UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ~~FORM 10-K ANNUAL REPORT PURSUAND TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~For~~FORM ~~the~~10-K ~~fiscal year ended December 31, 2017~~

~~000-55178~~ANNUAL ~~(Commission~~REPORT ~~File~~PURSUAND ~~Number~~TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~Galenfeha,~~For ~~Inc.~~the ~~(Exact~~fiscal ~~name~~year ofended ~~registrant~~December as31, ~~specified~~2018 ~~in its charter)~~

000-55178
(Commission File Number)

GALENFEHA, INC.
(Exact name of registrant as specified in its charter)

Nevada	46-2283393
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

420 Throckmorton Street, Suite 200 Ft. Worth, Texas 76102 (Address of principal executive offices) ~~(817) 945-6448 (Registrant’s telephone number, including area code)~~

(800) 280-2404
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in rule 405 of the Securities Act.
Yes [ ] No [X]

Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes [ ] No [X]

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X ] No [ X]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer [ ] Accelerated Filer [ ] ~~Non-Accelerated~~Emerging ~~Filer~~Growth [Company [X] ~~Smaller~~Non ~~Reporting~~Accelerated ~~Company~~Filer [X] ~~Emerging~~Smaller ~~Growth~~Reporting Company [X]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [ ] No [X]

AsAggregate market value of ~~March~~the ~~28,~~voting ~~2018,~~stock ~~there~~held ~~were~~by non-affiliates: 72$7,~~300~~686,~~000~~875 ~~shares~~as based on the closing price of the stock on June ~~registrant’s~~ 30, ~~common~~2018. The voting stock ~~outstanding,~~held ~~each~~by ~~with~~non-affiliates aon ~~par~~that ~~value~~date consisted of 61,250,000 $0shares of common stock.~~001.~~

~~TABLE~~As OFof ~~CONTENTS~~May ~~FORM~~20, ~~10-K~~2019, ~~FOR~~there ~~THE~~were 95,944,216 ~~FISCAL~~shares ~~YEAR~~of ~~ENDED~~the ~~DECEMBER~~registrant’s 31common stock outstanding, ~~2017~~each with a par value of $0.001.

~~Page~~TABLE ~~No.~~OF CONTENTS FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2018

PART I
		Page No.
PART I		2
Item 1	Description of Business	2
Item 1A	Risk Factors	2
Item 1B	Unresolved Staff Comments	2
Item 2	Description of Properties	2
Item 3	Legal Proceedings	2
Item 4	Mine Safety Disclosures	2
PART II
Item 5	Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities	4
Item 6	Selected Financial Data	4
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 7A	Quantitative and Qualitative Disclosures about Market Risk	7
Item 8	Financial Statements and Supplementary Data	8
Item 9	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	9
Item 9A	Controls and Procedures	9
Item 9B	Other Information	10
PART III
Item 10	Directors, Executive Officers, and Corporate Governance	10
Item 11	Executive Compensation	11
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	12
Item 13	Certain Relationships and Related Transactions, and Director Independence	12
Item 14	Principal Accountant Fees and Services	12
PART IV
Item 15	Exhibits and Financial Statement Schedules	12
SIGNATURES		13

USE OF PRONOUNS AND OTHER WORDS

The pronouns “we”, “us”, “our” and the equivalent used in this annual report mean Galenfeha, Inc. In the notes to our financial statements, the “Company” means Galenfeha, Inc. The pronoun “you” means the reader of this annual report.

FORWARD-LOOKING STATEMENTS

Certain statements made in this Annual Report on Form 10-K are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. Our plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although our management believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation that our objectives and plans will be achieved.

PART I

ITEM 1 – DESCRIPTION OF BUSINESS

Galenfeha was incorporated on March 14, 2013 in the state of Nevada. Our corporate office is located at 420 Throckmorton Street, Suite 200, Ft. Worth Texas 76102, and our telephone number is 1-817-945-6448. Our website is www.galenfeha.com.

WeOn ~~are~~January an29, ~~engineering~~2018, ~~product~~the ~~development,~~Company ~~and~~entered ~~manufacturing~~into a Definitive ~~company~~Agreement ~~that~~to ~~generates~~acquire ~~revenue~~Fleaux bySolutions, ~~receiving~~LLC ~~royalties~~for ~~from~~a ~~products~~cash ~~we developed,~~purchase ~~providing~~of ~~engineering~~$1.00. On January 29, ~~regulatory~~2018, Galenfeha’s President and ~~business~~CEO ~~consulting~~filed ~~services~~with the commission on ~~across~~Form ~~numerous~~4, ~~disciplines~~disclosing the sale of 3,000,000 ~~such~~shares asof ~~aerospace~~preferred Series B stock to an affiliate of Fleaux Solutions, ~~automotive~~LLC, and ~~medical~~to an affiliate of Fleaux Services of Louisiana, ~~and~~LLC. byThese shares will be moved into the Series A preferred stock. ~~making~~Series ~~investments~~A invotes ~~companies~~1:1; ~~that~~converts ~~our~~back ~~management~~to ~~team~~common ~~feels~~1:1; is not subject to splits in order to facilitate mergers, acquisitions, or meeting the requirements of a listed exchange; and cannot be converted back to common for resale in the open ~~undervalued~~market until a 30 day VWAP of $3.50 per share has been met in Galenfeha’s public trading market. All future sales of company securities by affiliates will adhere to rules and regulations of the Commission.

~~With~~On ~~the~~February ~~recent~~1, ~~sale~~2018; ofthe ~~our~~Company ~~stored~~announced ~~energy~~that ~~division,~~the ~~and our oil~~Fleaux ~~and~~Solutions ~~gas~~Division ~~equipment~~secured ~~division~~a $650,000 webank ~~have~~line ~~moved~~of ~~the~~credit, ~~Company~~as inwell ~~the~~as ~~direction our~~an ~~founder~~additional ~~originally~~$300,000 ~~envisioned.~~from ~~Our~~a ~~objective~~private isinvestor. toFleaux beSolutions ais ~~vehicle~~engaged ~~that~~in ~~assembles a~~the ~~team~~business ~~and finances the development~~ of ~~groundbreaking~~sewer ~~new~~rehabilitation ~~technology~~with ~~that~~local ~~is resistant~~government ~~to adverse economic~~ and ~~market fluctuations~~municipality contracts.

AOn ~~condensed~~May ~~version~~1, 2018, the Company signed a letter of ~~our~~intent ~~2018~~to acquire ~~Statement~~all of ~~Work~~the membership interest in Fleaux Services of Louisiana, LLC, a leading oil and gas measurement company, for $18,000,000. The acquisition is contingent on Galenfeha’s ability to raise the funds, and the Company has engaged Wall Street firm Paulson Investment Company, LLC as the lead placement ~~follows:~~agent for financing the transaction. The Company was unable to secure funding for this transaction in the proscribed amount of time, and therefore this transaction is no longer pending.

1.On ~~Finalize~~May ~~purchase~~3, ~~of Fleaux Solutions~~2018, ~~LLC~~the 2.Company’s ~~Explore~~President ~~investments both private~~ and ~~public~~CEO, 3Mr. ~~Develop~~James Ketner, ~~new~~resigned ~~technologies~~his ~~for~~position ~~engineering,~~as ~~manufacturers,~~President and ~~product life cycles 4~~CEO. ~~Formulate applications for new technologies recently developed 5. Commercialize new technology and products~~

On May 3, 2018, Mr. Trey Moore assumed the position of President/CEO of Galenfeha, Inc.

On May 3, 2018, the Company decided to eliminate the preferred stock structure in order to make the Company’s capital structure less complicated for potential investors funding the Fleaux Services transaction. All preferred shares will move 1:1 into the common. After further review, the company changed its position on this move, and will keep all preferred stock in place until otherwise disclosed.

On July 10, 2018, the company wrote a convertible promissory note for $133,000, of which the company received proceeds of $130,000. The note is due on July 10, 2019 with an interest rate of 12% per annum, and with a conversion option into common stock after 180 days following the date of funding. The conversion discount is 35% determined on the basis of the lowest closing bid price for the common stock during the prior ten trading day period. The original issuance discount of $3,000 was recorded as a debt discount and is being amortized over the life of the note.

On August 22, 2018, the company wrote a convertible promissory note for $53,000, of which the company received proceeds of $50,000. The note is due on August 22, 2019 with an interest rate of 12% per annum, and with a conversion option into common stock after 180 days following the date of funding. The conversion discount is 35% determined on the basis of the lowest closing bid price for the common stock during the prior ten trading day period. The original issuance discount of $3,000 was recorded as a debt discount and is being amortized over the life of the note.

A condensed version of our 2019 Statement of Work is as follows:

	1.	Explore investments both private and public
	2.	Develop new technologies for engineering, manufacturers, and product life cycles
	3.	Formulate applications for new technologies recently developed
	4.	Commercialize new technology and products

ITEM 1A – RISK FACTORS

Not applicable to smaller reporting companies.

Although information for this item is not required, the company chooses to provide the following disclosures:

CAUTIONARY NOTE TO INVESTORS: Investing in our securities, whether open market purchases or private transactions, comes with the high risk that you could lose your entire investment. Our independent registered public accountant has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. We have a limited history of operations, and have to date incurred losses since the company’s inception. We recently sold all divisions of our commercialized products, but retain royalties from some of these product lines.

Since our inception on March 14, 2013, through December 31, ~~2017~~2018, we have not been profitable; ~~had~~have a cumulative net loss of $3,~~654~~801,~~479~~735; and ~~have~~ have only generated ~~limited~~significant revenues from operations beginning in 2018 following the acquisition of Fleaux Solutions. There is a substantial risk that we we may never generate enough revenues to become profitable, and might have to discontinue operations, resulting in the loss of your entire investment.

ITEM 1B – UNRESOLVED STAFF COMMENTS

We have no unresolved comments with the staff at the commission.

ITEM 2 – DESCRIPTION OF PROPERTIES

We do not own any real property. During 2016 we leased 3,750 square feet of research/warehouse facilities in Shreveport, Louisiana, under a non-cancelable operating lease with an unrelated third party which expired November 1, 2016. This lease was terminated and not renewed on November 1, 2016. Rental expense with respect to the research/warehouse facilities for the year ended December 31, 2017 and 2016 was $0 and $28,600, respectively, with monthly payments of $2,600.

~~During~~We ~~2016~~lease weour ~~also~~headquarters ~~leased~~office space in Ft. Worth, Texas with an ~~additional~~unrelated third party. Rent payments currently totaling $109 per month commence on January 1,~~250~~ ~~square~~2016. ~~feet~~The of Company also rents office space infor ~~Shreveport,~~$950 ~~Louisiana~~per month ~~through~~on a ~~non-cancelable~~month ~~operating~~to ~~lease~~month basis. Fleaux Solutions rents office space in ~~with~~Shreveport, Louisiana from an unrelated third party ~~which~~beginning ~~expired~~August ~~May~~ 1, ~~2016,~~2017. The ~~and~~Company ~~continued month-to-month~~pays ~~thereafter~~rent ~~for~~of $~~850~~7,000 per month. ~~This~~currently, ~~month-to-month~~with ~~lease~~payments ~~was~~increasing to ~~terminated~~$8,000 ~~and~~per ~~not~~month ~~renewed~~in on2019. ~~November~~The 1,lease ~~2016.~~ends ~~Rental~~in ~~expense~~August ~~with~~2020. ~~respect~~Fleaux toSolutions also ~~the~~pays ~~office~~$1,000 ~~space~~per ~~for~~month ~~the~~on ~~year~~a ~~ended~~month ~~December~~to ~~31,~~month ~~2017~~basis ~~and~~for ~~2016~~yard ~~was~~space $0in ~~and $8~~Shreveport,~~500, respectively~~ Louisiana.

We lease our headquarters office space in Ft. Worth, Texas with an unrelated third party. Rent payments totaling $99 per month commence on January 1, 2016. Rental expense with respect to our headquarters for the year ended December 31, 2017 and 2016 was $1,386 and $1,089, respectively, and are on a month to month contract.

ITEM 3 – LEGAL PROCEEDINGS

We are not engaged in any legal or administrative proceeding and believe none are threatened against us.

ITEM 4 – MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5 – MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our common stock is traded on the OTC Pink exchange, under the symbol “GLFH”. On ~~March~~May 2820, ~~2018~~2019, the last sale price for our common stock on the OTC Pink Exchange was $.100197 per share. The following table sets forth the high and low sales prices per share of our common stock during each calendar quarter for the years ended December 31, ~~2017~~2018 and ~~2016~~2017:

		2017				2016
		2018				2017
Quarter Ended		High		Low		High		Low
March 31	$	0.13273	$	040.01	$	0.2013	$	0.0504
June 30		0.0926		0.0209		0.0709		0.02
September 30		0.0614		0.~~012~~039		0.0506		0.01012
December 31		0.04095		0.0104		0.0904		0.01

Holders of Common Stock

According to a Non-Objecting Beneficial Owner (NOBO) list and our most recent transfer agent shareholder list, as of ~~December~~May 3120, ~~2017~~2019 we had approximately 1,~~100~~300 stockholders of record.

Dividends

To date, we have not paid dividends on shares of our common stock and we do not expect to declare or pay dividends on shares of our common stock in the foreseeable future. The payment of any dividends is within the discretion of our board of directors and will depend upon our future earnings, if any, our financial condition, and other factors deemed relevant by our Board of Directors.

Equity Compensation Plans

On October 17, 2013, we filed on form S-8, an employee stock compensation plan. This S-8 registration statement registers 100,000,000 shares of common stock which includes 45,000,000 shares of common stock that may be resold by Directors originally purchased at par value upon our formation that are covered by the “Affiliate Resale Restriction Agreement” and are released to each Director upon completion of the terms of the agreement as compensation for services completed, and 5,000,000 shares that may be resold by employees originally issued to them as compensation for services rendered, and 55,000,000 shares not yet issued for compensation of services.

In October 2013, we entered into an agreement with the Directors called “Employee Resale Restriction Agreement”. In short, this plan prevents our directors from terminating his/her position, and keep stock they acquired upon our formation. Details of the agreement can be found on Form 8-K filed with the Securities and Exchange Commission on October 25, 2013.

Recent Sales of Unregistered Securities

The Company made no private sales of common stock in the twelve months ending December 31, ~~2017 and 2016~~2018.

ITEM 6 – SELECTED FINANCIAL DATA

Pursuant to Item 301(c) of Regulation S-K, we are not required to provide selected financial data.

ITEM 7 – MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the audited financial statements and accompanying notes and other financial information appearing elsewhere in this annual report on Form 10-K.

Overview

For the year ending December 31, 2017, the company had limited revenues, and limited operations.

On January 21, 2017, the company entered into a non-binding Letter of Intent to purchase Additive Manufacturing, LLC for a cash purchase of $14,000,000. This acquisition attempt was terminated during the second quarter of 2017.

On January 23, 2017, the Company announced on Form 8-K filed with the commission that the company entered into an agreement to sell its entire Daylight Pump inventory to SouthVestBDC, LLC for a cash selling price of $400,000. A majority of the proceeds of this sale were to be used to repay a note secured by the pump inventory with Kevin L. Wilson on August 23, 2016 for $350,000 plus accrued interest.

On March 9, 2017, the Company sold its entire Daylight Pump inventory to Fleaux Services, LLC. The sale was for a cash consideration of $25,000 USD; and Fleaux Services, LLC will assume responsibility of a promissory note held by Kevin L. Wilson in the amount of $350,000 and all accrued interest this note had accumulated since issuance on August 23, 2016.

In June and July of 2017, the Company entered into two Convertible Promissory Notes with Power Up Lending Group, Ltd. At the time of this report, both of these notes have been paid in full and extinguished, and there is no common stock remaining to be converted.

On January 29, 2018, the Company entered into a Definitive Agreement to acquire Fleaux Solutions, LLC for a cash purchase of $1.00. On January 29, 2018, Galenfeha’s President and CEO filed with the commission on Form 4, disclosing the sale of 3,000,000 shares of preferred Series B stock to an affiliate of Fleaux Solutions, LLC, and to an affiliate of Fleaux Services of Louisiana, LLC. These shares will be moved into the Series A preferred stock. Series A votes 1:1; converts back to common 1:1; is not subject to splits in order to facilitate mergers, acquisitions, or meeting the requirements of a listed exchange; and cannot be converted back to common for resale in the open market until a 30 day VWAP of $3.50 per share has been met in Galenfeha’s public trading market. All future sales of company securities by affiliates will adhere to rules and regulations of the Commission.

On February 1, 2018; the Company announced that the Fleaux Solutions Division secured a $650,000 bank line of credit, as well as an additional $~~500~~300,000 from a private investor. Fleaux Solutions is engaged in the business of sewer rehabilitation with local government and municipality contracts.

Liquidity and Capital Resources

“Liquidity” refers to our ability to generate adequate amounts of cash to meet our funding needs. We believe we have adequate capital resources and liquidity from our operations to maintain current operations during ~~2017~~2019, but continue to be dependent on sales of common stock and bank financing to fund operations until we achieve a positive cash flow.

We do not currently have material commitments for capital expenditures and do not anticipate entering into any such commitments during the next twelve months.

At December 31, ~~2017~~2018, we had current assets of $541,~~964~~270,039 comprised of cash and cash equivalents of $~~469~~181,645 and marketable securities of $54108,~~495~~150, accounts receivable of $815,266 and inventory of $164,978. Our current liabilities were $272,~~373~~018,843, incomprised ~~convertible~~of ~~notes,~~ $38492,~~767~~805 in accounts payable and accrued expenses, line of credit balances of $30639,~~238~~841, inconvertible ~~derivative~~notes ~~liabilities~~payable of $182,507, other short term debt totaling $636,323 and $2667,~~000~~367 ~~note~~in ~~payable~~amounts due to anrelated ~~officer~~parties, resulting in working capital deficit of ($67748,~~414~~804).

~~Net~~To ~~cash~~provide ~~used~~a inmeaningful ~~operating~~presentation ~~activities~~and ~~was~~comparison ~~$97,324~~of ~~for the year~~our ~~ended~~results ~~December~~of 31operations, ~~2017,~~our ~~from~~discussion acombines ~~net~~the ~~loss~~period of ~~$162~~January 1,~~572,~~ ~~decrease in deferred~~2018 ~~revenue~~through ofJanuary ~~$11~~28,~~436,~~ ~~cancelation~~2018 of(Predecessor) ~~unvested~~with ~~shares~~the ~~issued~~period ~~for services~~ of ~~$12,750,~~ ~~realized~~January ~~gains on sales of investments of $9~~29,~~656,~~ ~~unrealized gains on~~2018 ~~investments~~through ofDecember $131,~~003,~~ ~~offset~~2018 by(Successor). anIn ~~decrease~~the inaccompanying ~~accounts receivable of $14,189,~~consolidated ~~inventory~~financial ~~of $6~~statements,~~041,~~ ~~and~~a ~~prepaid~~black ~~expenses~~line ofseparates ~~$1,000,~~the anPredecessor ~~increase~~and ~~in accounts~~Successor ~~payable~~financial ofstatements ~~$30,667,~~to ~~losses~~highlight on the ~~sale~~lack of ~~derivative~~comparability ~~instruments~~between ofthese ~~$18,352, and~~two ~~amortization of discounts of $21,173~~periods.

Net cash used inprovided ~~investing~~by operating activities ~~for~~was $91,562 for the year ended December 31, ~~2017~~2018, ~~was~~from a net income of $19233,~~513~~165, ~~consisting~~depreciation expense of $193,563, other non-cash ~~received~~charges ~~from~~totaling ~~the~~$2,604 ~~sale~~related to unrealized and realized losses on sales of ~~the pump~~investments, ~~division~~amortization of ~~$25~~debt discount and gains on derivative instruments,~~000,~~ partially offset by ~~$667~~a change in accounts ~~repurchases~~receivable ~~and~~of ~~cancellation~~$281,429, inventory of ~~shares~~ $164,978, ~~and~~due from related party of $4314,~~836~~000 and an increase in ~~net~~accounts ~~purchases~~payable and accrued expenses of ~~investments~~$95,980.

Net cash used in ~~financing~~ investing activities ~~was~~for ~~$12,667,~~the ~~consisting~~year ~~of proceeds from notes payable/margin loans~~ended ofDecember ~~$49~~31,~~805,~~ ~~proceeds~~2018 ~~from~~was ~~convertible debentures of~~ $7058,~~000~~111, ~~offset~~consisting byof $4996,~~805~~ 069 in ~~principal~~net ~~payments~~purchases of investments, ~~bank~~purchases ~~overdraft~~of equipment of $116,~~333,~~610 and $~~84,000~~913 in ~~payments~~repurchases onand ~~loans~~cancellation ~~from officers. Since inception, we have used our common stock to raise money for the research and development~~ of ~~our intended products, for corporate expenses, and for current operations~~shares.

~~Deficit~~Net ~~accumulated~~cash ~~since~~used ~~inception~~in isfinancing activities was $3181,~~654~~165,~~479.~~ ~~Our ability~~consisting toof ~~meet~~proceeds ~~our~~from ~~financial~~lines ~~liabilities~~of ~~and~~credit ~~commitments~~of is$845,177, ~~primarily~~proceeds ~~dependent~~from ~~upon~~convertible ~~the~~debentures ~~continued~~of ~~financial~~$180,000, ~~support~~and ofproceeds ~~our~~from ~~management~~related ~~and~~parties ~~stockholders~~of $650,000. ~~the~~These ~~continued~~were ~~issuance~~offset by $1,000,656 in principal payments on lines of ~~equity~~credit toand ~~new~~notes payable, ~~stockholders~~$453,061 in payments on loans from related parties, $21,840 in payments on convertible notes, and $18,455 in payments on margin loans. Since inception, we have used our ~~ability~~common stock to ~~achieve~~raise money for the research and development of ~~maintain~~our ~~profitable~~intended products, for corporate expenses, and for current operations.

WeDeficit ~~did~~accumulated ~~not~~since ~~have~~inception ~~any~~is ~~material~~$3,839,522. Our ability to meet our financial liabilities and commitments atis ~~December~~primarily 31dependent upon the continued financial support of our management and stockholders, ~~2017.~~the continued issuance of equity to new stockholders, and our ability to achieve and maintain profitable operations.

Our ability to continue as a going concern is dependent on our ability to raise additional capital and attained profitable operations. Since its inception, we have been funded by sales of company stock, and funds contributed by related parties through capital investment and borrowing funds. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

Plan of Operation

A condensed version of our ~~2018~~2019 Statement of Work is as follows:

1. ~~Finalize purchase of Fleaux Solutions, LLC 2.~~ Explore investments both private and public 32. Develop new technologies for product development, engineering, and manufacturers 43. Formulate applications for new products recently developed 54. Commercialize new technology and products

Results of Activities

~~For~~To provide a meaningful presentation and comparison of our results of operations, our discussion combines the ~~Year~~period ~~Ended~~of January 1, 2018 through January 28, 2018 (Predecessor) with the period of January 29, 2018 through December 31, ~~2017~~2018 (Successor). In the accompanying consolidated financial statements, a black line separates the Predecessor and Successor financial statements to highlight the lack of comparability between these two periods.

