CAUTIONARY STATEMENT FOR FORWARD-LOOKING STATEMENTS

THIS QUARTERLY REPORT ON FORM 10-Q CONTAINS "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND INVOLVES A HIGH DEGREE OF RISK AND UNCERTAINTY. ALL STATEMENTS, OTHER THAN STATEMENTS OF HISTORICAL FACTS, INCLUDED IN OR INCORPORATED BY REFERENCE INTO THIS FORM 10-Q ARE FORWARD-LOOKING STATEMENTS. IN ADDITION, WHEN USED IN THIS DOCUMENT, THE WORDS "ANTICIPATE," "ESTIMATE," "PROJECT," AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. OUR ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE PROJECTED IN THE FORWARD-LOOKING STATEMENTS DUE TO RISKS AND UNCERTAINTIES THAT EXIST IN OUR OPERATIONS. THESE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO CERTAIN RISKS, UNCERTAINTIES AND ASSUMPTIONS INCLUDING AMONG OTHERS, THE RISK THAT OUR PRODUCT DEVELOPMENT PROGRAMS WILL NOT PROVE SUCCESSFUL, THAT WE WILL NOT BE ABLE TO OBTAIN FINANCING TO COMPLETE ANY FUTURE PRODUCT DEVELOPMENT, THAT OUR PRODUCTS WILL NOT PROVE COMPETITVE IN THEIR MARKETS. THESE RISKS AND OTHERS ARE MORE FULLY DESCRIBED IN OUR ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED NOVEMBER 30, 2014. SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE ANTICIPATED, ESTIMATED OR PROJECTED.

ALTHOUGH WE BELIEVE THAT THE EXPECTATIONS INCLUDED IN SUCH FORWARD-LOOKING STATEMENTS ARE REASONABLE, WE CANNOT GIVE ANY ASSURANCES THAT THESE EXPECTATIONS WILL PROVE TO BE CORRECT. WE UNDERTAKE NO OBLIGATION TO PUBLICLY RELEASE THE RESULT OF ANY REVISIONS TO SUCH FORWARD-LOOKING STATEMENTS THAT MAY BE MADE TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE HEREOF OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS.

The following discussion should be read in conjunction with the condensed Financial Statements and the Notes included in Item 1 of Part I in this Quarterly Report on Form 10-Q, the audited Financial Statements and Notes and Management's Discussion and Analysis of Financial Condition and Results of Operations contained in the most recently filed Annual Report on Form 10-K for the year ended November 30, 2014.





General


GreenPlex Services, Inc. ("GreenPlex", "we", or "us") was organized under the laws of the State of Nevada on September 2, 2009. Greenplex was organized for the express purpose of providing landscape and exterior property management services and product sales to residential, industrial, and commercial customers throughout areas of Western Washington State and Northern Idaho. Our services included all aspects of lawn care, tree and shrub installation and maintenance, landscape creation and maintenance, consumer greenhouse and compost center setup, synthetic grass installation, wildfire risk assessment, and a multiphase pest and insect control program. We were committed to a "Green Philosophy" and where feasible we utilize organic, non-toxic, and socially responsible products, such as fertilizers and pesticides.





Results of Operations


The three months ended May 31, 2015 compared to the three months ended May 31, 2014

Revenues of $0 were earned for the three months ended May 31, 2015 as compared to $10,360 for the three months ended May 31, 2014. The decrease in revenue is a result of the Company abandoning the landscaping business.

For the three months ended May 31, 2015, we incurred $337,780 in general and administrative expenses ("G&A") compared to the three months ended May 31, 2014 where we incurred $20,210 in G&A expense, $64,196 in professional fees and $5,419 in payroll expenses. During the current period our G&A expense was a result of abandoning our current business. As a result, we wrote off all of our assets to expense. In the prior period we incurred increased professional fees primarily due to the company engaging in a private placement and new business exploration in the cannabis sector.





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For the three months ended May 31, 2015, we incurred $6,553 of interest expense compared to $1,532 in the prior period. Our increase in interest expense is a direct result of the increase of our notes payable.

Our net loss for the three months ended May 31, 2015 was $344,333 compared to $80,997 in the prior period. Our increase in net loss is due to the write off of our assets.


The six months ended May 31, 2015 compared to the six months ended May 31, 2014

Revenues of $0 were earned for the six months ended May 31, 2015 as compared to $10,360 for the six months ended May 31, 2014. The decrease in revenue is a result of the Company abandoning the landscaping business.

For the six months ended May 31, 2015, we incurred $343,493 in G&A expense compared to the six months ended May 31, 2014 where we incurred $22,925 in general and administrative expenses. During the current period our increase in G&A expense was a result of abandoning our current business.

For the six months ended May 31, 2015, we incurred $28,351 in professional fees, $23,768 in consulting fees and $12,000 in payroll expenses. In the prior period we incurred $64,841 in professional fees, $0 in consulting fees and $5,622 in payroll expenses.

For the six months ended May 31, 2015, we incurred $12,763 of interest expense compared to $854 in the prior period. Our increase in interest expense is a direct result of the increase of our notes payable.

Our net loss for the six months ended May 31, 2015 was $420,375 compared to $83,882 in the prior period. Our increase in net loss is due to the write off of our assets in the current period.

Liquidity and Capital Resources

Net cash used in operating activities for the six months ended May 31, 2015 was $15,084. as compared to net cash used in operating activities for the six months ended May 31, 2014 of $98,835.

Net cash provided from financing activities for the six months ended May 31, 2015, was $100 as compared to net cash provided from financing activities for the six months ended May 31, 2014, of $147,000.

Critical Accounting Policies and Estimates

See Notes to the Financial Statements.

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