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Disclosure Statement Pursuant To The Pink Basic Disclosure Guidelines

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Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

CAVU Resources, Inc.

A Nevada Corporation
5450 W Sahara
Suite 300
Las Vegas, NV 89146
(518) 694-2766
www.cavuresource.com
Robert.coo@kushamerica.com
7374 and 1522

Yearly Report For the Period Ending: March 31, 2020


(the “Reporting Period”)

As of March 31, 2020, the number of shares outstanding of our Common Stock was:

1,298,203,895

As of December 31, 2019 the number of shares outstanding of our Common Stock was:
1,127,703,895

As of December 31, 2019 the number of shares outstanding of our Common Stock was:
1,127,703,895

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act
of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: No: X

Indicate by check mark whether the company’s shell status has changed since the previous reporting period:

Yes: No: X
1
Indicate by check mark whether a Change in Control of the company has occurred over this reporting period:

Yes: No: X

1
“Change in Control” shall mean any events resulting in:

(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of
the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by
the Company’s then outstanding voting securities;

(ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company’s assets;

(iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors
are directors immediately prior to such change; or

(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would
result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being
converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting
securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.
1) Name of the issuer and its predecessors (if any)

Date and state (or jurisdiction) of incorporation (also describe any changes to incorporation since inception, if applicable)
Please also include the issuer’s current standing in its state of incorporation (e.g. active, default, inactive):

August 23, 1995 Nevada Active


CAVU Resources, Inc. (April 27,2009)
formerly known as Proxity, Inc. (January 3, 2005)
formerly known as Proxity Digital Networks, Inc. (October 16, 2001)
formerly known as CasinoBuilders.com, Inc. (May 13, 1999)
formerly known as Magic Lantern Group, Inc. (August 23, 1995)

Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any similar proceeding in the past five
years?

Yes: No: X

2) Security Information

Trading symbol: CAVR


Exact title and class of securities outstanding: PREFERRED A
CUSIP: N/A
Par or stated value: $0.0001

Total shares authorized: 11,000,000 as of date: 3.31.20


Total shares outstanding: 1,000,000 as of date: 3.31.20

2
Number of shares in the Public Float : 440,022,831 as of date: 3.31.20

Total number of shareholders of record: 372 as of date: 3.31.20

Additional class of securities (if any):

Trading symbol: CAVR


Exact title and class of securities outstanding: PREFERRED B
CUSIP: N/A
Par or stated value: $0.0001
Total shares authorized: 11,000,000 as of date: 3.31.20
Total shares outstanding: 275,000 as of date: 3.31.20

Trading symbol: CAVR


Exact title and class of securities outstanding: COMMON
CUSIP: 14965R 104
Par or stated value: $0.0001
Total shares authorized: 1,500,000,000 as of date: 3.31.20
Total shares outstanding: 1,298,203,895 as of date: 3.31.20

Transfer Agent

Name: Pacific Stock Transfer Company

Phone: (702) 361-3033


Email: bsaeger@pacificstocktransfer.com
3
Is the Transfer Agent registered under the Exchange Act? Yes: X No:

Describe any trading suspension orders issued by the SEC concerning the issuer or its

predecessors: NONE

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either
currently anticipated or that occurred within the past 12 months:
On March 22, 2019 the company completed a stock exchange agreement with kushAmerica, Inc. The
company issued 500,000,000 shares for 100% of the issued and outstanding shares of kushAmerica, Inc.
The current board and officers resigned and appointed Robert E Silver as CEO and Robert Demes,
President and COO.

On February 12, 2020 the company acquired Sinacori Builders, LLC and issued 150,000,000 common
shares as a down payment. The acquisition is more fully described in the notes accompanying this report.

3. Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the
total shares outstanding of any class of the issuer’s securities in the past two completed fiscal years and any
subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities,
including debt convertible into equity securities, whether private or public, and all shares or any other securities
or options to acquire such securities issued for services. Using the tabular format below, please describe these
events.

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two
completed fiscal years and any subsequent periods:
Number of Shares
Opening Balance:
outstanding as of
12.31.17 525,774,233
Common:
275,000
Preferred:

Date of Transaction Number of Class of Value of Were the Individual! Reason for Restricted Exemption or
Transaction type (e.g. Shares Securities shares shares Entity Shares share issuance or Registration
new Issued (or issued issued at were issued to (e.g. for cash or Unrestricted Type?
issuance, cancelled) ($!per a (entities must debt as of this
cancellatio share) at discount have individual conversion) OR filing?
n, shares Issuance to market with voting ! Nature of
returned to price at investment Services
treasury) the time control Provided (if
of disclosed). applicable)
issuance
?
July 1, 2019 Issuance 10,000,000 Common $60,000 No Campitelli Law Acquisition of Restricted 144 Reg D
PLLC, Trustee for KushAmerica
CAVU
Jack Campitelli
July 23, 2019 Issuance 333,333 Common $2,000 No Brett Humphrey Cash Restricted 506 Reg D

August 8, 2019 Issuance 35,780,536 Common $536,708 No William Robinson Debt Conversion Restricted 144 Reg D

August 15, 2019 Issuance 300,000,000 Common $1,800,000 No Robert Silver Acquisition of Restricted 144 Reg D
KushAmerica
August 15, 2019 Issuance 6,000,000 Common $15,000 No Thomas Ressler Jr. Cash Restricted 144 Reg D

August 16, 2019 Issuance 50,000,000 Common $300,000 No David Landon Acquisition of Restricted 144 Reg D
Simonini KushAmerica
August 16, 2019 Issuance 25,000,000 Common $150,000 No Heather Adcock Acquisition of Restricted 144 Reg D
KushAmerica
August 16, 2019 Issuance 20,000,000 Common $120,000 No Lynn B Simonini Acquisition of Restricted 144 Reg D
KushAmerica
August 16, 2019 Issuance 10,000,000 Common $60,000 No Russell Sinacori Acquisition of Restricted 144 Reg D
KushAmerica
August 16, 2019 Issuance 25,000,000 Common $150,000 No Shaun Pickford Acquisition of Restricted 144 Reg D
KushAmerica
August 19, 2019 Issuance 10,000,000 Common $60,000 No James Maberry Acquisition of Restricted 144 Reg D
KushAmerica
August 21, 2019 Issuance 10,000,000 Common $60,000 No Helen D Demes Acquisition of Restricted 144 Reg D
KushAmerica
August 21, 2019 Issuance 833,333 Common $5,000 No Jordan Lombard Cash Restricted 506 Reg D

August 21, 2019 Issuance 833,333 Common $5,000 No Mitchell Lombard Cash Restricted 506 Reg D

August 21, 2019 Issuance 833,333 Common $5,000 No Polly Tetrault Cash Restricted 506 Reg D

August 22, 2019 Issuance 25,000,000 Common $150,000 No Elizabeth J Demes Acquisition of Restricted 144 Reg D
KushAmerica
August 22, 2019 Issuance 5,000,000 Common $30,000 No Laura J Demes Acquisition of Restricted 144 Reg D
KushAmerica
August 23, 2019 Issuance 10,000,000 Common $60,000 No Robert Demes Acquisition of Restricted 144 Reg D
KushAmerica
September 5, 2019 Issuance 25,000,000 Common $50,000 No Innovative Cash Restricted 144 Reg D
Healthcare
Distribution, LLC
Rick Admani.
September 6, 2019 Issuance 1,500,000 Common $3,000 No Tim Heck Cash Restricted 144 Reg D

September 9, 2019 Issuance 2,500,000 Common $10,000 No Toi Hershman Services Restricted 144 Reg D

September 11, 2019 Issuance 1,000,000 Common $3,000 No George Lamont Cash Restricted 144 Reg D

September 16, 2019 Issuance 1,315,794 Common $5,000 No Susan Bowman Cash Restricted 144 Reg D

October 11, 2019 Issuance 1,000,000 Common $5,000 No Christopher Cash Restricted 144 Reg D
Babilonia
October 11, 2019 Issuance 1,000,000 Common $5,000 No Edgardo Babilonia Cash Restricted 144 Reg D

October 11, 2019 Issuance 1,000,000 Common $5,000 No Montreko & Cash Restricted 144 Reg D
Lawanna Gaddy
October 11, 2019 Issuance 1,000,000 Common $5,000 No Lamont George Services Restricted 144 Reg D

October 11, 2019 Issuance 1,000,000 Common $5,000 No Jervonta Walker Cash Restricted 144 Reg D

October 11, 2019 Issuance 1,000,000 Common $5,000 No Robin B & Wade B Cash Restricted 144 Reg D
Webber
October 31, 2019 Issuance 20,000,000 Common $40,000 No Mark McLaughlin Cash Restricted 144 Reg D

January 20, 2020 Issuance 5,000,000 Common $10,000 No Penny Eng Debt Conversion Restricted 144 Reg D

February 20, 2020 Issuance 150,000,000 Common $750,000 No Russell Sinacori Acquisition of Restricted 144 Reg D
Sinacori builders,
LLC
February 27, 2020 Issuance 1,500,000 Common $7,500 No Dorothy M Petell Cash Restricted 144 Reg D

March 5, 2020 Issuance 5,000,000 Common $25,000 No Stephen D Subscription Restricted 144 Reg D
McLaughlin Receivable
March 5, 2020 Issuance 5,000,000 Common $25,000 No Daniel R Dyszelski Subscription Restricted 144 Reg D
III Receivable
March 5, 2020 Issuance 4,000,000 Common $20,000 No Premier Subscription Restricted 144 Reg D
Investments of the Receivable
Carolinas
TBD Retired -14,000,000 Common -70,000 No Sinacori Family Subscription Restricted 144 Reg D
Irrivicable Trust Receivable