For the Years Ended December 31, 2018 and 2017

Results of Operations

WeRevenues are a recently organized company and have incurred $3,654,479 in deficit from inception (March 14, 2013) through December 31, 2017. For the years ended December 31, 2017 and 2016 we incurred $94,923 and $153,720, respectively, in general and administrative expenses, payroll expenses, professional fees, and engineering research and development.

~~Revenues-~~Our ~~Discontinued~~revenues ~~Operations:~~were $3,747,746 for the year ended December 31, 2018 compared to $1,938,529 in 2017. The 93% increase in revenue recorded during 2018 was attributable to significant growth in Cosmic service lateral lining contracts, manhole rehabilitation services and CCTV services.

~~Our~~Cost ~~revenues were $11,435 for the year ended December 31, 2017 compared to $914,634 in 2016. All~~ of ~~the~~Revenues $11,435 of revenue recorded during 2017 was attributable to third party sales. Of the $914,634 of revenue recorded during 2016, $817,426 was to third parties and $97,208 was to related parties. The decrease is from the Company selling its Stored Energy and Daylight Pump divisions.

~~Cost~~Our cost of ~~Revenues~~revenue –was ~~Discontinued~~$1,169,316 ~~Operations:~~for the year ended December 31, 2018, compared to $412,795 in 2017. The increase in cost of revenue is primarily due to the increased costs of services additional contracts as described above.

~~Our~~Operating ~~cost~~Expenses of revenue was $6,041 for the year ended December 31, 2017, compared to $672,752 in 2016. Costs were cost of materials and manufacturing supplies, with the decrease attributable to the sale of the Company’s Stored Energy and Daylight Pump divisions.

Operating ~~Expenses~~expenses –for ~~Continuing~~the ~~Operations:~~year ended December 31, 2018, and 2017, were $2,256,479 and $1,728,400, respectively. The increase in operating expenses was primarily attributable to increase payroll and other general and administrative expenses from the explanation of the Fleaux Solutions business during 2018, and increased professional fees.

Operating ~~expenses~~Income for the year ended December 31, 2017, and December 31, 2016, were $94,923 and $153,720, respectively. The decrease in operating expenses was largely attributable to the Board Members receiving little if any compensation from the Company during the twelve months ended December 31, 2017. The company had impairment loss of $443,935 at December 31, 2016.

~~Net~~Income ~~Operating~~from ~~Loss~~operations ~~and~~for ~~Net~~the ~~Loss:~~year ended December 31, 2018 was $321,951 compared to an operating loss of $202,666 for the year ended December 31, 2017. The increase in 2018 was due to the significant revenue growth discussed above.

~~Net~~Other operating loss for the year ended December 31, 2017 and 2016 was $94,923 and $928,095, respectively. The Company realized a lower net loss because of reduced payroll costs and corresponding share based compensation relating to employee stock options, reduced option expense ~~for initial research and development engineering services, reduced expenses due to shares subscribed for legal services rendered, and lower advertising costs.~~

~~Net~~Other ~~loss~~Expense for the year ended December 31, ~~2017~~2018 ~~and~~consisted ~~2016 was~~of a $~~162~~102,~~572~~604 ~~and~~gain on derivative instruments, interest expense of $1136,~~282~~890,~~073,~~ unrealized ~~respectively.~~losses ~~The~~on ~~Company~~trading ~~realized~~securities aof ~~lower~~$40,040 ~~net~~and ~~loss~~realized losses on ~~because~~investments of ~~the~~$21,959. ~~sale~~These were partially offset by miscellaneous income of $15,902 primarily related to royalty income from battery sales to a related party. For the ~~Company’s~~year ~~Stored~~ended ~~Energy~~December ~~and~~31, ~~Daylight~~2017, ~~Pump~~interest ~~divisions~~expense was $114,090.

Net Income

Net income for the year ended December 31, 2018 was $241,568 compared to net loss of $316,756 for the year ended December 31, 2017.

Impact of Inflation

We believe that the rate of inflation has had a negligible effect on our operations.

Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. You have no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned acquisitions and Development activities.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Recently Issued Accounting Pronouncements

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

Contractual Obligations

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

ITEM 7A – QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Pursuant to Item 305(e) of Regulation S-K, we are not required to provide quantitative and qualitative disclosure..

ITEM 8 – FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Galenfeha, Inc. ~~INDEX~~Index TOto ~~CONSOLIDATED~~Consolidated ~~FINANCIAL~~Financial ~~STATEMENTS~~Statements

	Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	F-1
Report of Independent Registered Public Accounting Firm	F-1
CONSOLIDATED BALANCE SHEETS	F-3
Consolidated Balance Sheets	F-3
CONSOLIDATED STATEMENTS OF OPERATIONS	F-4
Consolidated Statements of Operations	F-4
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT	F-5
Consolidated Statements of Changes in Shareholders’ Equity (Deficit)	F-5
CONSOLIDATED STATEMENTS OF CASH FLOWS	F-6
Consolidated Statements of Cash Flows	F-6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	F-7
Notes to Consolidated Financial Statements	F-7

~~Report~~REPORT ofOF ~~Independent~~INDEPENDENT ~~Registered~~REGISTERED ~~Public~~PUBLIC ~~Accounting Firm~~ACCOUNTING FIRM

To the ~~shareholders~~Shareholders and ~~board~~Board of ~~directors~~Directors of Galenfeha, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance ~~sheets~~sheet of Galenfeha, Inc. and its subsidiary (collectively the “Company”) as of December 31, ~~2017~~2018 and ~~2016~~the related consolidated statements of operations, changes in stockholders’ equity (deficit), and cash flows for the period from January 29, 2018 through December 31, 2018, and the related notes (collectively referred to as the “financial statements”). We have also audited the accompanying balance sheet of Fleaux Solutions, LLC (the “Predecessor”) as of December 31, 2017 and the related statements of operations, changes in stockholders’ equity (deficit), and cash flows for the ~~years~~period ~~then~~from January 1, 2018 through January 31, 2018 and for the year ended December 31, 2017, and the related notes (collectively referred to as the “Predecessor financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, ~~2017~~2018 and ~~2016~~the results of their operations and their cash flows for the period from January 29, 2018 through December 31, 2018, in conformity with accounting principles generally accepted in the United States of America. Further, in our opinion, the Predecessor financial statements present fairly, in all material respects, the financial position of the Predecessor as of December 31, 2017 and the results of ~~their~~its operations and ~~their~~its cash flows for the ~~years~~period ~~then~~from January 1, 2018 through January 31, 2018 and for the year ended December 31, 2017, in conformity with accounting principles generally accepted in the United States of America.

Going Concern Matter

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the ~~consolidated~~ financial statements, the Company has ~~suffered~~a ~~recurring losses~~net ~~from~~capital ~~operations~~deficiency and ~~has~~limited acash ~~net~~flows ~~capital~~from ~~deficiency~~operation that raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the ~~audits~~audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the ~~entity~~Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ MaloneBailey, LLP www.malonebailey.com We have served as the Company's auditor since 2015. Houston, Texas May ~~March 28~~21, ~~2018~~2019

Galenfeha, Inc. ~~CONSOLIDATED~~Consolidated ~~BALANCE~~Balance ~~SHEETS As of December 31, 2017 and 2016~~Sheets

		December 31, 2017			December 31, 2016
		December 31, 2018			December 31, 2017
		(Successor)			(Predecessor)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	~~469~~181,645		$	~~129,973~~348
Marketable securities		54108,~~495~~150			-
Accounts receivable from related parties		-			14,189
Accounts receivable		815,266			533,837
Assets held for sale		-			381,041
Inventory		164,978			-
Total current assets		54,964			525,203
Due from related parties		-			14,000
OTHER ASSETS
Total current assets		1,270,039			548,185
Deposits		-			1,000
Property and equipment, net of accumulated depreciation		733,379			858,481
TOTAL ASSETS	$	54,964		$	526,203
Goodwill		286,497			-
LIABILITIES AND STOCKHOLDERS’ DEFICIT
TOTAL ASSETS	$	2,289,915		$	1,406,666
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	38492,~~767~~805		$	32308,~~892~~969
Deferred revenue		-			43,602
Lines of credit payable		639,841			173,561
Liabilities held for sale		-			350,000
Note payable		316,546			454,997
Due to officer		26,000			110,000
Convertible notes payable, net of discount		182,507			-
Convertible notes, net of unamortized discounts of $49,127		27,373			-
Short-term non-secured debt		60,000			404,509
Derivative liability		30,238			-
Due to officer and related parties		327,144			36,867
Total current liabilities		~~122~~2,~~378~~018,843			~~536~~1,~~494~~378,903
Total liabilities		122,378			536,494
Long term notes payable		294,565			471,924
STOCKHOLDERS’ DEFICIT
Total liabilities		2,313,408			1,850,827
Preferred stock
STOCKHOLDERS’ EQUITY (DEFICIT)
Preferred A shares: Authorized: 20,000,000 shares, $0.001 par value, 7,300,000 issued and outstanding at December 31, 2017 0 issued and outstanding at December 31, 2016		7,300			-
Preferred stock Preferred A shares: Authorized: 20,000,000 shares, $0.001 par value, 7,300,000 issued and outstanding as of December 31, 2018		7,300			-
Preferred B shares: Authorized 30,000,000 shares, $0.001 par value, 27,347,563 issued and outstanding at December 31, 2017 and 2016		27,348			27,348
Preferred B shares: Authorized: 30,000,000 shares, $0.001 Par value, 27,347,563 issued and outstanding as of December 31, 2018		27,348			-
Common stock
Common stock Authorized: 150,000,000 common shares, $0.001 par value, 72,300,000 issued and outstanding as of December 31, 2018		72,300			-
Authorized: 150,000,000 common shares, $0.001 par value, 64,407,408 issued and outstanding at December 31, 2017 and 69,318,537 issued and outstanding at December 31, 2016		64,407			69,318
Additional paid-in capital		3,709,081			-
Additional paid-in capital		3,488,010			3,384,950
Member contributions (draws)		-			(70,040	)
Accumulated deficit		(3,~~654~~839,~~479~~522	)		(3374,~~491,907~~121	)
Total stockholders’ deficit equity		(67,414	)		(10,291	)
Total stockholders’ equity (deficit)		(23,493	)		(444,161	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	54,964		$	526,203
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	2,289,915		$	1,406,666

The ~~Accompanying~~accompanying ~~Notes~~notes are an ~~Integral~~integral ~~Part~~part of ~~These~~these ~~Consolidated~~consolidated ~~Financial~~financial ~~Statements~~statements.

Galenfeha, Inc. ~~CONSOLIDATED~~Consolidated ~~STATEMENTS~~Statements OFof Operations ~~OPERATIONS For the Years Ended December 31, 2017 and 2016~~

		December 31, 2017			December 31, 2016
		January 29, 2018-			January 1, 2018-			Year Ended
Operating Expenses:
		December 31, 2018			January 28, 2018			December 31, 2017
General and administrative		14,766			54,707
		(Successor)			(Predecessor)			(Predecessor)
Payroll expenses		5,764			35,028
Revenues	$	3,335,330		$	412,416		$	1,938,529
Professional fees		70,605			63,985
Less: Cost of Sales		1,123,690			45,626			412,795
Research and development		3,788			-
Operating Expenses:
Impairment loss on pump assets		-			443,935
General and administrative		716,914			107,031			727,470
Total operating expenses		94,923			597,655
Payroll expenses		996,149			64,672			658,724
Loss from operations		(94,923	)		(597,655	)
Professional fees		177,775			375			96,992
Other (expense) income
Depreciation and amortization expense		165,932			27,631			245,214
Interest income		-			6
Total operating expenses		2,056,770			199,709			1,728,400
Royalty income		10,000			-
Income (loss) from operations		154,870			167,081			(202,666	)
Miscellaneous income, net		885			-
Other (expense) income:
Cancellation of debt income		-			13,545
Miscellaneous income		15,902			-			-
Realized gain (loss) on sale of investments		9,656			-
Realized loss on sale of investments		(21,959	)		-			-
Unrealized gain (loss) on trading securities		1,003			-
Unrealized loss on investments		(40,040	)		-			-
Interest expense		(43126,~~196~~921	)		(~~473~~9,~~045~~969	)		(114,090	)
Gain (loss) on derivative instruments		(18,352	)		129,054
Gain on derivative instruments		102,604			-			-
Total other income (expense)		(40,004	)		(330,440	)
Total other (expense)		(70,414	)		(9,969	)		(114,090	)
Loss from continuing operations		(134,927	)		(928,095	)
Net income (loss)	$	84,456		$	157,112		$	(316,756	)
Loss from discontinued operations		(27,645	)		(353,978	)
Net income per share, basis and diluted	$	0.00
Net loss	$	(162,572	)	$	(1,282,073	)
Weighted average number of common shares outstanding, basic and diluted		72,078,099
Loss per share, basic and diluted:
Continuing operations	$	(0.00	)	$	(0.01	)
Discontinued operations		(0.00	)		(0.00	)
Net loss	$	(0.00	)	$	(0.01	)
Weighted average number of common sharesoutstanding, basic and diluted		62,227,664			88,586,086

The ~~Accompanying~~accompanying ~~Notes~~notes are an ~~Integral~~integral ~~Part~~part of ~~These~~these ~~Consolidated~~consolidated ~~Financial~~financial ~~Statements~~statements.

Galenfeha, Inc. Consolidated Statements ~~CONSOLIDATED~~of ~~STATEMENT~~Equity ~~OF CHANGES IN STOCKHOLDERS’ EQUITY For the Years Ended December 31, 2017 and 2016~~(Deficit)

								Common Stock						Additional			Accumulated
		Member			Preferred Series A						Preferred Series B						Common Stock						Additional						Total
														Paid-in
		Contributions																					Paid-in			Accumulated			Equity
		Preferred Stock
		(draws)			Shares			Amount			Shares			Amount			Shares			Amount			Capital			Deficit			(Deficit)
		Shares			Amount			Shares			Amount			Capital			Deficit			Total
Balance - December 31, 2016 (Predecessor)	$	7,500			-		$	-			-		$	-			-		$	-		$	-		$	(57,365	)	$	(49,865	)
Balance – December 31,2015		-			-			86,126,100		$	86,126		$	3,162,529		$	(2,209,834	)	$	1,038,821
		.
Reclass of conversion option to derivative liability		-			-			-			-			(6,175	)		-			(6,175	)
Member contributions (draws), net		(77,540	)		-			-			-			-			-			-			-			-			(77,540	)
Options expense		-			-			-			-			65,360			-			65,360
Net loss		-			-			-			-			-			-			-			-			(316,756	)		(316,756	)
Stock issued for conversion of debt		-			-			10,040,000			10,040			62,230			-			72,270
Balance - December 31, 2017 (Predecessor)		(70,040	)		-			-			-			-			-			-			-			(374,121	)		(444,161	)
Derivative liability extinguished on conversion		-			-			-			-			163,487			-			163,487
Net income		-			-			-			-			-			-			-			-			157,112			157,112
Common shares issued for services		-			-			500,000			500			12,250			-			12,750
Balance - January 28, 2018 (Predecessor)		(70,040	)		-			-			-			-			-			-			-			(217,009	)		(287,049	)
Revaluation of common shares issued for services		-			-			-			-			4,780			-			4,780
Balance - January 29, 2018 (Successor)	$	-			7,300,000		$	7,300			27,347,563		$	27,348			70,399,716		$	70,399		$	3,643,537		$	(3,923,978	)	$	(175,394	)
Non-vested option forfeited		-			-			-			-			(94,519	)		-			(94,519	)
Conversion debt to shares		-			-			-			-			-			1,923,077			1,923			10,497			-			12,420
Related party gain on sale of battery assets		-			-			-			-			15,008			-			15,008
Repurchase and cancellation of common shares		-			-			-			-			-			(22,793	)		(22	)		(891	)		-			(913	)
Common stock converted to preferred stock		27,347,563		$	27,348			(27,347,563	)		(27,348	)		-			-			-
Derivative liability extinguished on conversion		-			-			-			-			-			-			-			55,938			-			55,938
Net loss		-			-			-			-			-			(1,282,073	)		(1,282,073	)
Net income		-			-			-			-			-			-			-			-			84,456			84,456
Balance – December 31, 2016		27,347,563		$	27,348			69,318,537		$	69,318		$	3,384,950		$	(3,491,907	)	$	(10,291	)
Balance - December 31, 2018 (Successor)	$	-			7,300,000		$	7,300			27,347,563		$	27,348			72,300,000		$	72,300		$	3,709,081		$	(3,839,522	)	$	(23,493	)
Common stock returned to Company and cancelled		-			-			(500,000	)		(500	)		500			-			-
Forfeiture of unvested shared issued for service		-			-			-			-			(12,750	)		-			(12,750	)
Related party gain on sale of pump assets		-			-			-			-			52,291			-			52,291
Common stock converted to preferred stock		8,118,537			8,118			(8,118,537	)		(8,118	)		-			-			-
Preferred stock converted to common stock		(818,537	)		(818	)		818,537			818			-			-			-
Repurchase and cancellation of common stock		-			-			(18,537	)		(18	)		(659	)		-			(677	)
Stock issued for conversion of debt		-			-			2,907,408			2,907			18,093			-			21,000
Derivative liability extinguished on conversion		-			-			-			-			45,585			-			45,585
Net loss		-			-			-			-			-			(162,572	)		(162,572	)
Balance – December 31, 2017		34,647,563		$	34,648			64,407,408		$	64,407		$	3,488,010		$	(3,654,479	)	$	(67,414	)

~~The~~Galenfeha, ~~Accompanying~~Inc. ~~Notes~~Consolidated ~~are~~Statements ~~an Integral Part~~ of ~~These~~Cash ~~Consolidated~~Flows ~~Financial Statements~~

Galenfeha, Inc. CONSOLIDATED STATEMENTS OF CASH FLOWS For the Years Ended December 31, 2017 and 2016

		January 29, 2018-			January 1, 2018-			Year Ended
		December 31, 2018			January 28,2018			December 31, 2017
		(Successor)			(Predecessor)			(Predecessor)

CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)	$	84,456		$	157,112		$	(316,756	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		165,932			27,631			245,214
Gain on derivative instruments		(102,604	)		-			-
Amortization for debt discounts on notes payable and convertible notes		33,463			-			-
Realized losses on investments		21,959			-			-
Unrealized losses on investments		40,040			-			-
Changes in operating assets and liabilities:
Accounts receivable		3,163			(284,592	)		(533,837	)
Due from related party		(4,000	)		18,000			(14,000	)
Inventory		(164,978	)		-			-
Prepaid expenses and other current assets		-			-			10,183
Accounts payable and accrued liabilities		60,050			35,930			295,575
*Net cash provided by (used in) operating activities*		137,481			(45,919	)		(313,621	)

CASH FLOWS FROM INVESTING ACTIVITIES
Repurchase and cancellation of common shares		(913	)		-			-
Sale and purchases of investments, net		(96,069	)		-			-
Purchase of property and equipment		(16,610	)		-			(125,485	)
Cash assumed in acquisition of subsidiary		171,703			-			-
*Net cash provided by (used in) investing activities*		58,111			-			(125,485	)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from lines of credit		218,030			627,147			1,118,868
Payments on lines of credit		-			(378,897	)		(945,307	)
Proceeds from other loans payable		-			-			515,000
Payments on non-secured debt		(305,948	)		-			(110,491	)
Payments on notes payable		(288,396	)		(27,415	)		(174,932	)
Proceeds on liabilities due to officer and related parties		615,000			35,000			69,692
Payments on liabilities due to officer and related parties		(414,500	)		(38,561	)		(44,157	)
Proceeds on convertible notes payable		180,000			-			-
Principal payments on convertible debenture contracts		(21,840	)		-			-
Payments on margin loan		(18,455	)		-			-
Member draws		-			-			(77,540	)
*Net cash provided by (used in) financing activities*		(36,109	)		217,274			351,133

CHANGE IN CASH AND CASH EQUIVALENTS		159,483			171,355			(87,973	)

*Cash and cash equivalents at beginning of period*		22,162			348			88,321

*Cash and cash equivalents at end of period*	$	181,645		$	171,703		$	348

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid for :
Interest	$	95,405		$	7,725		$	77,045
Income Taxes	$	-		$	-		$	-
Non-Cash Transactions

Common stock issued for debt conversion	$	12,420		$	-		$	-
Derivative liability extinguished on conversion	$	55,938		$	-		$	-
Fixed assets purchased through accounts payable	$	-		$	51,853		$	-
Fixed assets purchased through notes payable	$	-		$	-		$	794,251

		Year Ended
		December 31, 2017			December 31, 2016
OPERATING ACTIVITIES
Net loss	$	(162,572	)	$	(1,282,073	)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment loss on pump assets		-			443,935
Depreciation and amortization from discontinued operations		-			25,711
Non-vested options forfeited		-			(94,519	)
Common shares issued for services		-			17,530
Options expense		-			65,360
Forfeiture of unvested shares issued for services		(12,750	)		-
Loss on derivative instruments		18,352			(129,054	)
Addition on principal due to default		21,500			-
Financing costs on convertible note discounted		(12,829	)		-
Amortization of debt discounts		21,173			372,016
Realized gains on investments		(9,656	)		-
Unrealized gains on investments		(1,003	)		-
Changes in Operating Assets and Liabilities:
Decrease (increase) in accounts receivable		-			107,424
Decrease (increase) in accounts receivable from related party		14,189			(13,853	)
Decrease (increase) in inventory		6,041			344,070
Decrease (increase) in prepaid expenses and other assets		1,000			(3,747	)
Increase (decrease) in accounts payable and accrued liabilities		30,667			(166,328	)
Increase (decrease) in accounts payable to related parties		-			(123,282	)
Increase (decrease) in deferred revenue		(11,436	)		43,602
Net cash used in operating activities		(97,324	)		(393,208	)
INVESTING ACTIVITIES
Sales and purchases of investments, net		(43,836	)		-
Repurchase and cancellation of shares		(677	)		-
Cash received for sale of pump assets		25,000			-
Cash received for sale of battery assets		-			350,000
Net cash provided by (used in) investing activities		(19,513	)		350,000
FINANCING ACTIVITIES
Proceeds from notes payable/margin loan		49,805			421,000
Bank overdraft		1,333			-
Payments on notes payable/margin loan		(49,805	)		(617,853	)
Proceeds from convertible debentures, net of accrued interest		70,000			344,493
Proceeds from related party promissory note		-			100,000
Payments on related party convertible promissory note		-			(225,000	)
Borrowings on finance contracts		-			18,168
Payments on finance contracts		-			(24,960	)
Net advance from officer		-			110,000
Payments on liabilities due to officer		(84,000	)		-
Net cash provided by (used in) financing activities		(12,667	)		125,848
NET INCREASE (DECREASE) IN CASH		(129,504	)		82,640
CASH AT BEGINNING OF PERIOD		129,973			47,333
CASH AT END OF PERIOD	$	469		$	129,973
SUPPLEMENTAL INFORMATION
Cash paid for:
Interest expense	$	6,313		$	115,364
Income taxes		-			-
NONCASH INVESTING AND FINANCING ACTIVITIES
Common stock converted to preferred stock	$	8,118		$	27,348
Preferred stock converted to common stock		818			-
Return and cancellation of common stock		500			-
Debt discount due to derivative liabilities		57,471			286,366
Common stock issued for debt conversion		21,000			72,270
Reclass of conversion option from equity to derivative liabilities		-			6,175
Derivative liability extinguished on conversion		45,585			163,487
Liabilities released upon sale of pump division		402,291			-
Assets reclassed to held for sale		-			381,041
Liabilities reclassed to held for sale		-			350,000
Related party gain on sale of battery assets		-			15,008
Related party gain on sale of pump division		52,291			-

The accompanying notes are an integral part of these consolidated financial statements

~~The~~Galenfeha, ~~Accompanying~~Inc. Notes ~~are~~to anConsolidated ~~Integral~~Financial Statements ~~Part~~December of31, ~~These Consolidated~~2018 ~~Financial~~and ~~Statements~~2017

~~Galenfeha,~~NOTE ~~Inc.~~1 ~~Notes~~– toBASIS ~~Consolidated~~OF ~~Financial~~PRESENTATION ~~Statements December 31, 2017 and 2016~~

NOTE 1 - NATURE OF BUSINESS

WeOn ~~are~~January ~~engineering~~29, ~~product development~~2018, ~~and~~the ~~manufacturing~~Company acquired substantially all of ~~company~~the ~~that~~operating ~~generates~~assets ~~revenue~~of byFleaux ~~receiving~~Solutions, ~~royalties~~LLC, ~~from~~a ~~products~~Louisiana weLimited Liability ~~developed,~~Company ~~providing~~(the ~~engineering,~~"Acquisition") ~~regulatory,~~a ~~and~~Company ~~business~~with ~~consulting~~common ~~services~~officers and directors. There ~~across~~was ~~numerous~~no ~~disciplines,~~common ~~such~~majority asownership ~~aerospace~~between the Company and Fleaux Solutions, ~~automotive~~LLC. Fleaux Solutions, ~~and~~LLC ~~medical~~is engaged in the business of water, utility, and bysewage ~~making~~construction. ~~investments~~Upon inthe ~~companies~~closing ~~that~~of ~~our~~the ~~management~~Acquisition, ~~team~~the ~~feels~~Company ~~to be~~received ~~undervalued.~~substantially ~~Our~~all ~~objective~~of isthe tooperating beassets aof ~~vehicle~~Fleaux ~~that~~Solutions, ~~assembles~~LLC, aconsisting of ~~team~~cash on hand, inventory, accounts receivable, and ~~finances~~fixed assets. There are ~~the~~common ~~development~~directors/officers of ~~groundbreaking~~Fleaux ~~new~~Solutions, ~~technology~~LLC ~~that~~with isGalenfeha, ~~resistant~~Inc. toand ~~adverse~~no ~~economic~~common ~~and~~majority ~~market fluctuations~~control.

