EX-13.5 11 exhibit13-5.htm EXHIBIT 13.5 NIKA PHARMACEUTICALS, INC:EXHIBIT 13-5 - Filed by EDGARhub LLC

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Nika BioTechnology, Inc. 
 2269 Merrimack Valley Avenue
Henderson, NV 89044
_____________________________
(702) 326-3615
www.nikabiotechnology.com
info@nikabiotechnology.com
SIC Code: 8052

Quarterly Report

For the period ending September 30, 2023 (the “Reporting Period”)

Outstanding Shares

The number of shares outstanding of our Common Stock was:

204,205,027 as of September 30, 2023

204,205,027 as of December 31, 2022

Shell Status

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933, Rule 12b-2 of the Exchange Act of 1934 and Rule 15c2-11 of the Exchange Act of 1934):

Yes: ☐     No: ☒

Indicate by check mark whether the company’s shell status has changed since the previous reporting period:

Yes: ☐     No: ☒

Change in Control

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:

Yes: ☐     No: ☒

       
1 “Change in Control” shall mean any events resulting in:
 
(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company’s then outstanding voting securities;
(ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company’s assets;
(iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines ( January 1, 2023) Page 1 of 26

1)    Name and address(es) of the issuer and its predecessors (if any)

In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.

Nika BioTechnology, Inc. 08/29/2022
International Professional Trainings Group LTD 7/21/2021
Goliath Resources, Inc. 5/20/2003
Longevity Store Com 3/25/1999 through 5/19/2003

The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years;

Please also include the issuer’s current standing in its state of incorporation (e.g. active, default, inactive):

Nevada October 4, 2001. The Company is active and in Good Standing.

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

None

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

None

The address(es) of the issuer’s principal executive office:

2269 Merrimack Valley, Avenue
Henderson, NV 89044

The address(es) of the issuer’s principal place of business:

☒ Check if principal executive office and principal place of business are the same address:

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

No: ☒          Yes: ☐ If Yes, provide additional details below:

  

2)      Security Information

Transfer Agent/

Name: Issuer Direct Corporation
Phone: 919-744-2722
Email: Julie.felix@issuerdirect.com
Address: 1 Glenwood Ave,
Ste 1001 Raleigh, NC 27603

Publicly Quoted or Traded Securities:

The goal of this section is to provide a clear understanding of the share information for its publicly quoted or traded equity securities. Use the fields below to provide the information, as applicable, for all outstanding classes of securities that are publicly traded/quoted.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 2 of 26


Trading symbol: NIKA  
Exact title and class of securities outstanding: Common Stock  
CUSIP: 46020A106  
Par or stated value: 0.001  
Total shares authorized: 500,000,000 as of date: July 27, 2022
Total shares outstanding: 204,205,027 as of date: September 30, 2023
Number of shares in the Public Float2: 1,582,493 as of date: September 30, 2023
Total number of shareholders of record: 180 as of date: September 30, 2023

All additional class(es) of publicly traded securities (if any):

Other classes of authorized or outstanding equity securities:

The goal of this section is to provide a clear understanding of the share information for its other classes of authorized or outstanding equity securities (e.g. preferred shares). Use the fields below to provide the information, as applicable, for all other authorized or outstanding equity securities.

Trading symbol: NONE – does not trade.
Exact title and class of securities outstanding: Preferred Stock  
CUSIP: None  
Par or stated value: 0.001  
Total shares authorized: 10,000,000 as of date: July 27, 2022
Total shares outstanding: 10,000,000 as of date: September 30, 2023

Security Description:

The goal of this section is to provide a clear understanding of the material rights and privileges of the securities issued by the company. Please provide the below information for each class of the company’s equity securities, as applicable:

1. For common equity, describe any dividend, voting and preemption rights.

     One share/one vote

2. For preferred stock, describe the dividend, voting, conversion, and liquidation rightsas well as redemption or sinking fund provisions.

     The preferred stock provides the owner with 500 votes per share held on any matter submitted to a vote, at any meeting of shareholders or any actions that may be taken without a meeting.