Shares
Ending Balance:
Outstanding on
Common: 1,298,203,895
[Date of this Report]: Preferred: 275,000
3.31.20

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe any issuance of promissory notes, convertible
notes or convertible debentures or any other debt instruments that maybe converted into a class of the
issuer’s equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements:
Date of Note Outstanding Principal Interest Maturity Date Conversion Terms (e.g. Name of Reason for
Issuance Balance ($) Amount Accrued ($) pricing mechanism for Note holder Issuance (e.g.
at determining conversion of Loan, Services,
Issuance instrument to shares) etc.)
($)

March 18,2010 $66,040 $66,040 0 3/18/2020 $.015 Jim Stock Loan


March 31, 2019 $120,000 $120,000 0 3/18/2020 $.015 Michael Sheikh Services
May 30, 2019 $7,288. $11,788. $471.52 11/1/2019 $.005 William C Robinson Services and
expenditures
May 30, 2019 $3,451. $3,451 $138.04 11/1/2019 $.005 Michael Sheik Service and
expenditures

Dec. 20, 2019 $0.00 $10,000 0 1/20/2020 $.002 Penny Eng Loan (Converted)
January 15, 2020 $43,450 $43,450 0 12/31/20 $.008 Robert E Silver compensation
January 15, 2020 $39,350 $39,350 0 12/31/20 $.008 Robert Demes compensation

Use the space below to provide any additional details, including footnotes to the table above:

4) Financial Statements

A. The following financial statements were prepared in accordance with:

U.S.
GAAP
4
B. The financial statements for this reporting period were prepared by (name of individual) :

Name: Robert Demes

Title: President

Relationship to Issuer: President

5) Issuer’s Business, Products and Services

The purpose of this section is to provide a clear description of the issuer’s current operations. In answering this item,
please include the following:

A. Summarize the issuer’s business operations (If the issuer does not have current operations, state “no operations”)

CAVU Resources, Inc., formerly known as Proxity, Inc. (the "Company") was incorporated under the laws of the State
of Nevada on August 23, 1995 as Magic Lantern Group, Inc. The Company has operated continuously since
incorporation in various business entities including Internet companies, Magic Lantern, Inc., CasinoBuilders.com, Inc.,
Proxity Digital Networks, Inc. and Proxity, Inc. The company has continued as an operating company throughout this
period and as business environments have changed the company has redirected its business model, by acquiring its
operating subsidiary, CAVU Resources, Inc. on April 24, 2009. The Company acquired and developed assets and
technologies within the energy sector. Certain assets already held by the Company as a result of the acquisition of
CAVU Resources, Inc. include mineral rights, oil and gas leases and equipment for oil and gas exploration. With the
collapse of the energy market in 2014 and thru 2015 management made the decision to liquidate the energy assets.
This was a four year drawn out process with a large percentage of assets sold and the related debts paid. CAVU has
targeted undervalued companies and assets for acquisition. CAVU will continue to utilize its cash flow and company at
the current capitalization unless change is approved by the majority of the shareholders of CAVU. On January 1, 2016
the company decided to divest itself of the balance of its oil and gas assets and liquidate all of the non-operating and
minority holding to pay debt settle outstanding lawsuits and to redirect the company’s efforts in a new direction. CAVU,
through a Share Exchange Agreement, acquired the cannabis technology platform kushAmerica and its' related social
media and data mining applications SoKu (Social Kush) and MediKu (Medical Kush). The company will continue to
build out the platforms with a launch planned in the summer of 2019. The company plans for rapid growth and other
acquisitions in the technology and information sector of cannabis, which are complimentary to its' core holding
kushAmerica.
B. Describe any subsidiaries, parents, or affiliated companies, if applicable, and a description of their business contact
information for the business, officers, directors, managers or control persons. Subsidiary information may be included
th
by reference. On February 12 , 2020 CAVU Resources, Inc. completed the acquisition of Sinacori Builders, LLC and
created the brand "Growing Together". The terms of the acquisition are as follows: Purchase Price $4,700,000. Down
payment was 150,000,000 shares of CAVR stock valued at $.005 equaling $750,000 USD. Leaving a balance of
$3,950,000 at no interest. Terms of payment are 36 months. An additional payment of 150,000,000 shares of CAVR
stock valued at $.005 equaling $750,000 USD is due on or about June 12, 2020. The balance of the note at that time
will be $3,200,000 USD. From that date forward every six months the CAVU will make 5 payments of $500,000 each
with a final balloon payment of $700,000. The company believes that the revenue from the Sinacori acquisition will
more than offset the payment schedule. Russell Sinacori will stay on as CEO of Sinacori builders and be responsible
for running the company. As part of the acquisition the company also added two new members to the board; Russell
Sinacori and Tim Samuels.

C. Describe the issuers’ principal products or services, and their markets

CAVU closed all oil and gas operations and sold all of the related assets. It also closed down all of its
existing Partnerships, Limited Liability Companies and all operating subsidiaries.

The company has refocused its business plan on acquiring growth companies in the cannabis sector. CAVU is
intensely focused on raising capital for the purchase of properties, technologies and businesses in the
Cannabis business sector pertaining to information, education, subculture groups and social internet activities.
As described in 5 (B) Sinacori Builders under the brand of "Growing Together" will continue to build
state of the art new homes, Town Houses and apartments now with custom made grow rooms aimed at
the Millennial market.

6) Issuer’s Facilities

The Company’s principal corporate office is located at 5450 West Sahara, Ste #300, Las Vegas, Nevada 89146. Rented
Monthly.

7) Officers, Directors, and Control Persons

Using the tabular format below, please provide information regarding any person or entity owning 5% of more of the
issuer, as well as any officer, and any director of the company, regardless of the number of shares they own. If any listed
are corporate shareholders or entities, provide the name and address of the person(s) beneficially owning or
controlling such corporate shareholders, or the name and contact information of an individual representing the
corporation or entity in the note section.

Name of Affiliation with Residential Address Number Share Ownership Note


Officer/Director Company (e.g. (City / State Only) of shares type/class Percentage
and Control Officer/Director/Own owned of Class
Person er of more than 5%) Outstanding

*Russell Sinacori Charlotte, NC 222,000,000 Common 17% *These include shares


Director and CEO of owned by Sinacori Family
Sinacori Builders Trust

Robert Silver Chairman of the Board Charlotte, NC 303,000,000 Common 27.%


& CEO

Robert Demes President Salem, OR 48,000,000 Common 3.99%

8) Legal/ Disciplinary History

A. Please identify whether any of the persons listed above have, in the past 10 years, been the subject of:

1. A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding


traffic violations and other minor offenses);

NONE
2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or vacated, by a court of
competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited
such person’s involvement in any type of business, securities, commodities, or banking activities;

NONE

3. A finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange
Commission, the Commodity Futures Trading Commission, or a state securities regulator of a violation of
federal or state securities or commodities law, which finding or judgment has not been reversed,
suspended, or vacated; or

NONE

4. The entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended,
or otherwise limited such person’s involvement in any type of business or securities activities.

NONE

B. Describe briefly any material pending legal proceedings, other than ordinary routine litigation incidental to the business,
to which the issuer or any of its subsidiaries is a party or of which any of their property is the subject. Include the name
of the court or agency in which the proceedings are pending, the date instituted, the principal parties thereto, a
description of the factual basis alleged to underlie the proceeding and the relief sought. Include similar information as
to any such proceedings known to be contemplated by governmental authorities.

NONE

9) Third Party Providers

Please provide the name, address, telephone number and email address of each of the following outside providers:

Securities Counsel/ Byron Thomas, ESQ

Accountant or Auditor/ None

Investor Relations Consultant/None


10) Issuer Certification

Principal Executive Officer:

The issuer shall include certifications by the chief executive officer and chief financial officer of the issuer (or any
other persons with different titles but having the same responsibilities).

The certifications shall follow the format

below: I, Robert Demes certify that:

1. I have reviewed this Quarterly Report of CAVU Resources, Inc;

2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a material fact
or omit to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this disclosure
statement; and

3. Based on my knowledge, the financial statements, and other financial information included or incorporated
by reference in this disclosure statement, fairly present in all material respects the financial condition, results
of operations and cash flows of the issuer as of, and for, the periods presented in this disclosure statement.

June 10, 2020


/s/ Robert Demes, President

Principal Financial Officer:

The issuer shall include certifications by the chief executive officer and chief financial officer of the issuer (or any
other persons with different titles but having the same responsibilities).

The certifications shall follow the format

below: I, Robert Demes certify that:

1. I have reviewed this Annual Report of CAVU Resources, Inc;

2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a material fact
or omit to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this disclosure
statement; and

3. Based on my knowledge, the financial statements, and other financial information included or incorporated
by reference in this disclosure statement, fairly present in all material respects the financial condition, results
of operations and cash flows of the issuer as of, and for, the periods presented in this disclosure statement.