~~With~~The ~~the~~purchase ~~recent~~price ~~sale~~ of ~~our~~the ~~stored~~operating ~~energy~~assets ~~division,~~of ~~and~~Fleaux ~~our oil~~Solutions, ~~and~~LLC ~~gas~~was ~~equipment~~a ~~division,~~cash wepayment ~~have~~of ~~moved~~$1. ~~the~~In ~~Company~~addition, in the ~~direction~~Company ~~our~~assumed $2,155,331 of ~~founder~~scheduled ~~originally envisioned~~liabilities.

AThe ~~condensed~~Company ~~version~~accounted for its acquisition of ~~our~~the ~~2018~~operating assets ~~Statement~~of Fleaux Solutions, LLC using the acquisition method of ~~Work~~accounting. Fleaux isSolutions cash on hand, inventories, accounts receivable, and fixed assets acquired and liabilities assumed were recorded based upon their estimated fair values as of the closing date of the Acquisition. The excess of purchase ~~follows:~~price over the value of the net assets acquired was recorded as goodwill. (See Note 4)

1.The ~~Finalize~~basis ~~purchase~~ of ~~Fleaux~~presentation ~~Solutions,~~is ~~LLC~~not 2.consistent ~~Explore~~between ~~investments~~the successor ~~both~~and ~~private~~predecessor entities and ~~public~~the 3.financial ~~Develop~~statements ~~new~~are ~~technologies~~not presented ~~for~~on ~~product~~a ~~development,~~comparable ~~engineering~~basis. As a result, ~~and~~the ~~manufacturers~~accompanying 4.consolidated statements ~~Formulate~~of ~~applications~~operations, ~~for~~cash ~~new~~flows ~~products~~and ~~recently~~comprehensive ~~developed~~income 5.(loss) ~~Commercialize~~are presented ~~new~~for ~~technology~~two ~~and~~different ~~products~~reporting entities:

Successor — relates to the combined entities financial periods and balance sheets succeeding the Acquisition; and Predecessor — relates to the financial of Fleaux Solutions, LLC periods preceding the Acquisition (prior to January 29, 2018).

Unless otherwise indicated, the “Company” as used throughout the remainder of the notes, refers to both the Successor and Predecessor. A condensed version of our 2019 Statement of Work is as follows:

1.	Explore investments both private and public
2.	Develop new technologies for product development, engineering, and manufacturers
3.	Formulate applications for new products recently developed
4.	Commercialize new technology and products

Correction of Previously Reported Interim Information

During the audit of the Company’s consolidated financial statements for the year ended December 31, 2018, the Company identified errors related to the Predecessor’s inventory accounting, accounts receivable, depreciation of property and equipment, accounting for capital and operating leases and unrecorded liabilities.

This resulted in adjustments to the previously reported amounts in the unaudited financial statements of the Company as of December 31, 2017 (Predecessor) and the period from January 1, 2018 through January 29, 2018 (Predecessor). In accordance with the SEC’s Staff Accounting Bulletin Nos. 99 and 108 (SAB 99 and SAB 108), the Company evaluated these errors and, based on an analysis of quantitative and qualitative factors, determined that the errors were immaterial to the prior reporting periods affected. Therefore, as permitted by SAB 108, the Company corrected, in the current filing, previously reported unaudited results of the Company as of December 31, 2017 (Predecessor) and for the period from January 1, 2018 through January 28, 2018 (Predecessor)

The table below summarizes the impact on the affected periods:

		As of December 31, 2017
Consolidated Balance Sheet					(Predecessor)

		As Previously			Adjustment			As Adjusted
		Reported
Accounts receivable	$	537,337		$	(3,500	)	$	533,837
Due from related parties		12,000			2,000			14,000
Inventory		30,000			(30,000	)		-
Total current assets		579,685			(31,500	)		548,185
Property and equipment, net of accumulated depreciation		887,340			(28,859	)		858,481
Total Assets		1,467,025			(60,359	)		1,406,666
Accounts payable and accrued liabilities		237,613			71,356			308,969
Note payable		482,983			27,986			454,997
Total current liabilities		1,335,533			43,370			1,378,903
Total liabilities		1,807,457			43,370			1,850,827
Accumulated deficit		(270,392	)		(103,729	)		(374,121	)
Total Stockholder’s equity (deficit)		(340,432	)		(103,729	)		(444,161	)
Total Liabilities and stockholders’ Equity (deficit)		1,467,025			(60,359	)		1,406,666

		January 1, 2018-January 28, 2018
Consolidated Statement of Operations					(Predecessor)

		As Previously			Adjustment			As Adjusted
		Reported
General and administrative	$	146,273		$	(39,242	)	$	107,031
Payroll expenses		66,910			(2,238	)		64,672
Depreciation and amortization		20,355			7,276			27,631
Total operating expenses		233,913			(34,204	)		199,709
Income from operations		132,877			(34,204	)		167,081
Rental income-related party		3,000			(3,000	)		-
Interest expense		(7,725	)		(2,244	)		(9,969	)
Total other (expense)		(4,725	)		(5,244	)		(9,969	)
Net income		128,152			28,960			157,112

		January 1, 2018-January 28, 2018
Consolidated Statement of Cash Flows					(Predecessor)

		As Previously			Adjustment			As Adjusted
		Reported
Cash Flows from Operating Activities
Net income	$	128,152		$	28,960		$	157,112
Depreciation and amortization		20,355			7,276			27,631
Due from related party		17,000			(1,000	)		18,000
Accounts payable and accrued liabilities		78,565			(42,635	)		35,930
Net cash used in operating activities		(40,520	)		(5,399	)		(45,919	)

Cash Flows from Financing Activities
Payments on notes payable		(32,814	)		5,399			(27,415	)
Net cash provided by financing activities		211,875			5,399			217,274

NOTE 2 - GOING CONCERN

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has a working capital deficit and ~~has~~limited ~~incurred net losses and net~~ cash ~~used~~flows ~~in operations~~from ~~since inception~~operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to achieve a level of profitability. The Company intends on financing its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including term notes until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States (See Note 2 regarding the assumption that the Company is a “going concern”). Certain prior period amounts have been reclassified to conform to current period presentation.

PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, ~~Daylight~~Fleaux ~~Pumps~~Solutions, ~~Inc~~LLC. All significant inter-company accounts and transactions have been eliminated.

USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions also affect the reported amounts of revenues, costs, and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates.

REVENUE RECOGNITION

~~The~~Prior ~~Company~~to ~~recognizes~~January ~~revenue~~1, ~~for~~2018, ~~sales~~the ~~and~~Company ~~billing~~recognized ~~for~~revenue when ~~freight~~all ~~charges upon delivery~~ of the ~~product~~following toconditions ~~the~~were ~~customer~~satisfied: at(1) athere ~~fixed~~is ~~and determinable~~persuasive ~~price with a reasonable assurance~~ evidence of ~~collection,~~an ~~passage~~arrangement; of(2) ~~title to~~ the ~~customer~~service ashas ~~indicated~~been byprovided ~~shipping terms and fulfillment of all significant obligations, pursuant~~ to the ~~guidance~~customer; ~~provided by Accounting Standards Codification~~ (~~“ASC”~~3) ~~Topic~~the amount ~~605.~~of ~~For~~fees ~~sales~~ to ~~all~~be ~~customers,~~paid ~~including manufacturer~~by ~~representatives, distributors or their third-party customers, these criteria are met at~~ the ~~time~~customer ~~product~~ is ~~delivered.~~fixed ~~When~~or ~~other~~determinable; ~~significant obligations~~and ~~remain~~(4) ~~after products are delivered, revenue is recognized only~~the ~~after~~collection ~~such obligations are fulfilled. In addition, judgments are required in evaluating the credit worthiness~~ of ~~our~~its ~~customers.~~fees ~~Credit~~ is ~~not extended to customers and revenue is not recognized until we have determined that collectability is~~ reasonably assured. ~~The~~pursuant ~~Company~~to ~~estimates~~the ~~customer~~guidance provided ~~product~~by ~~returns~~Financial ~~based~~Accounting onStandards ~~historical~~Board ~~return~~(“FASB”) ~~patterns~~Accounting ~~and reduces sales and cost~~Standards ofCodification ~~sales~~(“ASC”) ~~accordingly.~~Topic 605.

~~During~~On ~~the~~January ~~year~~1, ~~ended~~2018, ~~December~~The ~~31,~~Company ~~2017,~~adopted ~~100%~~FASB ofASC ~~royalty~~Topic ~~income~~606, ~~received~~Revenue ~~was~~ from ~~single~~Contracts with Customers. The Company primarily earns revenue from services related ~~party~~to sewage and waste water construction projects. Revenue is recognized when control of the services is transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to in exchange for the services.

~~During~~Revenue ~~the~~is ~~year~~recognized ~~ended~~based ~~December~~on ~~31,~~the ~~2016,~~following ~~100%~~five ~~of sales were to~~step ~~a single related party customer. These revenue generating activities have been discontinued (see Note 16).~~ model:

	•	Identification of the contract with a customer
	•	Identification of the performance obligations in the contract
	•	Determination of the transaction price
	•	Allocation of the transaction price to the performance obligations in the contract
	•	Recognition of revenue when, or as, the Company satisfies a performance obligation

Performance Obligations

Revenues are recognized when all the following criteria are satisfied: (i) a contract with an end user exists which has commercial substance; (ii) it is probable the Company will collect the amount charged to the end user; and (iii) the Company has completed its performance obligation whereby the end user has received the benefit of the services. A contract with commercial substance exists once the Company receives and accepts a purchase order or once it enters into a contract with a customer. If collectability is not probable, the sale is deferred and not recognized until collection is probable or payment is received. Control of products typically transfers when title and risk of ownership of the product has transferred to the customer. For contracts with multiple performance obligations, the Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. The Company uses an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. Historically the Company’s contracts have not had multiple performance obligations. The large majority of the Company’s performance obligations are recognized at a point in time as services are provided.

Incidental items that are immaterial in the context of the contract are recognized as expense. Payment terms between invoicing and when payment is due are less than one year. As of December 31, 2018, none of the Company’s contracts contained a significant financing component.

The Company elected the practical expedient to not adjust the amount of revenue to be recognized under a contract with an end user for the effects of time value of money when the timing difference between receipt of payment and recognition of revenue is less than one year.

Contract Liabilities

At a given point in time, the Company may have collected payment for future services to be provided. These transactions are deferred until the services are provided and control transfers to the customer, and the performance obligation is considered complete. At December 31, 2018 and 2017 there was no revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period.

Contract Costs

Costs incurred to obtain a customer contract are not material to the Company. The Company elected to apply the practical expedient to not capitalize contract costs to obtain contracts with a duration of one year or less, which are expensed and included within cost of goods and services.

Critical Accounting Estimates

Estimates may be used to determine the amount consideration in contracts, the standalone selling price among separate performance obligations and the measure of progress for contracts where revenue is recognized over time. The Company reviews and updates these estimates regularly.

Disaggregation of Revenue

The following table presents our revenues disaggregated by revenue source:

		January 29, 2018-				Year Ended
		December 31,		January 1, 2018-		December 31,
		2018		January 28, 2018		2017
		(Successor)		(Predecessor)		(Predecessor)

Pre and Post CCTV	$	693,183	$	26,816 $		374,769
Point Repairs		233,046		-		228,225
Manhole Rehabilitation		481,200		256,300		407,709
Service Lateral Reconnect		445,615		31,700		379,035
Cosmic Service Lateral Lining		1,482,286		97,600		548,791
Total Revenue	$	3,335,330	$	412,416	$	1,938,529

Pre and Post CCTV consists of cleaning wastewater lines. Point Repairs consists of an excavator used to find a marked deviated in existing wastewater pipe and repairs and then made to the line. Manhole Rehabilitation consists of lining the manhole interiors, internal sealing of the joint area, and reconstructing manhole benches and channels. Service Lateral Reconnect consists of an excavator used to dig where a service needs reconnecting to the main pipe and the repairs are then made to that line.

Concentrations

For the period from January 29, 2018 through December 31, 2018 (Successor); $2,456,846 or 74% of our total revenue came from one customer and $634,816 or 19% came from one other customer.

For the period from January 1, 2018 through January 29, 2018 (Predecessor); $256,334 or 62% of our total revenue came from one customer and $136,937 or 33% came from one other customer. For the year ended December, 2017 (Predecessor); $898,014 or 46% of our total revenue came from one customer, $380,413 or 20% came from one customer, $347,622 or 18% came from one other customer and $198,656 or 10% came from one other customer.

CASH AND CASH EQUIVALENTS

All cash, other than held in escrow, is maintained with a major financial institution in the United States. Deposits with this bank may exceed the amount of insurance provided on such deposits. Temporary cash investments with an original maturity of three months or less are considered to be cash equivalents. ~~Cash at December 31, 2017 and December 31, 2016 was $469 and $129,973, respectively.~~

ACCOUNTS RECEIVABLE

Accounts receivable represents the uncollected portion of amounts recorded as revenues. Management performs periodic analyses to evaluate all outstanding accounts receivable to estimate an allowance for doubtful accounts that may not be collectible, based on the best facts available to management. Management considers historical collection patterns, accounts receivable aging trends and specific identification of disputed invoices in its analyses. After all reasonable attempts to collect a receivable have failed, the receivable is directly written off. As of December 31, ~~2017~~2018 ~~and~~(Successor) and December 31, ~~2016~~ 2017 (Predecessor), the balance of the allowance for doubtful accounts was $0 ~~and $0~~, respectively.

As of December 31, ~~2017~~2018 (Successor), ~~the~~$564,884 ~~Company~~or ~~didn’t~~69% ~~have~~was ~~any~~from a ~~outstanding~~single ~~accounts~~customer, ~~receivable~~and $155,159 or 19% was from another single customer. As of December 31, ~~2016~~2017 (Predecessor), ~~accounts~~$355,975 ~~receivable~~ or 67% was from a single ~~related party~~ customer, ~~comprised~~and $119,201 ~~100~~or 22% ofwas ~~accounts~~from ~~receivable~~another single customer.

INVENTORIES

Inventories are stated at the lower of cost, ~~determined~~using onan ~~a first-in,~~average ~~first-out~~cost ~~basis (“FIFO”)~~method, or ~~market,~~net ~~including~~realizable ~~direct material costs and direct and indirect manufacturing costs~~value. ~~Inventory consists of the following amounts as of December 31, 2017 and 2016.~~

		2017		2016
Raw Materials	$	-	$	196,760
Work In Process		-		-
Finished Goods		-		184,281
Total Inventory (held for sale as of December 31, 2017)	$	-	$	381,041

MARKETABLE SECURITIES

AnThe ~~impairment~~Company ~~loss~~reports ofinvestments ~~$44,825~~in ~~was~~marketable ~~recognized~~securities ~~against~~at ~~inventory assets~~fair ~~held~~value ~~for~~on ~~sale~~a ~~during~~recurring ~~the~~basis ~~year~~in ~~ended~~accordance ~~December~~with ~~31,~~ASC ~~2016~~820. Realized and unrealized gains and losses on equity securities are included in net income (loss). Equity securities are periodically reviewed for impairment using both quantitative and qualitative criteria.

PROPERTY AND ~~INTANGIBLE~~EQUIPMENT ~~ASSETS~~

Property, ~~plant~~ and equipment is recorded at cost. Depreciation is is computed using the straight-line method over estimated useful lives of three to to ten years for furniture, fixtures, and equipment and forty years for improvements. Total depreciation ~~and amortization~~ expense related to property and equipment was $~~0 and $25~~165,~~711~~932 for the ~~years~~period ~~ended~~from ~~December~~January 3129, ~~2017~~2018 ~~and 2016. Expenditures for repairs and maintenance are charged~~ to ~~expense~~December as31, ~~incurred. Intangible~~2018 ~~asset consisted of a customer list acquired in the Daylight Pumps~~(Successor), ~~acquisition.~~$27,631 ~~Amortization~~for ~~is computed using~~ the ~~straight-line~~period ~~method~~from ~~over~~January ~~the estimated~~1, ~~useful~~2018 ~~life of three years. Total amortization expense related~~ to ~~intangible~~ ~~asset~~January ~~was~~28, $02018 (Predecessor) and ~~total depreciation expense related to property and equipment was~~ $0245,214 for the year ended December 31, 2017 (Predecessor). ~~Total amortization~~Expenditures ~~expense~~for ~~related~~repairs ~~to intangible asset was $7,599~~ and ~~total~~maintenance ~~depreciation~~are ~~expense related~~charged to ~~property~~expense ~~and~~as ~~equipment was $18,112 for the year ended December 31, 2016~~incurred.

~~IMPAIRMENT OF~~ LONG-LIVED ASSETS

The Company reviews and evaluates long-lived assets for impairment when events or changes in circumstances indicate the related carrying amounts may not be recoverable. An impairment loss is recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. When impairment is identified, the carrying amount of the asset is reduced to its estimated fair value. Assets to be disposed of are recorded at the lower of net book value or fair market value less cost to sell at the date management commits to a plan of disposal. There were ~~impairments~~no ofimpairment $0losses ~~and~~recognized ~~$9,271~~in toany ~~long-lived~~period ~~assets for the Company’s years ended December 31, 2017 and 2016~~presented.

GOODWILL

Goodwill isrepresents ~~carried~~the atexcess ~~cost~~of ~~and~~the ispurchase ~~not~~price ~~amortized~~of acquired businesses over the estimated fair value of the identifiable net assets acquired. ~~The~~In ~~Company tests~~accordance with ASC 350, Goodwill and Other Intangible Assets, goodwill and other intangibles with indefinite useful lives are not amortized but tested for impairment onannually anor ~~annual~~more ~~basis~~frequently atwhen events or circumstances indicates that the ~~end~~carrying value of ~~each~~a ~~fiscal~~reporting ~~year,~~unit more likely than not exceeds its fair value. The ~~relying~~goodwill onimpairment atest ~~number~~is ofapplied ~~factors~~by ~~including~~performing ~~operating~~a ~~results,~~qualitative ~~business~~assessment ~~plans, economic~~before ~~projections,~~calculating ~~anticipated~~the ~~future~~fair ~~cash~~value ~~flows,~~of ~~and~~the ~~marketplace~~reporting ~~date~~unit. ~~Company~~ ~~management~~If, ~~uses~~on ~~its~~the ~~judgment~~basis inof ~~assessing~~qualitative ~~whether~~factors, ~~goodwill~~it ~~has~~is ~~become impaired~~considered ~~between~~not ~~annual~~more ~~impairment~~likely ~~tests~~than ~~according~~not tothat ~~specifications~~the ~~set~~fair ~~forth~~value of the inreporting ~~ASC~~unit ~~350.~~is ~~The~~less ~~Company~~than ~~completed~~the ancarrying ~~evaluation~~amount, further testing of goodwill atfor ~~December~~impairment ~~31,~~would ~~2017~~not ~~and~~be ~~2016~~required. ~~and~~Otherwise, ~~recognized~~goodwill an impairment ~~loss~~is ~~of $0~~tested ~~and~~using ~~$389,839,~~a ~~respectively~~two-step approach.

~~RESEARCH~~ The ~~AND~~first ~~DEVELOPMENT~~step ~~COSTS~~involves comparing the fair value of a company's reporting units to their carrying amount. If the fair value of the reporting unit is determined to be greater than its carrying amount, there is no impairment. If the reporting unit's carrying amount is determined to be greater than the fair value, the second step must be completed to measure the amount of impairment, if any. The second step involves calculating the implied fair value of goodwill by deducting the fair value of all tangible and intangible assets, excluding goodwill, of the reporting unit from the fair value of the reporting unit as determined in step one. The implied fair value of the goodwill in this step is compared to the carrying value of goodwill. If the implied fair value of the goodwill is less than the carrying value of the goodwill, an impairment loss equivalent to the difference is recorded. The Company performed a qualitative assessment and determined no impairment of goodwill was necessary during 2018.