3. Describe any other material rights of common or preferred stockholders.

     None

4. Describe any material modifications to the rights of holders of the company’s securities that have occurred over the reporting period covered by this report.

     None

       
2 “Public Float” shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a “control person”), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (v4.0 January 1, 2023) Page 3 of 26

3)   Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any changes to the total shares outstanding of any class of the issuer’s securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

Indicate by check mark whether there were any changes to the number of outstanding shares within the past two
completed fiscal years:
No: ☐ Yes: ☒ (If yes, you must complete the table below)

Shares Outstanding as of Second Most Recent


Fiscal Year End:          Opening Balance

Date 12/31/20             Common: 2,577,127
                                    Preferred: 0

 

*Right-click the rows below and select “Insert” to add rows as needed.



Date of Transaction Transaction type (e.g., new issuance, cancellation, shares returned to treasury) Number of Shares Issued (or cancelled) Class of Securities Value of shares issued ($/per share) at Issuance Were the shares issued at a discount to the market price at the time of issuance? (Yes/No) Individual/ Entity Shares were issued to. *You must disclose the control person(s) for any entities listed. Reason for share issuance (e.g., for cash or debt conversion) - OR- Nature of Services Provided Restricted or Unrestricted as of this filing. Exemption or Registration Type.
8/23/21 New 200,000 Common $.01 Yes Bao Shuhan Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Chan Kim Yan Merger Restricted 4(a)1
8/23/21 New 2,500,000 Common $.01 Yes James Chan Kin Pong Merger Restricted 4(a)1
8/23/21 New 100,000 Common $.01 Yes Chan Leung Yu Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Chang Siew Hui Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Chen Rui Wen Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Chen Zhen Yao Merger Restricted 4(a)1
8/23/21 New 5,000,000 Common $.01 Yes Chong Mong Yuen Merger Restricted 4(a)1
8/23/21 New 20,000 Common $.01 Yes Chow Wing Yan Merger Restricted 4(a)1
8/23/21 New 100,000 Common $.01 Yes David Heighington Merger Restricted 4(a)1

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 4 of 26


8/23/21 New 100,000 Common $.01 Yes Fortuna Minerals Corp Zbigniew Lambo, President Merger Restricted 4(a)1
8/23/21 New 3,000,000 Common $.01 Yes Fu Kae Fung Merger Restricted 4(a)1
8/23/21 New 50,000 Common $.01 Yes Gu Feng Lei Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes He Xiao Zhen Merger Restricted 4(a)1
8/23/21 New 100,000 Common $.01 Yes Ho Man Chun Merger Restricted 4(a)1
8/23/21 New 150,000 Common $.01 Yes Mandy Hon Bo Man Merger Restricted 4(a)1
8/23/21 New 100,000 Common $.01 Yes Huo Qilong Merger Restricted 4(a)1
8/23/21 New 2,000,000 Common $.01 Yes John Wing Ho Lee Merger Restricted 4(a)1
8/23/21 New 300,000 Common $.01 Yes Kang Tai Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Kok-Mun Ng Merger Restricted 4(a)1
8/23/21 New 385,000 Common $.01 Yes Keung Kai Pong Merger Restricted 4(a)1
8/23/21 New 150,000 Common $.01 Yes Ricky Lai Kam Kuen Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Lam Wai Tong Merger Restricted 4(a)1
8/23/21 New 300,000 Common $.01 Yes Law Hok Yin Merger Restricted 4(a)1
8/23/21 New 280,000 Common $.01 Yes Leung Shiu Chung Merger Restricted 4(a)1
8/23/21 New 110,000 Common $.01 Yes Ma Sin Ming Merger Restricted 4(a)1
8/23/21 New 500,000 Common $.01 Yes Ma Qiong Chan Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Joseph Ng Ka Wai Merger Restricted 4(a)1
8/23/21 New 820,000 Common $.01 Yes Scott Rose Merger Restricted 4(a)1
8/23/21 New 50,000 Common $.01 Yes Shek Hei Man Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Stryker 11, Inc Robert Achtymichuk, President Merger Restricted 4(a)1