June 10, 2020


/s/ Robert Demes, President
CAVU Resources, Inc
Balance Sheets
(Unaudited)
March 31, December 31,
2020 2019
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 44,401 $ 10,458
Receivables 2,595,492 -
Inventory -
Land Deposits 9,120,659
Notes Receivable -
Total Current Assets 11,760,552 10,458

OTHER ASSETS
Building, Equipment & Vehicles - -
Investment in KushAmerica 3,000,000 3,000,000
Loans Receivable 223,599
Total Other Assets 3,223,599 3,000,000

TOTAL ASSETS $ 14,984,151 $ 3,010,458

LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)


CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 10,358,800 $ 152,552
Executive Compensation Payable 50,750 84,800
Related Party Payable (Note 5)
Total Current Liabilities 10,409,550 237,352

Long Term Liabilities


Promissary Notes (Notes 6) 279,579 380,530
Total Long Term Liabilities 279,579 380,530

TOTAL LIABILITIES 10,689,129 617,882

STOCKHOLDERS' DEFICIT
Preferred A Stock:
10,000,000 shares authorized, $0.0001 par value
1,000,000 and 1,000,000 shares issued 100 100
Preferred B Stock:
1,000,000 shares authorized, $0.0001 par value
275,000 and 275,000 shares issued 28 28
Common stock:
1,500,000,000 common shares, $0.0001 par value
1,298,203,895 and 1,298,203,895 shares issued 129,820 112,770
Additional paid-in capital $ 7,991,767 7,171,317
Subscriptions payable 5,000 10,000
Retained earnings/(deficit) (3,831,693) (4,901,639)
Total Stockholders' Equity/(Deficit) 4,295,022 2,392,576
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 14,984,151 $ 3,010,458

The accompanying notes are an intergal part of these statements

The accompanying notes are an integral part of these statements


CAVU Resources, Inc.
Statements of Operations
(Unaudited)

For Three Months Ended For Year End


March 31, December 31,
2020 2019

SALES $ 1,505,161 $ -
Cost of sales 594 -
GROSS MARGIN 1,504,567 -

OPERATING EXPENSES:

Consulting and Professional Fees 280,130 55,067


General and Administrative 96,431 32,682
Executive Compensation 9,250 84,950
Total Operating Expenses 385,811 172,699

NET INCOME (LOSS) FROM OPERATIONS 1,118,755 (172,699)

OTHER INCOME (EXPENSE)

Interest income - -
Interest expense 58,809
Total other income (expense) (58,809) -

NET INCOME (LOSS) BEFORE TAXES 1,059,946 (172,699)

Provision for income taxes - -

NET INCOME (LOSS) $ 1,059,946 $ (172,699)

PER SHARE DATA:

Basic and diluted income


(loss) per common share $ 0.0008 $ (0.0001)

Weighted average number of


common shares outstanding 1,298,203,895 1,127,703,895

The accompanying notes are an integral part of these statements

The accompanying notes are an integral part of these statements


CAVU Resources, Inc.
Statement of Stockholders' Equity (Deficit)
(Unaudited)

Additional Sub- Retained Total


Preferred A Stock Preferred B Stock Common Stock Paid-in scriptions Earnings/ Stockholders'
Shares Amount Shares Amount Shares Amount Capital Payable (Deficit) Equity/(Deficit)
Balance - December 31, 2017 1,000,000 $ 100 275,000 $ 28 525,774,233 $ 52,577 $ 3,521,801 $ - $ (4,547,473) $ (972,968)

Income(Loss) for the Year Ended


December 31, 2018 $ (55,701) $ (55,701)
Balance- December 31, 2018 1,000,000 $ 100 275,000 $ 28 525,774,233 $ 52,577 $ 3,521,801 $ - $ (4,603,174) $ (1,028,669)

Income(Loss) for the Quarter Ended


March 31, 2019 $ (20,681) $ (20,681)
Balance- March 31, 2019 1,000,000 $ 100 275,000 $ 28 525,774,233 $ 52,577 $ 3,521,801 $ - $ (4,623,855) $ (1,049,350)

Common Stock Subscription for Cash


May 9, 2019 $ 5,000 $ 5,000
Common Stock Subscription for Cash
May 13, 2019 $ 5,000 $ 5,000
Common Stock Subscription for Cash
May 22, 2019 $ 5,000 $ 5,000
Income(Loss) for the Quarter Ended
June 30, 2019 $ (17,504) $ (17,504)
Balance- June 30, 2019 1,000,000 $ 100 275,000 $ 28 525,774,233 $ 52,577 $ 3,521,801 $ 15,000 $ (4,641,359) $ (1,051,854)

Common Stock for Acquisition of KushAmerica


July 1, 2019 10,000,000 $ 1,000 $ 59,000 $ 60,000
Common Stock for Cash
July 23, 2019 333,333 $ 33 $ 1,967 $ 2,000
Common Stock Debt Conversion
August 1, 2019 35,780,536 $ 3,578 $ 533,130 $ 536,708
Common Stock for Acquisition of KushAmerica
August 15, 2019 300,000,000 $ 30,000 $ 1,770,000 $ 1,800,000
Common Stock for Cash
August 15, 2019 6,000,000 $ 600 $ 14,400 $ 15,000
Common Stock for Acquisition of KushAmerica
August 16, 2019 130,000,000 $ 13,000 $ 767,000 $ 780,000
Common Stock for Acquisition of KushAmerica

The accompanying notes are an integral part of these statements


August 19, 2019 10,000,000 $ 1,000 $ 59,000 $ 60,000
Common Stock for Acquisition of KushAmerica
August 21, 2019 10,000,000 $ 1,000 $ 59,000 $ 60,000
Common Stock for Cash
August 21, 2019 2,499,999 $ 249 $ 14,751 $ (15,000) $ -
Common Stock for Acquisition of KushAmerica
August 22, 2019 30,000,000 $ 3,000 $ 177,000 $ 180,000
Common Stock for Acquisition of KushAmerica
August 23, 2019 10,000,000 $ 1,000 $ 59,000 $ 60,000
Common Stock for Cash
September 5, 2019 25,000,000 $ 2,500 $ 47,500 $ 50,000
Common Stock for Cash
September 6, 2019 1,500,000 $ 150 $ 2,850 $ 3,000
Common Stock for Services
September 9,2019 2,500,000 $ 250 $ 9,750 $ 10,000
Common Stock for Cash
September 11, 2019 1,000,000 $ 100 $ 2,900 $ 3,000
Common Stock for Cash
September 16, 2019 1,315,794 $ 132 $ 4,868 $ 5,000
Income (Loss) for the Quarter Ended
September 30, 2019 $ (87,581) $ (87,581)
Balance- September 30, 2019 1,000,000 $ 100 275,000 $ 28 1,101,703,895 $ 110,170 $ 7,103,917 $ - $ (4,728,940) $ 2,485,273

Common Stock Subscription for Cash


October 1, 2019 $ 20,000 $ 20,000
Common Stock Subscription for Services
October 1, 2019 $ 5,000 $ 5,000
Common Stock Subscription for Cash
October 6, 2019 $ 5,000 $ 5,000
Common Stock Issued
October 11, 2019 6,000,000 $ 600 $ 29,400 $ (30,000) $ -
Common Stock Subscription for Cash
October 28, 2019 $ 40,000 $ 40,000
Common Stock Issued
October 31, 2019 20,000,000 $ 2,000 $ 38,000 $ (40,000) $ -
Common Stock Subscription Payable
December 20, 2019 $ 10,000 $ 10,000
Income (Loss) for the Year End
December 31, 2019 $ (172,699) $ (172,699)
Balance- December 31, 2019 1,000,000 $ 100 275,000 $ 28 1,127,703,895 $ 112,770 $ 7,171,317 $ - $ (4,891,639) $ 2,392,574

The accompanying notes are an integral part of these statements


Common Stock Issued Debt Conversion
January 20, 2020 5,000,000 $ 500 $ 9,500 $ 10,000
Common Stock for Acquisition of Sinacori Builders
February 20, 2020 150,000,000 $ 15,000 $ 735,000 $ 750,000
Common Stock Subcription for Cash
February 24, 2020 $ 7,500 $ 7,500
Common Stock Issued
February 27, 2020 1,500,000 $ 150 $ 7,350 $ (7,500) $ -
Common Stock Subscription Receivable
March 5, 2020 14,000,000 $ 1,400 $ 68,600 $ 70,000
Common Stock Subscription for cash
March 9, 2020 $ 5,000 $ 5,000
Income (Loss) for Quarter End
March 31, 2020 $ 1,059,946 $ 1,059,946
Balance- March 31, 2020 1,000,000 $ 100 275,000 $ 28 1,298,203,895 $ 129,820 $ 7,991,767 $ 5,000 $ (3,831,693) $ 4,295,022

TBD Common Stock to be retired (14,000,000) $ (1,400) $ (68,600) $ (70,000)

The accompanying notes are an intergal part of these notes

The accompanying notes are an integral part of these statements


CAVU Resources, Inc.
Statements of Cash Flows
(Unaudited)

For the Quarter Ended For the Year Ended


March 31, December 31,
2020 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (loss) $ 1,059,946 $ (172,699)
Adjustments to Reconcile Net Income (Loss) to Net
Cash from Operating Activities:
Issuance of stock for services - -
Changes in Operating Assets and Liabilities:
Depreciation & Amortization - -
Receivables (2,021,218) -
Accounts payable and accrued laibilities 1,492,573 116,727
Net cash from operating activities 531,301 (55,972)

CASH FLOWS FROM INVESTING ACTIVITIES


Cost of Equiptment Sold (Purchased) - -
Investment Other Assets (283,629)
Net cash from investing activities (283,629) -