~~Research~~ The ~~and~~Company ~~development~~recognizes ~~costs~~an acquired intangible asset apart from goodwill whenever the intangible asset arises from contractual or other legal rights, ~~predominately~~or ~~internal~~when ~~labor costs~~it can be separated or divided from the acquired entity and ~~costs~~sold, oftransferred, ~~materials~~licensed, rented ~~are~~or ~~charged~~exchanged, toeither ~~expense~~individually ~~when~~or ~~incurred~~in combination with a related contract, asset or liability. ~~The~~Such ~~Company expensed~~intangibles ~~research~~are ~~and~~amortized ~~development~~over ~~costs~~their ofuseful ~~$3,788~~lives. ~~and~~Impairment $0losses ~~for~~are recognized is the ~~years~~carrying ~~ended~~amount of an intangible asset subject to ~~December~~amortization ~~31,~~is ~~2017~~not recoverable from expected future cash flows and ~~2016,~~its ~~respectively~~carrying amount exceeds its fair value.

ADVERTISING EXPENSES

Advertising expenses are expensed as incurred. The Company expensed advertising costs of $0 for the period from January 29, 2018 to December 31, 2018 (Successor), $0 for the period from January 1,~~225~~ ~~and~~2018 to January 28, 2018 (Predecessor) and $98,~~478~~324 for the ~~years~~year ended December 31, 2017 ~~and 2016~~(Predecessor), respectively.

SHIPPING AND HANDLING CHARGES

The Company incurs costs related to shipping and handling of its manufactured products. These costs are expensed as incurred as a component of cost of sales. Shipping and handling charges related to the receipt of raw materials are also incurred, which are recorded as a cost of the related inventory.

DEFERRED INCOME TAXES AND VALUATION ALLOWANCE

The Company accounts for income taxes under FASB ASC 740 Topic “Income Taxes.” Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets were recognized at December 31, ~~2017~~2018 ~~and 2016~~(Successor).

The Predecessor was organized as a limited liability company and is taxed as a partnership for U.S. income tax purposes. As such the Predecessor is not subject to U.S. income taxes.

NET INCOME (LOSS) PER COMMON SHARE

Net income (loss) per share is calculated in accordance with FASB ASC 260 topic, “Earnings Per Share.” The weighted-average number of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.

Basic net income (loss) per common share is based on the weighted average number of shares of common stock outstanding atfor ~~December~~the ~~31, 2017~~period ~~and~~from ~~2016.~~January ~~During~~29, ~~the~~2018 ~~years~~through ~~ended~~ December 31, ~~2017~~2018 ~~and 2016, the Company excluded 0 and 300,000 options, respectively, from the calculation of diluted loss per share as their inclusion would have been anti-dilutive~~(Successor).

FAIR VALUE ACCOUNTING

As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC 820, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

The three levels of the fair value hierarchy are described below:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

~~Level~~ The 2Company ~~Quoted~~utilized ~~prices~~level in3 ~~markets~~inputs ~~that~~to ~~are~~estimate ~~not~~the ~~active,~~fair value of its derivative instruments using the Black-Scholes Option Pricing Model. There were no outstanding assets or ~~inputs~~ ~~that~~liabilities ~~are~~measured ~~observable,~~on ~~either~~a ~~directly~~recurring basis at December 31, 2018 (Successor) or ~~indirectly~~December 31, ~~for~~2017 ~~substantially~~(Predecessor) ~~the full~~other ~~term~~than ofmarketable ~~the~~securities ~~asset~~(see ornote ~~liability;~~5).

Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

The Company utilized level 3 inputs to estimate the fair value of its derivative instruments using the Black-Scholes Option Pricing Model. There were no outstanding assets or liabilities measured on a recurring basis at December 31, 2017 or 2016 other than marketable securities (see note 5).

SHARE-BASED EXPENSES

FASB ASC 718 “Compensation – Stock Compensation” prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights.

Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of FASB ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based ~~payment~~ payment transactions with non- employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.

Aggregate share-based expenses (including options and common stock) for the years ending December 31, 2017 and 2016 were $(12,750) and $(11,629) respectively.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

~~Management~~ In ~~does~~preparing ~~not expect~~ the ~~adoption~~financial ofstatements, ~~any~~management ~~recently~~considered ~~issued accounting~~all new pronouncements tothrough ~~have~~the adate ~~material~~of ~~impact on~~ the ~~Company’s present or future financial statements~~report.

~~NOTE~~ In 4January 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-01, Financial Instruments – ~~PROPERTY~~Overall: ~~AND~~Recognition ~~EQUIPMENT~~and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 affects the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements of financial instruments. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company adopted this standard as of January 1, 2018. The adoption of this standard did not have a significant impact on the Company’s financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). Under ASU 2016-02, an entity will be required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. The Company adopted this standard on January 1, 2019, using the modified retrospective approach. The Company will recognized right of use assets and liabilities for any lease agreement with a lease term of greater than 12 months. The Company elected the package of practical expedients for transition, and the practical expedient to not recognize short term leases on the balance sheet.

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230). This ASU applies to all entities that are required to present a statement of cash flows under Topic 230. The amendments provide guidance on eight specific cash flow issues and includes clarification on how these items should be classified in the statement of cash flows and is designed to help eliminate diversity in practice as to where items are classified in the cash flow statement. Furthermore, in November 2016, the FASB issued additional guidance on this Topic that

requires amounts generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the statement of cash flows. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with earlier application permitted for all entities. The Company adopted this standard as of January 1, 2018. The adoption of this standard did not have a significant impact on the Company’s financial statements.

In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718) - Improvements to Nonemployee Share-Based Payment Accounting, which aligns the accounting for share-based payment awards issued to employees and nonemployees. Under ASU No. 2018-07, the existing employee guidance will apply to nonemployee share-based transactions (as long as the transaction is not effectively a form of financing), with the exception of specific guidance related to the attribution of compensation cost. The cost of nonemployee awards will continue to be recorded as if the grantor had paid cash for the goods or services. In addition, the contractual term will be able to be used in lieu of an expected term in the option-pricing model for nonemployee awards. The Company adopted the provisions of the guidance on January 1, 2019 with no material impact on the Company’s consolidated financial statements and disclosures.

Effective January 1, 2018, the Company adopted the provisions of ASU 2017-01 – “Business Combinations (Topic 805): Clarifying the Definition of a Business” (“ASU 2017-01”). ASU 2017-01 provides revised guidance to determine when an acquisition meets the definition of a business or alternatively should be accounted for as an asset acquisition. ASU 2017-01 requires that, when substantially all of the fair value of an acquisition is concentrated in a single identifiable asset or a group of similar identifiable assets, the asset or group of similar identifiable assets does not meet the definition of a business and therefore is required to be accounted for as an asset acquisition. Transaction costs will continue to be capitalized for asset acquisitions and expensed as incurred for business combinations. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements or results of operations.

The Company does not believe that any other recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements.

NOTE 4 – ACQUISITION OF FLEAUX SOLUTIONS, LLC- RELATED PARTY

On January 29, 2018, the Galenfeha Inc. acquired substantially all of the operating assets of Fleaux Solutions, LLC, a Louisiana Limited Liability Company (the "Acquisition"), a Company with common officers and directors. There was no common majority ownership between the Company and Fleaux Solutions, LLC. Fleaux Solutions, LLC is engaged in the business of water, utility, and sewage construction. Upon the closing of the Acquisition, the Company received substantially all of the operating assets of Fleaux Solutions, LLC, consisting of cash on hand, inventory, accounts receivable, and fixed assets. There are common directors/officers with Galenfeha, Inc. and no common “majority” control.

The purchase price of the operating assets of Fleaux Solutions, LLC was a cash payment of $1. In addition, the Company assumed $2,155,331 of scheduled liabilities.

The Company accounted for its acquisition of the operating assets of Fleaux Solutions, LLC using the acquisition method of accounting. Fleaux Solutions cash on hand, inventories, accountants receivable, and fixed assets acquired and liabilities assumed were recorded based upon their estimated fair values as of the closing date of the Acquisition. The excess of purchase price over the value of the net assets acquired was recorded as goodwill.

The following table summarizes the estimated fair values of the tangible and intangible assets acquired as of the date of acquisition:

		January 29, 2018
Cash on hand	$	171,703
Accounts receivable		814,429
Property and equipment		882,703
Goodwill		286,497
Total Assets Acquired		2,155,332
Assumption of scheduled liabilities		2,155,331
Net Assets Acquired	$	1

Goodwill is the excess of the purchase price over the fair value of the underlying net tangible and identifiable intangible assets. In accordance with applicable accounting standards, goodwill is not amortized but instead is tested for impairment at least annually or more frequently if certain indicators are present. The Company performed a qualitative assessment and determined there was no impairment of goodwill.

Revenues and Net Income of Fleaux Solutions since the acquisition date included in the consolidated statements of operations are $3,335,330 and $127,903, respectively. There were no transaction costs incurred in connection with closing of the acquisition.

NOTE 5 – PROPERTY AND EQUIPMENT

Property and equipment are stated at cost, less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets, ranging from three to forty years.

Depreciation expense related to property and equipment was $0 and $18,112 for the years ended December 31, 2017 and 2016, respectively.

		December 31, 2018			December 31, 2017
		(Successor)			(Predecessor)
Manufacturing assets	$	354,278		$	285,815
Vehicles and trailers		271,686			271,686
Computer software		3,885			3,885
Capitalized leased equipment		557,152			557,152
		1,187,001			1,118,538

Less accumulated depreciation		(453,622	)		(260,057	)

Property and equipment, net	$	733,379		$	858,481

~~During~~Depreciation ~~the~~expense ~~year~~related ~~ended~~to ~~December~~property ~~31,~~and ~~2016,~~equipment ~~the Company disposed~~was ~~all~~$165,932, ~~of its manufacturing assets~~$27,631 ~~furniture~~ and ~~equipment~~$245,214 ~~and~~for ~~leasehold improvements when~~ the ~~Company~~period ~~sold~~from ~~its~~January ~~stored~~29, ~~energy~~2018 ~~division to Fleaux Services~~through ofDecember ~~Louisiana~~31, ~~LLC~~2018 (Successor), athe ~~related~~period ~~party.~~from ~~All~~January of1, ~~the~~2018 ~~manufacturing~~through ~~assets, furniture~~January ~~and equipment~~28, ~~and~~2018 ~~leasehold~~(Predecessor) ~~improvements were on hand~~ and ~~used at~~ the ~~manufacturing~~ ~~facility~~year inended ~~Shreveport, Louisiana. As of~~ December 31, ~~2016~~2017 ~~the~~(Predecessor), ~~Company had closed this office and terminated any leases relating these facilities~~respectively.

NOTE 56 – INVESTMENTS

Marketable securities are accounted for on a specific identification basis. As of December 31, ~~2017 and 2016~~2018, wethe Company held ~~available for sale~~ marketable securities with an aggregate fair value of $54108,~~495 and $0 respectively~~150. As of December 31, ~~2017~~2018, all of our marketable securities were invested in publicly traded equity holdings. Marketable securities were classified as current based on the percentage of the equity controlled by the Company as well as our intended use of the assets. The Company recognized unrealized ~~gains~~losses of $(40,040) for the period ~~twelve~~from ~~months~~January ~~ended December 31~~29, ~~2017~~2018 ~~and~~through ~~2016~~December ~~in the amounts of $1~~31,~~003~~ ~~and~~2018 ~~$0, respectively~~(Successor). The Company recognized realized ~~gains~~losses of $(21, 959) for the ~~twelve~~period ~~months~~from ~~ended~~January ~~December 31~~29, ~~2017~~2018 through ~~and~~December ~~2016 in the amounts of $9~~31,~~656 and~~ ~~$0,~~2018 ~~respectively~~(Successor).

The Company's assets measured at fair value on a recurring basis subject to the disclosure requirements of ASC 820 at December 31, ~~2017~~2018, was as follows:

Quoted Prices in Active

Significant Other

Significant

Balance as of

Quoted Prices in

Significant

Markets for Identical

Observable Inputs

Unobservable Inputs

December 31, 2017

Active Markets for

Other

Significant

Assets and Liabilities

Identical Assets

Observable

Unobservable

and Liabilities

Inputs

Total

(Level 1)

(Level 2)

(Level 3)

Assets

Marketable securities

54,495

Marketable Securities as of December 31, 2018

108,150

~~During~~Margin ~~twelve~~loans- ~~months~~(Successor) ended December 31, 2017, the Company raised a total of $49,805 from margin loan associate with its brokerage account and repaid $49,805 during the same period. As of December 31, 2017, the company has a $0 balance in this margin loan account.

~~NOTE~~From 6January –29, ~~NOTES~~2018 ~~PAYABLE~~through December 31, 2018, the Company raised a total of $18,455 from a margin loan associated with its brokerage account and repaid $18,455 during the same period. As of December 31, 2018, the company has a $0 balance in this margin loan account.

OnNOTE May 12, 2016, the Company incurred a loan of $5,625 relating to the renewal of their commercial general liability insurance. The note has an interest rate of 8.00%, payable in payments of $583 for 10 months. Additionally in May of 2016, the Company incurred a loan of $5,746 relating to the renewal of their workers compensation, commercial property, and commercial automobile insurance. The loan balance increased by $6,798 on September 27, 2016 due to an additional workers compensation assessment after auditing the prior payroll period. The note has an interest rate of 0.00%, payable in payments of $936, $1,223, $599, and $7~~.669~~ in– ~~months~~NOTES ~~one,~~PAYABLE ~~two,~~AND ~~three~~CAPITAL ~~and~~LEASES four, respectively, and $509 per month for the remaining four months. The Company has cancelled all insurance policies financed under these agreements and the outstanding balance on these finance agreements was $0 as of December 31, 2017 and 2016.

OnThe ~~May~~Predecessor ~~12,~~secured ~~2016,~~a ~~the~~line ~~Company~~of ~~entered~~credit ~~into~~with aGibsland ~~Promissory Note~~Bank ~~Agreement~~& ~~with~~Trust ~~Diane~~on ~~Moore,~~March ~~a related party~~22, ~~in the amount of $100,000~~2017. The ~~note bears~~line ~~an interest rate~~ of 5%credit ~~per~~was ~~annum~~secured ~~until~~with ~~the~~fixed ~~balance is paid in full.~~assets ~~Repayment of the loan is due on or before December 31, 2016~~financed. The ~~note~~balance ~~was paid in full~~ on ~~November~~the ~~16,~~line ~~2016~~of ~~leaving~~credit awas ~~balance due of~~ $0173,561 as of December 31, 2017 ~~2016,~~(Predecessor). ~~and~~This ~~the~~line ~~holder~~of ~~agreed~~credit towas ~~forego~~paid ~~any~~in ~~accrued~~full ~~interest~~as ~~due under the terms~~ of ~~the~~January ~~note~~29, 2018.

OnThe ~~August 23, 2016, the~~ Company ~~entered~~secured ~~into~~ a ~~Promissory~~line ~~Note Agreement~~of ~~with~~credit ~~Kevin~~(LOC L.#0221) ~~Wilson, in the amount~~ of $~~350~~500,000. ~~The~~on January ~~note~~29, ~~bears~~2018 ~~an interest~~which ~~rate~~is ofpayable 11on ½demand. %The ~~per~~line ~~annum~~of ~~from~~credit ~~the~~is ~~date~~secured ~~until~~by all ~~the~~present ~~principal~~and isfuture ~~paid~~inventory, ~~in full.~~all ~~This~~present ~~note~~and ~~may~~future beaccounts ~~prepaid~~receivable, other inreceivables, ~~whole~~contract orrights, ininstruments, ~~part~~documents, ~~without~~notes, ~~penalty.~~and ~~All~~all other ~~outstanding~~similar ~~principal,~~obligation ~~interest~~ and ~~fees~~indebtedness ~~shall~~that bemay ~~due~~now and ~~payable~~in onthe orfuture ~~before~~be owed to ~~August~~the 23Company, ~~2017.~~and Asall ofgeneral ~~December~~intangibles. ~~31,~~The ~~2016,~~loan ~~the~~is ~~principal~~also ~~and~~secured ~~interest~~by ~~due~~a ~~on the~~personal ~~note~~guarantee isexecuted ~~$364,336~~by (the ~~accrued~~members ~~interest~~ of ~~$14~~Fleaux Solutions,~~336~~ isLLC ~~presented~~including ~~as accounts~~Michael ~~payable~~Trey inMoore, ~~the~~Christopher ~~consolidated~~Ryan ~~balance~~Marlowe, ~~sheet)~~Ray S. ~~This~~Moore, ~~note~~Jr., ~~was~~and ~~assumed~~Frank byNeal ~~the~~Richard. ~~purchaser~~The inbalance on the ~~sale~~line of ~~the~~credit ~~Company’s~~was ~~Daylight~~$321,061 ~~Pumps~~on ~~division.~~January It29, is2018. ~~classified~~On December as31, ~~liabilities~~2018 ~~held~~(Successor), ~~for~~the ~~sale~~balance asdue ofunder ~~December~~the ~~31,~~line ~~2016.~~of ~~This~~credit ~~note~~ was ~~assumed~~$491,061. byOn ~~the~~February ~~purchaser~~4, of2019, the ~~pumps~~Company ~~division~~extended onthe ~~March~~maturity 9,date ~~2017.~~of ~~The~~this ~~total~~line ~~amount~~ of credit ~~accrued~~to ~~interest~~April ~~due of $20~~1,~~125~~ ~~under~~2019. ~~the~~On ~~note~~April ~~was~~9, ~~paid~~2019, inthe ~~full~~Company byextended the ~~purchaser in~~maturity ~~the~~date ~~sale~~of this line of ~~the~~credit ~~Company’s~~to ~~Daylight~~June ~~Pumps~~1, ~~division~~2019.

~~NOTE~~The 7Company –secured ~~CONVERTIBLE~~a ~~LOANS~~second line of credit (LOC #0248) of $150,000 on January 29, 2018 which is payable and due on February 1, 2019. The line of credit is secured by all present and future inventory, all present and future accounts receivable, other receivables, contract rights, instruments, documents, notes, and all other similar obligation and indebtedness that may now and in the future be owed to the Company, and all general intangibles. The interest rate under this loan is the “Prime Rate” designated in the “Money Rates” section of the Wall Street Journal (the “Index”). The index currently is 5.500% per annum. Interest on the unpaid principal balance of this line will be calculated using a rate of 1.000 percentage points over the Index, resulting in an initial rate of 6.500% per annum. The Company withdrew $100,000 in funds from the line of credit on January 29, 2018 and paid loan origination and documentation of fees of $750 to bring the total outstanding line of credit balance to $100,750 on January 29, 2018. On December 31, 2018 (Successor), the balance due under the line of credit was $148,781. On February 4, 2019, the Company extended the maturity date of this line of credit to April 1, 2019. On April 9, 2019, the Company extended the maturity date of this line of credit to June 1, 2019.

AsAdditionally, ofboth ~~November~~lines 4,of ~~2016,~~credit ~~the~~are ~~Company~~secured ~~had~~by ~~terminated and~~deposit ~~extinguished~~accounts ~~all~~held ofat the ~~convertible~~Grantor’s ~~notes~~institution ~~the~~which ~~Company~~had ~~entered~~cash ~~into~~balances ~~during~~of ~~the~~$179,987 ~~first~~ and ~~second~~$0 ~~quarters~~as of ~~2016~~December 31, 2018 (Successor) and December 31, 2017 (Predecessor), respectively.

~~February~~During ~~2016~~the ~~Note~~year ended December 31, 2018 a shareholder advanced the Company $300,000 on an unsecured, interest free basis which is due on demand. The Company also agreed to pay closing costs of $9,777, which were recorded as a debt discount and amortized during the period from January 29, 2018 through December 31, 2018 (Successor). The Company repaid $50,000 on these advances during the year ended December 31, 2018 bringing the balance to $259,777. The Company repaid an additional $25,000 in February 2019.

~~Effective~~Notes ~~February~~Payable ~~29, 2016 the Company entered into a Convertible Promissory Note~~ (~~“Vista Note”~~Predecessor) with Vista Capital Investments, LLC pursuant to which the Company issued Vista Capital Investments, LLC a convertible note in the amount of $275,000 with an original issue discount in the amount of $25,000. The principal amount due Vista Capital Investments, LLC is based on the consideration paid. The maturity date is two years from the effective date of each payment. On February 29, 2016 the Company received consideration of $75,000 for which an original issue discount of $7,500 was recorded. In addition, the Company recognized a discount of $5,625 on fees paid upon entering into this agreement and recognized accrued interest under the Vista Note totaling $16,500. There were no additional borrowings under the Vista Note during the twelve months ended December 31, 2017 and 2016. The Vista Note carries an interest rate of 6% which shall be applied on the issuance date to the original principal amount.

The ~~Vista~~Company ~~Note~~assumed ~~provides~~the ~~Vista~~debt ~~Capital~~of ~~Investments,~~a ~~LLC~~loan ~~the right~~payable atexecuted ~~any~~between Fleaux ~~time~~Solutions, toLLC ~~convert the outstanding balance (including accrued~~ and ~~unpaid~~ ~~interest)~~Gerald ~~into~~W. ~~shares~~Norder ofon ~~the~~May ~~Company’s~~2, ~~common~~2017. ~~stock~~The atproceeds ~~70% of the lowest~~received ~~trade~~under ~~price in~~ the 25loan ~~trading~~totaled ~~days previous to the conversion~~$197,500. ~~additional discounts~~The ~~may~~loan ~~apply~~is inunsecured ~~the~~and ~~case~~doesn’t ~~that~~carry ~~conversion shares are not deliverable or if~~an ~~the~~interest ~~shares~~rate ~~are~~but ~~ineligible.~~does Ascharge ~~a result of~~ the ~~derivatives~~Company ~~calculation (see Note 9)~~ an ~~additional~~initial ~~discount~~loan fee of $7217,~~775 was recorded. On September 1~~500, ~~2016 Vista~~ ~~converted~~bringing ~~$9,951 of~~ the ~~Vista~~initial ~~Convertible~~balance ~~Note~~due ~~into~~under athe ~~total~~loan ofto ~~790~~equal $215,000. ~~shares~~The ofbalance ~~Common~~due ~~Stock~~under atthe aloan ~~fair~~was ~~value of~~ $~~0.01260 per share. On September 28~~60,000 ~~2016~~and ~~Vista converted~~ $10215,~~200~~000 as of ~~the~~December ~~Vista~~31, ~~Convertible~~2018 ~~Note~~(Successor) and ~~into~~December a31, ~~total~~2017 ~~of 2~~(Predecessor),~~000,000~~ ~~shares of Common Stock at a fair value of $0~~respectively.~~0051~~ ~~per share. See Note 9.~~

~~Amortization~~The ofCompany assumed the debt ~~discount~~of ~~totaled~~a ~~$102,400~~Payment ~~for~~Rights ~~the~~Purchase and ~~twelve~~Sale ~~months~~Agreement ~~ended~~executed ~~December~~between 31Fleaux Solutions, ~~2016~~LLC ~~and~~& $0Everest ~~during~~Business Funding ~~December~~on 31October 12, 2017. The ~~principal~~ ~~balance~~proceeds ~~due~~received under the loan totaled $200,000. ~~net~~This loan doesn’t carry an interest rate but does charge the Company an initial loan fee of $46,000. The loan is secured by credit card sales. Payments are drafted each business banking day from the ~~amortized~~Company’s ~~discount~~bank ~~under~~account in the ~~Vista~~amount ~~Note~~of $807 until the entire principal balance of $246,000 is paid in full. The outstanding balance on this note was $0 and $189,509 as of December at31, 2018 (Successor) and December 31, 2017 ~~and~~(Predecessor), ~~2016~~respectively.

