CORP. is a development stage company targeting information services for
the cannabis industry using its social site Kanab.Club (https://kanab.club/). We
do not offer e-commerce services at this time or touch the cannabis plant and,
given these matters, do not believe regulatory oversight or rules of law are a
risk factor to our business.
On November 28, 2021 we executed a 19.9% stock purchase with GenBio, Inc.
(“GenBio”; https://www.genbioinc.com/) a provider of nutraceutical products and
services based on proprietary biotechnology that fight inflammation and high
blood pressure. We issued 99,686 series B Preferred shares of stock for
2,036,188 common shares of GenBio, Inc., representing 19.9% ownership. Based on
a stock price at closing of .0019 and 99,685,794 common stock equivalents, this
values the investment at $189,749. The GenBio transaction is being accounted for
as an investment on our balance sheet. We will not consolidate GenBio’s
financial statements.
On January 1, 2022, the Company executed a 19.9% stock purchase with The
Agrarian Group LLC (“TAG”; http://www.theagrariangroup.com/), a provider of
digital intelligence “AgtechDi” software designed from its granted patents to
optimize the food supply chain by increasing food safety and profitability for
growers who operate vertical farms, greenhouses, converted shipping containers,
and other forms of controlled environment agriculture. TAG is focusing its
technology on the broad produce market, but in the future may offer it to
cannabis cultivators. TAG is a software platform and will never touch the
cannabis plant, eliminating regulatory risk, in our view. Under the Investment
Agreement, we issued TAG 99,686 Series B Preferred shares in exchange for
1,242,000 Class A Membership units of TAG. Based on a stock price at closing of
.0012 and 99,868,000 common stock equivalents, this values the investment at
$119,841. The TAG transaction is being accounted for as an investment on our
balance sheet. We will not consolidate TAG’s financial statements.
18 Costs and Resources
Himalaya Technologies, Inc. is currently pursuing additional funding resources
that will potentially enable it to maintain its current and planned operations
through the next 12 months. The Company anticipates that it will need to raise
additional capital in order to sustain and grow its operations over the next few
years. To the extent that the Company’s capital resources are insufficient to
meet current or planned operating requirements, the Company will seek additional
funds through equity or debt financing, collaborative or other arrangements with
corporate partners, licensees or others, and from other sources, which may have
the effect of diluting the holdings of existing shareholders. As of January 31,
2023, the Company had no current arrangements with respect to, or sources of,
such additional financing and the Company does not anticipate that existing
shareholders or creditors will provide any portion of the Company’s future
financing requirements. No assurance can be given that additional financing will
be available when needed or that such financing will be available on terms
acceptable to the Company. If adequate funds are not available, the Company may
be required to delay or terminate expenditures for certain of its programs that
it would otherwise seek to develop and commercialize. This would have a material
adverse effect on the Company.
The Company’s shareholder voting control is effectively controlled by its
chairman and CEO, Vikram P. Grover, due to his ownership of (i) all 1,000,000 of
the outstanding shares of the Company’s Series C Preferred Stock which has
voting power of 100,000 votes per share and (ii) 174,594 shares of the Company’s
Series B Preferred Stock directly (31.9% of that class’s outstanding shares) and
150,000 shares of the Company’s Series B Preferred Stock indirectly through a
Company he controls (27.4%) which have 1,000 votes per share. With this voting
power, Mr. Grover, can determine the outcome of any matter put to a shareholder
vote including taking corporate actions by shareholder consent.
Results of Operation for the Three Months Ended January 31, 2023 and 2022
Revenues. During the three months ended January 31, 2023 and 2022, the Company
had no revenues.
Cost of Revenues. During the three months ended January 31, 2023 and 2022, the
Company had no cost of revenues.
Operating Expenses. During the three months ended January 31, 2023, the Company
incurred operating expenses of $81,336 consisting primarily of shares issued for
services and compensation expense. During the three months ended January 31,
2022, the Company incurred operating expenses of $40,816. The increase in
operating expenses in 2023 from 2022 was due primarily to shares and warrants
issued for services.
Other Income (Expenses). During the three months ended January 31, 2023, the
Company incurred other expenses of $147,613 consisting of interest expense,
derivative liability gains, a gain on the sale of oil and gas properties, and
other income. During the three months ended January 31, 2022, the Company
incurred other income of $474,221 consisting of interest expense, derivative
liability gains, income on debt settlement and other income.
Net Losses. As a result of the above, the Company incurred a net loss of
$228,949, for the three months ended January 31, 2023, as compared to a net loss
of $515,037 for the three months ended January 31, 2022.
Results of Operation for the Six Months Ended January 31, 2023 and 2022
Revenues. During the six months ended January 31, 2023 and 2022, the Company had
no revenues.
Cost of Revenues. During the six months ended January 31, 2023 and 2022, the
Company had no cost of revenues.
Operating Expenses. During the six months ended January 31, 2023, the Company
incurred operating expenses of $163,053 consisting primarily of shares issued
for services and compensation expense. During the six months ended January 31,
2022, the Company incurred operating expenses of $62,837. The increase in
operating expenses in 2023 from 2022 was due primarily to shares and warrants
issued for services.
19
Other Income (Expenses). During the six months ended January 31, 2023, the
Company incurred other expenses of $249,239 consisting of interest expense,
derivative liability gains, a gain on the sale of oil and gas properties, and
other income. During the six months ended January 31, 2022, the Company incurred
other income of $419,291 consisting of interest expense, derivative liability
gains, income on debt settlement and other income.
Net Losses. As a result of the above, the Company incurred a net loss of
$412,292, for the six months ended January 31, 2023, as compared to a net loss
of $482,128 for the six months ended January 31, 2022.
Liquidity and Capital Resources
We have incurred losses since the inception of our business and as of January
31, 2023 we had an accumulated deficit of $8,471,768. As of January 31, 2023,
the Company had cash balance of $1,082 and negative working capital of
$1,347,574.
To date, we have funded our operations through short-term debt and equity
financing. During the six months ended January 31, 2023, the Company received
$39,250, less $4,250 in expenses, in third party lending.
We expect our expenses will continue to increase during the foreseeable future
as a result of increased operational expenses and the development of our
automobile business. However, we do not expect to start generating revenues from
our operations for another 12 months. Consequently, we are dependent on the
proceeds from future debt or equity investments to sustain our operations and
implement our business plan. If we are unable to raise sufficient capital, we
will be required to delay or forego some portion of our business plan, which
would have a material adverse effect on our anticipated results from operations
and financial condition. There is no assurance that we will be able to obtain
necessary amounts of additional capital or that our estimates of our capital
requirements will prove to be accurate. As of the date of this Report we did not
have any commitments from any source to provide such additional capital. Even if
we are able to secure outside financing, it may be unavailable in the amounts or
the times when we require.
Furthermore, such financing would likely take the form of bank loans, private
placement of debt or equity securities or some combination of these. The
issuance of additional equity securities would dilute the stock ownership of
current investors while incurring loans, leases or debt would increase our
capital requirements and possible loss of valuable assets if such obligations
were not repaid in accordance with their terms.
Delinquent Loans
Our third-party loan of $151,500 from GS Capital Partners funded in June 2021 is
currently in default, though we have not been given a notice of such by the
lender and are in negotiations to satisfy the obligation amicably.
Off-balance Sheet Arrangements
None
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