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 5 of 26


8/23/21 New 1,000,000 Common $.01 Yes Sun Jun Merger Restricted 4(a)1
8/23/21 New 50,000 Common $.01 Yes Sun Ying Ying Merger Restricted 4(a)1
8/23/21 New 400,000 Common $.01 Yes Sun Zhen Ying Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Teddy Chui Merger Restricted 4(a)1
8/23/21 New 4,000,000 Common $.01 Yes Weng Lok Toh Merger Restricted 4(a)1
8/23/21 New 2,155,000 Common $.01 Yes Winnie Yuen Ching Sit Merger Restricted 4(a)1
8/23/21 New 2,000,000 Common $.01 Yes Wong Ah Hong Merger Restricted 4(a)1
8/23/21 New 2,000,000 Common $.01 Yes Wong Xian Hor Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Jefferey Chun Fung Wong Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Xu Xing Ming Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Ye Kai Min Merger Restricted 4(a)1
8/23/21 New 50,000 Common $.01 Yes Yi Xiaobo Merger Restricted 4(a)1
8/23/21 New 50,000 Common $.01 Yes Yik Ngan Ling Merger Restricted 4(a)1
8/23/21 New 200,000 Common $.01 Yes Zhang De Biao Merger Restricted 4(a)1
8/23/21 New 500,000 Common $.01 Yes Zhu Mei Ping Merger Restricted 4(a)1
9/17/21 New 5,163,500 Common $.01 Yes Scott Rose Debt conversion Restricted 144
9/17/21 New 1,869,500 Common $.01 Yes Scott Rose Debt conversion Restricted 144
9/17/21 New 5,180,600 Common $.01 Yes Patricia Wilson Debt conversion Restricted 144
11/4/21 New 400,000 Common $.01 Yes Sun Zhen Ying Merger Restricted 4(a)1
11/4/21 New 200,000 Common $.01 Yes Sun Zhen Ming Merger Restricted 4(a)1
11/4/21 New 500,000 Common $.01 Yes ACFT LLC Cliff Redekop Managing Member Merger Restricted 4(a)1
11/4/21 New 300,000 Common $.01 Yes Bao Shuhan Merger Restricted 4(a)1

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 6 of 26


11/4/21 New 200,000 Common $.01 Yes Xu Xing Ming Merger Restricted 4(a)1
11/4/21 New 500,000 Common $.01 Yes Wong Ah Heng Merger Restricted 4(a)1
11/4/21 New 500,000 Common $.01 Yes Winnie Yuen Ching Sit Merger Restricted 4(a)1
11/4/21 New 1,000,000 Common $.01 Yes Tan Gouwei Merger Restricted 4(a)1
11/4/21 New 1,000,000 Common $.01 Yes Robert Kah Yin Toh Merger Restricted 4(a)1
11/4/21 New 500,000 Common $.01 Yes Noble Investment Corp Dan Patience President Merger Restricted 4(a)1
11/4/21 New 500,000 Common $.01 Yes Lin Sai Tao Zhong Merger Restricted 4(a)1
11/4/21 New 200,000 Common $.01 Yes Kok-Mun Ng Merger Restricted 4(a)1
11/4/21 New 1,000,000 Common $.01 Yes Lee John Wing Ho Merger Restricted 4(a)1
11/4/21 New 500,000 Common $.01 Yes Hong Ming Xian Merger Restricted 4(a)1
11/4/21 New 200,000 Common $.01 Yes He Xiao Zhen Merger Restricted 4(a)1
11/4/21 New 200,000 Common $.01 Yes Chen Zhen Yao Merger Restricted 4(a)1
11/4/21 New 1,000,000 Common $.01 Yes Connor Kah Hei Toh Merger Restricted 4(a)1
11/15/21 New 100,000 Common $.01 Yes Sun Zhen Ming Merger Restricted 4(a)1
11/15/21 New 100,000 Common $.01 Yes Sun Zhen Ying Merger Restricted 4(a)1
2/8/22 New 500,000 Common $.01 Yes ACFT LLC Cliff Redekop Managing Member Services Restricted 4(a)2
2/8/22 New 500,000 Common $.01 Yes Kelly Applebee Services Restricted 144
4/20/22 New 100,000 Common $.01 Yes Elmer Johnson Services Restricted 144
4/20/22 New 50,000 Common $.01 Yes Darren Johnson Services Restricted 144
7/14/22 New 80,000 Common $.01 Yes Zhou Cuicui Merger Restricted 4(a)1
7/14/22 New 100,000 Common $.01 Yes Zhao Xin Merger Restricted 4(a)1
8/5/22 New 5,165,300 Common $.01 Yes Alan Wilson Debt Conversion Restricted 144