~~March~~The Company assumed the debt of a Cosmic Equipment loan in the amount of $142,598 between Fleaux Solutions, LLC and Business First Bank. The loan has an interest rate of 5.50% payable in thirty-six payments of $4,311 with the first payment due on January 20, 2018 and the final payment due December 20, 2020. This loan is secured with the 2016 ~~Note~~Chevrolet DRW Express asset owned by the Company. The loan is also secured by a personal guarantee executed by the members of Fleaux Solutions, LLC including Michael Trey Moore, Christopher Ryan Marlowe, and Ray S. Moore, Jr. The outstanding balance on this loan was $97,716 and $142,598 as of December 31, 2018 (Successor) and December 31, 2017 (Predecessor), respectively.

~~Effective~~The ~~March 2, 2016 the~~ Company ~~entered~~assumed ~~into a Convertible Promissory Note (“JMJ Note”) with JMJ Financial pursuant to which~~ the ~~Company issued~~debt ~~JMJ~~of ~~Financial~~ a ~~convertible~~loan ~~note~~ in the amount of $~~500~~65,000 ~~with an~~ ~~original~~between ~~issue~~Fleaux ~~discount~~Solutions, inLLC ~~the~~and ~~amount~~KDC ~~of $50~~Pipeline,~~000.~~ ~~The~~which ~~principal amount due JMJ~~ is ~~based~~controlled onby ~~the~~a ~~consideration paid. The maturity date is two years from the~~friend ~~effective date~~ of ~~each payment. On March 2, 2016 the Company received consideration of $100,000 for which~~ an ~~original~~officer ~~issue discount~~ of ~~$10,000~~Fleaux ~~was recorded~~Solutions. InThe ~~addition,~~loan ~~the~~is ~~Company recognized a discount of $7~~unsecured,~~500~~ onnon-interest ~~fees paid upon entering into this agreement. There were no additional borrowings under the JMJ Note during the twelve months ended December 31~~bearing, ~~2016. If the Company~~ ~~doesn’t~~and ~~repay~~payable ~~the JMJ Note~~ on ordemand. ~~before~~The 90outstanding ~~days~~balance ~~from the effective date the Company may not make further payments~~ on this ~~JMJ~~loan ~~Note~~was prior to the maturity date and a one-time interest charge of 12% will be applied to the principal amount. Since no payments were made on the note on or before 90 days from the effective date of the note$60,000 ~~accrued~~as ~~interest due was recorded in the amount~~ of ~~$13,200~~December ~~on June 1~~31, ~~2016~~2018 ~~which~~(Successor) ~~shall~~and beDecember ~~applied to the original principal balance. Interest paid under the JMJ Note totaled $17~~31,~~672~~ at2017 ~~December 31~~(Predecessor), ~~2016~~respectively.

The ~~JMJ~~Company ~~Note~~assumed ~~provides JMJ Financial~~ the ~~right~~debt ~~at any time, to convert the outstanding balance (including accrued and unpaid interest) into shares~~ of ~~the~~two ~~Company’s~~secured ~~common~~automobile ~~stock~~loans ~~at 60%~~ of ~~the lowest trade price in the 25~~ ~~trading days previous to the conversion~~$53,311 ~~additional~~a ~~discounts~~piece ~~may~~relating ~~apply~~to in the ~~case~~ ~~that~~purchase ~~conversion shares are not deliverable or if the shares are ineligible. As a result~~ of ~~the~~two ~~derivatives~~Chevrolet ~~calculation~~Trucks ~~(see Note 9) an additional discount~~executed ofbetween ~~$96,374~~Fleaux ~~was recorded. On September 12~~Solutions, ~~2016~~LLC ~~JMJ~~& ~~converted~~General ~~$8,820~~Motors ofFinancial ~~the~~on ~~JMJ Convertible~~March ~~Note into a total of 700~~29,~~000~~ ~~shares of Common Stock at a fair value of $0~~2017.~~01260 per share. On September 21, 2016 JMJ converted $9,000 of the JMJ~~ ~~Convertible~~Both ~~Note~~notes ~~into~~carry aan ~~total~~interest ofrate ~~750,000 shares~~ of ~~Common Stock at a fair value of $0~~7.~~01200 per share. On September 28~~75%, ~~2016~~payable ~~JMJ~~in ~~converted~~payments ~~$7,344~~ of ~~the~~$928 ~~JMJ Convertible~~for ~~Note into a total of 1,200,000 shares of Common Stock at a fair~~72 ~~value of $0~~months.~~006120~~ ~~per~~The ~~share.~~outstanding Onbalance ~~October~~on 5,each ~~2016~~note ~~JMJ~~was ~~converted~~ $740,~~800~~888 ofand ~~the March 2016 JMJ Convertible Note into a total of 1,300,000 shares of Common Stock at a fair value of~~ $~~0.006000 per share. On October 18~~47,918 ~~2016~~as ~~JMJ converted $9,000~~ of ~~the March 2016 JMJ Convertible Note into a total of 1,500,000 shares of~~ ~~Common~~December ~~Stock at a fair value of $0.006000 per share. On October 25~~31, ~~2016~~2018 ~~JMJ~~and ~~converted~~December ~~$10~~31,~~152~~ ~~of the March 2016 JMJ Convertible Note into a total of 1~~2017,~~800,000~~ ~~shares of Common Stock at a fair value of $0~~respectively.~~005640~~ ~~per share. See Note 9.~~

~~Amortization~~The ofCompany assumed the debt ~~discount~~of ~~totaled~~a secured automobile loan in the amount of $~~142~~53,~~116~~075 ~~for~~between ~~the twelve~~Fleaux ~~months~~Solutions, ~~ended~~LLC ~~December~~& 31TD Auto Finance executed on September 28, ~~2016~~2017. The ~~principal~~note ~~balance~~has ~~due,~~an ~~net~~interest rate of ~~the~~5.89%, payable ~~amortized~~in ~~discount~~payments ~~under~~of ~~the~~$1,021 ~~JMJ~~for ~~Note~~60 months. The outstanding balance on this note was $42,158 and $050,864 atas of December 31, ~~2017~~2018 and ~~2016.~~December 31, 2017, respectively.

~~April~~The ~~2016~~Company ~~Note~~assumed the debt of a secured JET trailer loan in the amount of $43,618 between Fleaux Solutions, LLC & Western Equipment Finance executed on May 4, 2017. The note has an interest rate of 7.75%, payable in payments of $1,105 for 36 months, with $3,838 payable in advance. The outstanding balance on this note was $18,785 and $32,045 as of December 31, 2018 and December 31, 2017, respectively.

~~Effective~~The ~~April~~Company ~~22,~~assumed ~~2016~~ the ~~Company~~debt ~~entered~~of ~~into~~ a ~~Convertible Promissory~~secured ~~Note~~excavator ~~(“Auctus Note”) with Auctus Fund, LLC pursuant to which the~~equipment ~~Company~~loan ~~issued Auctus Fund, LLC a convertible note~~ in the amount of $7566,~~000.~~788 ~~The maturity~~between ~~date~~Fleaux ~~is January 22~~Solutions, ~~2017.~~LLC On& ~~April 22, 2016 the Company received~~Takeuchi ~~consideration~~Financial ofServices ~~$75,000.~~executed Inon ~~addition,~~August ~~the Company recognized a discount of $6~~23,~~750~~ ~~on fees paid upon entering into this agreement~~2017. The ~~Auctus~~note ~~Note~~has ~~carries~~ an interest rate of 10 0.00%, ~~which~~payable ~~shall~~in bepayments ~~applied~~of on$1,113 ~~the~~for ~~issuance~~60 ~~date to the original principal amount~~months. ~~Interest~~The ~~paid~~outstanding ~~under~~balance ~~the~~on this ~~Auctus~~note ~~Note~~was ~~totaled~~$50,091 and $1763,~~672 for~~449 ~~the~~as ~~twelve~~of ~~months~~December ~~ended~~31, 2018 and December 31, ~~2016~~2017, respectively.

~~The~~Obligations ~~Auctus~~under ~~Note~~Capital ~~provides~~Leases ~~Auctus Fund, LLC the right at any time, to convert the outstanding balance~~ (~~including accrued and unpaid interest~~Predecessor) into shares of the Company’s common stock at 60% of the lowest trade price in the 25 trading days previous to the conversion, additional discounts may apply in the case that conversion shares are not deliverable or if the shares are ineligible. As a result of the derivatives calculation (see Note 9) an additional discount of $62,625 was recorded. Amortization of the debt discount totaled $75,000 for the twelve months ended December 31, 2016. The principal balance due, net of the amortized discount under the Auctus Note was $0 at December 31, 2017 and 2016.

~~May~~In October of 2016, ~~Note~~the Predecessor entered into a lease agreement for the purchase of a 1997 Ford Van, used in the day to day operation of Fleaux Solutions, LLC. The lease is for 48 months and requires monthly payments of $1,063, plus sales tax. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $60,415. As of December 31 (Successor) and December 31, 2017 (Predecessor), the outstanding balance under this capital lease was $43,610 and $49,408, respectively.

~~Effective~~In ~~April~~October ~~18,~~of 2016, the ~~Company~~Predecessor entered into a ~~Convertible~~lease ~~Promissory~~agreement ~~Note~~for ~~(“Adar~~the ~~Note”)~~purchase ~~with~~of ~~Adar~~a ~~Bays,~~1998 ~~LLC~~Ford ~~pursuant to which the Company issued Adar Bays~~Van, ~~LLC~~used ~~a convertible note~~ in the ~~amount~~day ofto ~~$52,500~~day ~~with an~~operation ~~original issue discount in the amount~~ of $2Fleaux Solutions,~~500~~ LLC. The ~~maturity~~lease ~~date~~ is ~~April~~for ~~18, 2017.~~48 Onmonths ~~May~~and ~~12,~~requires ~~2016~~monthly payments ~~the Company received consideration~~ of $502,~~000~~118, ~~for~~plus ~~which~~sales ~~an original~~tax. ~~issue~~The ~~discount~~lease ofis ~~$2,500~~secured ~~was~~by ~~recorded. In addition,~~ the ~~Company~~underlying ~~recognized~~leased aasset. ~~discount~~This ofarrangement ~~$6,250~~was onaccounted ~~fees~~for ~~paid~~as ~~upon~~a ~~entering~~capital ~~into~~lease ~~this agreement.~~and ~~The~~capitalized ~~Adar~~the ~~Note~~asset ~~carries~~at an$122,188. ~~interest~~As ~~rate~~ of 8%December ~~which~~31 ~~shall~~(Successor) beand ~~applied on the~~December ~~issuance~~31, ~~date~~2017 to(Predecessor), the ~~original~~outstanding ~~principal~~balance ~~amount. Interest paid~~ under ~~the~~this ~~Adar Note~~capital ~~totaled~~lease was $2786,~~207~~617 ~~for~~and ~~the twelve months ended December 31~~$105,623, ~~2016~~respectively.

~~The~~In ~~Adar~~February ~~Note~~of ~~provides Adar Bays~~2017, ~~LLC~~ the ~~right~~Predecessor atentered ~~any~~into ~~time,~~a tolease ~~convert~~agreement for the ~~outstanding~~purchase ~~balance~~of ~~(including~~a ~~accrued~~2001 ~~and~~Sterling ~~unpaid~~Tractor ~~interest)~~Truck, ~~into shares~~used ofin the ~~Company’s~~day ~~common~~to day ~~stock~~operation atof ~~60%~~Fleaux ofSolutions, ~~the~~LLC. ~~lowest~~The ~~trade~~lease ~~price~~is infor ~~the~~36 ~~20 trading~~months ~~days~~and ~~previous~~requires monthly topayments ~~the~~of ~~conversion~~$888, ~~additional~~plus ~~discounts~~sales ~~may~~tax. ~~apply~~The inlease ~~the case~~is ~~that~~secured ~~conversion~~by ~~shares are not deliverable or if~~ the ~~shares~~underlying leased ~~are ineligible~~asset. As aThis ~~result~~arrangement ofwas ~~the~~accounted ~~derivatives~~for ~~calculation~~as ~~(see~~a ~~Note~~capital 9)lease anand capitalized ~~additional~~the ~~discount of~~asset at $3931,~~550 was recorded~~236. ~~Amortization~~As of ~~the~~December ~~debt~~31 ~~discount~~(Successor) ~~totaled~~and ~~$52,500 for the twelve months ended~~ December 31, 2017 ~~2016. The principal balance due~~(Predecessor), ~~net of~~ the ~~amortized~~ ~~discount~~outstanding balance under ~~the~~this ~~Adar~~capital ~~Note~~lease was $~~0 at December 31~~20, ~~2017~~ 912 and ~~2016~~$26,262, respectively.

In February of 2017, the Predecessor entered into a lease agreement for the purchase of a 2014 Chevy Truck, used in the day to day operation of Fleaux Solutions, LLC. The lease is for 24 months and requires monthly payments of $986, plus sales tax. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $25,175. As of December 31 (Successor) and December 31, 2017 (Predecessor), the outstanding balance under this capital lease was $11,938 and $20,016, respectively.

In March of 2017, the Predecessor entered into a lease agreement for the purchase of a 1997 Ford E350, used in the day to day operation of Fleaux Solutions, LLC. The lease is for 12 months and requires monthly payments of $17,770, plus sales tax. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $215,136. As of December 31 (Successor) and December 31, 2017 (Predecessor), the outstanding balance under this capital lease was $35,364 and $187,538, respectively.

In March of 2017, the Predecessor entered into a lease agreement for the purchase of a Dozer, Excavator, Tractor, and Backhoe, used in the day to day operation of Fleaux Solutions, LLC. The lease is for 36 months and requires monthly payments of $2,645, plus sales tax. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $102,503. The equipment purchased under this capital lease was acquired from Osprey Oil & Gas, a related party Company with common ownership between the owners of Fleaux Solutions, LLC. As of December 31, 2018 (Successor) and December 31, 2017 (Predecessor), the outstanding balance under this capital lease was $62,442 and $89,547, respectively.

The current maturities and five year debt schedule for the notes is as follows and includes all lines of credit payable, notes payable, capital leases, convertible notes payable, short-term non-secured debt and amounts due to officer and related parties:

2019	$	1,343,084
2020		204,675
2021		44,028
2022		38,554
2023 and thereafter		7,308
Total current notes payable	$	1,637,649

NOTE 8 – CONVERTIBLE LOANS

Prior to the Acquisition date of January 29, 2018, Galenfeha had the below unsecured convertible notes:

June 2017 Note

Effective June 8, 2017 the Company entered into a Convertible Promissory Note (“Power Up Note One”) with Power Up Lending Group, Ltd. pursuant to which the Company issued Power Up Lending Group, Ltd. a convertible note in the amount of $43,000. The maturity date is March 20, 2018.

On June 8, 2017 the Company received consideration of $40,000. In addition, the Company paid legal fees of $3,000 associated with the entering into this agreement and thus recognized a liability of $43,000 associated with the Power Up Note One. The Company recognized a discount of $3,000 on fees paid upon entering into this agreement. There were no additional borrowings under the Power Up Note One during the twelve months ended December 31, 2017. The Power Up Note carries an interest rate of 12% per annum from the Issue Date until the principal amount becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. Any amount of principal or interest on the Power Up Note which is not paid when due shall bear interest at the rate of 22% per annum from the due date thereof until the same is paid. Interest shall commence accruing on the date that the Note is fully paid and shall be computed on the basis of a 365-day year and the actual number of days elapsed. Since no payments were made on this note on or before 180 days from the effective date of the note, accrued interest due was recorded in the amount of $4,029 on December 10, 2017. Interest paid under the Power Up Note One ~~totaled~~ totaled $0 at December 31, 2017. The note was declared in default on November 20, 2017 with a default penalty of $21,500 added onto the principal. The default penalty ~~has~~ ~~been~~was accounted for as interest expense as of December 31, 2017.

The Power Up Note provides Power Up Lending Group, Ltd. the right, to convert the outstanding balance (including accrued and unpaid interest) into shares of the Company’s common stock at 60% of the lowest trade price in the 15 trading days previous to the conversion, additional discounts may apply in the case that conversion shares are not deliverable or if the shares are ineligible. Power Up Lending Group, Ltd. shall have the right to convert at any time during the period beginning on the date which is one hundred eighty days following the date of this Note and ending on the later of: (i) the Maturity Date and (ii) the date of payment of the Default Amount, each in respect of the remaining outstanding principal amount of this Note. As a result of the derivatives calculation (see Note 9) an additional discount of $53,471 was recorded. On December 13, 2017, Power Up Lending converted $8,000 of the Power Up Note One into a total of 740,741 shares of Common Stock at a fair value of $0.0108 per share. On December 20, 2017, Power Up Lending converted $13,000 of the Power Lending Note One into a total of 2,166,667 shares of Common Stock at a fair value of $0.006 per share. On January 16, 2018, Power Up Lending converted $15,000 of the Power Up Note One into a total of 2,500,000 shares of Common Stock at a fair value of $0.006 per share. On January 29, 2018, Power Up Lending converted $15,000 of the Power Lending Note One into a total of 1,923,077 shares of Common Stock at a fair value of $0.0078 per share. On January 31, 2018, Power Up Lending converted $12,240 of the Power Up Note One into a total of 1,569,231 shares of Common Stock at a fair value of $0.0078 per share. On February 5, 2018, Power Up Lending converted $2,580 of the Power Lending Note One into a total of 492,308 shares of Common Stock at a fair value of $0.0078 per share.

Amortization of the debt discount totaled $17,149 for the twelve months ended December 31, 2017. The principal balance due under the Power Up Lending Note One was $43,500 at December 31, 2017.

July 2017 Note

Effective July 5, 2017 the Company entered into a Convertible Promissory Note (“Power Up Note Two”) with Power Up Lending Group, Ltd. pursuant to which the Company issued Power Up Lending Group, Ltd. a convertible note in the amount of $33,000. The maturity date is March 20, 2018.

On July 5, 2017 the Company received consideration of $30,000. In addition, the Company paid legal fees of $3,000 associated with the entering into this agreement and thus recognized a liability of $33,000 associated with the Power Up Note Two. The Company recognized a discount of $3,000 on fees paid upon entering into this agreement. There were no additional borrowings under the Power Up Note Two during the twelve months ended December 31, 2017. The Power Up Note Two carries an interest rate of 12% per annum from the Issue Date until the principal amount becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. Any amount of principal or interest on the Power Up Note which is not paid when due shall bear interest at the rate of 22% per annum from the due date thereof until the same is paid. Interest shall commence accruing on the date that the Note is fully paid and shall be computed on the basis of a 365-day year and the actual number of days elapsed. The Company recognized accrued interest due under the Power Up Note Two totaling $2,800.

The Power Up Note Two provides Power Up Lending Group, Ltd. the right, to convert the outstanding balance (including accrued and unpaid interest) into shares of the Company’s common stock at 60% of the lowest trade price in the 15 trading days previous to the conversion, additional discounts may apply in the case that conversion shares are not deliverable or if the shares are ineligible. Power Up Lending Group, Ltd. shall have the right to convert at any time during the period beginning on the date which is one hundred eighty days following the date of this Note and ending on the later of: (i) the Maturity Date and (ii) the date of payment of the Default Amount, each in respect of the remaining outstanding principal amount of this Note. ~~Due~~As toa result of the derivatives calculation (see ~~one~~Note ~~hundred~~8) ~~eighty~~an ~~day~~additional ~~restriction;~~discount ~~the~~of ~~Company~~$27,200 ~~didn’t~~was ~~record~~recorded. ~~debt~~On ~~discounts~~February or5, 2018, ~~derivative~~Power ~~liabilities~~Up ~~associated~~Lending ~~with~~converted $11,160 of the Power UpLending Note ~~Two~~One into a total of 1,430,769 shares of Common Stock at a fair value of $0.0078 ~~The~~per ~~Company~~share. On ~~evaluated~~February 8, 2018, the ~~note~~Company ~~for~~paid ~~beneficial~~Power ~~conversion~~Up ~~feature~~Lending ~~noting~~$40,000 ~~none~~which extinguished any remaining balance due under the July 2017 note.

~~Amortization of the interest expense and costs associated with this note totaled $4,024 for the twelve months ended December 31, 2017.~~ The principal balance due under the Power Up Note Two was $33,000 at December 31, 2017.

~~NOTE~~July 82018 –Note ~~CONVERTIBLE LOANS – RELATED PARTY~~

~~The~~On ~~Company~~July ~~issued~~10, a2018, ~~convertible~~the ~~promissory~~company ~~note~~wrote to a ~~related~~convertible promissory ~~party~~note ~~in 2014~~ for $~~250~~133,000, ~~(see~~of ~~Note~~which ~~13).~~the ~~The~~company ~~Company~~received ~~accounts~~proceeds ~~for~~of ~~convertible notes~~$130,000. ~~payable~~The ~~in accordance with the guidelines established by the Financial~~note ~~Accounting~~is ~~Standards~~due ~~Board’s~~on ~~(“FASB”)~~July ~~Accounting Standards Codification (“ASC”) Topic 470-20~~10, ~~Debt~~2019 with ~~Conversion~~an ~~and~~interest ~~Other~~rate ~~Options. The Beneficial Conversion Feature ("BCF")~~ of a12% ~~convertible~~per ~~note~~annum, isand ~~normally~~with ~~characterized as the~~a ~~convertible~~conversion ~~portion~~option orinto ~~feature~~common ofstock ~~certain~~after ~~notes~~180 ~~payable~~days ~~that~~following ~~provide~~the adate ~~rate~~ of funding. The conversion ~~that~~discount is ~~below~~35% ~~market~~determined ~~value~~on ~~or in-~~the~~-money~~ ~~when~~basis ~~issued.~~of ~~The~~the ~~Company~~lowest ~~records~~closing abid ~~BCF~~price ~~related~~for to the ~~issuance~~common ofstock aduring ~~convertible~~the ~~note~~prior ~~when~~ten ~~issued~~trading ~~and~~day ~~also~~period. ~~records~~The ~~the~~original ~~estimated~~issuance ~~fair~~discount ~~value~~ of ~~any~~$3,000 ~~warrants~~was ~~issued~~recorded ~~with~~as ~~those~~a ~~convertible notes.~~debt ~~Beneficial~~discount ~~conversion~~and ~~features~~is being ~~that~~amortized ~~are~~over ~~contingent upon~~ the ~~occurrence~~life of a ~~future event are recorded when~~ the ~~contingency is resolved~~note.

