UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~2017~~ 2018

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number 001-10346

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
Fort Worth, Texas 76102
(Address of principal executive offices) (Zip code)

(~~817~~800) ~~945~~280-~~6448~~2404 (Registrant’s telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

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 [ ]

(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 [ ]

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 Filer [ ]	Smaller Reporting Company [X]	Emerging Growth Company [ ]

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 137(a)(2)(B) of the ~~Exchange~~Securities 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]

As of ~~November~~May 1524, ~~2017~~2018, there were 6172,~~500~~300,000 shares of the registrant’s common stock outstanding, each with a par value of $0.001.

TABLE OF CONTENTS FORM 10-Q FOR THE QUARTERLY PERIOD ENDED ~~SEPTEMBER~~MARCH 3031, ~~2017~~2018

PART I FINANCIAL INFORMATION ITEM 1. - FINANCIAL STATEMENTS Consolidated Financial Statements Table of Contents F-1 ITEM 2. - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 3 ITEM 3. - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 54 ITEM 4. - CONTROLS AND PROCEDURES 54 PART II OTHER INFORMATION ITEM 1. - LEGAL PROCEEDINGS 5 ITEM 1A. - RISK FACTORS 5 ITEM 2. - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 5 ITEM 3. - DEFAULTS UPON SENIOR SECURITIES 5 ITEM 4. - MINE SAFETY DISCLOSURES 5 ITEM 5. - OTHER INFORMATION 65 ITEM 6. - EXHIBITS 65 SIGNATURES 65

Galenfeha, Inc.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

	Page
Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016 (Unaudited)	F-2
Consolidated Balance Sheets as of March 31, 2018 (Successor) and December 31, 2017 ( Predecessor) (Unaudited)	F-2
Consolidated Statements of Operations for the three and nine month periods ended September 30, 2017 and 2016 (Unaudited)	F-3
Consolidated Statements of Operations for the period from January 29, 2018 through March 31, 2018 (Successor) and January 1, 2018 through January 28, 2018 (Predecessor) and the three month period ended March 31, 2017(Predecessor) (Unaudited)	F-3
Consolidated Statement of Changes in Shareholders’ Deficit for the nine month period ended September 30, 2017 (Unaudited)	F-4
Consolidated Statements of Cash Flows for the period from January 29, 2018 through March 31, 2018 (Successor) and January 1, 2018 through January 28, 2018 (Predecessor) and the three month periods ended March 31, 2017 (Predecessor) (Unaudited)	F-4
Consolidated Statements of Cash Flows for the nine month periods ended September 30, 2017 and 2016 (Unaudited)	F-5
Notes to Consolidated Financial Statements (Unaudited)	F-5
Notes to Consolidated Financial Statements (Unaudited)	F-6

F-1

Galenfeha, Inc.
CONSOLIDATED BALANCE SHEETS
(Unaudited)

		September 30, 2017			December 31, 2016
		March 31, 2018 (Successor)				December 31, 2017 (Predecessor)
ASSETS
CURRENT ASSETS
Cash	$	7,793		$	129,973
Cash and cash equivalents	$	356,995			$	348
Marketable securities		4226,~~500~~160			-	-
Accounts receivable from related parties		-			14,189
Accounts receivable		759,538				537,337
Assets held for sale		-			381,041
Supplies		90,000				30,000
Total current assets		50,293			525,203
Prepaid supplies		62,769				-
OTHER ASSETS
Due from related parties		1,000				12,000
Deposits		-			1,000
Total current assets		1,296,462				579,685
Total other assets		-			1,000
Property and equipment, net of accumulated depreciation		878,127				887,340
TOTAL ASSETS	$	50,293		$	526,203
Goodwill		212,279				-
LIABILITIES AND STOCKHOLDERS’ DEFICIT
TOTAL ASSETS	$	2,386,868			$	1,467,025
CURRENT LIABILITIES
LIABILITIES AND STOCKHOLDERS’ EQUITY(DEFICIT)
Accounts payable and accrued liabilities	$	45,081		$	32,892
CURRENT LIABILITIES
Deferred revenue		-			43,602
Accounts payable and accrued liabilities	$	379,726			$	237,613
Liabilities held for sale		-			350,000
Lines of credit payable		529,841				173,561
Convertible debt		76,000			-
Note payable		332,662				482,983
Due to officer		27,500			110,000
Short-term non-secured debt		565,600				404,509
Total current liabilities		148,581			536,494
Due to officer and related parties		88,367				36,867
Total liabilities		148,581			536,494
Total current liabilities		1,896,196				1,335,533
STOCKHOLDERS’ DEFICIT
Long term notes payable		428,068				471,924
Preferred stock
Total liabilities		2,324,264				1,807,457
Preferred A shares: 20,000,000 authorized, $0.001 par value, 7,300,000 and 0 issued and outstanding at September 30, 2017 and December 31, 2016		7,300			-
STOCKHOLDERS’ EQUITY (DEFICIT)
Preferred B shares: 30,000,000 authorized , $0.001 par value, 27,347,563 issued and outstanding at September 30, 2017 and December 31, 2016		27,348			27,348
Preferred stock
Common stock: 150,000,000 authorized, $0.001 par value, 61,500,000 issued and outstanding at September 30, 2017 and 69,318,537 issued and outstanding at December 31, 2016		61,500			69,318
Preferred A shares: Authorized: 20,000,000 shares, $0.001 par value, 7,300,000 issued and outstanding		7,300				-
Additional paid-in capital		3,424,332			3,384,950
Preferred B shares: Authorized: 30,000,000 shares, $0.001 Par value, 27,347,563 issued and outstanding		27,348				-
Accumulated deficit		(3,618,768	)		(3,491,907	)
Common stock
Total stockholders’ deficit		(98,288	)		(10,291	)
Authorized: 150,000,000 common shares, $0.001 par value,
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	50,293		$	526,203
72,300,000 issued and outstanding		72,300				-
Additional paid-in capital		3,709,081				-
Member contributions (draws)		-				(70,040	)
Accumulated deficit		(3,753,425	)			(270,392	)
Total stockholders’ equity (deficit)		62,604				(340,432	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	2,386,868			$	1,467,025

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

F-2

Galenfeha, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

		Three Months			Three Months			Nine Months			Nine Months
		January 29, 2018 - March 31, 2018(Successor)				January 1, 2018 – January 28, 2018(Predecessor)			Three Months Ended March 31, 2017 (Predecessor)
		Ended			Ended			Ended			Ended
Revenues	$	708,126			$	412,416		$	96,750
		September 30,			September 30,			September 30,			September 30,
Less: Cost of Sales		219,423				45,626			9,187
		2017			2016			2017			2016
Operating Expenses:
Operating Expenses:
General and administrative		92,464				146,273			147,050
General and administrative		2,589			2,390			6,999			8,587
Payroll expenses		197,939				67,285			-
Payroll expenses		-			8,074			5,764			24,222
Professional fees		29,320				-			-
Professional fees		12,401			12,050			68,916			48,721
Depreciation and amortization expense		40,710				20,355			64,367
Research and development		3,788			-			3,788			-
Total operating expenses		360,433				233,913			211,417
Total operating expenses		18,778			22,514			85,467			81,530
Income (Loss) from operations		128,270				132,877			(123,854	)
Loss from operations		(18,778	)		(22,514	)		(85,467	)		(81,530	)
Other (expense) income:
Other income (expense)
Miscellaneous income		36				-			32,511
Interest income		-			-			-			6
Rental income- related party		6,000				3,000			-
Royalty income		-			-			5,000			-
Realized gain (loss) on sale of investments		(762	)			-			-
Miscellaneous income		-			19,893			939			22,575
Unrealized gain (loss) on trading securities		(3,030	)			-			-
Realized gain (loss) on sale of investments		(1,026	)		-			778			-
Interest expense		(63,836	)			(7,725	)		(3,399	)
Unrealized gain (loss) on trading securities		(8,511	)		-			(2,263	)		-
Loss on derivative instruments		(105,284	)			-			-
Interest expense		(11,740	)		(142,698	)		(18,203	)		(204,505	)
Total other (expense)		(166,876	)			(4,725	)		29,112
Loss on derivative instruments		-			534,230			-			(114,661	)
Net income (loss)	$	(38,606	)		$	128,152		$	(94,742	)
Total other income (expense)		(21,277	)		411,425			(13,749	)		(296,585	)
Net loss per share, basis and diluted	$	(0.00	)
Loss from continuing operations		(40,055	)		388,911			(99,216	)		(378,115	)
Weighted average number of common shares
Loss from discontinued operations		-			(140,529	)		(27,645	)		(374,872	)
outstanding, basic and diluted		69,937,803
Net loss	$	(40,055	)	$	248,382		$	(126,861	)	$	(752,987	)
Loss per share, basis and diluted
Continuing operations	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Discontinued operations		0.00			(0.00	)		(0.00	)		(0.00	)
Net loss	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of common shares outstanding, basis		61,717,702			86,869,035			62,326,092			86,375,553
Weighted average number of common shares outstanding, diluted		61,717,702			99,783,063			62,326,092			86,375,553

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

F-3

Galenfeha, Inc. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT (Unaudited)

												Additional
	Preferred Stock					Common Stock						Paid-in			Accumulated
	Shares			Amount		Shares			Amount			Capital			Deficit			Total
Balance – December 31, 2016	27,347,563		$	27,348		69,318,537		$	69,318		$	3,384,950		$	(3,491,907	)	$	(10,291	)
Common stock returned to Company and cancelled	-			-		(500,000	)		(500	)		500			-			-
Forfeiture of unvested shares 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	)
Net loss	-			-		-			-			-			(126,861	)		(126,861	)
Balance – September 30, 2017	34,647,563		$	34,648		61,500,000		$	61,500		$	3,424,332		$	(3,618,768	)	$	(98,288	)