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 7 of 26


8/5/22 New 6,558,400 Common $.01 Yes Noble Investment Corp Dan Patience President Debt Conversion Restricted 144
8/9/22 New 2,090,600 Common $.001 Yes Dimitar Acquisition Restricted 4(a)1
            Slavchev Savov      
8/9/22 New 125,000,000 Common $.001 Yes Dimitar Acquisition Restricted 4(a)1
            Slavchev Savov      
9/7/22 New 200,000 Common $.01 Yes Xia Bo Acquisition Restricted 4(a)1
9/7/22 New 1.590.000 Common $.01 Yes Weng Lok Toh Acquisition Restricted 4(a)1
9/7/22 New 50,000 Common $.01 Yes Harold Clark Acquisition Restricted 4(a)1
9/7/22 New 40,000 Common $.01 Yes Zhou Cuicui Service acquisition assistance Restricted 4(a)2
9/7/22 New 500,000 Common $.01 Yes 1220493 BC LTD Andy Jagpal President Service acquisition assistance Restricted 4(a)2
9/7/22 New 50,000 Common $.01 Yes Zhou Xin Service acquisition assistance Restricted 4(a)2
9/7/22 New 500,000 Common $.01 Yes Alan Au Acquisition Restricted 4(a)1
9/7/22 New 200,000 Common $.01 Yes Zhou Zhimin Acquisition Restricted 4(a)1
9/7/22 New 3,500,000 Common $.01 Yes Kin Pong James Chan Service acquisition assistance Restricted 4(a)2
9/7/22 New 50,000 Common $.01 Yes Leung Yu Chan Acquisition Restricted 4(a)1
9/7/22 New 200,000 Common $.01 Yes Bo Chen Acquisition Restricted 4(a)1
9/7/22 New 500,000 Common $.01 Yes Richard F Acquisition Restricted 4(a)1
            Cindric      
9/7/22 New 500,000 Common $.01 Yes International Professional Training Group LTD Weng Lok Toh Manager Acquisition Restricted 4(a)1
9/7/22 New 200,000 Common $.01 Yes Jie Chen Acquisition Restricted 4(a)1
9/7/22 New 150,000 Common $.01 Yes Chun Cheung Acquisition Restricted 4(a)1
            Lai      
9/7/22 New 140,000 Common $.01 Yes Leung Shiu Chung Acquisition Restricted 4(a)1
9/7/22 New 55,000 Common $.01 Yes Ma Sui Ming Acquisition Restricted 4(a)1

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 8 of 26


9/7/22 New 25,000 Common $.01 Yes Shek Hei Man Acquisition Restricted 4(a)1
9/7/22 New 200,000 Common $.01 Yes Shen Xuan Acquisition Restricted 4(a)1
9/7/22 New 200,000 Common $.01 Yes Wei Han Hui Acquisition Restricted 4(a)1
9/7/22 New 200,000 Common $.01 Yes Zhang Hoa Xia Acquisition Restricted 4(a)1
8/9/22 New 10,000,000 Preferred $.001 No Dimitar Acquisition Restricted 4(a)1
            Slavchev Savov      

Shares Outstanding on Date of This Report:
Ending Balance         Ending Balance:
Date 09/30/23          Common: 204,205,027
                                Preferred: 10,000,000





Example: A company with a fiscal year end of December 31st, in addressing this item for its Annual Report, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2021 through December 31, 2022 pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

B.      Promissory and Convertible Notes

Indicate by check mark whether there are any outstanding promissory, convertible notes, convertible debentures, or any
other debt instruments that may be converted into a class of the issuer’s equity securities:
   
No: ☒ Yes: ☐ (If yes, you must complete the table below)

Date of Note Issuance Outstanding Balance ($) Principal Amount at Issuance ($) Interest Accrued ($) Maturity Date Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares) Name of Noteholder. *You must disclose the control person(s) for any entities listed. Reason for Issuance (e.g. Loan, Services, etc.)