~~The~~August ~~BCF~~2018 ofNote a convertible note is measured by allocating a portion of the note's proceeds to the warrants, if applicable, and as a discount on the carrying amount of the convertible note equal to the intrinsic value of the conversion feature, both of which are credited to additional paid-in-capital. The value of the proceeds received from a convertible note is then allocated between the conversion features and warrants and the debt on an allocated fair value basis. The allocated fair value is recorded in the financial statements as a debt discount (premium) from the face amount of the note and such discount is amortized over the expected term of the convertible note (or to the conversion date of the note, if sooner) and is charged to interest expense.

~~The~~On ~~note~~August is22, ~~convertible~~2018, ~~into~~the ~~common~~company ~~stock~~wrote ofa ~~the~~convertible ~~Company at~~promissory ~~$0.50~~note ~~per~~for ~~share.~~$53,000, ~~The intrinsic value~~ of which the ~~beneficial~~company ~~conversion~~received ~~feature~~proceeds ~~was determined~~of ~~to be~~ $~~125~~50,000. atThe ~~the~~note ~~commitment~~is due ~~date~~on ~~and~~August ~~the~~22, ~~discount~~2019 iswith ~~being amortized~~an ~~over~~interest ~~the~~rate ~~one year life~~ of ~~the~~12% ~~promissory~~per ~~note.~~annum, Asand ofwith ~~December 31,~~a ~~2016,~~conversion ~~$125,000~~option ofinto ~~the~~common ~~discount~~stock ~~has~~after ~~been~~180 ~~amortized~~days asfollowing ~~interest~~the ~~expense.~~date ~~Interest~~of ~~amortized~~funding. ~~for~~The ~~the~~conversion ~~years~~discount ~~ended~~is ~~December~~35% ~~31,~~determined ~~2017~~on ~~and~~the ~~2016~~basis ~~was~~of $0the ~~and $0,~~lowest ~~respectively.~~closing ~~The~~bid ~~Company~~price ~~repaid~~for ~~$125,000~~the ~~under~~common ~~this~~stock ~~note~~ during the ~~year~~prior ~~ended~~ten trading day period. ~~December~~The ~~31,~~original ~~2015,~~issuance ~~and~~discount of $~~125~~3,000 ~~during~~was ~~the~~recorded ~~year~~as ~~ended~~a ~~December~~debt ~~31,~~discount ~~2016.~~and ~~The~~is ~~outstanding~~being ~~balance~~amortized ~~was~~over $0the aslife of ~~December~~the ~~31, 2017 and 2016~~note.

~~This~~The ~~conversion~~July ~~option~~and ~~was~~August ~~accounted~~2018 ~~for~~notes aswere aconsidered for derivative liability ~~during~~treatment. ~~the~~The ~~year~~Company ~~ended~~concluded ~~December~~that ~~31,~~no ~~2016~~derivates ~~resulting~~existed inas ~~a reclassification~~ of the issuance ~~fair~~date ~~value~~or ofDecember ~~the derivative liability of $6~~31,~~175~~ ~~from equity (see Note 9)~~2018.

~~Interest~~Amortization ~~expense~~of ~~accrued~~the oncosts ~~the~~associated ~~convertible~~with ~~promissory~~these ~~note~~notes ~~was~~totaled $02,507 ~~and $0~~ for the ~~years~~year ended December 31, ~~2017 and 2016, respectively~~2018. The note matured on November 7, 2015 and is currently paid in full. The note was unsecured, bearing interest at 7% per annum and was convertible into common stock at $0.50 per share. The note was paid in full on November 16, 2016 and the holder agreed to forego any accrued interest due under the terms of the note.

NOTE 9 – DERIVATIVE LIABILITY

During the year ended December 31, ~~2017 and 2016~~2018, the Company ~~identified~~ identified conversion features embedded within its convertible debt. The Company ~~has~~ has determined that the conversion feature of the Notes represents an embedded derivative since the Notes are convertible into a variable number of shares upon conversion. Accordingly, the embedded conversion feature must be bifurcated from the debt host and accounted for as a derivative liability. Therefore, the fair value of the derivative instruments have been recorded as liabilities on the balance sheet with the corresponding amount recorded as discounts to the Notes. Such discounts will be accreted from the issuance date to the maturity date of the Notes. The change in the fair value of the derivative liabilities will be recorded in other income or expenses in the statement of operations at the end of each period, with the offset to the derivative liabilities on the balance sheet. The fair values of the embedded derivative liabilities were determined using the Black-Scholes valuation model on the issuance dates with the assumptions in the table below.

The change in fair value of the Company’s derivative liabilities for the years ended December 31, ~~2017~~2018 and ~~2016~~2017 is as follows:

December 31, 2015 fair value	$	-
January 29, 2018	$	158,542
Additions recognized as derivative loss at inception		437,086
Derivative liability extinguished on conversion		(55,938	)
Additions recognized as note discount at inception		286,366
Fair value mark – to market adjustment		(102,604	)
Derivative liability extinguished on conversion		(163,487	)
December 31, 2018 fair value	$	-
Reclass from equity to derivative liability		6,175
Fair value mark – to market adjustment		(566,140	)
December 31, 2016 fair value	$	-
Additions recognized as derivative loss at inception		7,436
Additions recognized as note discount at inception		57,471
Derivative liability extinguished on conversion		(45,585	)
Fair value mark – to market adjustment		10,916
December 31, 2017 fair value	$	30,238

The gain ~~(loss)~~ on the change in fair value of derivative ~~liabilities~~ liabilities for the ~~year~~period ~~ended~~from ~~December~~January 3129, ~~2017~~2018 ~~and~~through ~~2016~~December 31, 2018 totaled $~~(18~~102,~~352) and $129,054, respectively~~604.

The fair value at the issuance and re-measurement dates for the convertible debt treated as derivative liabilities are based upon the following estimates and assumptions made by management for the year ended December 31, ~~2017~~2018 ~~and 2016~~(Successor):

Exercise prices		See ~~Notes~~Note ~~7 and~~ 8
Expected dividends		0%
Expected volatility		87%-400%
Expected term		See ~~Notes~~Note ~~7 and~~ 8
Discount rate		.29%-1.39%

NOTE 10 - SHAREHOLDERS’ EQUITY

PREFERRED STOCK

The authorized stock of the Company consists of 20,000,000 preferred A shares and 30,000,000 preferred B shares with a par value of $0.001.

During 2016, four officers and directors of the Company exchanged 27,347,563 common shares for 27,347,563 Series B preferred shares. During the first quarter of 2017, one officer and one director exchanged 7,568,537 common shares for 7,568,537 Series A preferred shares. During the second quarter of 2017, one officer converted 818,537 of preferred stock Series A back to same number of common stock. During the third quarter of 2017, one related party exchanged 550,000 common shares for 550,000 shares of preferred stock Series A.

As of December 31, 2017, 7,300,000 shares of the Company’s preferred stock Series A were issued and outstanding. As of December 31, 2016, zero shares of the Company’s preferred stock Series A were issued and outstanding.

As of December 31, 2017 and 2016, 27,347,563 shares of the Company’s preferred stock Series B were issued and outstanding.

On December 20, 2016, shareholders of the company approved an amendment to the Bylaws for the creation of preferred stock. The preferred class of stock will consist of two (2) series, Series A, and Series B. All affiliates of the company who purchased stock during the formation of the company and who purchased stock for financing activities at prices below market will move their common shares into the Series B preferred stock, effective immediately. The Series B votes 1:1; is subject to all splits the same as common; converts back to common 1:1; and cannot be converted back to common for resale in the open market until a 30 day VWAP (volume weighted average price) of $.45 cents has been met in the Company’s public trading market. All future sales of company securities by affiliates will adhere to rules and regulations of the Commission.

Affiliates who purchased stock at offering prices that were current at the time of purchase, and affiliates who make open market purchases and are directly responsible for a merger/acquisition that brings retained earnings to the company, can convert these common shares 1:1 into Series A preferred stock. Series A votes 1:1; converts back to common 1:1; is not subject to splits in order to facilitate mergers, acquisitions, or meeting the requirements of a listed exchange; and cannot be converted back to common for resale in the open market until a 30 day VWAP of $3.50 per share has been met in the Company’s public trading market. All future sales of company securities by affiliates will adhere to rules and regulations of the Commission.

As of December 31, 2018, 7,300,000 shares of the Company’s preferred stock Series A were issued and outstanding. As of December 31, 2018, 27,347,563 shares of the Company’s preferred stock Series B were issued and outstanding.

COMMON STOCK

The authorized stock of the Company consists of 150,000,000 common shares with a par value of $0.001. As of December 31, 2018, 72,300,000 shares of the Company’s common stock were issued and outstanding.

AsOn ofJanuary ~~December~~29, 312018, ~~2017~~the ~~and~~Company ~~2016,~~entered ~~64,407,408~~into ~~and~~a ~~69,318,537~~Definitive ~~shares~~Agreement ofto ~~the~~acquire Fleaux Solutions, LLC, a Company’s with common ~~stock~~director ~~were~~and shareholders ~~issued~~for ~~and~~a ~~outstanding~~cash purchase of $1.00.

InPrior ~~July 2016, the Company entered into an agreement for the issuance of 1,000,000 common shares for consulting services. The shares are~~ to ~~be transferred in four quarterly installments of two hundred fifty thousand shares on or before~~ the ~~fifth~~Acquisition ~~day~~date of ~~the following months: August 2016, October 2016,~~ January ~~2017~~29, ~~and April 2017. On August 5~~2018, ~~2016,~~Galenfeha had issued the ~~Company~~below ~~issued 250,000~~ shares ~~under~~during ~~this award. On October 5, 2016,~~ the ~~Company~~period ~~issued~~January ~~another 250~~1,~~000~~ ~~shares~~2018 ~~under this award. Since inception~~ through ~~December 31, 2016,~~January ~~$17~~29,~~530~~ ~~was expensed under this award~~2018.

On ~~September~~January 116, ~~2016~~2018, ~~Vista~~Power Up Lending converted $915,~~954~~000 of the ~~February~~ ~~2016~~June ~~Vista~~2017 ~~Convertible~~Power Up Lending Note One into a total of ~~790~~2,500,000 shares of Common Stock at a fair value of $0.~~01260~~006 per share. ~~See Note 7.~~

On ~~September~~January 1229, ~~2016~~2018, ~~JMJ~~Power Up Lending converted $815,~~820~~000 of the June ~~March~~2017 ~~2016 JMJ~~Power ~~Convertible~~Up Lending Note One into a total of ~~700~~1,~~000~~923,077 shares of Common Stock at a fair value of $0.~~01260~~0078 per share. ~~See Note 7.~~

OnThe ~~September~~Company ~~21,~~(Successor) ~~2016,~~issued ~~JMJ~~the ~~converted~~below ~~$9,000~~shares ofduring the ~~March 2016~~ ~~JMJ~~period ~~Convertible~~from ~~Note~~January ~~into~~29, a2018 ~~total~~through ofSeptember ~~750~~30,~~000~~ ~~shares of Common Stock at a fair value of $0~~2018.~~01200~~ ~~per share. See Note 7.~~

On ~~September~~January 2831, ~~2016~~2018, ~~JMJ~~Power Up Lending converted $712,~~344~~240 of the ~~March~~ ~~2016JMJ~~June ~~Convertible~~2017 Power Up Lending Note One into a total of 1,~~200~~569,~~000~~231 shares of Common Stock at a fair value of $0.~~006120~~0078 per share. ~~See Note 7.~~

On ~~September~~February 285, ~~2016~~2018, ~~Vista~~Power Up Lending converted $102,~~200~~580 of the ~~February~~ ~~2016~~June ~~Vista~~2017 ~~Convertible~~Power Up Lending Note One into a total of 2492,~~000,000~~308 shares of Common Stock at a fair value of $0.~~0051~~0078 per share. ~~See Note 7.~~

On ~~October~~February 5, ~~2016~~2018, ~~JMJ~~Power Up Lending converted $711,~~800~~160 of the July ~~March~~2017 ~~2016~~Power ~~JMJ Convertible~~Up Lending Note One into a total of 1,~~300~~430,~~000~~769 shares of Common Stock at a fair value of $0.~~006000~~0078 per share~~. See Note 7.~~

On ~~October~~February 1815, ~~2016~~2018, ~~JMJ~~the ~~converted~~Company $9bought back 22,~~000~~793 shares of common ~~the~~stock ~~March~~through ~~2016~~a ~~JMJ Convertible~~brokerage ~~Note~~account ~~into~~for a total ofprice ~~1,500,000 shares~~ of ~~Common~~$913. ~~Stock~~These ~~at a fair~~shares ~~value~~have ofbeen ~~$0.006000~~cancelled ~~per~~and ~~share.~~are ~~See~~available ~~Note~~to 7be issued.

On ~~October~~January 2529, ~~2016~~2018, ~~JMJ~~a ~~converted~~Director ~~$10,152~~ of the ~~March~~company ~~2016~~sold 3,000,000 ~~JMJ~~shares ~~Convertible~~of ~~Note~~preferred ~~into~~stock aSeries ~~total~~B ofto ~~1,800,000~~two ~~shares~~affiliates of ~~Common~~Fleaux ~~Stock~~Solutions, atLLC and ato ~~fair value~~an affiliate of ~~$0.005640~~Fleaux ~~per~~Services, ~~share~~LLC. ~~See~~These ~~Note~~shares 7will be moved into preferred stock Series A.

On January 18, 2017 the company extinguished the remainder of the Consulting Agreement with Asher Oil & Gas Exploration in Natchez, Mississippi; and Lane Murray, of Jackson, Mississippi. The Company issued a one-time payment to the consultants of $40,000, which included the cancellation of any additional stock issuance, and the return of the 500,000 shares of Galenfeha common stock previously issued in Quarters 3 and 4 of 2016. The terms of this agreement previously included a $50,000 non-refundable retainer, as well as 1,000,000 shares of Galenfeha, Inc. (GLFH) common stock, to be issued in four quarterly installments. As of December 31, 2016, the consultants had received the retainer and a total of 500,000 shares of Galenfeha, Inc. common stock, per the agreement. The 500,000 shares of Galenfeha, Inc. common stock have been returned and cancelled; and no further stock will be issued pursuant to this agreement. Due to the forfeiture of the unvested shares, total $12,750 expense was reversed during the three months ended March 31, 2017. The consultants will keep their initial $50,000 non-refundable retainer.

On January 20, 2017 an offer was extended to Mr. Ron Barranco for the position of Chief Technology Officer. Mr. Barranco accepted this position on January 20, 2017. Mr. Barranco converted 2,000,000 shares of common stock to preferred stock Series A on January 20, 2017 and 818,537 shares of common stock to preferred stock Series A on February 21, 2017. On April 18, 2017 the Company received notice that Mr. Barranco was declining our employment offer and resigning as Chief Technology Officer. Management agreed to Mr. Barranco’s resignation terms on May 1, 2017 and pursuant to such Mr. Barranco returned 818,537 shares of preferred stock Series A back to common stock.

On July 20, 2017; the Company bought back 18,537 shares of common stock through a brokerage account for a total price of $677 and cancelled the 18,537 shares of common in August 2017.

On December 13, 2017, Power Up Lending converted $8,000 of the June 2017 Power Up Lending Note One into a total of 740,741 shares of Common Stock at a fair value of $0.0108 per share. See Note 7.

On December 20, 2017, Power Up Lending converted $13,000 of the June 2017 Power Up Lending Note One into a total of 2,166,667 shares of Common Stock at a fair value of $0.006 per share. See Note 7.

NOTE 11 - COMMITMENTS AND CONTINGENCIES

The Company ~~entered~~assumed ~~into~~ two lease agreements ~~for~~with ~~office~~respect ~~and~~to the ~~research/warehouse~~acquisition ~~facilities~~of inFleaux ~~Louisiana. The office lease is $10~~Solutions,~~200~~ ~~per~~LLC ~~year~~ for 24office/warehouse ~~months~~facilities ~~beginning~~and ~~May~~yard storage ~~1, 2014. Beginning~~ in ~~May of 2016 this lease became month to month and is $850 per month~~Louisiana. The ~~research~~office/warehouse ~~facility~~ lease is ~~$2,600~~ ~~per month~~ for 2436 months beginning August ~~on November~~ 1, ~~2014~~2017. ~~Both~~The ~~leases~~rent ~~in Louisiana~~due ~~were~~under ~~terminated~~the inoffice/warehouse ~~November~~facility oflease ~~2016.~~is as follows:

Additionally, the Company leases space in Fort Worth, Texas for corporate facilities for $99 monthly or $1,188 per year. The terms of this lease are also month to month.

August 2017 – January 2018 (Months One Through Six)	$5,000 per month
February 2018 – July 2018 (Months Seven Through Twelve)	$6,000 per month
August 2018 – January 2019 (Months Thirteen Through Eighteen)	$7,000 per month
February 2019 – July 2020 (Months Nineteen Through Thirty-Six)	$8,000 per month

Future minimum lease payments are as follows:

Year Ended		Amount
2019	$	95,000
2020		56,000
2021		-
2022		-
2023		-
	$	151,000

The yard storage lease is $1,000 per month or $12,000 per year beginning on March 1, 2017. The terms of the yard storage lease are month to month. The Predecessor subleased a portion of the office space to Fleaux Services of Louisiana, LLC, a related party. The Predecessor recognized rental income of $4,000, $2,000 and $14,000 during the period from January 1, 2018 through January 28, 2019 and the year ended December 31, 2017. The income was recognized as a component of selling, general and administrative expenses. The Predecessor received cash payment of $20,000 from Fleaux Services in January 2018.

Additionally, the Company leases space in Fort Worth, Texas for corporate facilities for $109 monthly or $1,308 per year, and additional office space for $950 per month. The terms of both leases are month to month.

From time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations.

On September 15, 2016, the Company entered into a Cooperative Endeavor and Joint Marketing Agreement with T&L Consolidated, LLC whereby T&L Consolidated, LLC was engaged to locate and identify interested parties to the Company and assist with brokering the sale of the timer and Daylight Pump division to such third parties. Upon a sale of Daylight Pumps to a customer identified by T&L, the parties agree to the following distribution of the sales proceeds. The first $650,000 shall be paid to the Galenfeha, thereafter the next $650,000 shall be paid to T&L, and anything in excess of $1,300,000 shall be split equally between the Company and T&L. On March 9, 2017, the Company finalized the sale of the Daylight Pump division to Fleaux Services, LLC without the facilitation of T&L Consolidated, LLC, and thus terminated the Cooperative Endeavor and Joint Marketing Agreement. As of December 31, 2017 and 2016 nothing has been paid to this third party.

Galenfeha entered into an Independent Sales Contract with Electromax Power Solutions, LLC (EPS) with an initial two year term beginning October 2016 and ending October 2018. This contract shall automatically renew on the two year anniversary for an additional one year term. EPS shall facilitate sales of Galenfeha products, affiliated products, and equipment to customers. Galenfeha shall pay EPS 20% of all new initial and sustained revenue derived by EPS’s efforts, involvement, sales, and any other activities brought forth by EPS to Galenfeha. Net sales revenue shall be measured as the product sales price less cost of goods sold according to generally accepted accounting principles. As of December 31, 2017 and 2016, the Company do not anticipate using the services of Electromax Power Solutions, LLC, and nothing has been paid to this third party in the twelve months ending December 31, 2017 and 2016.

NOTE 12 – RELATED PARTY TRANSACTIONS

On ~~May~~November 124, 2016, ~~the~~Mr. ~~Company~~James ~~entered~~Ketner, ~~into~~Galenfeha’s aChairman ~~Promissory Note~~and ~~Agreement~~CEO ~~with~~made ~~Diane~~a ~~Moore,~~cash acontribution ~~related~~to ~~party,~~the Company in the amount of $100,000 in exchange for a note that has a fixed repayment of $110,000. The note is unsecured, bears anno interest, ~~rate~~and ofcan 5%be ~~per~~repaid ~~annum~~by ~~until~~the Company when the ~~balance~~funds isbecome ~~paid~~available. inThe ~~full~~note can be renegotiated between Galenfeha and Mr. ~~Repayment~~ ofKetner if both parties agree to the ~~loan~~terms. isThere ~~due~~were no principal repayments on orthe ~~before~~note for the twelve months ending December 31, 2016., ~~The~~and ~~note~~the principal ~~was~~balance ~~paid in~~due ~~full~~under onthe ~~November~~note 16as of December 31, 2016 ~~leaving~~was a$110,000. ~~principal~~Principal repayments made under the note for the twelve months ending December 31, 2017 totaled $84,000, and ~~interest~~the principal balance due ofunder $0 the note as of December 31, ~~2016~~2017 (Predecessor) was $26,000. ~~and~~On January 29, 2018, Mr. Ketner advanced the ~~holder~~Company ~~agreed~~an toadditional ~~forego~~$20,000 ~~any~~under ~~accrued~~the ~~interest~~ terms of this note for a fixed repayment of $21,000, bringing the total balance due under the terms of this note to $47,000 as of January 29, 2018. Principal repayments made under the note for the period from January 29, 2018 through December 31, 2018 (Successor) totaled $47,000, and the principal balance due under the note as of December 31, 2018 (Successor) was $0.

On The ~~November~~Company ~~16,~~subleases ~~2016,~~a ~~the~~portion ~~Company~~of ~~entered~~its ~~into~~office anspace ~~agreement with~~to Fleaux Services, ~~LLC for the sale~~ of ~~the company’s battery and stored energy division~~Louisana, ~~which includes~~LLC, but is not limited to, all inventory, support equipment, and office operations located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 71106. Mr. Trey Moore is the President/CEO of Fleaux Services, and also is a ~~Director~~related ~~of Galenfeha, Inc~~party. The ~~sale~~Company isrecognized ~~for~~rental aincome ~~cash consideration~~ of $~~350~~4,000, ~~USD; plus a 3% royalty on all Galenfeha-style batteries sold over the course of the next two years from the date this purchase agreement was executed. The cash consideration was for~~ $~~175~~2,000 ~~in inventory~~ and $~~175~~14,000 for ~~business~~the ~~good-will~~period ~~and was provided directly by Fleaux Services in cash. The sale includes all future sales, future purchase orders resulting~~ from ~~previous~~ ~~negotiations,~~January ~~and all intellectual property related to Galenfeha~~29, ~~Inc. battery~~2018 ~~manufacturing~~through ~~and~~December ~~distribution. Fleaux Services~~31, ~~LLC will assume~~2018 ~~responsibility for expenses related to the Galenfeha~~(Successor), ~~Inc. battery division that includes previous expenses incurred for sales meetings that secured future purchase orders. All contractual agreements between~~ the ~~Galenfeha~~period ~~Inc.~~from ~~battery division~~January ~~and outside parties~~1, ~~including,~~2018 ~~but~~though ~~not~~January ~~limited to~~28, ~~consultants, suppliers,~~2018 ~~distributors,~~(Predecessor) and ~~sales~~for ~~representatives, become~~ the ~~responsibility~~year ~~of Fleaux~~ended ~~Services,~~December ~~LLC. This includes all suppliers’ outstanding invoices for materials not yet delivered and support equipment that will be relinquished to Fleaux Services~~31, ~~LLC~~2017 ~~upon the execution of this agreement. Galenfeha~~(Predecessor), ~~Inc~~respectively. ~~will retain~~As ~~payments on all current outstanding purchase orders invoiced before the date~~ of ~~this~~December ~~purchase~~31, ~~agreement.~~2018 A(Successor) ~~gain on the sale of the battery~~ and ~~stored energy division of $15,008 was recognized as a capital transaction during 2016. During the twelve months ending~~ December 31, 2017 (Predecessor), the Company ~~received~~was ~~royalty~~owed ~~payment~~$0 ofand $1014,000, ~~from Fleaux Services~~respectively, ~~LLC~~by ~~relating to the sale of Galenfeha-style batteries. The Company didn’t receive any royalty payments from~~ Fleaux Services~~, LLC relating to the sale of Galenfeha-style batteries during the twelve months ending December 31, 2016~~.