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

F-4

Galenfeha, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

		Nine Months Ended			Nine Months Ended
		January 29, 2018 – March 31, 2018				January 1, 2018 – January 28, 2018			Three Months Ended March 31, 2017
		September 30, 2017			September 30, 2016
		(Successor)				(Predecessor)			(Predecessor)
OPERATING ACTIVITIES
Net loss	$	(126,861	)	$	(752,987	)
Net income (loss)	$	(38,606	)		$	128,152		$	(94,742	)
Adjustments to reconcile net loss to net cash used in operating activities:
Adjustments to reconcile net loss to net cash used in
Depreciation and amortization		-			20,526
operating activities:
Non-vested options forfeited		-			(26,745	)
Depreciation and amortization		40,710				20,355			64,367
Common shares issued for services		(12,750	)		(25,217	)
Loss on derivative instruments		105,284				-			-
Options expense		-			54,402
Amortization of debt discounts on convertible notes		30,925				-			-
Loss on derivative instruments		-			114,661
Realized losses on investments		762				-			-
Amortization of debt discounts on convertible notes		-			204,505
Unrealized losses on investments		3,030				-			-
Realized losses (gains) on investments		(778	)		-
Changes in Operating Assets and Liabilities:
Unrealized losses (gains) on investments		2,263			-
(Increase) Decrease in accounts receivable		57,391				(284,592	)		(96,750	)
Financing costs on convertible note expensed		6,000			-
(Increase) Decrease in due from related party		(1,000	)			17,000			-
Changes in Operating Assets and Liabilities:
(Increase) in supplies		(60,000	)			-
(Increase) Decrease in accounts receivable		14,189			97,949
(Increase) Decrease in prepaid supplies and other assets		(62,769	)			-			-
(Increase) Decrease in accounts receivable from related party		-			(19,785	)
Increase (Decrease) in accounts payable and accrued liabilities		(30,225	)			78,565			44,062
(Increase) Decrease in inventory		6,041			241,917
Net cash (used in)/provided by operating activities		45,502				(40,520	)		(83,063	)
(Increase) Decrease in prepaid expenses and other assets		1,000			(56,773	)
INVESTING ACTIVITIES
Increase (Decrease) in accounts payable and accrued liabilities		32,314			(133,031	)
Sales and purchases of investments, net		36,765				-			-
Increase (Decrease) in accounts payable to related parties		-			(107,356	)
Repurchase and cancellation of shares		(913	)			-			-
Increase (Decrease) in deferred revenue		(11,436	)		115,629
Purchase of fixed assets		-				-			(301,727	)
Net cash used in operating activities		(90,018	)		(272,305	)
Cash assumed in acquisition of subsidiary		171,703				-			-
INVESTING ACTIVITIES
Net cash (used in) provided by financing activities		207,555				-			(301,727	)
Sales and (purchases) of investments, net		(43,985	)		-
FINANCING ACTIVITIES									-
Repurchase and Cancellation of Shares		(667	)
Proceeds from lines of credit		108,030				627,147			78,141
Cash received for sale of pump assets		25,000			-
Payments on lines of credit		-				(378,897	)		-
Net cash provided by financing activities		(19,662	)		-
Proceeds from other loans payable		300,000							100,000
FINANCING ACTIVITIES
Payments on other loans payable		(100,348	)			(38,561	)		-
Proceeds from line of credit/notes payable/margin loan		49,805			439,168
Proceeds from notes payable		-				-			221,855
Payments on note payable/margin loan		(49,805	)		(269,073	)
Payments on notes payable		(161,363	)			(32,814	)		(18,477	)
Payments on liabilities due to officer		(82,500	)		-
Proceeds on liabilities due to officer and related parties		-				35,000			34,693
Proceeds from convertible debentures, net of original issue discounts		70,000			268,694
Payments on liabilities due to officer and related parties		(28,500	)			-			(28,092	)
Proceeds from related party promissory note		-			100,000
Principal payments on convertible debenture contracts		(21,840	)			-			-
Net cash (used in) provided by financing activities		(12,500	)		538,789
Payments on margin loan		(14,203	)			-			-
(DECREASE) INCREASE IN CASH		(122,180	)		266,484
Member draws		-				-			(77,540	)
CASH AT BEGINNING OF PERIOD		129,973			47,333
Net cash provided by financing activities		81,776				211,875			310,580
CASH AT END OF PERIOD	$	7,793		$	313,817
INCREASE (DECREASE) IN CASH		334,833				171,355			(74,210	)
SUPPLEMENTAL INFORMATION
CASH AT BEGINNING OF PERIOD		22,162				348			88,321
Cash paid for:
CASH AT END OF PERIOD	$	356,995				171,703		$	14,111
Interest expense	$	340		$	5,600
SUPPLEMENTAL INFORMATION
Income taxes		-			-
Cash paid for:
NONCASH INVESTING AND FINANCING ACTIVITIES
Interest expense	$	69,238				7,725		$	3,399
Common stock converted to preferred stock	$	8,118		$	-
Income taxes		-				-			-
Preferred stock converted to Common stock		818			-
NONCASH INVESTING AND FINANCING ACTIVITIES
Return and cancellation of common stock		500			-
Common stock issued for debt conversion		12,240				-			-
Gain on sale of pump division to related party		52,291			-
Derivative liability extinguished on conversion		55,938				-			-
Liabilities released upon sale of pump division		402,291			-
Fixed assets purchased through accounts payable		-				51,853			-
Debt discount due to derivative liabilities		-			268,694
Fixed assets purchased through notes payable									516,051
Common stock issued for debt conversion					45,318
Reclassification of conversion option from equity to derivative liabilities		-			6,175
Derivative liability extinguished on conversion					122,468

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

~~F-5~~Galenfeha, Inc. Notes to Unaudited Consolidated Financial Statements March 31, 2018

Galenfeha, Inc. Notes to Unaudited Consolidated Financial Statements September 30, 2017

NOTE 1 - BASIS OF PRESENTATION

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at ~~September~~March 3031, ~~2017~~2018, ~~and~~ and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. It is suggested that these unaudited interim financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, ~~2016~~2017 audited financial statements included in its Form 10-K filed with the Securities and Exchange Commission. The results of operations for the period ended ~~September~~March 3031, ~~2017~~2018 and the same period last year ~~are~~ are not necessarily indicative of the operating results for the full years.

~~Recent~~On ~~Accounting~~January ~~Pronouncements~~29, 2018, the Company 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 of Fleaux Solutions, LLC with Galenfeha, Inc. and no common majority control.

The ~~Financial~~purchase ~~Accounting~~price Standards Board, or FASB, has issued Accounting Standards Update No. 2014-09, Revenue from contracts with Customers (Topic 606), or ASU 606. ASU 606 provides guidance outlining a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers in an amount that supersedes most current revenue recognition guidance. This guidance requires us to recognize revenue when we transfer promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We are required to adopt ASU 606 at the beginning of our first quarter of fiscal 2018. The new guidance requires enhanced disclosures, including revenue recognition policies to identify performance obligations to customers and significant judgments in measurement and recognition. The new guidance may be applied retrospectively to each prior period presented or retrospectively with the ~~cumulative~~operating ~~effect~~assets ~~recognized as~~ of ~~the~~Fleaux ~~date of the adoption. We will apply the guidance when adopted~~Solutions, ~~and provide the relevant~~ ~~disclosures~~LLC inwas ~~the~~a ~~first~~cash ~~interim~~payment ~~and annual periods in which we adopt the guidance. We do not expect the adoption~~ of ~~this guidance to have a material impact on our consolidated financial statements within any accounting period presented~~$1.00

InThe ~~February~~Company ~~2016,~~accounted ~~the~~for ~~FASB~~its ~~issued~~acquisition ~~ASU~~of ~~No.~~the ~~2016-02, Leases~~operating ~~(Topic~~assets ~~842)~~of ~~(ASU~~Fleaux ~~2016-02). Under ASU No. 2016-2~~Solutions, anLLC ~~entity~~using ~~will~~the beacquisition ~~required~~method ~~to recognize right-~~of~~-use~~ ~~assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements~~accounting. ~~ASU No. 2016-02 offers~~ ~~specific~~Fleaux ~~accounting~~Solutions ~~guidance~~cash ~~for~~on ahand, ~~lessee~~inventories, aaccounts ~~lessor~~receivable, and ~~sale and leaseback~~fixed ~~transactions.~~assets ~~Lessees~~acquired and ~~lessors~~liabilities ~~are~~assumed ~~required~~were torecorded ~~disclose~~based ~~qualitative~~upon ~~and~~their estimated ~~quantitative~~fair ~~information~~values ~~about~~as ~~leasing arrangements to enable a user~~ of the ~~financial~~ ~~statements~~closing todate ~~assess~~of the ~~amount, timing and uncertainty of cash flows arising from leases~~Acquisition. For public companies, ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. The ~~Company~~excess ~~does~~of ~~not~~purchase ~~expect~~price over the ~~adoption~~value of ~~this~~the ~~standard~~net toassets ~~have~~acquired awas ~~material~~recorded ~~impact~~as ongoodwill. ~~the Company’s~~(See ~~consolidated~~footnote ~~financial statements.~~ #4)

The basis of presentation is not consistent between the successor and predecessor entities and the financial statements are not presented on a comparable basis. As a result, the accompanying consolidated statements of operations, cash flows and comprehensive income (loss) are presented for two different 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.