 _______________ 

 

 _______________ 

 

 _______________ 

 

 _______________ 

 

 _______________ 

 

 _______________ 

 

 _______________ 

\

 _______________ 

 

Use the space below to provide any additional details, including footnotes to the table above:

4)  Issuer’s Business, Products and Services

The purpose of this section is to provide a clear description of the issuer’s current operations.

(Please ensure that these descriptions are updated on the Company’s Profile on www.otcmarkets.com).

A. Summarize the issuer’s business operations (If the issuer does not have current operations, state “no operations”)

Nika BioTechnology, Inc. is a biotechnological company, which specializes in the treatment of AIDS, Chronic Hepatitis B and C, Rheumatoid Arthritis, Cancer, Diabetes, and all diseases, for which a strengthened cell immunity is of vital importance. NIKA specializes in the field of scientific research with the goal of creating and developing new drugs and dietary supplements. At this moment in time, NIKA's intellectual property includes six drugs in injection form - two of which have successfully undergone clinical trials with good treatment results - and eight dietary supplements. The goal of NIKA is to not only achieve corporate profits, but to also improve the quality of life of the population by providing better and easier access to life-saving medicinal drugs and useful dietary supplements.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 9 of 26

B.

Please list any subsidiaries, parents, or affiliated companies.

   

Subsidiary: Nika Europe, Ltd., UIC: 206925008, 40% ownership, effective October 11, 2022

   
C.

Describe the issuers’ principal products or services.

   

ITV-1 is presented in the form of 16 injections – one vial of the medicine contains 3 ml of the active compound per injection – which are administered biweekly on consecutive days for eight weeks using an intramuscular method. At this stage, a complete treatment of AIDS with ITV-1 requires only 2 sets of 16 injections. ITV-1 has undergone through Phases I, II and III, the latter of which is comprised of a clinical trial conducted in Specialized Hospital for Active Treatment of Infectious and Parasitic Deceases “Professor Ivan Kirov”, Sofia on 31 patients suffering from AIDS in the advanced stages of the disease. The results of the clinical trial can be summarized as follows:


  • improvement in the immune indices in the absolute number of Ly, CD3 T, CD4 T, CD8 T, B Ly, NK and in the percentage of CD3 T, CD4 T, CD8 T, B Ly, NK, and of the index CD4/CD8,
  • decrease in the viral load; a good treatment effect on opportunistic infections,
  • very good compatibility with all of the other modern antiretroviral drugs,
  • very good tolerance in all patients and complete absence of side effects.

We can add to this information that we have tested ITV-1 on volunteers suffering from other diseases such as Cancer, Chronic Hepatitis B and C, Diabetes A and B, Rheumatoid Arthritis, and others with tremendous results.

Thymus Nuclear Glycoprotein (“TNG”) is presented in the form of 16 injections – one vial of the medicine contains 2 ml of the 11mg/mL active compound per injection – which are administrated biweekly on consecutive days for eight weeks using an intramuscular method. At this stage, a treatment of AIDS with TNG requires only 2 sets of 16 injections. we have completed Phase III for TNG, which is comprised of a clinical trial conducted in 1998 in Specialized Hospital for Active Treatment of Infectious and Parasitic Deceases “Professor Ivan Kirov”, Sofia on 20 patients suffering from AIDS in the advanced stages of the disease. The results of the clinical trial show that TNG has a significant place in the treatment of HIV and can be summarized as follows:

   • General decrease in the viral load and general increase in the number of CD4+ cells.
   • No unwelcome medical reactions and unwanted events.
   • Total absence of toxicity in comparison to contemporary antiretroviral remedies.
   • Substantial improvement of the general condition and lack of opportunistic infections in almost all patients.
   •  Easy short-term application that does not require hospitalization.