On During ~~November~~the 4,year ~~2016,~~ended ~~Mr.~~December ~~James Ketner~~31, ~~Galenfeha’s~~2017 ~~Chairman~~the ~~and CEO~~Predecessor ~~made~~received aadvances ~~cash~~from ~~contribution~~officers toof ~~the~~$69,692, ~~Company~~and inmade ~~the~~repayments ~~amount~~ of $~~100~~44,~~000~~157. ~~in exchange~~As ~~for~~of aDecember ~~note~~31, ~~that~~2017, ~~has~~the aCompany ~~fixed~~owed ~~repayment~~these ofofficers $~~110~~36,~~000~~867. The ~~note~~Predecessor ~~is unsecured,~~received ~~bears~~an ~~no interest~~additional $35,000 ~~and~~from ~~can~~one beofficer ~~repaid~~during by the ~~Company~~period ~~when~~from ~~the~~January ~~funds become~~1, ~~available.~~2018 ~~The~~thorough ~~note~~January ~~can~~28, be2018 ~~renegotiated~~(Predecessor). ~~between~~During ~~Galenfeha~~the ~~and~~period ~~Mr.~~from ~~Ketner if~~January ~~both~~29, ~~parties~~2018 ~~agree~~through toDecember 31, 2018, the ~~terms.~~Company ~~There~~received ~~were~~proceeds noof ~~principal~~$615,000 ~~repayments~~from onofficers ~~the~~and related ~~note~~parties ~~for~~of the ~~twelve~~Company, ~~months~~and ~~ending~~made ~~December~~payments ~~31,~~of ~~2016~~$414,500. ~~and~~The ~~the~~Company ~~principal~~incurred ~~balance due~~origination ~~under~~fees ~~the~~of ~~note~~$9,777 asrelated to one of ~~December~~these 31loans, ~~2016~~which was ~~$110,000.~~recorded ~~Principal~~as ~~repayments made~~debt ~~under~~discount ~~the~~and ~~note~~fully ~~for~~amortized during the ~~twelve~~period ~~months~~from ~~ending~~January ~~December 31~~29, ~~2017~~2018 ~~totaled~~to December ~~$84~~31,~~000,~~ ~~and~~2018 ~~the~~(Successor). ~~principal~~As ~~balance~~of ~~due~~December ~~under~~31, 2018, the ~~note~~Company asowed of$327,144 ~~December~~to ~~31,~~these ~~2017 was~~related ~~$26,000~~parties.

On ~~March~~January 929, ~~2017~~2018, the ~~Company~~CEO ~~entered~~in ~~into~~a anprivate ~~agreement~~transaction, ~~with Fleaux~~sold ~~Services~~1,000,000 ~~LLC~~shares ~~for the sale~~ of ~~the~~preferred ~~Company’s~~stock ~~Daylight~~Series ~~Pumps~~B ~~division, which~~to ~~includes,~~David ~~but in not limited to~~Leimbrook, ~~all~~the ~~inventory~~Chief ~~located~~Financial atOfficer ~~9204~~of ~~Linwood Avenue~~Fleaux Services, ~~Suite~~LLC ~~104~~ and ~~105,~~an ~~Shreveport,~~additional ~~LA 7116~~2,000,000 asshares ~~well~~of aspreferred ~~all~~stock ~~usage~~Series ~~rights~~B ~~for~~to ~~the~~Christopher ~~name~~Ryan ~~“Daylight~~Marlowe, ~~Pump.”~~the ~~The~~Chief ~~sale~~Operating isOfficer ~~for cash consideration~~ of ~~$25,000, and~~ Fleaux Services, LLC ~~will assume the responsibility of a promissory note held by Kevin L. Wilson in the amount of $350,000~~ and ~~all~~an ~~accrued~~affiliate ~~interest due since the date~~ of ~~issuance~~Fleaux ~~on August 23~~Solutions, ~~2016~~LLC. The ~~sale will~~private ~~include~~shares ~~all~~were ~~future~~sold ~~pump~~for ~~sales,~~cash ~~future~~consideration ~~purchase orders resulting from previous negotiations, and all intellectual property related to Daylight Pumps. A gain on the sale~~ of ~~the Daylight Pumps division of~~ $5230,~~291 was recognized as a capital transaction during 2017~~000.

On ~~August~~January 429, ~~2017~~2018, ~~Davis~~the ~~Leimbrook~~Company entered into a Definitive Agreement to acquire Fleaux Solutions, LLC, a Company with common director and shareholders for a cash purchase of $1.00. Fleaux Solutions at the ~~Chief~~time ~~Financial~~of ~~Officer~~acquisition was owned by Director Trey Moore, President/CEO of Fleaux Services, LLC, ~~had~~Christopher ~~550~~Ryan Marlowe,~~000~~ ~~shares~~Chief ofOperating ~~common~~Officer ~~stock~~of ~~originally~~Fleaux ~~purchased in~~Services, ~~the~~LLC, ~~open~~and ~~market~~Ray ~~transferred~~Moore ~~from~~Jr., ~~common~~brother ~~stock~~of toTrey ~~preferred~~Moore. ~~stock~~See ~~Series~~Note A. 4

~~Falcon~~ During ~~Resources,~~the ~~LLC~~period &from ~~MarionAv~~January 29, ~~LLC~~2018 ~~are~~through ~~two~~December ~~companies owned by Board Members~~31, ~~Trey~~2018 ~~Moore~~(Successor), ~~and~~the ~~Lucien~~Company ~~Marioneaux~~received $15,000 ~~Jr.~~in ~~These~~royalty ~~related party~~income ~~entities~~from ~~provide~~Fleaux ~~flight~~Services, ~~services~~LLC relating to ~~employees~~the ~~and~~sale ~~directors~~ of ~~the Company~~Galenfeha-style batteries. ~~The~~Mr. ~~total~~Trey ~~amount~~Moore ~~paid~~is ~~for~~the ~~flight~~President/CEO ~~services~~of Fleaux toServices ~~Falcon~~and ~~Resources~~Fleaux Solutions, ~~LLC was $0~~ and ~~$6,600~~also ~~for~~is ~~the~~a ~~years~~Director ~~ended~~of ~~December 31~~Galenfeha, ~~2017 and 2016, respectively~~Inc. The ~~total~~ ~~amount~~royalty ~~paid~~income ~~for~~is ~~flight~~included ~~services~~in tomiscelleanous ~~MarionAv,~~income ~~LLC~~in ~~was $0 and $5,050 for~~ the ~~years~~ ~~ended~~consolidated ~~December~~statements ~~31,~~of ~~2017 and 2016, respectively~~operations.

Galenfeha sells a portion of its finished goods to Fleaux Services, LLC, a company owned by Board Member, Trey Moore. During the year ended December 31, 2017 and December 31, 2016, sales to the related company totaled $0 and $94,005, respectively. As of December 31, 2017 and 2016, the Company had outstanding receivables from the related party company of $0 and $14,189, respectively. During the year ended December 31, 2016, the Company paid Fleaux Services, LLC $17,032 for inventory and shop supply purchases. .

Galenfeha purchases component parts used in the assembly of inventory items from River Cities Machine, LLC, a company owned by Board Member and former President and CEO, Lucien Marioneaux, Jr. During the year ended December 31, 2017 and 2016, purchases from the related company totaled $0 and $960, respectively.

In addition, during the twelve months ended December 31, 2017 and 2016, the Company generated revenue of $0 and $720, respectively, from Board Member and former President and CEO, Lucien Marioneaux, Jr.

Galenfeha agreed to pay Lucien Marioneaux, Jr., Board Member and former President & CEO, an auto allowance of $1,500 per month beginning May 2015, and the Company terminated this agreement effective October 1, 2016. For the twelve months ending December 31, 2017 and 2016, the Company paid a total of $0 and $13,500, respectively, to Mr. Marioneaux.

NOTE 13 – UNCERTAIN TAX POSITIONS

The ~~Company~~predecessor received a letter on May 17, 2016 from the Caddo-Shreveport Sales and Use Tax Commission informing them of a parish sales and use tax audit scheduled to begin on June 28, 2016. The audit period covered is January 1, 2013 through May 31, 2016. The audit is currently under way and no judgments or assessments have been issued. Management is of the opinion that this audit will not result in any material change in the Company’s financial results.

NOTE 14 – INCOME TAX

We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced cumulative operating losses since inception. When it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carry forward, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carry forward period.

The Company has not taken a tax position that, if challenged, would have a material effect on the financial statements for the period March 14, 2013 (date of inception) through December 31, ~~2017~~2018 applicable under FASB ASC 740. We did not recognize any adjustment to the liability for uncertain tax position and therefore did not record any adjustment to the beginning balance of accumulated deficit on the consolidated balance sheet. The Company is in the process of filing appropriate returns for the Company.

The ~~component~~Predecessor ofwas ~~the~~organized ~~Company’s~~as ~~deferred~~a ~~tax~~limited ~~assets~~liability company and is taxed as ofa partnership for U.S. income tax purposes. As such the ~~December~~Predecessor ~~31,~~is ~~2017~~not ~~and~~subject ~~2016~~to ~~are~~U.S. asincome ~~follows:~~taxes.

		2017			2016
Deferred tax asset	$	429,483		$	666,315
Valuation allowance	$	(429,483	)		(666,315	)
Net deferred tax asset	$	-		$	-

The component of the Company’s deferred tax assets as of December 31, 2018 and 2017 are as follows:

The 2017 Act reduces the corporate tax rate from 35% to 21% for tax years beginning after December 31, 2017. For net operating losses (NOLs) arising after December 31, 2017, the 2017 Act limits a taxpayer’s ability to utilize NOL carryforwards to 80% of taxable income. In addition, NOLs arising after 2017 can be carried forward indefinitely, but carryback is generally prohibited. NOLs generated in tax years beginning before January 1, 2018 will not be subject to the taxable income limitation. The 2017 Act would generally eliminate the carryback of all NOLs arising in a tax year ending after 2017 and instead would permit all such NOLs to be carried forward indefinitely.

		December 31,			December 31,
		2018			2017
Deferred tax asset	$	393,000		$	-
Valuation allowance		(393,000	)		-
Net deferred tax asset	$	-		$	-

The approximate net operating loss carry forward was approximately $21,~~000~~872,000 as of December 31, ~~2017~~2018 and will start to expire in 2033. The Company did not pay any income taxes during ~~2017~~2018 or ~~2016~~2017.

NOTE 15 – ~~DISCONTINUED~~SUBSEQUENT ~~OPERATIONS~~EVENTS ~~– STORED ENERGY AND DAYLIGHT PUMP DIVISIONS~~

OnDuring ~~November 16, 2016,~~ the ~~Company~~first ~~entered~~quarter ~~into~~of ~~an agreement with Fleaux Services~~2019, ~~LLC~~a ~~for~~total ~~the sale~~ of ~~the Company’s battery and stored energy division~~15, ~~which includes~~347,563 ~~but is not limited to, all inventory, support~~shares ~~equipment,~~of ~~and~~Preferred ~~office~~B ~~operations~~stock ~~located~~were atexchanged ~~9204~~into ~~Linwood~~common ~~Avenue~~shares, ~~Suite 104~~ and ~~105,~~ ~~Shreveport, LA 71106. The sale is for~~ a ~~cash~~total ~~consideration~~ of ~~$350,000 USD;~~ ~~plus a 3% royalty on all Galenfeha-style batteries sold over the course of the next two years from the date this purchase agreement was executed. The cash consideration was for $175~~12,000 ~~in inventory and $175~~,000 ~~for~~shares ~~business~~of ~~good-will and~~Preferred ~~was~~B ~~provided~~stock ~~directly~~were byexchanged ~~Fleaux~~into ~~Services~~shares inof ~~cash.~~Preferred ~~The sale includes all~~A ~~future sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Galenfeha, Inc~~stock. ~~battery~~The ~~manufacturing~~following ~~and distribution.~~table ~~Fleaux~~outlines ~~Services, LLC will assume responsibility for expenses related to~~ the ~~Galenfeha,~~holdings Inc. battery division that includes previous expenses incurred for sales meetings that secured future purchase orders. All contractual agreements between the Galenfeha Inc. battery division and outside parties, including, but not limited to, consultants, suppliers, distributors, and sales representatives, become the responsibility of ~~Fleaux~~officers ~~Services,~~after ~~LLC. This~~exchanging ~~includes~~either all ~~suppliers’~~or ~~outstanding~~some ~~invoices for materials not yet delivered and support equipment that will be relinquished to Fleaux Services, LLC upon the execution~~ of ~~this~~their ~~agreement.~~preferred ~~Galenfeha,~~series ~~Inc. will retain payments on all current outstanding purchase orders invoiced before the date~~ of ~~this~~stock ~~purchase~~for ~~agreement. A~~common ~~gain on the sale of the battery and stored energy division of $15,008 was recognized as a capital transaction~~stock. :

On March 9, 2017, the Company entered into an agreement with Fleaux Services, LLC for the sale of the Company’s Daylight Pumps division, which includes, but in not limited to, all inventory located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 7116, as well as all usage rights for the name “Daylight Pump.” The sale is for cash consideration of $25,000, and Fleaux Services, LLC will assume the responsibility of a promissory note held by Kevin L. Wilson in the amount of $350,000 and all accrued interest due since the date of issuance on August 23, 2016. The sale will include all future pump sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Daylight Pumps. During 2016, the Company recognized an aggregate impairment loss on this asset group of $443,935 to recognize the asset group at the lower of fair value or carrying value.

	Name and Address of	Amount and Nature of
Title of Class	Beneficial Owner	Beneficial Ownership	Percent of Class
Common	Lucien Marioneaux, Jr.	12,205,963	12.7%
Common	Trey Moore	800,000	Less than 1%
Common	LaNell Armour	2,341,600	2.4%
Officers and Directors as a Group		15,447,563	16.1%
(4 persons)
Preferred – Series A	Trey Moore	9,000,000	46.6%
Preferred – Series A	Ryan Marlowe	2,000,000	10.4%
Preferred – Series A	James Ketner	6,750,000	35.05%
Officers and Directors as a Group		17,750,000	92.0%
(4 persons)

~~The~~Subsequent ~~Company~~to ~~recognized~~December ~~the~~31, ~~sale~~2018, ofthe ~~its~~Company ~~stored~~issued ~~energy division~~8,296,653 ~~and~~shares ~~Daylight~~of ~~Pumps~~common ~~division~~stock aspursuant ato ~~discontinued~~conversion ~~operation,~~of indebt ~~accordance~~related ~~with~~to ~~ASU~~the conversion ~~2014-08~~of $133,000 ~~“Reporting~~in ~~Discontinued~~principal ~~Operations~~of ~~and~~the ~~Disclosures~~July of2018 ~~Disposals~~convertible ~~of Components~~note ofwith ~~an Entity~~PowerUp Lending.”

Assets and Liabilities of Discontinued Operations

The following table provides the details of the assets and liabilities of our discontinued stored energy division:

Assets sold:		November 16, 2016
Inventory assets	$	180,681
Prepaid expenses		13,830
Property and equipment, net of accumulated depreciation		169,275
Total assets of discontinued operations		363,786
Consideration received:
Cash proceeds		350,000
Liabilities assumed		28,794
Total liabilities of discontinued operations		378,794
Net assets sold		363,786
Consideration received		378,794
Related party gain recognized as a capital transaction		15,008

The following table provides the details of the assets and liabilities held for sale of our discontinued Daylight Pump division:

Assets sold:		March 9, 2017
Inventory assets	$	375,000
Prepaid expenses		-
Property and equipment, net of accumulated depreciation		-
Total assets of discontinued operations		375,000
Consideration received:
Cash proceeds		25,000
Liabilities assumed		402,291
Total liabilities of discontinued operations		427,291
Net assets sold		375,000
Consideration received		427,291
Related party gain recognized as a capital transaction		52,291

Income and Expenses of Discontinued Operations

The following table provides income and expenses of discontinued operations for the years ended December 31, 2017 and 2016, respectively.

		December 31, 2017		December 31, 2016
Revenue – Third Parties	$	11,435		817,426
Revenue – Related Parties		-		97,208
Less: Cost of Goods Sold		6,041		672,752
Gross Profit		5,394		241,882
Other expenses
General and administrative		27,250		312,104
Payroll expenses		-		268,280
Engineering research and development		-		(24,571	)
Depreciation and amortization expense		-		25,711
Interest expense		5,789		14,336
Income (loss) from discontinued operations		(27,645	)	(353,978	)

NOTE 16 – OPTIONS

During the year ended December 31, 2015, the Company granted an aggregate of 2,050,000 options to a military sales representative and three employees. Col. Ashton Naylor (Ret) received 100,000 options exercisable at $0.25 per share, Chris Watkins received 750,000 options exercisable at $0.25 per share, Jeff Roach received 1,000,000 options exercisable at $0.20 per share, and Brian Nallin received 200,000 options exercisable at $0.20 per share. These options expire on April 1, 2016; June 11, 2020, February 1, 2017, and December 31, 2017 respectively. The options granted to Brian Nallin vest immediately and the other options vest in equal tranches over periods ranging from 2 to 5 years. The aggregate fair value of the option grants was determined to be $430,839 using the Black-Scholes Option Pricing Model and the following assumptions: volatilities between 218% and 396%, risk free rates between .27% and 1.74%, expected terms between 1 and 5 years and zero expected dividends. The fair value of the award is being expensed over the vesting periods. $0 and $65,360 was expensed during the year ended December 31, 2017 and December 31, 2016, respectively, $94,519 was reversed from option expense due to non-vested options forfeited for the year ended December 31, 2016, and $0 remains to be expensed over the remaining vesting period.

As of December 31, 2015, there were 2,050,000 options outstanding of which 925,000 were exercisable. During 2016, 1,750,000 of these options were forfeited. As of December 31, 2016, there were 300,000 options outstanding which were exercisable. The 300,000 options expired during the first quarter of 2017. There are no remaining options at December 31, 2017. The range of exercise prices and remaining weighted average life of the options outstanding at December 31, 2015 were $0.20 to $0.25 and 2.37 years, respectively. The aggregate intrinsic value of the outstanding options at December 31, 2017 and 2016 was $0. The exercise price and remaining weighted average life of the options outstanding at December 31, 2017 and 2016 were $0 and 0 years, respectively. The aggregate intrinsic value of the outstanding options at December 31, 2017 and 2016 was $0. All options mentioned above are for employees that are no longer with the company.

NOTE 17 – SUBSEQUENT EVENTS

On January 29, 2018, the Company entered into a Definitive Agreement to acquire Fleaux Solutions, LLC, a Company with common director and shareholders for a cash purchase of $1.00.

On January 29, 2018, the CEO sold 3,000,000 shares of preferred stock Series B to an affiliate of Fleaux Solutions, LLC and to an affiliate of Fleaux Services, LLC. These shares will be moved into preferred stock Series A.

Subsequent to the year the Company issued 7,915,385 of common stock to convert $54,660 of convertible debt.

ITEM 9 – CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

None

ITEM 9A - CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Principal Executive Officer and Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) during the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures are not effective, due to the deficiencies in our internal control over financial reporting described below.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our internal control over financial reporting is a process designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.

Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of the assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. All internal control systems, no matter how well designed, have inherent limitations, including the possibility of human error and the circumvention of overriding controls. Accordingly, even effective internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of our internal control over financial reporting during the year ended December 31, ~~2016~~2018. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. (2013) Based on our assessment, as of December 31, ~~2017~~2018, our management has concluded that our internal controls over financial reporting were not operating effectively. Management has identified the following material weaknesses in our internal control over financial reporting as of December 31, ~~2017~~2018:

1. We do not have an Audit Committee – While not being legally obligated to have an audit committee, it is the management’s view that such a committee, including a financial expert member, is an utmost important entity level control over our financial statements. Currently the Board of Directors acts in the capacity of the Audit Committee, consisting of two members, one member who is not independent of management and lacks sufficient financial expertise for overseeing financial reporting responsibilities. 2. Insufficient documentation of financial statement preparation and review procedures - We employ policies and procedures in reconciliation of the financial statements and the financial information based on which the financial statements are prepared, however, the controls and policies we employ are not sufficiently documented. 3. We did not maintain proper segregation of duties for the preparation of our financial statements – During the year ended December 31, ~~2017~~2018 the majority of the preparation of financial statements was carried out by one person. This has resulted in several deficiencies including:

	a.	Significant, non-standard journal entries were prepared and approved by the same person, without being checked or approved by any other personnel.

	b.	Lack of control over preparation of financial statements, and proper application of accounting policies.

4. We lack sufficient information technology controls and procedures – As of December 31, ~~2017~~2018, we lacked a proper data backup procedure, and while backup did take place in actuality, we believe that it was not regulated by methodical and consistent activities and monitoring.

The foregoing material weaknesses identified in our internal control over financial reporting were identified by our external consultants responsible for the preparation of our financial reporting package. The aforementioned material weaknesses did not impact our financial reporting or result in a material misstatement of our financial statements.

As of December 31, ~~2017~~2018 we have not taken action to correct the material weaknesses identified in our internal control over financial reporting. Once we have sufficient personnel available our Board of Directors, in connection with the aforementioned weaknesses, will implement the following remediation measures:

	1.	Our Board of Directors will nominate an audit committee and audit committee financial expert.
	2.	We will appoint additional personnel to assist with the preparation of our financial statements; which will allow for proper segregation of duties, as well as additional manpower for proper documentation.

Our Board of Directors will nominate an audit committee and audit committee financial expert.

We will appoint additional personnel to assist with the preparation of our financial statements; which will allow for proper segregation of duties, as well as additional manpower for proper documentation.

We will engage in a thorough review and restatement of our information technology control procedures, in addition to procurement of all hardware and software that will enable us to maintain proper backups, access, control etc.

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. We are not required to provide an attestation report by our registered public accounting firm pursuant to the rules of the Securities and Exchange Commission.