NOTE 2 - GOING CONCERN

The accompanying consolidated financial statements have been ~~prepared~~ prepared assuming that the Company will continue as a going concern. The Company ~~has~~ has incurred reoccurring net losses and ~~net~~has ~~cash~~an ~~used~~accumulated ~~in operations since inception~~deficit. 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 –- ~~INVESTMENTS~~SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

~~Marketable~~BASIS ~~securities~~OF are accounted for on a specific identification basis. As of September 30, 2017 and December 31, 2016 respectively, we held available for sale marketable securities with an aggregate fair value of $42,500 and $0 respectively. As of September 30, 2017, 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 losses, for the three months ended September 30, 2017 and 2016 in the amounts of $8,511 and $0, respectively and for the nine months ended September 30, 2017 and 2016 in the amounts of $2,263 and $0, respectively. The Company recognized realized losses, for the three months ended September 30, 2017 and 2016 in the amounts of $1,026 and $0, respectively and realized gains for the nine months ended September 30, 2017 and 2016 in the amounts of $778 and $0, respectively. PRESENTATION

~~F-6~~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.

The ~~Company's~~accompanying ~~assets~~financial ~~measured~~statements athave ~~fair~~been ~~value~~presented on a ~~recurring~~ comparative basis. ~~subject~~For periods after the acquisition of Fleaux Solutions, LLC (see Note 4), the Company is referred to as the ~~disclosure~~Successor ~~requirements~~and its results of operations ~~ASC~~combines ~~820~~the atoperations ~~September~~of 30Fleaux Solutions, ~~2017~~LLC and those of Galenfeha, Inc. For periods prior to the acquisition of Fleaux Solutions, the ~~was~~Company is referred to as ~~follows:~~the Predecessor and its results of operations include only the Fleaux Solutions, LLC operations. A black line separates the Predecessor and Successor financial statements to highlight the lack of comparability between these two periods.

	Quoted Prices in Active	Significant Other	Significant	Balance as of
	Markets for Identical	Observable Inputs	Unobservable Inputs	September 30, 2017
	Assets and Liabilities
	(Level 1)	(Level 2)	(Level 3)
Assets
Marketable securities	$42,500	-	-	$42,500

PRINCIPLES OF CONSOLIDATION

~~During~~The ~~nine~~consolidated ~~months~~financial ~~ended~~statements ~~September~~include ~~30,~~the ~~2017,~~accounts of the Company ~~raised a~~and ~~total of $49,805 from margin loan associate with~~ its ~~brokerage~~wholly ~~account~~owned ~~and repaid $49~~subsidiary,~~805~~ ~~during~~Fleaux ~~the~~Solutions, ~~same period~~LLC. AsAll significant ~~of September 30, 2017, the~~ inter-company ~~as $0~~accounts ~~balance~~and intransactions ~~this~~have ~~margin~~been ~~loan account~~eliminated.

~~NOTE~~USE 4OF –ESTIMATES ~~NOTES PAYABLE~~

OnThe ~~August~~preparation ~~23,~~of ~~2016,~~financial ~~the~~statements ~~Company~~in ~~entered~~conformity ~~into a Promissory Note~~with ~~Agreement~~accounting ~~with~~principles ~~Kevin~~generally L.accepted ~~Wilson,~~ in the ~~amount~~United States of ~~$350,000. The note bears an~~America ~~interest~~requires ~~rate~~management ofto 11make ½estimates %and ~~per~~assumptions ~~annum~~that ~~from~~affect the ~~date until the principal is paid in~~reported ~~full.~~amounts ~~This~~of ~~note~~assets ~~may be prepaid in whole or in part, without penalty. All outstanding principal, interest~~ and ~~fees~~liabilities ~~shall be due~~ and ~~payable~~disclosure ~~on or before August 23, 2017. As~~ of ~~December~~contingent ~~31,~~assets ~~2016, the principal~~ and ~~interest due on the~~ ~~note~~liabilities isat ~~$364,336 (~~the ~~accrued~~date ~~interest~~ of ~~$14,336~~the isfinancial ~~presented~~statements asand ~~accounts payable in~~ the ~~consolidated~~reported ~~balance~~amounts ~~sheet). This note was assumed by the~~of ~~purchaser~~revenues inand ~~the~~expenses ~~sale~~during of the ~~Company’s~~reporting ~~Daylight Pumps division~~period. ItThese isestimates ~~classified~~and asassumptions ~~liabilities~~also ~~held~~affect ~~for~~the ~~sale~~reported asamounts of ~~December~~revenues, 31costs, ~~2016.~~and ~~This note was assumed by~~expenses ~~the~~during ~~purchaser of~~ the ~~pumps~~reporting ~~division on March 9, 2017~~period. ~~The~~Management ~~total~~evaluates ~~amount~~these ofestimates and ~~accrued~~assumptions ~~interest~~on ~~due~~a ofregular ~~$20,125~~basis. ~~under~~Actual ~~the~~results ~~note~~could ~~was~~differ ~~paid~~from ~~in full by the purchaser~~those ~~in the sale of the Company’s Daylight Pumps division~~estimates.

~~NOTE~~REVENUE ~~5 – CONVERTIBLE LOANS~~ RECOGNITION

~~Effective~~Revenues ~~June~~are 8,recognized ~~2017~~when ~~the~~control ~~Company~~of ~~entered~~the ~~into~~promised agoods ~~Convertible~~or ~~Promissory~~services ~~Note~~is ~~(“Power~~transferred Upto ~~Note”)~~the ~~with~~Company’s ~~Power~~customers, Upin ~~Lending~~an ~~Group,~~amount ~~Ltd.~~that ~~pursuant to~~reflects ~~which~~the consideration the Company ~~issued~~expects ~~Power~~to Upbe ~~Lending~~entitled ~~Group,~~to ~~Ltd.~~in aexchange ~~convertible~~for ~~note in the~~those ~~amount~~goods ofor ~~$43~~services,~~000.~~ ~~The~~pursuant ~~maturity~~to ~~date~~the isguidance ~~March~~provided ~~20,~~by ~~2018~~Accounting Standards Codification (“ASC”) Topic 606.

OnServices ~~June~~revenues 8,are ~~2017~~generated ~~the~~from ~~Company~~sub-contractor ~~received consideration of $40,000.~~services Inprovided ~~addition,~~to ~~the~~contractors ~~Company~~for ~~paid~~infrastructure ~~legal~~water-line ~~fees~~repair. ofThe ~~$3,000 associated with the entering~~Company ~~into~~recognizes ~~this~~revenue ~~agreement~~for ~~and~~these ~~thus~~services ~~recognized~~at a ~~liability~~point ofin ~~$43,000~~time ~~associated~~as ~~with~~ the ~~Power Up Note. The $3,000 of financing costs were expensed during the nine~~customer ~~months~~receives ~~ended~~and ~~September~~consumes ~~30, 2017. The Power Up Note carries an interest rate of 12% per annum from~~ the ~~Issue~~benefits ~~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~~service Upas ~~Note~~they ~~which~~are isbeing ~~not paid when~~performed ~~due~~and ~~shall bear interest at~~ the ~~rate~~Company ofhas ~~22%~~a ~~per~~right ~~annum~~to ~~from~~payment ~~the~~for ~~due~~performance ~~date~~completed ~~thereof until~~to ~~the same is paid~~date. ~~Interest shall commence accruing on the date that the~~The ~~Note~~Company isrecognizes ~~fully~~revenue ~~paid~~upon ~~and~~invoicing ~~shall be computed on the basis of a 365-day year~~ and ~~the actual~~completion ~~number~~ of ~~days~~service ~~elapsed.~~for ~~The Company recognized~~ the ~~total accrued interest~~ ~~due~~contractor ~~under~~and ~~the~~recognizes ~~Power~~expenses Upas ~~Note totaling $12,900~~incurred.

~~The~~Successor: ~~Power~~For Upthe ~~Note~~period ~~provides~~from ~~Power~~January ~~Up Lending Group~~29, ~~Ltd.~~2018 ~~the right,~~through ~~to convert the outstanding balance (including accrued and unpaid~~March ~~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~~31, ~~additional~~2018; ~~discounts may apply in the case that conversion shares are not deliverable or if the shares are ineligible. Power Up Lending Group~~$642,507 ~~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~~91% ~~on the later~~ of: ~~(i)~~our ~~the Maturity~~total ~~Date~~revenue ~~and~~came ~~(ii)~~from ~~the date of payment of the Default Amount, each in respect of the remaining outstanding principal amount of this Note. Due to the~~ one ~~hundred eighty day restriction; the Company didn’t record debt discounts or derivative liabilities associated with the Power Up Note~~customer.

~~Effective~~Predecessor: ~~July~~For ~~5, 2017~~ the ~~Company~~period ~~entered~~from ~~into~~January ~~a Convertible Promissory Note (“Power Up Note #2”) with Power Up Lending Group~~1, ~~Ltd.~~2018 ~~pursuant~~through toJanuary ~~which~~29, ~~the~~2018; ~~Company~~$256,334 ~~issued~~or ~~Power~~62% Upof ~~Lending~~our ~~Group,~~total ~~Ltd.~~revenue acame ~~convertible~~from ~~note~~one incustomer ~~the~~and ~~amount of~~ $33136,~~000.~~937 ~~The~~or ~~maturity~~33% ~~date~~came isfrom ~~March~~one ~~20,~~other ~~2018~~customer.

OnPredecessor- ~~July~~For ~~5, 2017~~ the ~~Company~~three ~~received~~months ~~consideration~~ending ofMarch ~~$30~~31,~~000. In~~ ~~addition, the Company paid legal fees of~~ 2017; $396,~~000~~750 ~~associated with the entering into this agreement~~ and thus recognized a liability of $33,000 associated with the Power Up Note #2. The $3,000 of financing costs were expensed during the nine months ended September 30, 2017. The Power Up Note #2 carries an interest rate of 12100% ~~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~~our ortotal ~~interest~~revenue oncame ~~the Power Up Note which is not paid when due shall bear interest at the rate of 22% per annum~~ from ~~the~~one ~~due date thereof until the same is paid~~customer. 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 #2 totaling $4,950.