Carotilen improves and regulates the metabolism of the epithelial cells and protects them from degenerative alterations. Favorably affects embryonic development; the regulation of the growth and division of the cells; stimulates the growth of the bone tissue; favorably affects the function of the gonads; increases and maintains high level of the immune system. Carotilen may be used in cases of malnutrition or impairment of intestinal resorption, connected with avitaminosis – A: during strict diets for weight reduction, impaired fat metabolism, protein deficiency, diseases of the pancreas, pregnant individuals with malnutrition, users of cigarettes and alcohol. Carotilen can also be included as part of a complex therapy of many diseases – acute and chronic infections, hepatitis, cirrhosis, cystic fibrosis and erythropoietic porphyria. Carotilen, as a dietary supplement, is a prophylactic candidate for malignant neoplasms.

Physiolong is one of those compositions whose active principles harmoniously bind to cellular metabolism and normalize the functioning of various organs - brain, muscles, internal organs, etc. Physiolong is an original biostimulator, the composition of which includes natural biologically active substances with a favorable rapid effect on the energy balance of the human organism. Physiolong may be used in a period of convalescence, after undergoing major surgery interventions, acute and chronic diseases, with increased physical and mental strain and in sports. Physiolong may be used for prophylactic in a period of influenza epidemics and during preoperative preparation or by athletes during the building of sports physical condition, pre-launch preparation and as a means of recovery.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 10 of 26

Boza is a nonalcoholic drink made from rye and wheat, which contains the same amount of protein in a 13.5 oz glass, as a 6.75oz of milk. Boza contains all essential amino acids and contains very little fat, which makes it suitable for people who are predisposed to obesity and atherosclerosis. Boza contains vitamin B complex, vitamin PP and mineral salts that include phosphorus, potassium, magnesium, calcium, sodium. Boza attributes its spicy taste and cooling properties to the organic acids that comprise it, namely lactic acid, malic acid, tartaric acid, succinic acid, carbonic acid. Despite its many benefits, in general, Boza has a significant disadvantage in its continuous fermentation, which leads to a short expiry date. Our proprietary formula, Dry Boza, fixes this disadvantage, as it is presented in dry granular form that can be mixed with water, which has an expiry term of 2 years while completely retaining its taste qualities and biological properties.

Fructin is a healing food, which has very good hepatoprotective, cardioprotective and general biostimulating effect. It provides three times higher glycogen synthesis, while having insulin-independent action, which explains its high treatment effect in liver diseases. Fructin provides very good effect in heart diseases connected with different stages of myocardial insufficiency, as well as in cases of liver parenchyma damage of different nature, in diabetes, gastric and duodenal ulcer. Fructin can also serve as prophylactic candidate against household and professional poisoning with lead, phosphorus, barbiturates, carbon monoxide, alcohol intoxication and can be used as a general strengthening agent in the stage of convalescence after severe surgical interventions and illnesses. Fructin has rapid resorption, in which it exhibits high energy activity, being easily absorbed by the body and the effects of its action occur quickly.

Biodetoxin is applicable in the treatment and prophylactic of poisoning of the human body by toxic substances taken orally or by inhalation in a dusty environment, and in particular in poisoning with nitrates and nitrites, as well as with heavy metals such as lead, copper, cobalt, zinc, manganese, thallium, etc. The importance of Biodetoxin is ever increasing, as the human population continues to aggregate in larger metropolitan areas with high air pollution and consumes more foods than ever that contain high number of nitrates, which are linked to many negative effects to the human organism.

Hypocholestin can be used a supplement during treatment of the gastrointestinal tract and all forms (types) of hypolipoproteinemia and related complications, concerning the occurrence of conditions of generalized or local vascular sclerosis with subsequent manifestations of myocardial infarction, cerebral stroke, etc. Hypocholestin may also be used in the fields of Dietetics and Gerontology.