CASH FLOWS FROM FINANCING ACTIVITIES


Proceeds from Sale of Common Stock 67,400 67,400
Subscriptions Payable 12,500
Payments on Related Party Payable (283,629)
Payments to Promisory Notes (10,000) (2,500)
Net cash from financing activities (213,729) 64,900

NET CHANGE IN CASH 33,943 8,928


CASH AT BEGINNING OF PERIOD 10,458 1,530
CASH AT END OF PERIOD $ 44,401 $ 10,458

SUPPLEMENTAL CASH FLOW DISCLOSURES


Cash paid for interest $ (58,809) $ -
Cash paid for income taxes $ - $ -

NON-CASH INVESTING AND FINANCING ACTIVITIES


Common stock issued for debt service $ - $ -
Warrants issued for prepaid interest $ - $ -

The accompanying notes are an intergal part of these statements

The accompanying notes are an integral part of these statements


CAVU RESOURCES, INC.
Notes to Financial Statements
March 31, 2020

NOTE 1 - NATURE OF BUSINESS

CAVU Resources, Inc., formerly known as Proxity, Inc. (the "Company") was incorporated under the laws of the State of Nevada
on August 23, 1995 as Magic Lantern Group, Inc. The Company has operated continuously since incorporation in various
business entities including Internet companies, Magic Lantern, Inc., CasinoBuilders.com, Inc., Proxity Digital Networks, Inc. and
Proxity, Inc. The company has continued as an operating company throughout this period and as business environments have
changed the company has redirected its business model, by acquiring its operating subsidiary, CAVU Resources, Inc. on April 24,
2009. The Company acquired and developed assets and technologies within the energy sector. Certain assets already held by
the Company as a result of the acquisition of CAVU Resources, Inc. include mineral rights, oil and gas leases and equipment for
oil and gas exploration. With the collapse of the energy market in 2014 and thru 2015 management made the decision to
liquidate the energy assets. This was a four year drawn out process with a large percentage of assets sold and the related debts
paid. CAVU has targeted undervalued companies and assets for acquisition. CAVU will continue to utilize its cash flow and
company at the current capitalization unless change is approved by the majority of the shareholders of CAVU. On January 1,
2016 the company decided to divest itself of the balance of its oil and gas assets and liquidate all of the non-operating and
minority holding to pay debt settle outstanding lawsuits and to redirect the company’s efforts in a new direction. The company
is focusing on acquiring companies that have Cannabis Data Collection related technologies. This is focused on both
technology and marketing on the Internet specifically for social media, education, information and entertainment. The
recent acquisition of Sinacori Builders and creation of the brand "Growing Together" may significantly increase the CAVU's
revenues as well as make them a force in the Millennial Housing market going forward.

Control by Principal Stockholders

The Company’s directors, executive officers and their affiliates or related parties, do not own beneficially and in the aggregate,
at the time of this report, the majority of the voting power of the outstanding shares of the common stock of the Company.

Quasi-Reorganization

On April 24, 2009, a majority of the stockholders of record of the Company approved a plan of quasi- reorganization, which
called for restatement of accounts to eliminate the accumulated deficit and related capital accounts on the Company's balance
sheet. The quasi-reorganization was effective April 23, 2009 and again on December 31, 2016. In 2016 the company decided to
completely eliminate its oil and gas direction and seek new opportunities. In October of 2018 the company was presented with
the opportunity to enter the Cannabis Sector and since October, 2018, the Company has been operating its new business model
as described previously within these footnotes.

NOTE 2 – BASIS OF PRESENTATION

In the opinion of management, the accompanying balance sheets and related quarterly statements of income, cash flows, and
stockholders' equity include all adjustments, consisting only of normal recurring items, necessary for their fair presentation in
conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Preparing financial
statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities,
revenue and expenses. Actual results and outcomes may differ from management's estimates and assumptions. These financial
statements include the results of operations for the Company.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Marketable Securities

The Company’s short-term investments are classified as available-for-sale at the respective balance sheet dates. The Company
accounts for its investments at fair value in accordance with SFAS 115. The investments classified as available-for-sale are
recorded at fair value based upon quoted market and or valued prices, and any material temporary difference between the cost
and fair value of an investment is presented as a separate component of accumulated other comprehensive income (loss.)
Unrealized losses are charged against “Other income (expense)” when a decline in fair value is determined to be other than-
temporary. The Company considers several factors to determine whether a loss is other- than-temporary. These factors include
but are not limited to: (i) the extent to which the fair value is less than cost basis, (ii) the financial condition and near term
prospects of the issuer, (iii) the length of time a security is in an unrealized loss position and (iv) the Company’s ability to hold
the security for a period of time sufficient to allow for any anticipated recovery in fair value. The Company’s ongoing
consideration of these factors could result in additional impairment charges in the future, which could adversely affect its
results of operation. There were no impairment charges recorded on the Company’s investments during the Three months
ended March 31, 2019 and 2018, respectively. The specific identification method is used to determine the realized gains and
losses on investments.

Fair Value Measurements

Effective January 1, 2008, we adopted SFAS 157, Fair Value Measurements (SFAS 157). SFAS 157 clarifies the
definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to
classify the inputs used in measuring fair value as follows:

Level 1-Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the
measurement date.

Level 2-Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for
identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are
observable, and inputs derived from or corroborated by observable market data.

Level 3-Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions
the market participants would use in pricing the asset or liability based on the best available information. The
adoption of SFAS No. 157 did not have a material impact on our fair value measurements.

Property and Equipment

Property and equipment consists only of a website and is recorded at cost less accumulated depreciation. Depreciation and
amortization is calculated using the straight-line method over the expected useful life of the asset, after the asset is placed in
service. The Company generally uses the following depreciable lives for its major classifications of property and equipment:

Revenue Recognition

The Company records revenues when the following fundamental criteria are met:

(i) persuasive evidence of an arrangement exists,

(ii) delivery has occurred or services have been rendered,

(iii) the price to the customer is fixed or determinable and

(iv) collection of the resulting receivable is reasonably assured. Revenues are recorded in accordance with Staff Accounting
Bulletin ("SAB") No. 104, as issued by the United States Securities and Exchange Commission (“SAB 104”), the Company is still
contemplating various business plans but anticipates recognizing revenues in 2014.

The Company negotiates contracts with its customers, which may include revenue arrangements with multiple deliverables, as
outlined by Emerging Issues Task Force No. 00-21 ("EITF 00-21"). The Company’s accounting policies are defined such that each
deliverable under a contract is accounted for separately. Historically, the Company has not entered into contracts with its
customers that provided for multiple deliverables.

NOTE 4 – GOING CONCERN

The Company’s financial statements have been prepared on a going concern basis, which contemplates continuity of
operations, realization of assets and liquidation of liabilities in the normal course of business. The Company had a net loss of
$172,699 during the Year ended December 31, 2019. The ability of the Company to operate as a going concern depends upon
its ability to obtain outside sources of working capital in the near future. Management is aware of these requirements and is
undertaking specific measures to address these liquidity concerns. Notwithstanding the foregoing, there can be no assurance
that the Company will be successful in obtaining financing, that it will have sufficient funds to execute its business plan or that it
will generate positive operating results. The financial statements do not include any adjustments relating to the recoverability
and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company
be unable to continue as a going concern.

NOTE 5 – RELATED PARTY TRANSACTIONS

On January 7, 2009, before the acquisition on April 24, 2009, the Company entered into five and three year leases with
Verilease Financing, Inc. for drilling and oil field equipment in the amount of $800,000 and $285,362, respectively. The monthly
payments for these leases began on June 15, 2009 and were for interest-only amount of $5,846 in total. As of November 15,
2009, the monthly payments for each lease will be for $17,812 and $4,100 respectively. Each lease carries 12.5% interest per
annum and includes a balloon payment due upon the end of each lease. Verilease sold the equipment leased canceling these
terms and is negotiating a settlement for a secured note in the amount of $344,700. On August 30, 2013 the company was
awarded $415,013.64 against the company CEO William Robinson, CAVU Capital, LLC a private company owned by William
Robinson and CAVU Resources, Inc. The CEO William Robinson agreed to assume this debt and the company issued a note on
March 31, 2016. William Robinson has agreed to convert this note into restricted shares of common stock of the company at
$.015 a share.

The company had also entered into a mobilization loan with Resources Unlimited NW, LLC, (“RUNW”) owned by the company’s
CFO Michael Sheikh. On March 31, 2016 the company agreed to settle and entered into a convertible note with a current
outstanding balance of $120,000 and has accounted for accordingly. Michael Sheikh the manager of RUNW has agreed to
convert this note into restricted shares of common stock of the company at $.015 a share.

NOTE 6 – DEBT

On March 18, 2010 the Company entered into a convertible note with Jim Stock in the amount of $80,000 at 8% interest. Mr.
Stock has the right to convert into stock at $.02. The company was notified of Mr. Stock’s intention to convert $50,000 worth of
this note. On June 19, 2011 $50,000 of the note was converted into 2,500,000 shares of common stock, as of March 31, 2018
the outstanding balance is $66,040.. The company is currently working on retiring this debt. Management plans to negotiate
with Mr. Stock during the first quarter of 2020 to convert the remainder of the note to common stock at a price of $.015.

The company has entered into a series of notes with private investors to purchase existing vendor debt. These notes have had
various conversion terms that have all been converted into shares of the company retiring the assumed debt. The company had
two existing notes and is secured by 53,662,000 of shares owned by Claymore Consulting, LLC and personally guaranteed by
William C. Robinson, 22,589,000 of these pledged shares were converted by the lien holder and the notes were transferred to
Claymore Consulting, LLC.