~~F-7~~The following table presents our revenues disaggregated by revenue source.

The Power Up Note #2 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 to the one hundred eighty day restriction; the Company didn’t record debt discounts or derivative liabilities associated with the Power Up Note #2.

Sources of Revenue	For the Period from January 29, 2018 through March 31, 2018 (Successor)	For the Period from January 1, 2018 through January 29, 2018 (Predecessor)	Three Months Ending March 31, 2017 (Predecessor)
Pre and Post CCTV	163,699	26,816	51,978
Point Repairs	44,060	-	-
Manhole Rehabilitation	157,941	256,300	44,772
Service Lateral Reconnect	82,001	31,700	-
Cosmic Service Lateral Lining	260,425	97,600	-

~~NOTE~~Pre 6and -Post ~~SHAREHOLDERS’~~CCTV ~~EQUITY~~consists of cleaning wastewater lines.

Manhole Rehabilitation consists of lining the manhole interiors, internal sealing of the joint area, and reconstructing manhole benches and channels.

Point Repairs consists of an excavator used to fid at a marked deviated in existing wastewater pipe and repairs and then made to the line.

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.

Cosmic Service Lateral Lining uses our exclusive material to robotically insert into an existing service line where UV light then cures the material creating a bonded connection between the mainline and the service line.

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 March 31, 2018 (Successor) and December 31, 2017 (Predecessor) was $356,995 and $348, 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 March 31, 2018 and December 31, 2017, the balance of the allowance for doubtful accounts was $0 (Successor) and $0 (Predecessor), respectively.

As of December 31, 2017; $119,201 or 22% of our Accounts Receivable was from one customer and another $359,474 or 67% was from another single customer. As of March 31, 2018; $652,852 or 86% of our total accounts receivable was from a single customer.

GOODWILL

Goodwill represents the excess of the purchase price of acquired businesses over the estimated fair value of the identifiable net assets acquired. In accordance with ASC 142, Goodwill and Other Intangible Assets, goodwill and other intangibles with indefinite useful lives are not amortized but tested for impairment annually or more frequently when events or circumstances indicates that the carrying value of a reporting unit more likely than not exceeds its fair value. The goodwill impairment test is applied by performing a qualitative assessment before calculating the fair value of the reporting unit. If, on the basis of qualitative factors, it is considered not more likely than not that the fair value of the reporting unit is less than the carrying amount, further testing of goodwill for impairment would not be required. Otherwise, goodwill impairment is tested using a two-step approach.

The first step 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 there was no impairment of goodwill recognized during 2018.

The Company recognizes an acquired intangible asset apart from goodwill whenever the intangible asset arises from contractual or other legal rights, or when it can be separated or divided from the acquired entity and sold, transferred, licensed, rented or exchanged, either individually or in combination with a related contract, asset or liability. Such intangibles are amortized over their useful lives. Impairment losses are recognized is the carrying amount of an intangible asset subject to amortization is not recoverable from expected future cash flows and its carrying amount exceeds its fair value.

LONG-LIVED ASSETS

The Company's long-lived assets consisted of property and equipment and customer relationships and are reviewed for impairment in accordance with the guidance of the FASB Topic ASC 360, Property, Plant, and Equipment. The Company tests for impairment losses on long-lived assets used in operations whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Through March 31, 2017, the Company had not experienced impairment losses on its long-lived assets as management determined that there were no indicators that a carrying amount of the asset may not be recoverable.

COST OF SALES

Cost of services mainly consisted of raw material costs, direct labor and certain overhead allocated costs. Costs are recognized when the related revenue is recorded.

ADVERTISING EXPENSES

Advertising, promotional and selling expenses consisted of sales salaries, tap handles, media advertising costs, sales and marketing expenses, and promotional activity expenses and are recognized when incurred in the accompanying statement of operations.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses consisted of office supplies, rent and utility expenses, meals, travel and entertainment expenses, and other general and administrative overhead costs. Expenses are recognized when incurred.

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).

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 March 31, 2018 (Successor).

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

On January 29, 2018, the Company 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 $1.00. In addition, the Company assumed $2,149,749 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:

Net Assets Acquired		January 29, 2018
Cash on hand	$	171,703
Inventories		30,000
Accounts receivable		816,929
Property and equipment, net		918,838
Assumption of scheduled liabilities		(2,149,749)
		(212,279)
Goodwill	$	(212,279)

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.

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 one to forty years. A summary is as follows:

		March 31, 2018 (Successor)		December 31, 2017 (Predecessor)
Manufacturing assets	$	$ 337,668	$	$ 285,815
Vehicles and trailers		271,686		271,686
Computer software		3,885		3,885
Capitalized leased equipment		598,119		598,119
		1,211,358		1,159,505

Less accumulated depreciation		(333,231)		(272,165)

Property and equipment, net	$	$ 878,127	$	$ 887,340

Depreciation expense related to property and equipment was $40,710, $20,355 and $64,347 for the period January 29, 2018 through March 31, 2018 (Successor), January 1, 2018 through January 28, 2018 (Predecessor), and the three months ended March 31, 2017 (Predecessor), respectively.

NOTE 6 – INVESTMENTS

Marketable securities are accounted for on a specific identification basis. As of March 31, 2018, we held available for sale marketable securities with an aggregate fair value of $26,160. As of March 31, 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 losses of $3,030 for the period from January 29, 2018 through March 31, 2018 (Successor). The Company recognized realized loss of $762 for the period from January 29, 2018 through March 31, 2018.

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

	Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Balance as of March 31, 2018
Assets
Marketable securities	$26,160	-	-	$26,160

Margin loans- (Predecessor)

During the twelve months 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.

Margin loans- (Successor)

From January 29, 2018 through March 31, 2018, the Company raised a total of $18,455 from margin loan associate with its brokerage account and repaid $14,203 during the same period. As of March 31, 2018, the company has a $4,252 balance in this margin loan account.

NOTE 7 – NOTES PAYABLE AND CAPITAL LEASES

The Company secured a line of credit with Gibsland Bank & Trust on March 22, 2017. The line of credit was secured with fixed assets financed. This line of credit was paid in full as of January 29, 2018.

The Company secured a line of credit (LOC #0221) of $500,000 on January 29, 2018 which is payable on demand. 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 loan is also secured by a personal guarantee executed by the members of Fleaux Solutions, LLC including Michael Trey Moore, Christopher Ryan Marlowe, Ray S. Moore, Jr., and Frank Neal Richard. The Company withdrew $168,521 in funds from the line of credit on January 29, 2018 and paid loan origination and documentation of fees of $2,540 to bring the total outstanding line of credit balance to $171,061 on January 29, 2018. On January 31, 2018, the Company withdrew an additional $250,000 in funds from the line of credit and made payments of $100,000 on the line of credit bringing the balance due under the line of credit to $321,061. On March 22, 2018, the Company withdrew an additional $60,000 in funds from the line of credit bringing the balancer due under the line of credit to $381,061 as of March 31, 2018 (Successor).

The Company secured a 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 4.500% 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 5.500% 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. The Company withdrew an additional $33,031 and $15,000 from the line of credit on February 22, 2018 and March 2, 2018, respectively, bringing the total balance due under the line of credit to $148,781 as of March 31, 2018 (Successor).

Additionally, both lines of credit are secured by deposit accounts held at the Grantor’s institution which had cash balances of $348,726 and $0 as of March 31, 2018 (Successor) and December 31, 2017 (Predecessor) , respectively.

Notes Payable (Predecessor)

The Company assumed the debt of a loan payable executed between Fleaux Solutions, LLC and Gerald W. Norder on May 2, 2017. The proceeds received under the loan totaled $197,500. The loan is unsecured and doesn’t carry an interest rate but does charge the Company an initial loan fee of $17,500, bringing the initial balance due under the loan to equal $215,000. The Company made principal repayments of $86,454 to this loan during the three months ending March 31, 2018, bringing the total balance due of the loan to $128,546 and $215,000 as of March 31, 2018 and December 31, 2017, respectively.

The Company assumed the debt of a Payment Rights Purchase and Sale Agreement executed between Fleaux Solutions, LLC & Everest Business Funding on October 12, 2017. The proceeds received under the loan totaled $200,000. 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 Company’s bank account in the amount of $807 until the entire principal balance of $246,000 is paid in full. The outstanding balance on this note was $137,054 and $189,509 as of March 31, 2018 and December 31, 2017, respectively.

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 5.500% 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 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 $131,568 and $142,598 as of March 31, 2018 and December 31, 2017.

The Company assumed the debt of a loan in the amount of $65,000 between Fleaux Solutions, LLC and KDC Pipeline. The loan is unsecured, non-interest bearing, and payable on demand. The outstanding balance on this loan was $65,000 as of March 31, 2018 and December 31, 2017.

The Company assumed the debt of two secured automobile loans of $53,311.01 a piece relating to the purchase of two Chevrolet Trucks executed between Fleaux Solutions, LLC & General Motors Financial on March 29, 2017. Both notes carry an interest rate of 7.75%, payable in payments of $928 for 72 months. The outstanding balance on each note was $46,050 and $47,918 as of March 31, 2018 and December 31, 2017, respectively.

The Company assumed the debt of a secured automobile loan in the amount of $53,075 between Fleaux Solutions, LLC & TD Auto Finance executed on September 28, 2017. The note has an interest rate of 5.69%, payable in payments of $1,021 for 60 months. The outstanding balance on this note was $48,520 and $50,864 as of March 31, 2018 and December 31, 2017, respectively.

