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Re: bowlegtroy post# 7850

Friday, 11/28/2014 1:00:41 PM

Friday, November 28, 2014 1:00:41 PM

Post# of 17198
Now in the Cattle Industry (pages 9 and 10 of the 10Q):

"Note 1 - Organization and Operations

Plan of Operation

On April 7, 2014, we made a number of significant changes to our business, which were detailed in our current report on Form 8-K
filed with the SEC on April 11, 2014. The Form 8-K disclosed, among other corporate developments, the following events:

We subsequently filed a current report on Form 8-K on May 4, 2014 to report a change in our certifying accountant.

On April 15, 2014, the Company entered into a lease agreement (See Exhibit 10.1) for five tracts of property which will serve as a
Corporate Headquarters and a cattle location. The rent is $60,000 annually, $15,000 paid on the 15 th of April, July, October and January. During the three months ended September 30, 2014, the Company paid $15,000 of rent expense for this property. The lease has a one year term and expires on April 14, 2015.

We changed our corporate name to Conexus Cattle Corp. on June 10, 2014. Our mailing address is 242 West Main Street, Hendersonville,
Tennessee 37075. Our telephone number is (888) 613-7164. Our fiscal year end is June 30. Additional information about our company is
available on our website at http://www.conexusco.com. The information on our website is not part of this report

Conexus Cattle Corp. is engaged in the early stages of establishing a new venture in the beef cattle production industry. In early 2014, we
began to transition our prior primary business centered around precious metal exploration, under the then name of Brazil Gold Corp., into this
new venture. As we examined various macro issues impacting natural resources, commodities and agriculture, we identified a significant
business opportunity in beef cattle production. We have been able to team with executives who have many years of experience in all aspects of
live animal agriculture. In connection with this venture, we changed our corporate name to Conexus Cattle Corp. in June 2014, reflecting our
broader business interests.

Beef cattle represent a significant portion of live animal agriculture in the United States. Contrary to the popular imagination, the industry
is largely comprised of very small operations. As compared with the consolidation that has been witnessed in hog and poultry operations, there
has been very limited consolidation of beef cattle operations. Today, there are more than 725,000 cattle ranches in the United States with an
average herd size of slightly over 40 cows per ranch, according to the National Cattlemen’s Beef Association, an independent industry
organization.


• filing of Certificates of Designation with the Nevada Secretary of State creating two new classes of preferred stock, series B 8%
convertible preferred stock and series C 8% convertible preferred stock;
• resignation of Conrad R. Huss as our Chief Executive Officer, Chief Financial Officer and Secretary, but remaining as our
President and a member of our Board of Directors;
• election of Stephen J. Price and Gerard Daignault as directors of the company and their appointments as our Chief Executive
Officer and our Chief Financial Officer and Secretary, respectively;
• issuance of shares of our series B preferred stock to Messrs. Price and Daignault for serving as officers and directors of our
company;
• entry into consulting agreements with ASC Recap and Adirondack Partners LLC to provide advisory services to our company in
exchange for shares of our series C preferred stock;
• entry into an Equity Purchase Agreement and Registration Rights Agreement with ASC Recap LLC in connection with a financing
of up to $5.0 million in shares of our common stock;
• retirement of the existing shares of our series A preferred stock;
• authorization to form our Conexus Cattle LLC subsidiary to participate in the livestock industry;
• authorization to change our corporate name to Conexus Cattle, which we accomplished on June 10, 2014; and
• authorization to move our principal executive office to Hendersonville, Tennessee.
9
Since 1960, the number of hog operations has declined to 50,000 from 1,800,000 operations, with the average hog inventory at these
operations having grown to 1,800 from 50 hogs. During the same period, poultry operations have declined to 25,000 from 2,200,000 operations,
with the average broiler inventory having grown to 50,000 from 25 chickens, according to the 2007 USDA Census of Agriculture. By
comparison, cattle operations have been reduced by only 20% since 1993. The top 25 domestic cow/calf operations, as reported by the National
Cattlemen’s Beef Association, represent less than 1% of the total domestic production base of 29 million head.

Our object is to become one of the largest beef cattle operations in the United States on the basis of a shared economic model that
provides regular and stable cash flow to contract cattlemen (landowners). We expect to benefit from economies of scale, efficiencies and
operating leverage, which is not available to the small rancher. Further, we will largely limit our use of financial leverage to financing our highly
liquid inventory - the cattle themselves - without bearing the capital cost of land acquisition and ownership.

Many of America’s traditional cattle producers raise cattle as part of their rural lifestyle and to supplement their income. Our plan for
consolidation is to offer these cattlemen an opportunity to deleverage through the sale of the animals to our company while also entering into a
contract to care for the cattle on their property for a fee. The cattleman will continue to have cattle on their property, preserving their way of life,
while greatly reducing the operating burden and cash flow issues associated with a small operation and receive a stable stream of income. "