The company entered into an agreement with Penny Eng on December 20, 2019 and issued a $10,000 short-term convertible
note with a conversion rate of $.002. This note was satisfied by a conversion, which occurred in the first quarter.

To pay legal fees due, the company entered into a note for $90,000 with a balance as of December 31, 2014 of $46,617. The
company is obligated to make payment of $5,000 a month. This note is secured by a personal guarantee of William C. Robinson
and 1,000,000 shares of Claymore Consulting, LLC’s Preferred A shares. The company’s note and security agreement that
included Claymore Consulting 1,000,000 preferred shares was canceled in lieu of a default in exchange for the assignment of
Claymores preferred to Hong Li and Rinvest Securities, Inc. and an agreement to freeze the issuance of any new preferred
shares and allow for conversion of the outstanding preferred into common at the current conversion rate of 100 to 1 at a future
date to be agreed to by the preferred holders and to allow William Robinson with permission of the holders to continue to vote
the preferred shares. * The preferred shareholders are in the process of selling their shares back to the company at a discount for
the bulk purchase, which should be completed in the first quarter of 2020. An escrow was formed in the first quarter and the
shares we're purchased from the entities referred to above under the following conditions: CAVU Resources, Inc. entered
into an escrow agreement with a law firm and former management/shareholders to purchase 1,000,000 preferred A shares
(convertible into 100,000,000 common shares and 110,000 preferred B shares [without issuance or certificate of designation]
convertible into 11,000,000 common shares) and 71,007,477 common shares from the previous CEO and affiliated groups. The
transaction included $385,000 cash and a non-collateralized note in the amount of $115,000. At this time the shares are still in
the possession of the escrow attorney. The company intends to retire the preferred shares and is formulating a post COVID plan
for disposition of the common shares.

The Company has established a line of credit with Russell Sinacori for interim expenses during the COVID era and this is
reflected in the financials.
The company issues short term convertible notes from time to time to vendors on outstanding debt and currently has notes
and or payment agreements all other notes and or accounts payable have expired due to the statute of limitations and have
been written off of the books and records of the company.

On January 7, 2009, before the acquisition on April 24, 2009, the Company entered into five and three year leases with
Verilease Financing, Inc. for drilling and oil field equipment in the amount of $800,000 and $285,362, respectively. The monthly
payments for these leases began on June 15, 2009 and were for interest-only amount of $5,846 in total. As of November 15,
2009, the monthly payments for each lease will be for $17,812 and $4,100 respectively. Each lease carries 12.5% interest per
annum and includes a balloon payment due upon the end of each lease. Verilease sold the equipment leased canceling these
terms and is negotiating a settlement for a secured note in the amount of $344,700. On August 30, 2013 the company was
awarded $415,013.64 against the company CEO William Robinson, CAVU Capital, LLC a private company owned by William
Robinson and CAVU Resources, Inc. The CEO William Robinson agreed to assume this debt and the company issued a note on
March 31, 2016. William Robinson has agreed to convert this note into restricted shares of common stock of the company at
$.015 a share.

The company had also entered into a mobilization loan with Resources Unlimited NW, LLC, (“RUNW”) owned by the company’s
CFO Michael Sheikh. On March 31, 2016 the company agreed to settle and entered into a convertible note with a current
outstanding balance of $120,000 and has accounted for accordingly. Michael Sheikh the manager of RUNW has agreed to
convert this note into restricted shares of common stock of the company at $.015 a share.

NOTE 7 - STOCKHOLDERS’ EQUITY

CAVU Resources, Inc is authorized to issue 611,000,000 shares, in aggregate, consisting of 600,000,000 shares of common
stock, $0.0001 par value. The Company's current Articles of Incorporation authorizes the Board of Directors (the “Board”) to
determine the preferences, limitations and relative rights of any class or series of preferred stock prior to issuance. Each such
class or series must be given distinguishable designated rights prior to issuance. As of March 31, 2018, 526,774,233 and as of
March 31, 2019, 526,774,233 shares of the Company’s common stock were issued and outstanding, respectively. As per the
Stock Exchange Agreement signed March 22, 2019, two debt conversions amounting to $658,626 are being converted into
43,907,758 common share and 1,275,000,Preferred A and B are being converted into 127,500,000 common shares. The stock
exchange of 100% of kushAmerica, Inc. calls for 500,000,000 common shares issued to their shareholders.

In April 2009, the Company’s Board approved an increase in the authorized available number of shares of common stock that
can be issued by the Company from 300,000,000 to 600,000,000 shares.

On April 21, 2009, the Company effectuated a reverse stock split of 1 share of common stock for every 250 shares of
outstanding common stock.

On April 24, 2009, upon closing of a merger with CAVU Resources, Inc., a Nevada corporation, the Company issued 55,200,000
shares of common stock and 500,000 shares of Series A Preferred Stock to the shareholders of CAVU Resources, Inc. The
transaction did not result in a change of control of the Company.

On April 22, 2010 the Company reduced its outstanding authorized shares from 611,000,000 to 211,000,000.

On December 12, 2011 the Company increased its outstanding authorized shares from 211,000,000 to 311,000,000.

On January 25, 2012 the Company increased its outstanding authorized shares from 311,000,000 to 611,000,000. On December
17 and March 31, 2010 the Company issued 500,000 Preferred A shares to Claymore Consulting, LLC. The issued and
outstanding of Preferred A as of March 31, 2013 was 1,000,000 preferred A shares.

On May 1, 2012 and January 1, 2013 the company issued a total of 400,000 Preferred B shares in lieu of cash to various parties
to serve as board members of its advisory board and executive officers. The issued and outstanding as of March 31, 2019 was
1,000,000 preferred A shares and 275,000 preferred B shares, and the common shares outstanding were 526,774,233

On March 22, 2019 the Company entered into a stock exchange Agreement that called for completion of two debt conversions
amounting to $658,62616 that converted into 43,907,758 common share and 1,275,000, Preferred A and B that converted into
127,500,000 common shares. The agreement also called for a stock exchange of 100% of kushAmerica, Inc. outstanding shares
for 500,000,000 common shares to be issued to their shareholders.

On June 3, 2019 the Company increased its outstanding authorized Common shares from 600,000,000 to 1,500,000,000 and
11,000,000 preferred shares.

NOTE 8 – INCOME TAX United States of America

Since the Company has had operating losses since inception that offset the previous year’s gains, there is no provision for
corporate income taxes in the United States of America. Therefore, there are no deferred tax amounts as June 30, 2019.

Nevada

The company is incorporated in Nevada with business operations primarily in Oklahoma. The company is subject to corporate
income tax based on the operations conducted in each state. SFAS 109, Accounting for Income Taxes, which requires the asset
and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recognized
for the tax consequences of “temporary differences” by applying enacted statutory tax rates applicable to future years to
differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities. The Company is
not in discussions with any tax authorities whereby any settlements over past due taxes are in progress.

The Company’s net deferred tax assets as of December 31, 2019 were:

Net operating loss carry forward $3,831,693

Valuation allowance

Net deferred tax asset $3,831,693

The net operating losses generated in the periods ended June 30, 2019 will begin to expire in 2026. The Company has recorded
a full allowance against its deferred tax assets due to the fact that the likelihood of any benefit being derived by the Company in
future years is indeterminable as of the date of these consolidated financial statements.

NOTE 9 - COMMITMENTS & CONTINGENCIES

Consultants: None

Litigation: None

We may be involved from time to time in ordinary litigation that will not have a material effect on our operations or finances.
We are not aware of any pending or threatened litigation against the Company or our officers and directors in their capacity as
such that could have a material impact on our operations or finances, other than disclosed in sections 11 and 12.

Collateral Pledge: None

Subsequent Funding: None

NOTE 10 - RECENTLY ISSUED ACCOUNTING STANDARDS

In September 2006, the FASB issued SFAS No. 157, Defining Fair Value Measurement ("SFAS 157"), which defines fair value,
establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair
value measurements. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007.
The Company is currently evaluating the impact of adopting SFAS 157 on its consolidated financial statements.

In September 2006, FASB issued SFAS No. 158, Employers' Accounting for Defined Benefit Pension and Other Postretirement
Plans - an amendment of FASB Statements No. 87, 88, 106, and 132(R) ("SFAS 158"). The Company has adopted SFAS 158
except for the requirement to measure plan assets and benefit obligations as of the date of the Company's fiscal yearend
statement of financial position, which is effective to fiscal years beginning after December 15, 2008. The Company is currently
assessing the potential impact that the adoption of SFAS 158 could have on its financial statements.
In December 2006, FASB issued FSB EITF 00-19-2, Accounting for Registration Payment Arrangements (“FSBEITF 00-19”), which
specifies that the contingent obligation to make future payments or otherwise transfer consideration under a registration
payment arrangement should be separately recognized and measured in accordance with FASB Statement No. 5, Accounting for
Contingencies. FSB EITF 00-19-2 is effective immediately for new and modified registration payment arrangements entered into
after December 21, 2006, and beginning in the fiscal year ended March 31, 2007 for any such instruments entered into before
that date. The Company does not expect the issuance of FSB EITF00-19-2 to have a material impact on the consolidated
financial statements.

In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities ("SFAS 159").
SFAS 159 permits entities to choose to measure many financial instruments, and certain other items, at fair value. SFAS No. 159
applies to reporting periods beginning after November 15, 2007. The adoption of SFAS159 is not expected to have a material
impact on the Company’s financial condition or results of operations.