The Company 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 0.00%, payable in payments of $1,105 for 36 months, with $3,838 payable in advance. The outstanding balance on this note was $28,730 and $32,045 as of March 31, 2018 and December 31, 2017, respectively.

The Company assumed the debt of a secured excavator equipment loan in the amount of $66,788 between Fleaux Solutions, LLC & Takeuchi Financial Services executed on August 23, 2017. The note has an interest rate of 0.00%, payable in payments of $1,113 for 60 months. The outstanding balance on this note was $60,110 and $63,449 as of March 31, 2018 and December 31, 2017, respectively.

Obligations under Capital Leases (Predecessor)

In October of 2016, 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 Predecessor paid an advance payment on the equipment lease of $15,250. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $63,487. As of March 31, 2018 and December 31, 2017, the outstanding balance under this capital lease was $48,621 and $50,523, respectively.

In October of 2016, the Predecessor entered into a lease agreement for the purchase of a 1998 Ford Van, used in the day to day operation of Fleaux Solutions, LLC. The lease is for 48 months and requires monthly payments of $2,118, plus sales tax. The Predecessor paid an advance payment on the equipment lease of $15,250. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $124,702. As of March 31, 2018 and December 31, 2017, the outstanding balance under this capital lease was $96,981 and $106,376, respectively.

In February of 2017, the Predecessor entered into a lease agreement for the purchase of a 2001 Sterling Tractor Truck, used in the day to day operation of Fleaux Solutions, LLC. The lease is for 36 months and requires monthly payments of $888, plus sales tax. The Predecessor paid an advance payment on the equipment lease of $250. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $35,134. As of March 31, 2018 and December 31, 2017, the outstanding balance under this capital lease was $25,506 and $28,758, 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 Predecessor paid an advance payment on the equipment lease of $250. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $28,258. As of March 31, 2018 and December 31, 2017, the outstanding balance under this capital lease was $16,881 and $21,571, 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 Predecessor paid an advance payment on the equipment lease of $250. The lease is secured by the underlying leased asset. This arrangement was accounted for as a capital lease and capitalized the asset at $240,433. As of March 31, 2018 and December 31, 2017, the outstanding balance under this capital lease was $66,852 and $205,977, 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 Predecessor paid an advance payment on the equipment lease of $3,190. The lease is secured by the underlying leased asset.

This arrangement was accounted for as a capital lease and capitalized the asset at $106,105. 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 March 31, 2018 and December 31, 2017, the outstanding balance under this capital lease was $79,860 and $91,909, respectively.

The current maturities and five year debt schedule for the notes is as follows:


2018	$	1,466,331
2019		184,525
2020		203,792
2021		44,028
2022 and thereafter		45,863
Total current notes payable	$	1,944,539

NOTE 8 – CONVERTIBLE LOANS

As of February 8, 2018, the Company had terminated and extinguished all of the convertible notes the Company entered into during the second and third quarters of 2017 prior to the acquisition of Fleaux Solutions, LLC. (see Note #10)

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 or three months ending March 31, 2018. 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 $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 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 $47,351 for the three months ended March 31, 2018 and $17,149 for the twelve months ended December 31, 2017. The principal balance due under the Power Up Lending Note One was $0 and $43,500 at March 31, 2018 and December 31, 2017, respectively.

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 or three months ended March 31, 2018. 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. As a result of the derivatives calculation (see Note 8) an additional discount of $27,200 was recorded. On February 5, 2018, Power Up Lending converted $11,160 of the Power Lending Note One into a total of 1,430,769 shares of Common Stock at a fair value of $0.0078 per share. On February 8, 2018, the Company paid Power Up Lending $40,000 which extinguished any remaining balance due under the July 2017 note.

Amortization of the interest expense and costs associated with this note totaled $28,976 for the three months ended March 31, 2018 and $4,024 for the twelve months ended December 31, 2017. The principal balance due under the Power Up Note Two was $0 and $33,000 at March 31, 2018 (Successor) and December 31, 2017, respectively.

NOTE 9 – DERIVATIVE LIABILITY

During the period from January 29, 2018 through March 31, 2018 (Successor) , the Company identified conversion features embedded within its convertible debt. The Company 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 period from January 29, 2018 through March 31, 2018 is as follows:

January 29, 2018	$	49,346
Derivative liability extinguished on conversion		(55,938	)
Loss on change in fair value of derivative		105,284
March 31, 2018 (Successor)	$	-

The gain (loss) on the change in fair value of derivative liabilities for the period from January 29, 2019 through March 31, 2018 and totaled $(105,284).

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 three months ended March 31, 2018 and the year ended December 31, 2017:

Exercise prices	See Note 8
Expected dividends	0%
Expected volatility	87%-463%
Expected term	See Note 8
Discount rate	.29%-1.51%

NOTE 10 - SHAREHOLDERS’ EQUITY

PREFERRED STOCK

The authorized stock of the Company consists of 5020,000,000 preferred A shares and 30,000,000 preferred B Shares with a par value of $0.001.

~~During~~As ~~2016, four officers and directors~~ of ~~the~~March ~~Company exchanged 27~~31,~~347,563~~ ~~common~~2018 ~~shares~~and ~~for~~December 2731,~~347,563~~ ~~Series B preferred shares. During the first quarter of~~ 2017,; ~~one officer and one director exchanged~~ 7,~~568~~300,~~537~~000 ~~common~~ shares ~~for 7,568,537~~of ~~Series A preferred shares. During~~ the ~~second~~Company’s ~~quarter of 2017, one officer converted 818,537 of~~ preferred stock Series A ~~back~~was toissued ~~same~~and ~~number of common stock~~outstanding. ~~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 ~~September~~March 3031, ~~2017,~~2018 ~~7,300,000 shares of the Company’s preferred stock Series A were issued~~ and ~~outstanding. As of~~ December 31, ~~2016~~2017; 27,347,563 ~~zero~~ shares of the Company’s preferred stock Series AB ~~were~~was issued and outstanding.

As of September 30, 2017, and December 31, 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.

COMMON STOCK

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

AsPrior ofto ~~September~~the ~~30,~~Acquisition ~~2017~~date ~~61,500,000 shares~~ of ~~the~~January ~~Company’s~~29, ~~common~~2018, ~~stock~~Galenfeha had ~~were~~ issued ~~and~~the ~~outstanding.~~below ~~As of December 31, 2016, 69,318,537~~ shares ofduring the ~~Company’s~~period ~~common~~January ~~stock~~1, ~~were~~2018 ~~issued~~through ~~and~~January 29, ~~outstanding~~2018.

InOn ~~July~~January ~~2016~~16, ~~the~~2018, ~~Company~~Power ~~entered~~Up ~~into~~Lending anconverted ~~agreement for the issuance of 1~~$15,000~~,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 day~~ ofJune ~~the following months: August 2016, October 2016, January~~ 2017, ~~and~~Power ~~April~~Up ~~2017.~~Lending OnNote ~~August~~One 5,into ~~2016,~~a ~~the~~total ~~Company~~of ~~issued 250~~2,~~000 shares under this award. On October 5~~500, ~~2016, the Company issued another 250,~~000 shares ~~under~~of ~~this~~Common Stock ~~award.~~at ~~Since~~a ~~inception through~~fair ~~December~~value ~~31,~~of ~~2016,~~ $~~17,530~~0.006 ~~was~~per ~~expensed~~share. ~~under~~See ~~this~~Note ~~award~~8.

On January 1829, ~~2017 the company extinguished the remainder of the Consulting Agreement with Asher Oil & Gas Exploration in Natchez~~2018, ~~Mississippi;~~Power ~~and~~Up ~~Lane~~Lending ~~Murray,~~converted ~~of Jackson, Mississippi. The Company issued a one-time payment to the consultants of~~ $4015,000, ~~which included the cancellation~~ of ~~any additional stock issuance, and~~ the June ~~return~~2017 ofPower ~~the~~Up ~~500,000~~Lending ~~shares~~Note ofOne ~~Galenfeha~~into ~~common~~a ~~stock~~total ~~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~~923,~~000~~077 shares of ~~Galenfeha,~~Common Stock ~~Inc.~~at ~~(GLFH) common stock, to be issued in four quarterly installments. As of December 31, 2016, the consultants had received the retainer and~~ a ~~total~~fair ofvalue ~~500,000 shares~~ of ~~Galenfeha,~~ ~~Inc~~$0.0078 ~~common stock,~~ per ~~the agreement~~share. ~~The~~See ~~500,000~~Note ~~shares of Galenfeha, Inc~~8. 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.

~~F-8~~The Company (Successor) issued the below shares during the period from January 29, 2018 through March 31, 2018.

On January 2031, ~~2017 an offer was extended to Mr. Ron Barranco for the position of Chief Technology Officer. Mr. Barranco accepted this position on January 20~~2018, ~~2017.~~Power ~~Mr.~~Up ~~Barranco~~Lending converted 2$12,~~000,000~~240 ~~shares~~ of ~~common~~the ~~stock~~June to2017 ~~preferred~~Power ~~stock~~Up ~~Series~~Lending ANote onOne ~~January~~into ~~20,~~a ~~2017~~total ~~and~~of ~~818~~1,~~537~~569,231 shares of ~~common~~ ~~stock to preferred stock Series A on February 21, 2017. On April 18, 2017~~Common ~~the~~Stock ~~Company~~at ~~received~~a ~~notice~~fair ~~that~~value ~~Mr.~~of ~~Barranco was declining our employment offer and resigning as Chief Technology Officer~~$0.0078 ~~Management~~per ~~agreed to Mr~~share. ~~Barranco’s resignation~~See ~~terms~~Note ~~on May 1, 2017 and pursuant to such Mr~~8. ~~Barranco returned 818,537 shares of preferred stock Series A back to common stock.~~

On ~~July~~February 205, ~~2017;~~2018, ~~the~~Power ~~Company~~Up ~~bought~~Lending ~~back~~converted 18$2,~~537~~580 ~~shares~~ of the ~~common~~June ~~stock~~2017 ~~through~~Power aUp ~~brokerage~~Lending ~~account~~Note ~~for~~One into a total ~~price~~ of ~~$677~~492,308 ~~and~~shares ~~cancelled~~of Common ~~the~~Stock ~~18,537~~at ~~shares~~a fair value of ~~common~~$0.0078 inper ~~August~~share. ~~2017~~See Note 8.