Changes in Internal Control over Financial Reporting

There were no changes to our internal control over financial reporting that occurred during the last quarter of our fiscal year ended December 31, ~~2017~~2018 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

ITEM 9B – OTHER INFORMATION

None

PART III

ITEM 10 – DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

The board of directors elects our executive officers annually. A majority vote of the directors who are in office is required to fill vacancies. Our directors are elected for the term of one year, and hold office until his successor is elected and qualified, or until his earlier resignation or removal. Our officers are appointed by our board of directors and hold office until removed by the board. Our directors and executive officers are as follows:

Name	Age	Position	Director since:
James Ketner	5153	President/CEO/Chief Financial Officer/Director	January 1, 2017
Lucien Marioneaux	4447	Director and Former President/CEO/Chief Financial	Inception
Trey Moore	4648	Director	Inception
LaNell Armour	5254	Director/Secretary/Treasurer	Inception

James Ketner – Chairman/Chief Executive Office - Mr. Ketner has over 28 years of experience as a Director and Chief Executive Officer of public and non-public corporations. Much of his professional career has been spent as a contract consulting engineer for Fortune 500 ~~multi-national~~multinational companies, building a successful track record in ~~directing~~ directing public companies, securities law, domestic and international ~~regulatory~~ regulatory agencies, operations streamlining, maximizing productivity, and ~~directing~~ directing companies to achieve record profitability through increased efficiency ~~and~~ and productivity with state of the art technology. Mr. Ketner is a resourceful decision-maker who combines strong leadership and organizational skills with the ability to direct programs throughout the design and manufacturing processes, utilizing his extensive experience and expertise in high tech engineering and manufacturing environments. Mr. Ketner began his career as a Numeric Control programmer at General Dynamics. In 1991, Mr. Ketner embarked on his own as a consultant, and has since done contractual consulting work for General Dynamics, Pratt and Whitney, Boeing, Lockheed, Daimler Chrysler, Fiat, Honda Research and Development, Rockwell, Sikorsky Aircraft, Embraer SP, and Dassault/Falcon Jet. Mr. Ketner has traveled extensively and is well versed in conducting business in North and South America.

LaNell Armour – Director/Secretary/Treasurer – Ms. Armour has had a twenty-five year career in public relations, communications, and education. Her experience in public relations will provide a firm foundation for her primary responsibilities in investor relations and corporate communications. Ms. Armour was a senior faculty member at the Music Institute of North Texas from August 2010 to August 2014. She joined Dallas Chamber Music in 2010 as General Manager, and was named Executive Director on June 1, 2012 and continued to serve until May 2013. Prior to Dallas Chamber Music, Ms. Armour spent eight years, from 2001 through 2008 as the Public Relations Manager for the world-renowned Chicago Symphony Orchestra as Public Relations Manager. From 1999 to 2001, Ms. Armour served as the Public Relations Manager for the Ravinia Festival in Highland Park, Illinois. Ms. Armour became a writer, then editor at “Clavier” magazine in Chicago from 1996 through 1999. Ms. Armour earned a Bachelor of Music degree in Piano Performance with a minor in English from The University of Tennessee.

Trey Moore – Director – Mr. Moore has over 24 years of experience as a senior level executive in the oil and gas industries. He worked as the Manager of the Eastern Division of J-W Measurement Company, where he contributed to increasing revenues from 6M to 140M over the course of 13 years. He also managed the operations of Eagle Oil, an oil and gas operator in Texas and Louisiana. Mr. Moore is the co-founder and Chief Executive Officer of Fleaux Services of Louisiana. His successful track record of executing new business strategies and developing new technologies, along with his vast experience, has given Mr. Moore an expansive understanding of the needs for better engineered products and services. Considered to be one of the most proficient, driven individuals in the Industry, Mr. Moore is also a veteran of the United States Marine Corps.

Lucien Marioneaux, Jr. – Director – Mr. Marioneaux has enjoyed a 15-year legal career throughout the state of Louisiana. He previously held the position of Senior Director of Security, Risk Management and Regulatory Compliance for L’Auberge du Lac Casino Resort, directing all operations within those departments. Mr. Marioneaux is active in the Louisiana Bar Association, the Shreveport Bar Association, the DeSoto Parish Bar Association, the Louisiana Casino Association and the Louisiana District Attorney’s Association, He has served as co-chair of the Southwest Chamber of Commerce’s Governmental Affairs Committee and was a visiting professor for McNeese State University, where he taught “The Legal Environment of Business.” Board Meeting Attendance: During fiscal 2018, our board of directors did not hold any meetings.

Board Meeting Attendance:

During fiscal 2017, our board of directors did not hold any meetings.

Board Committees

We do not have standing audit, nominating and compensation committees. We believe our board is sufficiently small that the entire board can consider matters that would otherwise be considered by such committees.

Stockholder Nominations and Communications

Our board of directors does not have a policy governing nominations of directors by stockholders. We do not have a process by which stockholders may communicate with the board of directors.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 requires our officers and directors, and persons who own more than ten percent of a registered class of our equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission (SEC). Officers, directors, and greater than ten percent stockholders are required by SEC regulation to furnish us with copies of all Section 16(a) forms they file.

To our knowledge, based solely on a review of the copies of such reports furnished to us, all reports under Section 16(a) required to be filed by our officers and directors and greater than ten percent beneficial owners were timely filed as the date of this filing.

ITEM 11 – EXECUTIVE COMPENSATION

Executive Compensation

We do not have employment or executive compensation agreements with our executive officers. Our board of directors approves annual compensation which is subject to change. The cash compensation amounts set forth in the following table reflects the amounts approved and actually paid.

Summary Compensation Table

Name and Position	Year	Salary ($)	Total ($)
		year		Salary($)	Total($)
KTNR, Inc.	~~2016~~	~~8,000~~2018	~~8,000~~	42,000	42,000
LaNell Armour, Secretary/Treasurer	2016	32,500	32,500
KTNR, Inc.		2016		8,000	8,000
LaNell Armour, Secretary/Treasurer	2017	5,000	5,000
LaNell Armour,		2016		32,500	32,500
Secretary/Treasurer
LaNell Armour,
Secretary/Treasurer		2017		5,000	5,000

ITEM 12 – SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth the beneficial shareholdings of our directors, officers and our directors and executive officers as a group and persons who beneficially hold five percent or more of our common stock, as of December 31, ~~2017~~2018, with the computation being based upon 34,647,563 shares of preferred stock outstanding and 6472,~~407~~300,~~408~~000 shares of common stock being outstanding. Each person has sole voting and investment power with respect to the shares of common stock shown and all ownership is of record and beneficial. The address of our directors and officers is our address.

	Name and Address of	Amount and Nature of
Title of Class	Name and Address	Amount and Nature of	Percent of Class
Title of Class	Beneficial Owner	Beneficial Ownership	Percent of Class
	of Beneficial	Beneficial Ownership
	Owner
Preferred – Series B	Lucien Marioneaux, Jr.	12,205,963	44.6%
Preferred – Series B	Trey Moore	9,800,000	35.8%
Preferred – Series B	LaNell Armour	2,341,600	8.6%
Preferred – Series B	James Ketner	3,000,000	11%
Preferred – Series A	James Ketner	6,750,000	92.5%
Officers and Directors as a Group (4 persons)		34,097,563	98.4%

ITEM 13 – CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

~~The~~On ~~Company~~November ~~issued~~4, a2016, ~~convertible~~Mr. ~~promissory~~James ~~note~~Ketner, toGalenfeha’s aChairman ~~related~~and ~~party~~CEO made a cash contribution to the Company in ~~2014~~the ~~for~~amount of $~~250~~100,000 ~~(see~~in exchange ~~Note~~for ~~13).~~a ~~The~~note ~~Company~~that ~~accounts~~has ~~for~~a ~~convertible~~fixed repayment of $110,000. The note is ~~notes~~unsecured, ~~payable~~bears inno ~~accordance~~interest, ~~with~~and ~~the~~can ~~guidelines~~be ~~established~~repaid by the ~~Financial Accounting~~Company ~~Standards~~when ~~Board’s~~the ~~(“FASB”)~~funds become ~~Accounting~~available. ~~Standards~~The ~~Codification~~note ~~(“ASC”) Topic~~can ~~470-20,~~be ~~Debt~~renegotiated ~~with~~between ~~Conversion~~Galenfeha and ~~Other~~Mr. ~~Options~~Ketner if both parties agree to the terms. ~~The~~There ~~Beneficial~~were ~~Conversion~~no principal repayments on the ~~Feature~~note ~~("BCF")~~for ofthe atwelve ~~convertible~~months ~~note~~ending isDecember ~~normally~~31, ~~characterized~~2016, asand the principal balance ~~convertible~~due ~~portion~~under orthe ~~feature~~note as of ~~certain~~December ~~notes~~31, ~~payable~~2016 ~~that~~was ~~provide~~$110,000. aPrincipal ~~rate~~repayments made ofunder the note for the twelve months ending December 31, 2017 totaled ~~conversion~~$84,000, ~~that~~and isthe ~~below~~principal ~~market~~balance ~~value~~due orunder ~~in-~~the~~-money~~ ~~when~~note ~~issued~~as of December 31, 2017 (Predecessor) was $26,000. ~~The~~On January 29, 2018, Mr. Ketner advanced the Company ~~records~~an aadditional ~~BCF~~$20,000 ~~related~~under to the ~~issuance~~terms of athis ~~convertible~~ note ~~when~~for ~~issued~~a ~~and~~fixed ~~also~~repayment of ~~records~~$21,000, bringing the ~~estimated~~total ~~fair~~balance ~~value~~due ofunder ~~any~~the ~~warrants~~terms ~~issued~~of ~~with~~this ~~those~~note ~~convertible~~to $47,000 ~~notes.~~as ~~Beneficial~~of ~~conversion~~January ~~features~~29, ~~that~~2018. ~~are~~Principal ~~contingent~~repayments ~~upon~~made under the ~~occurrence~~note offor the period afrom ~~future~~January ~~event~~29, ~~are~~2018 ~~recorded~~through ~~when~~December 31, 2018 (Successor) totaled $47,000, and the ~~contingency~~principal isbalance ~~resolved~~due under the note as of December 31, 2018 (Successor) was $0.

The ~~BCF~~Company ofsubleases a ~~convertible note is measured by allocating a~~ portion of ~~the~~its ~~note's~~office ~~proceeds~~space to ~~the~~Fleaux Services ~~warrants~~of Louisana, ~~if applicable~~LLC, ~~and~~a asrelated aparty. ~~discount on~~The ~~the~~Company ~~carrying~~recognized ~~amount~~rental income of ~~the~~$4,000, ~~convertible~~$2,000 ~~note~~and ~~equal~~$14,000 tofor the ~~intrinsic~~period ~~value~~from ~~of the~~January ~~conversion feature~~29, ~~both~~2018 ~~of which are credited to additional~~through ~~paid-in-capital.~~December ~~The~~31, ~~value~~2018 of(Successor), the ~~proceeds~~period ~~received~~ from aJanuary ~~convertible~~1, ~~note~~2018 isthough January ~~then~~28, ~~allocated~~2018 ~~between~~(Predecessor) ~~the conversion features~~ and ~~warrants~~for ~~and~~ the ~~debt~~year onended ~~an allocated~~December ~~fair~~31, ~~value~~2017 ~~basis~~(Predecessor), respectively. ~~The~~As ~~allocated~~of ~~fair~~December ~~value~~31, is2018 ~~recorded in the financial statements as a debt discount~~ (~~premium~~Successor) ~~from the face amount of the note~~ and ~~such~~December ~~discount~~31, ~~is amortized over the expected term of the convertible~~2017 ~~note~~ (orPredecessor), to the ~~conversion~~Company ~~date~~was ofowed ~~the~~$0 ~~note, if sooner)~~ and is$14,000, ~~charged~~respectively, ~~to interest~~by ~~expense~~Fleaux Services.

~~The~~During ~~note~~the isyear ~~convertible~~ended ~~into~~December ~~common~~31, ~~stock~~2017 of the ~~Company at~~Predecessor received advances from officers of $~~0.50~~69,692, ~~per~~and ~~share.~~made ~~The~~repayments ~~intrinsic~~of ~~value~~$44,157. As of December 31, 2017, the ~~beneficial~~Company ~~conversion~~owed ~~feature~~these ~~was~~officers $36,867. The Predecessor ~~determined~~received toan beadditional $~~125~~35,000 atfrom ~~the~~one ~~commitment~~officer ~~date~~during ~~and~~ the ~~discount~~period isfrom ~~being~~January ~~amortized~~1, ~~over~~2018 ~~the~~thorough ~~one~~January ~~year~~28, ~~life~~2018 of(Predecessor). During the ~~promissory~~period ~~note.~~from AsJanuary 29, of2018 through December 31, ~~2016~~ 2018, the Company received proceeds of $~~125~~615,000 from officers and related parties of the ~~discount~~Company, ~~has~~and ~~been~~made ~~amortized~~payments asof ~~interest expense~~$414,500. ~~Interest~~ ~~amortized~~The ~~for~~Company ~~the~~incurred ~~years~~origination ~~ended~~fees ~~December~~of 31$9,777 ~~2017~~related ~~and~~to ~~2016~~one ~~was~~of $0these ~~and $0~~loans, ~~respectively.~~which ~~The~~was ~~Company~~recorded ~~repaid~~as ~~$125,000~~debt ~~under~~discount ~~this~~and ~~note~~fully amortized during the ~~year~~period ~~ended~~from ~~December~~January 3129, ~~2015,~~2018 ~~and~~to ~~$125~~December 31,~~000~~ ~~during~~2018 ~~the~~(Successor). ~~year~~As ~~ended~~of December 31, ~~2016.~~2018, ~~The~~the ~~outstanding~~Company ~~balance~~owed ~~was~~ $0327,144 asto ofthese ~~December~~related 31parties. The Company repaid an additional $25,000 ~~2017~~in ~~and~~February ~~2016~~2019.

~~This~~During ~~conversion~~the ~~option~~period ~~was~~from ~~accounted~~January ~~for~~29, as2018 athrough ~~derivative~~December 31, ~~liability~~2018 ~~during~~(Successor), the ~~year~~Company ~~ended~~received ~~December 31~~$15,000 ~~2016~~in ~~resulting~~royalty inincome afrom Fleaux ~~reclassification~~Services, ofLLC ~~the~~relating ~~fair~~to ~~value~~the sale of ~~the~~Galenfeha-style ~~derivative~~batteries. ~~liability~~Mr. Trey Moore is the President/CEO of $6Fleaux Services and Fleaux Solutions,~~175~~ ~~from~~and also is a ~~equity~~Director ~~(see~~of ~~Note~~Galenfeha, 9)Inc.

~~Interest~~The ~~expense~~Predecessor ~~accrued~~subleased ona ~~the~~portion ~~convertible~~of ~~promissory~~the ~~note~~office ~~was~~space to $0Fleaux ~~and~~Services $0of ~~for~~Louisiana, ~~the years ended December 31~~LLC, ~~2017~~a ~~and~~related ~~2016, respectively~~party. The ~~note~~Predecessor recognized ~~matured~~rental onincome ~~November~~of 7$4,000, ~~2015~~$2,000 and is$14,000 ~~currently~~during ~~paid~~the inperiod ~~full.~~from ~~The~~January ~~note was~~29, ~~unsecured,~~2018 ~~bearing~~through ~~interest~~December at31, 7%2018 ~~per~~(Successor) ~~annum~~January ~~and~~1, ~~was~~2018 ~~convertible~~through ~~into~~January ~~common~~28, ~~stock~~2018 at(Predecessor) ~~$0.50~~and ~~per~~the ~~share~~year ended December 31, 2017 (Predecessor). The income ~~note~~ was ~~paid~~recognized inas ~~full~~a oncomponent ~~November~~of 16selling, ~~2016~~general and ~~the~~administrative ~~holder~~expenses. ~~agreed~~The toPredecessor ~~forego~~received ~~any~~cash ~~accrued~~payment ~~interest~~of ~~due~~$20,000 ~~under~~from ~~the~~Fleaux ~~terms~~Services in ofJanuary ~~the note~~2018.

On May 12, 2016, the Company entered into a Promissory Note Agreement with Diane Moore, a related party, in the amount of $100,000. The note bears an interest rate of 5% per annum until the balance is paid in full. Repayment of the loan is due on or before December 31, 2016. The note was paid in full on November 16, 2016 leaving a principal and interest balance due of $0 as of December 31, 2016, and the holder agreed to forego any accrued interest due under the terms of the note.

On November 16, 2016, the Company entered into an agreement with Fleaux Services, LLC for the sale of the company’s battery and stored energy division, which includes, but is not limited to, all inventory, support equipment, and office operations located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 71106. Mr. Trey Moore is the President/CEO of Fleaux Services, and also is a Director of Galenfeha, Inc. The sale is for a cash consideration of $350,000 USD; plus a 3% royalty on all Galenfeha-style batteries sold over the course of the next two years from the date this purchase agreement was executed. The cash consideration was for $175,000 in inventory and $175,000 for business good-will and was provided directly by Fleaux Services in cash. The sale includes all future sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Galenfeha, Inc. battery manufacturing and distribution. Fleaux Services, LLC will assume responsibility for expenses related to the Galenfeha, Inc. battery division that includes previous expenses incurred for sales meetings that secured future purchase orders. All contractual agreements between the Galenfeha Inc. battery division and outside parties, including, but not limited to, consultants, suppliers, distributors, and sales representatives, become the responsibility of Fleaux Services, LLC. This includes all suppliers’ outstanding invoices for materials not yet delivered and support equipment that will be relinquished to Fleaux Services, LLC upon the execution of this agreement. Galenfeha, Inc. will retain payments on all current outstanding purchase orders invoiced before the date of this purchase agreement. A gain on the sale of the battery and stored energy division of $15,008 was recognized as a capital transaction during 2016. During the twelve months ending December 31, 2017 the Company received royalty payment of $10,000 from Fleaux Services, LLC relating to the sale of Galenfeha-style batteries. The Company didn’t receive any royalty payments from Fleaux Services, LLC relating to the sale of Galenfeha-style batteries during the twelve months ending December 31, 2016.

On November 4, 2016, Mr. James Ketner, Galenfeha’s Chairman and CEO made a cash contribution to the Company in the amount of $100,000 in exchange for a note that has a fixed repayment of $110,000. The note is unsecured, bears no interest, and can be repaid by the Company when the funds become available. The note can be renegotiated between Galenfeha and Mr. Ketner if both parties agree to the terms. There were no principal repayments on the note for the twelve months ending December 31, 2016, and the principal balance due under the note as of December 31, 2016 was $110,000. Principal repayments made under the note for the twelve months ending December 31, 2017 totaled $84,000, and the principal balance due under the note as of December 31, 2017 was $26,000.

On March 9, 2017, the Company entered into an agreement with Fleaux Services, LLC for the sale of the Company’s Daylight Pumps division, which includes, but in not limited to, all inventory located at 9204 Linwood Avenue, Suite 104 and 105, Shreveport, LA 7116, as well as all usage rights for the name “Daylight Pump.” The sale is for cash consideration of $25,000, and Fleaux Services, LLC will assume the responsibility of a promissory note held by Kevin L. Wilson in the amount of $350,000 and all accrued interest due since the date of issuance on August 23, 2016. The sale will include all future pump sales, future purchase orders resulting from previous negotiations, and all intellectual property related to Daylight Pumps. A gain on the sale of the Daylight Pumps division of $52,291 was recognized as a capital transaction during 2017.

On August 4, 2017, Davis Leimbrook, the Chief Financial Officer of Fleaux Services, LLC, had 550,000 shares of common stock originally purchased in the open market transferred from common stock to preferred stock Series A.

Falcon Resources, LLC & MarionAv, LLC are two companies owned by Board Members, Trey Moore, and Lucien Marioneaux, Jr. These related party entities provide flight services to employees and directors of the Company. The total amount paid for flight services to Falcon Resources, LLC was $0 and $6,600 for the years ended December 31, 2017 and 2016, respectively. The total amount paid for flight services to MarionAv, LLC was $0 and $5,050 for the years ended December 31, 2017 and 2016, respectively.

ITEM 14 – PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets forth amounts we have been billed with respect to ~~2017~~2018 and ~~2016~~2017 for certain services provided by our independent accountant.

Service		~~2017~~2018		~~2016~~2017
Audit	$	4435,~~298~~700	$	2444,~~500~~298
Audit-related fees	$	-		-
Tax compliance, tax advice and tax planning	$	-		~~1,968~~-
All other services	$	~~13,849~~-		-13,849

PART IV

ITEM 15 – EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

EXHIBIT NO.	DOCUMENT DESCRIPTION
3.1*	Articles of Incorporation of Galenfeha, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 [Reg. No. 333-118880 filed May 23, 2013])
3.1 *	Articles of Incorporation of Galenfeha, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 [Reg. No. 333-118880 filed May 23, 2013])
3.2*	Amended Bylaws of Galenfeha, Inc. (incorporated by reference to Exhibit 99.1 filed with the Commission on Form 8-K, December 21, 2016)
3.2 *	Amended Bylaws of Galenfeha, Inc. (incorporated by reference to Exhibit 99.1 filed with the Commission on Form 8-K, December 21, 2016)

*Previously filed and incorporated by reference. The following documents are included herein:

Exhibit	Document Description
ExhibitNo.	Document Description
No.
23.1	Consent of Independent Registered Public Accounting Firm.
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).

101.INS **	XBRL Instance Document
101.SCH**	XBRL Taxonomy Extension Schema Document
101.CAL **	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF **	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**	XBRL Taxonomy Extension Label Linkbase Document
101.PRE **	XBRL Taxonomy Extension Presentation Linkbase Document

101.INS ** XBRL Instance Document

101.SCH** XBRL Taxonomy Extension Schema Document

101.CAL ** XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF ** XBRL Taxonomy Extension Definition Linkbase Document

101.LAB** XBRL Taxonomy Extension Label Linkbase Document

101.PRE ** XBRL Taxonomy Extension Presentation Linkbase Document

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of annual report for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this ~~28th~~21st day of ~~March 2018.~~May 2019.

GALENFEHA, INC. ~~/s/ James Ketner James Ketner President/Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer~~

/s/ Trey Moore
Trey Moore
President/Chief Executive Officer, Principal Financial Officer,
Principal Accounting Officer

Pursuant to the requirements of the Securities Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated:

Signature	Title	Date
/s/ James Ketner		~~March 28, 2018~~
James Ketner	~~President, Principal Executive/Accounting/ Financial Officer,~~ Chairman	May 21, 2019
/s/ Trey Moore	Director, President and Chief Executive Officer
Trey Moore	(Principal Financial Officer, Principal Accounting Officer)	May 21, 2019
/s/ LaNell Armour
LaNell Armour	Secretary/Treasurer/Director	~~March~~May 2821, ~~2018~~2019
/s/ Lucien Marioneaux, Jr.
Lucien Marioneaux, Jr.	Director	~~March~~May 2821, ~~2018~~2019
/s/ Trey Moore
Trey Moore	Director	March 28, 2018

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