In April 2007, the FASB issued a FASB Statement Position ("FSP") on FASB FIN 39-1 which modifies FIN 39, Offsetting of Amounts
relating to Certain Contracts ("FIN 39"). FIN 39-1 addresses whether a reporting entity that is party to a master netting
arrangement can offset fair value amounts recognized for the right to reclaim cash collateral (a receivable) or the obligation to
return cash collateral (a payable) against fair value amounts recognized for derivative instruments that have been offset under
the same master netting arrangement in accordance with FIN 39. Upon adoption of this FSP, a reporting entity shall be
permitted to change its accounting policy to offset or not offset fair value amounts recognized for derivative instruments under
master netting arrangements. The guidance in this FSP is effective for fiscal years beginning after November 15, 2007. The
Company is currently assessing the potential impact of implementing this standard.

In December 2007, the FASB issued SFAS No. 141 (R), Business Combinations ("SFAS 141"). SFAS 141(R) establishes principles
and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed, and any non-controlling interest in the acquiree. SFAS 141R also provides guidance for
recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to
enable users of the financial statements to evaluate the nature and financial

The effects of the business combination. The guidance will become effective as of the beginning of the Company’s fiscal year
beginning after December 15, 2008. Management believes the adoption of this pronouncement will not have a material impact
on the

Company's consolidated financial statements.

In December 2007, the FASB issued SFAS No. 160, Non-controlling Interests in Consolidated Financial Statements— an
amendment of ARB No. 51 ("SFAS 160"). SFAS 160 establishes accounting and reporting standards for the non-controlling
interest in a subsidiary and for the deconsolidation of a subsidiary. The guidance will become effective as of the beginning of
the Company’s fiscal year beginning after December 15, 2008. Management believes the adoption of this pronouncement will
not have a material impact on the Company's consolidated financial statements.

In February 2008, FASB issued FSP SFAS No. 140-3, Accounting for Transfers of Financial Assets and Repurchase Financing
Transactions (“FSP SFAS 140-3”). The objective of this FSP is to provide guidance on accounting for a transfer of a financial asset
and a repurchase financing. This FSP presumes that an initial transfer of a financial asset and a repurchase financing are
considered part of the same arrangement (linked transaction) under SFAS No. 140, Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities ("SFAS 140"). However, if certain criteria are met; the initial transfer and
repurchase financing shall not be evaluated as a linked transaction and shall be evaluated separately under SFAS

140. FSP SFAS 140-3 is effective for financial statements issued for fiscal years beginning after November 15, 2008, and
QUARTERLY periods within these fiscal years. Earlier application is not permitted. The Company is currently reviewing the
effect, if any; the proposed guidance will have on its consolidated financial statements.

In February 2008, FASB issued FSP SFAS No. 157-1, Application of FASB Statement No. 157 to FASB Statement No.13 and Other
Accounting Pronouncements That Address Fair Value Measurements for Purposes of Lease Classification or Measurement
under Statement 13 (“FSP SFAS 157-1”). FSP SFAS 157-1 amends SFAS 157 to exclude SFAS 13, Accounting for Leases (SFAS 13),
and other accounting pronouncements that address fair value measurements for purposes of lease classification or
measurement under SFAS 13. However, this scope exception does not apply to assets acquired and liabilities assumed in a
business combination that are required to be measured at fair value under SFAS 141, or SFAS 141(R), regardless of whether
those assets and liabilities are related to leases. FSP SFAS 157-1 is effective upon the Initial adoption of SFAS 157. The Company
is currently evaluating the impact of adopting FSP SFAS No. 157-1 on its consolidated financial statements.

In February 2008, FASB issued FSP SFAS No. 157-2, Effective date of FASB Statement No. 157 (“FSP SFAS 157-2”). FSP SFAS 1572
delays the effective date of SFAS 157 to fiscal years beginning after November 15, 2008, and QUARTERLY periods within those
fiscal years. The Company is currently evaluating the impact of adopting FSP SFAS No. 157-2 on its consolidated financial
statements.

In March 2008, FASB issued SFAS 161, Disclosures about Derivative Instruments and Hedging Activities - an amendment of FASB
Statement No. 133 ("SFAS 161"). SFAS 161 changes the disclosure requirements for derivative instruments and hedging
activities. Entities are required to provide enhanced disclosures about (a) how and why an entity uses derivative instruments,
(b) how derivative instruments and related hedged items are accounted for under Statement 133 and its related
interpretations, and (c) how derivative instruments and related hedged items affect an entity's financial position, financial
performance, and cash flows. SFAS 161 is effective for fiscal years and QUARTERLY period beginning after November 15, 2008.
The Company is currently assessing the potential impact that the adoption of SFAS 161 could have on its consolidated financial
statements.

Note 11. M ANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

1. A. Corporate History

Date Corporate Action

8/23/1995 Articles of Incorporation-Incorporated as Magic Lantern Group, Inc.

10/16/1995 Amendment-Increase authorized common shares

05/13/1999 Amendment-Name Change to CasinoBuilders.com, Inc.

05/21/2001 Amendment-Increase authorized common shares

06/04/2001 Amendment-Restated Articles

10/16/2001 Amendment-Name Change to Proxity Digital Networks, Inc.

08/28/2003 Amendment-Increase authorized common shares

07/09/2004 Amendment-Increase authorized common shares

01/03/2005 Amendment-Name Change to Proxity, Inc.

04/17/2009 Wholly-owned subsidiary formed-Proxity Acquisition Sub, Inc.

04/21/2009 Amended and Restated Articles-Increase authorize shares, authorize preferred

04/21/2009 Certificate of Change-Reverse Stock Split-1 share for 250 shares4/24/2009 Certificate of Designation

04/24/2009 The Company, its wholly-owned subsidiary Proxity Acquisition Sub, Inc. and CAVU Resources, Inc., a Nevada
corporation entered into and executed an Agreement and Plan of Merger. Following the merger, the Company changed its
name to “CAVU Resources, Inc.”

03/22/2019 The Company, agreed to exchange 500,000,000 common shares for 100% of the issued and outstanding
shares of kushAmerica, Inc. a Nevada corporation now a wholly-owned subsidiary.

02/12/2020 The Company acquired Sinacori Builders, LLC for $4,700,000 Under a purchase agreement outlined in detail
in section 5 (B) of this report.

2. The Company was first organized on August 23, 1995 in the state of Nevada as Magic Lantern Group, Inc.

3. The Company's fiscal year is December 31.


4. Neither the Company nor any predecessor has been in bankruptcy, receivership or any similar proceeding in the past
three years.

5. On April 24, 2009, the Company merged its wholly owned subsidiary Proxity. An acquisition Sub, Inc., with CAVU
Resources, Inc., with CAVU Resources, Inc., surviving as a subsidiary of the Company. The Company then subsequently merged
CAVU Resources, Inc., I into the Company and changed its name to CAVU Resources, Inc., in connection with the merger (the
“Merger”).

6. The Company did not have a change of control in connection with the Merger.

7. A reverse stock split of 1:250 shares of common stock was authorized in March of 2009 and effectuated in April of
2009.The Merger is described in item 5. Other than the reverse stock split and merger referenced in the prior sentences, to the
best knowledge of the Company there are no past pending or anticipated stock splits, stock dividends, recapitalizations,
mergers, acquisitions, spin-offs, or reorganizations.

8. The Company has purchased a number of oil and gas well leases and equipment to facilitate the drilling of the oil and
gas. The oil and gas well leases and equipment are further detailed in this disclosure.

9. On February 16, 2011 the company entered into a consulting agreement with Resources Unlimited NW, LLC, to
provide Michael Sheikh as the CFO of the company. Mr. Sheikh was paid 2,000,000 shares of common stock valued at $20,000.
Mr. Sheikh was also paid 4 units of CAVU Resources Two, LP the company expensed the $40,000 as consulting fees.

10. The company also paid $50,000 in pre-paid professional fees in 2012 by having 5 units in CAVU Resources Two, LP
issued and recognized $50,000.

11. On February 16, 2012 the company issued 1,500,000 shares for $10,500 in debt conversion.

12. The company issued 90,084,104 Reg. D shares for $659,445 cumulative from January 1, 2011 thru June 15, 2012
for the payment of debt and operations.

13. The company issued 72,585,534 144 shares for $543,746.56 cumulative from January 1, 2011 thru June 15, 2012 for
the retirement of vendor debt.

14. The company issued 158,744,100 shares for $1,047,540 cumulative from December 2011 thru June 15, 2012 for the
retirement of promissory notes, settlement of debt, operations and vendor debt to private investors.

15. On January 25, 2012 the company voted to amend its articles and increased the authorized to 611,000,000.

16. On March 31, 2012 the company issued an additional 100,000 Preferred B shares to reserve for executives and
advisory board members in lieu of cash.

17. In January, 2013 the Company issued 50,000 series B Preferred Shares to Louis E. Silver as part of his compensation as
CEO.

18. In January and February, 2013 the Company issued 15,000 and 25,000 shares of Series B Preferred to Mark
McLaughlin as part of loan agreements.

19. On January 31, 2019 the company converted $536,708 of debt with William Robinson for of 35,780,536 common
shares

20. On January 31, 2019 the company converted $121,908 of debt with Resources Unlimited NW, LLC for of 8,127,222
common shares.

21. To the best knowledge of the Company, there is no pending or threatened legal proceedings or administrative actions
either by or against the issuer that could have a material effect on the issuer's business, financial condition, or operations.
Other than what has been disclosed and or identified in Sections Note 11 and Note 12.