~~NOTE~~On 7February -5, ~~COMMITMENTS~~2018, ~~AND~~Power ~~CONTINGENCIES~~Up Lending converted $11,160 of the July 2017 Power Up Lending Note One into a total of 1,430,769 shares of Common Stock at a fair value of $0.0078 per share See Note 8.

On February 15, 2018, the Company bought back 22,793 shares of common stock through a brokerage account for a total price of $913. These shares have been cancelled and are available to be issued.

NOTE 11 - COMMITMENTS AND CONTINGENCIES

The Company assumed two lease agreements with respect to the acquisition of Fleaux Solutions, LLC for office/warehouse facilities and yard storage in Louisiana. The office/warehouse lease is for 36 months beginning August 1, 2017. The rent due under the office/warehouse facility lease is as follows:

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

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

Year Ended		Amount
2017	$	-
2018	$	76,000
2018		-
2019		95,000
2019		-
2020		56,000
2020		-
2021		-
	$	-
2022		-
	$	227,000

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.

~~The~~NOTE ~~Company~~12 ~~received~~– aRELATED ~~letter~~PARTY onTRANSACTIONS 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~~On 8November –4, ~~RELATED~~2016, ~~PARTY~~Mr. ~~TRANSACTIONS~~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 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. 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 (Predecessor) was $26,000. On January 29, 2018, Mr. Ketner advanced the Company an additional $20,000 under the 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 three months ending March 31, 2018 totaled $17,000, and the principal balance due under the note as of March 31, 2018 (Successor) was $30,000.

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 nine months ending September 30, 2017, the Company received royalty payments of $5,000 from Fleaux Services, LLC relating to the sale of Galenfeha-style batteries.

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 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 nine months ending September 30, 2017 totaled $82,500, and the principal balance due under the note as of September 30, 2017 was $27,500.

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.

FDuring 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-9style batteries. The Company didn’t receive any royalty payments from Fleaux Services, LLC relating to the sale of Galenfeha-style batteries during the three months ending March 31, 2018. Mr. Trey Moore is the President/CEO of Fleaux Services, and also is a Director of Galenfeha, Inc.

On August 4, 2017, ~~Davis~~David 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.

~~NOTE~~On 9January –29, ~~DISCONTINUED~~2018, ~~OPERATIONS~~the –CEO ~~STORED~~in ~~ENERGY~~a ~~AND~~private transaction, sold ~~DAYLIGHT~~1,000,000 ~~PUMP~~shares ~~DIVISIONS~~of preferred stock Series B to David Leimbrook, the Chief Financial Officer of Fleaux Services, LLC and an additional 2,000,000 shares of preferred stock Series B to Christopher Ryan Marlowe, the Chief Operating Officer of Fleaux Services, LLC and an affiliate of Fleaux Solutions, LLC. The private shares were sold for cash consideration of $30,000.

On ~~November~~January 1629, ~~2016~~2018, the Company entered into ana ~~agreement~~Definitive ~~with~~Agreement to acquire Fleaux ~~Services~~Solutions, LLC, ~~for~~a ~~the sale of the~~ Company’s ~~battery~~with ~~and~~common ~~stored energy~~director ~~division, which includes, but is not limited to, all inventory, support equipment,~~ and ~~office operations located at 9204 Linwood Avenue, Suite 104 and~~ ~~105,~~shareholders ~~Shreveport, LA 71106. The sale is~~ for a cash ~~consideration~~purchase of $~~350,000~~1.00. ~~USD; plus~~Fleaux aSolutions 3%at ~~royalty on all Galenfeha-style batteries sold over~~ the ~~course~~time of ~~the~~ ~~next~~acquisition ~~two years from the date this purchase agreement~~ was ~~executed.~~owned ~~The cash consideration was for $175,000 in inventory and $175,000 for business good-will and was provided directly~~ by ~~Fleaux~~Director ~~Services~~Trey ~~in cash. The sale includes all future sales~~Moore, ~~future~~President/CEO ~~purchase~~of ~~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~~LLC, ~~Inc.~~Christopher ~~battery~~Ryan ~~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~~Marlowe, ~~including,~~ ~~but~~Chief ~~not~~Operating ~~limited~~Officer ~~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~~Ray ~~that~~Moore ~~will be relinquished to Fleaux Services, LLC upon the execution of this agreement~~Jr. ~~Galenfeha~~, ~~Inc.~~brother ~~will retain payments on all current outstanding purchase orders invoiced before the date~~ of ~~this~~Trey ~~purchase agreement~~Moore. A ~~gain~~(See onfootnote ~~the sale of the battery and stored energy division of $15,008 was recognized as a capital transaction.~~ #4)

OnThe ~~March~~Company 9,assumed ~~2017,~~a ~~the~~lease ~~Company~~agreement ~~entered~~executed ~~into~~on anJuly ~~agreement~~1, ~~with~~2017 between Fleaux ~~Services~~Solutions, LLC ~~for~~and ~~the~~Fleaux ~~sale~~Services, ofLLC. ~~the~~The ~~Company’s~~lease ~~Daylight~~agreement provides ~~Pumps~~for ~~division, which~~Fleaux ~~includes~~Services, ~~but~~LLC into ~~not~~pay ~~limited~~Fleaux toSolutions, ~~all~~LLC ~~inventory~~rent ~~located~~income ~~at 9204 Linwood~~of ~~Avenue~~$2,000 ~~Suite~~per ~~104~~month ~~and~~commencing ~~105,~~on ~~Shreveport,~~July ~~LA 7116~~1, as2017 ~~well~~and asending ~~all~~on ~~usage~~June ~~rights~~30, 2018 for use ~~the~~of ~~name~~equipment ~~“Daylight~~and ~~Pump.”~~supplies ~~The~~owned ~~sale~~by isFleaux ~~for cash consideration of $25~~Solutions,~~000,~~ ~~and~~ LLC. Fleaux Services, LLC paid ~~will~~the ~~assume~~Company ~~the~~rental ~~responsibility~~income of a$20,000 ~~promissory~~on ~~note~~January ~~held~~2, ~~by Kevin~~2018 L.relating ~~Wilson~~to in$12,000 of ~~the~~rent ~~amount~~owed offrom 2017 and $~~350~~8,000 ~~and~~as ~~all~~a ~~accrued~~prepayment ~~interest~~towards ~~due~~rental ~~since~~income ~~the~~due for ~~date~~the ofthree ~~issuance~~months onending ~~August~~March 2331, ~~2016~~2018. The ~~sale~~remaining ~~will~~$1,000 ~~include~~due ~~all~~under ~~future~~the ~~pump~~lease ~~sales,~~agreement ~~future~~for ~~purchase~~the ~~orders~~three ~~resulting~~months ~~from~~ended ~~previous~~March ~~negotiations~~31, ~~and~~2018 ~~all intellectual~~is ~~property~~shown ~~related~~as toa ~~Daylight Pumps. During 2016~~receivable, ~~the Company~~ ~~recognized~~“Due anfrom ~~aggregate~~Related ~~impairment~~Parties.” ~~loss~~Mr. onTrey ~~this~~Moore ~~asset~~is ~~group~~the President/CEO of ~~$443~~Fleaux Services,~~935~~ ~~to recognize~~and ~~the~~also ~~asset~~is ~~group~~a atDirector ~~the lower~~ of ~~fair~~Galenfeha, ~~value or carrying value~~Inc.

~~The~~ From ~~Company~~time ~~recognized~~to ~~the~~time, ~~sale~~Ray ofMoore ~~its~~Jr. ~~stored~~and ~~energy~~Christopher ~~division~~ Ryan Marlowe, management and ~~Daylight~~members ~~Pumps~~of ~~division~~Fleaux asSolutions, aLLC ~~discontinued~~will ~~operation~~loan Fleaux Solutions, inLLC ~~accordance~~money and/or pay for expenses with ~~ASU 2014-08,~~respect ~~“Reporting~~to ~~Discontinued~~Fleaux ~~Operations~~Solutions, ~~and~~LLC ~~Disclosures~~out of ~~Disposals~~their ofpersonal funds and the ~~Components~~Company ofwill reimburse them for such. These loans don’t carry an ~~Entity~~interest rate and are payable on demand.” The total outstanding amount due to Ray Moore Jr. and Christopher Ryan Marlowe was $58,367 as of March 31, 2018.

~~Assets~~ NOTE ~~and~~13 ~~Liabilities~~– ofUNCERTAIN ~~Discontinued~~TAX ~~Operations~~POSITIONS

~~The~~ Prior ~~following~~to ~~table provides~~ the ~~details~~Acquisition date of ~~the~~January ~~assets~~29, ~~and liabilities~~2018, ofGalenfeha ~~our~~had ~~discontinued~~the ~~stored~~following ~~energy~~uncertain ~~division~~tax positions:

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 Company 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.

