TGS International Ltd. (TGS, the Company) was incorporated in the state of Nevada, United States on December 1, 2016. On September 14, 2018, the Company entered into a Share Exchange Agreement with Arcus Mining Holdings Limited (Arcus) and Chi Kin Loo, Billion Plus Limited, First Fortune Investment Limited, Great Win Limited and Master Value Holdings Limited (the Selling Stockholders), pursuant to which the Selling Shareholders agreed to sell all of their ordinary shares of Arcus to the Company in exchange for an aggregate of 7,000,000 shares of common stock of the Company. Arcus, which was incorporated in the Republic of Seychelles on June 17, 2014, and its subsidiaries are engaged in fluorite mining operations in Mongolia, including the processing and sales of fluorite products. Up to September 30, 2018 and the date of this report, the Company owns three mining rights in Mongolia (Mining license numbers: MV016819, MV017305 and MV9918A). During the nine-month period ended September 30, 2018, the Company has yet to commence regular mining operations except a trial production was conducted in Dojir mine located in Bayan-Ovoo soum, Khenti province (Mining license number: MV016819). Reverse merger On September 14, 2018, the Company and Arcus entered into a Share Exchange Agreement, dated September 14, 2018 with the Selling Shareholders, pursuant to which the Selling Shareholders agreed to sell all of their ordinary shares of Arcus to the Company in exchange for an aggregate of 7,000,000 shares of common stock of the Company. The merger closed on September 14, 2018 and resulted in the following: Immediately prior to the Share Exchange, 6,500,000 shares of our outstanding common stock were cancelled and retired. Further 30,000 shares were canceled after the Share Exchange. As a result of the transactions described above, the Company became the record and beneficial owner of 100% of the share capital of Arcus and therefore owns 100% of the share capital of its subsidiaries. As a result of the Share Exchange, the cancellation of 6,530,000 shares and the issuance of 7,000,000 shares, the Company had 14,000,000 shares of common stock issued and outstanding. The transaction is accounted for as a reverse acquisition, with Arcus being treated as the accounting acquirer for financial reporting purposes. The historical consolidated financial statements include the operations of the accounting acquirer and its subsidiaries for all periods presented. Basis of Presentation These accompanying unaudited Condensed Consolidated Financial Statements of TGS as of and for the period ended September 30, 2018 have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial statements. Accordingly, the Condensed Consolidated Financial Statements do not include all the information and footnotes required by U.S. GAAP for complete annual financial statements. The information furnished reflects all adjustments, consisting only of normal recurring items which are, in the opinion of management, necessary in order to make the financial statements not misleading. The balance sheet as of December 31, 2017 has been derived from the Arcuss annual financial statements that were audited by an independent registered public accounting firm, but does not include all information and footnotes required for complete annual financial statements. The financial statements included in this Quarterly Report should be read in conjunction with the financial statements and the notes thereto included in the Companys Report on Form 8-K filed on September 14, 2018. The results of operations for the third quarter ended September 30, 2018 are not necessarily indicative of the results expected for the full year or for any future periods. Going Concern These financial statements have been prepared on a going concern basis. The Company has incurred an operating loss of $705,243 for the nine months ended September 30, 2018 which raises substantial doubt about the Companys ability to generate profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Since the Company is currently in the development and trial-production stage, it is still in the capital investing period. The Companys business forecast indicates that the Company will have positive cash inflow after the commencement of formal production. Management believes the Company will have sufficient working capital to meet its financing requirements based of the financial support of shareholders and upon their experience and their assessment of the Companys projected performance, production ability and product market. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.