A. Business of Issuer:
CAVU closed all oil and gas operations and sold all of the related assets. It also closed down all of its existing Partnerships,
Limited Liability Companies and all operating subsidiaries. The company has refocused its business plan on acquiring growth
companies in the cannabis technology, information and education sector data collection and specialty construction aimed at
the millennial generation of homebuyers.

B. Plan of Operation:

CAVU is intensely focused on raising capital for the purchase of technologies and businesses in the Cannabis business data
collection sector and for development and home construction side of the combined business.

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our
business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are
identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,”
“would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to
be covered by the safe- harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking
statements are based on current expectations and assumptions that are subject to risks and uncertainties, which may cause
actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of
future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and
future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative / regulatory
changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and
uncertainties should also be considered in evaluating forward- looking statements and undue reliance should not be placed on
such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result
of new information, future events or otherwise. Further information concerning our business, including additional factors that
could materially affect our financial results, is included herein and can also be obtained by contacting the Company.

1. The Company's primary SIC Codes are 7374 and 1522

2. The Company’s and its subsidiaries current operations are limited to the 1) the acquisition of high growth companies
in the Cannabis Sector, specifically in the acquisition of companies in the virtual and technology in the cannabis sector. The
company is also engaged in housing construction in and around Charlotte, NC. The company has developed a brand "Growing
Together" aimed at the millennial generation of homebuyers and apartment dwellers that we think is unique and will make
us a leader in the market in the years to come.

3. The Company is not a shell company and, to the best knowledge of current management, has never been a shell
company.

Securities Act Rule 405 defines a “shell company” as a company that has a) no or nominal operations and b) either, no or
nominal assets, assets consisting solely of cash and cash equivalents, or assets consisting of any amount of cash and cash
equivalents and nominal other assets. Because the Company possesses significant assets that are neither cash, nor cash
equivalents, the Company is not a “shell company” as described in Securities Act Rule 405.

Current management assumed control of the Company in March of 2019 and possesses incomplete information about the
Company and its operations prior to that date. However, to the best knowledge of current management, the Company has
never been a shell company within the meaning of Rule 405.

CURRENT INDUSTRY ENVIRONMENT

A. Status of any publicly announced new product or service. With respect to future acquisitions, we currently lack the
capital necessary to implement our plan. Until sufficient capital can be raised, except for our continued passive capture of de
minimis amounts; of targeted acquisitions, we are currently negotiating contracts to acquire operating companies. Upon
finalization of these contracts and our raising of sufficient capital, then we will begin implementing business plan.
B. Competitive business conditions, the issuer’s competitive position in the industry, and methods of competition. The
cannabis producing properties, land development and growing prospects, industry r e l a t e d technology and produced
products are highly competitive. Properties in which we have an interest will encounter strong competition from many other
competitors in the respective industries, including many that possess financial resources greater than ours.

C. Sources and availability of raw materials and the names of principal suppliers. The Company sources its materials
from a variety of vendors, contractors and suppliers for its work in the Cannabis industry and alternative energy industry. The
availability of these materials and supplies is generally favorable due to the competitive nature of the industry. However, during
times of great demand for materials, equipment and services, the Company could experience delays in getting the equipment,
materials and services its needs.

D. Patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts, including their duration.
We do not own, either legally or beneficially, any patent or trademark.

E. The need for any government approval of principal products or services and the status of any requested government
approvals.

RISK FACTORS: The following are certain identifiable risk factors for the Company, and its subsidiaries business operations. You
should carefully consider the following risk factors and all other information contained herein in evaluating our business and
prospects. You should also refer to the other information contained in document notes in determining the viability of the
business.

Risk Related to New Business and Financial Condition

Because we have a limited operating history related to our current business strategy, we are subject to the risks of failure
associated with any new business ventures. Potential investors should be aware that there is a substantial risk of failure
associated with any new business strategy as a result of problems encountered in connection with their commencement of new
operations. These include, but are not limited to, the entry of new competition, unknown or unexpected additional costs, and
expenses that may exceed estimates.

If we are not able to raise additional funds in the future to complete our business plan and grow the business, we will not meet
our long term business and financial goals.

Our cash requirements will be significant. Our current cash position will not enable us to pursue all aspects of our business plan.
We have no commitments to obtain any additional funds and cannot be sure that we will be able to raise additional funds on
favorable terms, if at all. We cannot be certain that the future revenues we generate or capital we raise will be sufficient to
meet our expected expenses. If we do not have sufficient funds in the future we may have to cease operations. We may be
unable to fund growth continue to take advantage of business opportunities, or respond to competitive pressures, any of which
could have a material and adverse effect on our business, results of operations and financial condition and the value of your
investment. If we raise additional funds by issuing equity securities, existing shareholders may experience significant dilution in
their ownership interests. If we obtain additional financing by issuing debt securities, the terms of these securities could restrict
or prevent us from paying dividends and could restrict our flexibility in making business decisions.

Risk Factors related to our Speculative Activities That Involve Numerous Risks and Substantial and Uncertain Costs, We May Be
Unable to Maintain Profitability.

Acquiring new companies involves numerous risks, including the risk that will be encountered.

The cost of operations may be curtailed, delayed or cancelled as a result of a variety of factors beyond our control, including:§§
equipment failures or accidents;

§§ inability to obtain leases on economic terms, where applicable;

§§ adverse weather conditions;

§§ compliance with governmental requirements; and

§§ the results of previous development efforts and the acquisition, review and analysis of data;
§§ the availability of sufficient capital resources to us for acquisitions;

§§ economic and industry conditions at the time

§§ our financial resources and results;

§§ the availability of leases and permits on reasonable terms for the prospects; and

§§ the success of our technology. Cannabis related operations

Cannabis operations are subject to extensive federal, state and local government regulations, which may be changed from time
to time. We have not obtained the governmental approvals that will be necessary for us to begin active operations. These
factors cannot be accurately predicted and the combination of these factors may result in our company not receiving an
adequate return on invested capital. We cannot assure you that these projects can be successfully developed or any targeted
acquisitions will be closed, there are many factors beyond our control that could adversely affect our ability to maintain
profitability in the future.

Our revenues, operating results, profitability, cash flow, future rate of growth and ability to borrow funds or obtain additional
capital are substantially dependent upon prevailing prices of available products. A wide variety of factors affect the prices of
national and international economic conditions, and consumer demand for our services or products. We have no control over
the factors affecting the prices, nor can we predict its fluctuations.

Historically, the markets for targeted products changes in the supply of and demand, market uncertainty and a variety of
additional factors that are beyond our control, including:

§§ domestic and foreign governmental regulations;

§§ overall domestic and global economic conditions.

It is extremely difficult to predict future price movements with any certainty. Declines in prices may materially adversely affect
our financial condition, liquidity, ability to finance planned capital expenditures and results of operations.

Because We Are a Small Company Compared with Our Competitors, We May Not Be Able to Keep Pace with Technological
Developments in Our Industry.

We are in an industry that has technological advancements and introductions of new products and services using new
technologies.

As others use or develop new technologies, we may be placed at a competitive disadvantage or competitive pressures may
force us to implement those new technologies at substantial costs. In addition, other companies may have greater financial,
technical, and personnel resources that allow them to enjoy technological advantages and may in the future allow them to
implement new technologies before we can. We may not be able to respond to these competitive pressures and implement
new technologies on a timely basis or at an acceptable cost. If one or more of the technologies we use now or in the future
were to become obsolete or if we are unable to use the most advanced commercially available technology, our business,
financial condition, and results of operations could be materially adversely affected.

Risks Related to Cannabis

If existing regulations and policies and future changes to these regulations and policies present technical, regulatory and
economic barriers, which we are unable to overcome, our business may fail.

The market for Cannabis is heavily influenced by foreign, U.S. federal, state and local government regulations and policies
concerning this industry. These regulations and policies often relate to pricing i n the U.S, these regulations and policies are
being modified and may continue to be modified. Further investment in the research and development could be deterred by
these regulations and policies, which could result insufficient capital for the Company. Any new government regulations or
utility policies pertaining to our industry may result in significant additional expenses to the end user and, as a result, could
cause a significant reduction in demand for our services.

Risks Related to Management


If We Are Unable to Retain the Services of Our Present Management or If We Are Unable to Successfully Recruit Qualified
Managerial and Field Personnel Having Experience, We May Not Be Able to Continue Our Operations.

Our success depends to a significant extent upon the continued services of our current management. Loss of their services
could have a material adverse effect on our growth, revenues, and prospective business. In addition, in order to successfully
implement and manage our business plan, we will be dependent upon, among other things, successfully recruiting qualified
managerial and field personnel having experience in our targeted businesses. Competition for qualified individuals is intense.
There can be no assurance that we will be able to find, attract and retain existing employees or that we will be able to find,
attract and retain qualified personnel on acceptable terms.

Because Our Articles of Incorporation and Bylaws and Nevada Law Limit the Liability of Our Officers, Directors, and Others,
Shareholders May Have No Recourse for Acts Performed in Good Faith.

Under our articles of incorporation, bylaws and Nevada law, each of our officers, directors, employees, attorneys, accountants
and agents are not liable to us or the shareholders for any acts they perform in good faith, or for any non-action or failure to
act, except for acts of fraud, willful misconduct or gross negligence. Our articles and bylaws provide that we will indemnify each
of our officers, directors, employees, attorneys, accountants and agents from any claim, loss, cost, damage liability and expense
by reason of any act undertaken or omitted to be undertaken by them, unless the act performed or omitted to be performed
constitutes fraud, willful misconduct or gross negligence.