~~F-10~~ NOTE 14 – SUBSEQUENT EVENTS

~~The~~ On ~~following~~May ~~table~~1st, ~~provides~~2018, the ~~details~~Company signed a letter of intent to acquire all of the ~~assets~~membership interest in Fleaux Services of Louisiana, LLC, a leading oil and gas measurement company, for $18,000,000 USD. The acquisition is contingent on ~~liabilities~~Galenfeha’s ~~held~~ability to raise the funds, and the Company has engaged Wall Street firm Paulson Investment Company, LLC as the lead placement agent for ~~sale~~financing the transaction. Fleaux Services was created from, and is based on, a simple concept—Service for the Customer, and the Employees are Assets. Fleaux Services has built a sales and support team with an industry reputation of ~~our~~making ~~discontinued~~sure ~~Daylight~~that ~~Pump~~the ~~division:~~customer is taken care of with quality parts and service. Fleaux Services is a company committed to Oil and Gas industry innovative solutions with a creative vision of complete system automation through hardware and software products..

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

On May 3, 2018, the Company’s President and CEO, Mr. James Ketner, resigned his position as President and CEO.

~~Income~~ On ~~and~~May ~~Expenses~~3, 2018, Mr. Trey Moore assumed the position of ~~Discontinued~~President/CEO ~~Operations~~of Galenfeha, Inc.

~~The~~ On ~~following~~May ~~table~~3, ~~provides~~2018, ~~income~~the ~~and~~Company ~~expenses~~decided ~~of discontinued~~to ~~operations~~eliminate the preferred stock structure in order to make the Company’s capital structure less complicated for potential investors funding the ~~nine~~Fleaux ~~months~~Services ~~ended~~transaction. ~~September~~All ~~30,~~preferred ~~2017~~shares ~~and~~will ~~2016,~~move ~~respectively~~1:1 into the common. At the time of this report, none of these shares have been moved to the common.

		September 30, 2017		September 30, 2016
Revenue – Third Parties	$	11,435		664,060
Revenue – Related Parties		-		65,744
Less: Cost of Goods Sold		6,041		535,657
Gross Profit		5,394		194,147
Other expenses
General and administrative		27,250		275,527
Payroll expenses		-		292,123
Professional fees		-		-
Engineering research and development		-		(37,535	)
Depreciation and amortization expense		-		20,526
Interest expense		5,789		18,378
Income (loss) from discontinued operations		(27,645	)	(374,872	)

F-11

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes included in this report and those in our Form 10-K filed with the Securities and Exchange Commission on March 3126, ~~2017~~2018. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in such forward-looking statements as a result of certain factors, including but not limited to, those described under “Risk Factors” included in Part II, Item IA of this report.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. It is suggested that these unaudited interim financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2017 audited financial statements included in its Form 10-K filed with the Securities and Exchange Commission. The results of operations for the period ended March 31, 2018 and the same period last year are not necessarily indicative of the operating results for the full years.

Background Overview

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.

WeThe ~~are an engineering, product development, and manufacturing~~ company ~~that~~ generates revenue by receiving royalties from products we developed, providing engineering, regulatory, and business consulting services across numerous disciplines, such as ~~aerospace~~energy, aerospace, automotive, and medical, and by making investments in companies that our management team feels to be undervalued. With the recent acquisition of Fleaux Solutions, LLC, the company also generates revenues and earnings through government contracts.

~~With~~A ~~the~~condensed ~~recent~~version ~~sale~~ of our ~~stored~~2018 ~~energy~~Statement division, and our oil and gas equipment division, we have moved the Company in the direction our founder originally envisioned. Our objective is to be a vehicle that assembles a team and finances the development of ~~groundbreaking~~Work ~~new technology that~~ is ~~resistant~~ ~~to adverse economic and market fluctuations.~~ as follows:

A1. ~~condensed~~Acquire ~~version~~Private ofCompanies ~~our~~with ~~2017~~Positive ~~Statement~~Cash ofFlow ~~Work~~2. isExplore ~~as follows:~~investments both private and public (Ongoing) 3. Develop new technologies (Ongoing) 4. Formulate applications for new technologies 5. Commercialize new technology and products

1. Acquire or merge a profitable private company into our public company. 2. Explore investments both private and public. 3. Develop new technologies for engineering, manufacturers, and product life cycles. 4. Formulate applications for new or recently developed technologies. 5. Commercialize new technology and products.

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.

OnFor ~~December 21, 2016, Mr. James Ketner was formally elected by~~ the ~~shareholders~~year toending ~~assume~~December ~~the role of Chief Executive Officer beginning January 1~~31, 2017~~. Since his reinstatement~~, ~~Mr. Ketner has led~~ the company ~~back~~had ~~in the~~limited ~~direction~~revenues, ~~he originally intended; to be a vehicle that assembles a team~~ and ~~finances~~ ~~the~~limited ~~development of new technology that is resistant to adverse economic and market fluctuations~~operations.

AsOn ofJanuary ~~the date of this filing~~21, 2017 Galenfeha ~~has~~entered ~~zero~~into ~~options~~a ~~that~~non-binding Letter ~~convert~~of ~~into~~Intent ~~common~~to orpurchase ~~preferred~~Additive ~~stock~~Manufacturing, noLLC ~~other~~for ~~notes~~a orcash ~~off~~purchase ~~balance sheet~~of ~~arrangements~~$14,000,000. ~~that~~This ~~convert~~acquisition ~~into~~attempt ~~common~~was orterminated ~~preferred~~during ~~stock,~~the ~~and~~second ~~zero debt other~~quarter ~~than~~of ~~to an affiliate~~2017.

~~The~~On ~~company~~January ~~has two classes of preferred stock. The preferred class of stock consists of two (2) series~~23, ~~Series A~~2017, ~~and Series B. All affiliates of~~ the ~~company~~Company ~~who~~announced ~~purchased~~on ~~stock~~Form ~~during~~8-K filed with the ~~formation~~commission ofthat the company ~~and~~entered ~~who~~into ~~purchased~~an ~~stock~~agreement ~~for~~to ~~financing~~sell ~~activities at prices below market~~its ~~moved~~entire ~~their~~Daylight ~~common~~Pump ~~shares~~inventory ~~into~~to ~~the~~SouthVestBDC, ~~Series~~LLC Bfor ~~preferred~~a ~~stock.~~cash ~~The~~selling ~~Series~~price ~~B votes~~of ~~1:1;~~$400,000. isA ~~subject~~majority toof ~~all splits~~ the ~~same~~proceeds asof ~~common;~~this ~~converts~~sale ~~back~~were to ~~common 1:1; and cannot~~ be ~~converted~~used ~~back~~ to ~~common~~repay ~~for resale in the open market until~~ a 30 ~~day~~note ~~VWAP~~secured ~~(volume~~by ~~weighted~~the ~~average~~pump ~~price)~~inventory ofwith ~~$.45~~Kevin ~~cents has been met in Galenfeha’s public trading market~~L. ~~All~~Wilson ~~future~~on ~~sales~~August of23, ~~company~~2016 ~~securities by~~for ~~affiliates~~$350,000 ~~will~~plus ~~adhere~~accrued ~~to rules and regulations of the Commission~~interest.

~~Affiliates~~On ~~who~~March ~~purchased~~9, ~~stock~~2017, atthe ~~offering~~Company ~~prices~~sold ~~that~~its ~~were current~~entire atDaylight ~~the~~Pump inventory ~~time~~to ofFleaux ~~purchase~~Services, ~~and~~LLC. ~~affiliates~~The ~~who~~sale ~~make~~was ~~open market purchases and are directly responsible~~ for a ~~merger/acquisition~~cash ~~that~~consideration ~~brings retained~~of ~~earnings to the company~~$25,000 ~~can convert these common shares 1:1 into Series A preferred stock. Series A votes 1:1~~USD; ~~converts~~and ~~back~~Fleaux ~~to common 1:1; is not subject to splits in order to facilitate mergers~~Services, ~~acquisitions,~~LLC orwill ~~meeting~~assume ~~the requirements~~responsibility of a ~~listed~~promissory note ~~exchange;~~held ~~and~~by ~~cannot~~Kevin beL. ~~converted~~Wilson ~~back to common for resale~~ in the ~~open~~amount ~~market until a 30 day VWAP~~ of $~~3.50~~350,000 ~~per~~and ~~share~~all ~~has~~accrued ~~been met in~~interest ~~Galenfeha’s~~this ~~public~~note ~~trading~~had ~~market.~~accumulated ~~All~~since ~~future~~issuance ~~sales~~on ofAugust ~~company~~23, ~~securities by affiliates will adhere to rules and regulations of the Commission~~2016.

OnIn ~~January~~June ~~23,~~and July of 2017, the Company ~~announced on Form 8-K filed with the commission that the company~~ entered into antwo Convertible ~~agreement~~Promissory toNotes ~~sell~~with ~~its~~Power ~~entire~~Up ~~Daylight~~Lending ~~Pump inventory to SouthVest BDC~~Group, ~~LLC for a cash selling price of $400,000~~Ltd. AAt ~~majority of~~ the ~~proceeds~~time of this ~~sale were~~report, toboth beof ~~used~~these tonotes ~~repay~~have abeen ~~note~~paid ~~secured~~in byfull ~~the~~and ~~pump~~extinguished, ~~inventory with Kevin L.~~and ~~Wilson~~there onis ~~August~~no ~~23,~~common ~~2016,~~stock ~~for~~remaining ~~$350,000~~to ~~plus~~be ~~accrued interest~~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 ~~March~~February 91, ~~2017,~~2018; the ~~company~~Company ~~sold~~announced ~~its~~that ~~entire~~the ~~Daylight Pump~~Fleaux ~~inventory~~Solutions toDivision ~~Fleaux~~secured ~~Services, LLC. The sale was for~~ a ~~cash consideration of~~ $25650,000 ~~USD;~~bank ~~and~~line ~~Fleaux~~of ~~Services~~credit, ~~LLC~~as ~~will~~well ~~assume~~as ~~responsibility~~an additional of$500,000 from a ~~promissory note~~private ~~held~~investor. byFleaux ~~Kevin~~Solutions L.is ~~Wilson~~engaged in the business ~~amount~~ of ~~$350,000~~sewer ~~and~~rehabilitation ~~all~~with ~~accrued~~local ~~interest this~~government ~~note~~and ~~had accumulated since issuance on August 23, 2016~~municipality contracts.