Our executive officers have significant influence over our affairs, and might cause us to engage in transactions that are not in
our or our stockholders’ best interests.

In addition to managing us, our executive officers provide advice on our operating policies and strategies. Our executive officers
may also cause us to engage in future transactions with them and their affiliates, subject to the approval of, or guidelines
approved by, the Board of Directors. Our Board of Directors, however, consists of two or more of our executive officers.
Accordingly, our executive officers have significant influence over our affairs, and may cause us to engage in transactions, which
are not in our best interest.

We anticipate that our business strategy moving forward will be the acquisition of businesses in the cannabis sector. However,
our executive officers will have considerable discretion in the direction of our company, and individual shareholders will not
have the opportunity to assess whether our funds are being used appropriately. Corporate funds may be used for corporate
purposes that do not increase our operating results or market value, and until they are used, they may be placed in investments
that do not produce income or that lose value.

Risks Related to Our Securities

Because we do not expect to Pay Dividends on the Common Stock for the Foreseeable Future, Investors Seeking Cash Dividends
Should Not Purchase our Common Stock.

We do not currently intend to pay cash dividends on our common stock and do not anticipate paying any dividends at any time
in the foreseeable future. We currently intend to retain future earnings, if any, to finance the expansion of our business. As a
result, we do not anticipate paying any cash dividends on the common stock in the foreseeable future.

Our payment of any future dividends will be at the discretion of our Board of Directors after taking into account various factors,
including but not limited to our financial condition, operating results, cash needs, growth plans and the terms of any credit
agreements that we may be a party to at the time. Accordingly, investors must rely on sales of their own common stock after
price appreciation, which may never occur, as the only way to realize gains on their investment. Investors seeking cash
dividends should not purchase the common stock.

Because we are Subject to the “Penny Stock” Rules, the Level of Trading Activity in our Stock may be Reduced.

Broker-dealer practices in connection with transactions in “penny stocks” are regulated by penny stock rules adopted by the
Securities and Exchange Commission. Penny stocks generally are equity securities with a price of less than $5.00 (other than
securities registered on some national securities exchanges or quoted on Nasdaq). The penny stock rules require a broker-
dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure
document that provides information about penny stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of
the broker-dealer and its salesperson in the transaction, and, if the broker- dealer is the sole market maker, the broker-dealer
must disclose this fact and the broker-dealers’ presumed control over the market, and monthly account statements showing
the market value of each penny stock held in the customer’s account. In addition, broker-dealers who sell these securities to
persons other than established customers and “accredited investors” must make a special written determination that the
penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction.
Consequently, these requirements may have the effect of reducing the level of trading activity, if any, in the secondary market
for a security subject to the penny stock rules, and investors in the common stock may find it difficult to sell their shares.

If a Substantial Number of Shares are Sold, the Market Price for Our Common Stock Could Decline

If any of our stockholders sells substantial amounts of our common stock in the public market, the market price of our common
stock could fall. In addition, such sales could create the perception of difficulties or problems with our business strategy. As a
result, these stock sales also might make it more difficult for us to sell equity or equity-related securities in the future at a time
and price that we deem appropriate.

Because the Company issued 500,000,000 to the shareholders of kushAmerica, Inc., as part of the transaction, approximately
33% of the voting shares of outstanding common stock of the Company, on a fully diluted basis is controlled by management
and the original kushAmerica, Inc. shareholders. With the recent acquisition of Sinacori Builders, management voting shares are
currently 48% of the outstanding shares.

The level of control exercised by the management Shareholders will enable these parties to elect our entire board of directors
without the concurrence of any of our other shareholders. Accordingly, we are not in a position to control our policies,
management and affairs. Thus any purchaser of a common share of stock of the Company should expect that such shares will
entitle him to any meaningfully voting say in the Company’s matters.

If we issue shares of preferred stock with superior rights than the common stock registered in this prospectus, it could result in
a decrease in the value of our common stock and delay or prevent a change in control of us. There is no longer a current
prohibition of issuing preferred shares. Management has no current plans to issue any..

Our board of directors is authorized to issue up to 11,000,000 shares of preferred stock. Our Board of Directors has the power
to establish the dividend rates, liquidation preferences, voting rights, redemption and conversion terms and privileges with
respect to any series of preferred stock. The current management/board of directors has reversed the prohibition of issuing
preferred shares but has no intention of issuing any at this time.

The issuance of any shares of preferred stock having rights superior to those of the common stock may result in a decrease in
the value or market price of the common stock. Holders of preferred stock may have the right to receive dividends, certain
preferences in liquidation and conversion rights. The issuance of preferred stock could, under certain circumstances, have the
effect of delaying, deferring or preventing a change in control of us without further vote or action by the stockholders and may
adversely affect the voting and other rights of the holders of common stock. The nature and extent of the issuer's facilities as
filed

Clearly describe the assets, properties or facilities of the issuer, give the location of the principal plants and other property of
the issuer and describe the condition of the properties. If the issuer does not have complete ownership or control of the
property (for example, if other also own property or if there is a mortgage on the property), describe the limitations on the
ownership. If the issuer leases any assets, properties or facilities, clearly describe them as above and the terms of their leases.
The foregoing summary descriptions of certain terms and conditions of items described in this disclosure are necessarily
incomplete and are qualified in their entirety by the full terms of the respective contracts, copies of which are attached hereto.

Management’s Discussion and Analysis or Plan of Operation Plan of Operation for the Next Twelve Months

The Company presently lacks the capital necessary to implement its full business plan over the next twelve months. It is the
Company’s intention to focus in the short term on raising capital. The Company hopes to generate the capital necessary to
implement its business plan through the sale of its common stock and the issuance of debt in private placements. In addition,
the Company is currently negotiating contracts 1) to provide design and planning and acquisition of property for the production
of cannabis, 2) to design, develop and implement apps and online technology related to the promotion, sales and delivery of
cannabis related products and 3) to acquire operating companies to rework to increase production and create new revenues for
the Company. If the Company is successful in obtaining such contracts, it anticipates that it will be able to obtain the financing
necessary to perform such agreements by factoring or other commercial financing transactions. There can be no assurance that
the Company will be successful in these efforts.

Off- Balance Sheet Arrangements: None.

Note 11. LEGAL

PROCEEDINGS.

To the best of our knowledge, during the past five years, none of the following occurred with respect to our present or former
director, executive officer, control person or employee: (1) any bankruptcy petition filed by or against any business of which
such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that
time; (2) any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations
and other minor offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended or
vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise
limiting his or her involvement in any type of business, securities or banking activities; and (4) being found by a court of
competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or
state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

On January 7, 2009, before the acquisition on April 24, 2009, the Company entered into five and three year leases with
Verilease Financing, Inc. for drilling and oil field equipment in the amount of $800,000 and $285,362, respectively. The monthly
payments for these leases began on June 15, 2009 and were for interest-only amount of $5,846 in total. As of November 15,
2009, the monthly payments for each lease will be for $17,812 and $4,100 respectively. Each lease carries 12.5% interest per
annum and includes a balloon payment due upon the end of each lease. Verilease sold the equipment leased canceling these
terms and is negotiating a settlement for a secured note in the amount of $344,700. On August 30, 2013 the company was
awarded $415,013.64 against the company

CEO William Robinson, CAVU Capital, LLC a private company owned by William Robinson and CAVU Resources, Inc. The CEO
William Robinson agreed to assume this debt and the company issued a note on March 31, 2016. There were several small
claims that weren’t material and these were either assumed and or settled by William Robinson. William Robinson has agreed
to convert this note into restricted shares of common stock of the company at $.015 a share.

On July 10, 2014 Redwood Management, LLC was awarded $318,852 for notes outstanding, the Company has accounted for
this and is currently negotiating a settlement. Current management intends to restart negotiations with Redwood
Management, LLC during the third quarter of 2020.

Note 12. DEFAULTS UPON SENIOR SECURITIES

1. On July 10, 2014 Redwood Management, LLC was awarded $318,852 for notes outstanding, the Company will begin
the process of negotiating a settlement in the second quarter of 2020.

Note 13. OTHER INFORMATION.

NONE

Note 14. EXHIBITS AS FILED.

A. Material Contracts.

1. On December 31, 2016 the Company entered into a note with Claymore Consulting, LLC in the amount of $415,014 at
10% interest, and the note is due December 31, 2019. Settlement entered into on January 31, 2019 to convert the outstanding
debt into 35,780,536 common shares.

2. On December 31, 2016 the Company entered into a note with Resources Unlimited NW, LLC in the amount of
$100,000 at 10% interest, and the note is due December 31, 2019. Settlement entered into on January 31, 2019 to convert the
outstanding debt into 8,127,222 common shares.
3. Mark McLaughlin and William Robinson has entered into an agreement to provide their services as Chairman and Co
Chairman of the Advisory Board, each were issued 100,000 shares of the super voting preferred B shares.

4. Stock Exchange Agreement with kushAmerica, Inc. dated March 22, 2019.

5. On January 15, 2020 the company entered into convertible notes for unpaid compensation to its' officers: for Robert
E Silver $43,450 at 12% due on December 31, 2020 and Robert Demes $39,350 at 12% interest due on December 31,2020.

6. The Company has established a line of credit with Russell Sinacori for interim expenses during the COVID era and this
is reflected in the financials.

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