~~The~~On May 1st, 2018, the Company ~~currently~~signed ~~plans~~a letter of intent to ~~use~~acquire ~~additional~~all ~~revenues~~of ~~and earnings~~the ~~generated~~membership ~~from~~interest ~~their~~in ~~investment~~Fleaux ~~account~~Services toof Louisiana, ~~cover~~LLC, ~~expenses~~a leading oil and ~~outstanding~~ ~~payable~~gas ~~balances~~measurement ~~due~~company, for $18,000,000. ~~After~~The acquisition ~~all~~is ofcontingent ~~the~~on ~~payable~~Galenfeha’s ~~balances~~ability ~~are extinguished~~to raise the funds, and the Company ~~intends~~has toengaged ~~proceeds~~Wall ~~with~~Street ~~research~~firm ~~and~~Paulson ~~development~~Investment ~~using the~~Company, ~~gains~~LLC ~~from~~as the ~~investment~~lead placement ~~account~~agent for financing the transaction.

On May 3, 2018, the Company’s President and CEO, Mr. James Ketner, resigned his position as President and CEO.

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. At the time of this report, none of these shares have been moved into the common.

Liquidity

Assets

At ~~September~~March 3031, ~~2017~~2018 (Successor), we had total assets of $502,~~293~~386,868, of which $7356,~~793~~995 was in cash.

Results of Operations for the Three Months ending ~~September 30~~March 31, 2018 ~~2017~~

~~Revenues~~The –following ~~Discontinued~~discussion ~~Operations~~represents a comparison of our results of operations for the three months ended March 31, 2018 and 2017. For periods after the acquisition of Fleaux Solutions, LLC (since January 29, 2018), the Company is referred to as the “Successor” and our results of operations combines the operations of Galenfeha, Inc. and Fleaux Solutions, LLC. For periods prior to the acquisition of Fleaux Solutions, LLC, the Company is referred to as the “Predecessor” and out results of operations include that of Fleaux Solutions, LLC.

~~Revenues~~To ~~for~~provide ~~the~~a ~~three~~meaningful ~~months~~presentation ~~ended~~and ~~September~~comparison 30of our results of operations, ~~2017~~our ~~and~~discussion ~~2016 were~~combines $0the period of January 1, ~~and~~2018 through ~~$322~~January 28,~~009,~~ ~~respectively.~~2018 Of(Predecessor) with the ~~$322,009;~~period ~~$292,649~~of ~~were~~January to29, ~~third~~2018 ~~parties~~through ~~and~~March ~~$29~~31,~~360~~ ~~were~~2018 to(Successor). ~~related~~In ~~parties.~~the ~~The~~accompanying ~~decrease~~unaudited isinterim consolidated ~~from~~financial statements, a black line separates the ~~Company~~Predecessor and ~~selling~~Successor ~~its~~financial ~~Stored~~statements ~~Energy~~to ~~and~~highlight ~~Daylight~~the ~~Pump~~lack ~~division~~of comparability between these two periods.

~~Cost~~The results of ~~Revenues~~operations –for ~~Discontinued~~the ~~Operations~~interim periods shown in the accompanying unaudited interim consolidated financial statements, including the periods shown as Predecessor and Successor, are not necessarily indicative of operating results for the entire period.

~~Cost of~~ Revenues for the three months ended September 30, 2017 and 2016 were $0 and $243,493, respectively. Costs were cost of materials and manufacturing supplies with the decrease due to the sale of the Company’s battery and Daylight Pump division.

~~Operating~~Revenues ~~Expense~~for –the ~~Continuing~~three ~~Operations~~months ended March 31, 2018 and 2017 were $1,120,542 (Successor), and $96,750 (Predecessor), respectively. The Company’s increase in revenue year over year is due to the most recent acquisition of Fleaux Solutions, LLC. First quarter revenues were above expectations as we do not begin billing against our 2018 contracts until mid-second quarter, and we secured additional work outside our previous agreements.

~~Total~~Cost ~~operating~~of ~~expenses for the three months ended September 30, 2017 and 2016 were $18,778 and $22,514, respectively.~~Revenues

~~Net~~Cost ~~Operating~~of ~~Income~~Revenues ~~(Loss)~~for the three months ended March 31, 2018 and 2017 ~~Net~~were ~~Income~~$265,049 ~~(Loss)~~and $9,187, respectively. Costs were cost of materials and manufacturing supplies with the increase attributable to the increase in revenues. As a percentage of sales, cost of goods sold increased by 14%. This increase is due to the start-up of Fleaux Solutions, LLC.

~~Net~~Operating operating income (loss) for the three months ended September 30, 2017 and 2016 was ($40,055) and $248,382 respectively. The Company realized a higher net operating income during 2016 due to the gain attributable to convertible debenture agreements entered into by the Company prior to 2017.Expenses

~~Results~~Total ofoperating ~~Operations~~expenses for the ~~Nine~~three ~~Months~~months ~~ending~~ended ~~September 30~~March 31, 2018 and 2017 were $594,346 and $211,417, respectively.

~~Revenues~~Net –Operating ~~Discontinued~~Income ~~Operations~~(Loss) and Net Loss

~~Revenues~~Net operating income (loss) for the ~~nine~~three months ended ~~September 30~~March 31, ~~2017~~2018 and ~~2016 were~~2017 was $11261,~~435,~~147 and $~~729~~(123,~~804,~~854) respectively. ~~Of the $729,804; $664,060 were to third parties and $65,744 were to related parties. All of the sales attributable to the $11,435 were to third parties.~~ The ~~decrease is from the~~ Company ~~selling~~realized ~~its~~a ~~Stored~~loss ~~Energy and Daylight Pump division. The one sale~~ during the ~~nine~~ three months ~~ending~~ended ~~September~~March 3031, 2017 ofdue ~~$11,435 was related~~ to ~~fulfillment~~the ofstart-up aof ~~prior~~Fleaux ~~customer’s~~Solutions, ~~prepayment~~LLC ~~with respect to a battery order.~~

~~Cost~~Net ofincome ~~Revenues~~(loss) –for ~~Discontinued~~the ~~Operations~~three months ended March 31, 2018 and 2017 was $89,546 and $(94,742) respectively.

Cost of Revenues for the nine months ended September 30, 2017 and 2016 were $6,041 and $535,657, respectively. Costs were cost of materials and manufacturing supplies with the decrease due to the sale of the Company’s battery and Daylight Pump division. The $6,041 was related to the one sale that occurred during the nine months ending September 30, 2017.

Operating Expense – Continuing Operations

Total operating expenses for the nine months ended September 30, 2017 and 2016 were $85,467 and $81,530, respectively.

Net Operating Loss and Net Loss

Net operating loss for the nine months ended September 30, 2017 and 2016 was $99,216 and $378,115 respectively. The Company realized a lower net operating loss because the Company paid off all convertible debenture agreements prior to 2017.

Net loss for the nine months ended September 30, 2017 and 2016 was $126,861 and $752,987 respectively. The Company realized a lower net loss because the Company paid off all convertible debenture agreements prior to 2017.

Equity Distribution

Since our incorporation, we have raised capital through private sales of our common equity. As of ~~September~~March 3031, ~~2017~~2018 we have issued 6172,~~500~~300,000 shares of our common stock to various shareholders.

Off-Balance Sheet Arrangements

We have no significant 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 is material to investors.

Item 3. Quantitative & Qualitative Disclosures about Market Risks

Not applicable.

Item 4. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures

As of the end of period covered by this report, the Company carried out an evaluation, with the participation of the Company's Chief Executive Officer and Principal Financial Officer, of the effectiveness of the Company's disclosure controls and procedures pursuant to Securities Exchange Act Rule 13a-15. Based upon that evaluation, the Company's Chief Executive Officer and Principal Financial Officer concluded that the Company's disclosure controls and procedures were not effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms.

(b) Changes in internal controls over financial reporting.

No changes were made to the Company's internal controls in the quarterly period covered by this report that have materially affected, or are reasonably likely materially to affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

None

Item 1A. Risk Factors

A description of the risks associated with our business, financial condition and results of operations is set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the SEC on March 31, 2017. These factors continue to be meaningful for your evaluation of the Company and we urge you to review and consider the risk factors presented in the Annual Report on Form 10-K. We believe there have been no changes that constitute material changes from these risk factors.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

Item 3. DEFAULTS UPON SENIOR SECURITEIES

None

Item 4. MINE SAFETY DISCLOSURES

Not applicable

Item 5. OTHER INFORMATION

None

Item 6. EXHIBITS

(a) Exhibits:

Number		Description

31.1		Certification of Chief Executive and Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

32.1		Certification of Chief Executive and Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus 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 Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Galenfeha, Inc.

Date: November 20, 2017	By:	/s/ James Ketner
Date: May 24, 2018	By:	/s/ Trey Moore
	Name:	~~James~~Trey ~~Ketner~~Moore
		President and Chief Executive Officer
		(Principal Financial Officer, Principal
		Accounting Officer)

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