Silymaron is a product, which finds its application for the assistance of treatments of hepatitis, cirrhosis, liver intoxication, and for the reduction of the recovery period after intense physical activity. Silymaron is a hepatoprotective agent, which is soluble in water, while retaining high effectiveness.

Anhtocylen C is applicable in the prophylactic and in the treatment of radiation sickness and decorporation of radioactive elements that have entered the human body, induced osteosarcomas - bone cancer - as well as in medical practice.

5) Issuer’s Facilities

The goal of this section is to provide a potential investor with a clear understanding of all assets, properties or facilities owned, used or leased by the issuer and the extent in which the facilities are utilized.

In responding to this item, please clearly describe the assets, properties or facilities of the issuer, give the location of the principal plants and other property of the issuer and describe the condition of the properties. If the issuer does not have complete ownership or control of the property (for example, if others also own the property or if there is a mortgage on the property), describe the limitations on the ownership.

If the issuer leases any assets, properties or facilities, clearly describe them as above and the terms of their leases.

Provided by the President of the Company.

6) Officers, Directors, and Control Persons

Using the table below, please provide information, as of the period end date of this report, regarding any officers, or directors of the company, individuals or entities controlling more that 5% of any class of the issuer’s securities, or any person that performs a similar function, regardless of the number of shares they own. If any insiders listed are corporate shareholders or entities, provide the name and address of the person(s) beneficially owning or controlling such corporate shareholders, or the name and contact information (City, State) of an individual representing the corporation or entity in the note section.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 11 of 26

Include Company Insiders who own any outstanding units or shares of any class of any equity security of the issuer.

The goal of this section is to provide an investor with a clear understanding of the identity of all the persons or entities that are involved in managing, controlling or advising the operations, business development and disclosure of the issuer, as well as the identity of any significant or beneficial shareholders.

Names of All Officers, Directors and Control Persons Affiliation with Company (e.g. Officer Title /Director/Owner of more than 5%) Residential Address (City / State Only) Number of shares owned Share type/class Ownership Percentage of Class Outstanding Names of control person(s) if a corporate entity
Dimitar Slavchev Savov President/Chairman 61 Nishava str., ent. A Sofia 1680, Bulgaria 141,619,500

10,000,000 		Common Preferred A 69% 100%
Clifford Paul Redekop Secretary/Director 2269 Merrimack Valley Ave Henderson NV, 89044 4,196,500 Common 2.06% Owned by ACFT LLC Cliff. Redekop Managing Member
Dr. Darena Stoykova Zlateva Chief Scientific Officer Kniaz Bogoridi str.2 Plovdiv, Bulgaria 200,000 Common 0.09%

7) Legal/Disciplinary History

A. Identify whether any of the persons or entities listed above have, in the past 10 years, been the subject of:

1. A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding traffic violations and other minor offenses);

None

2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or vacated, by a court of competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited such person’s involvement in any type of business, securities, commodities, or banking activities;

None

3. A finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, the Commodity Futures Trading Commission, or a state securities regulator of a violation of federal or state securities or commodities law, which finding, or judgment has not been reversed, suspended, or vacated; or

None

4. The entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended, or otherwise limited such person’s involvement in any type of business or securities activities.

None

B. Describe briefly any material pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the issuer or any of its subsidiaries is a party or of which any of their property is the subject. Include the name of the court or agency in which the proceedings are pending, the date instituted, the principal parties thereto, a description of the factual basis alleged to underlie the proceeding and the relief sought. Include similar information as to any such proceedings known to be contemplated by governmental authorities
   
  None

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 12 of 26

8) Third Party Service Providers

Provide the name, address, telephone number and email address of each of the following outside providers. You may add additional space as needed.

Securities Counsel (must include Counsel preparing Attorney Letters).

Name:   __________
Address 1:   __________
Address 2:   __________
Phone:   __________
Email:   __________

Accountant or Auditor

Name: Carol Beere
Firm: Green Stone Group Holdings LLC
Address 1: 2420 Carland Rd
Address 2: Owosso, MI 48867
Phone: 443-745-6619
Email: Carolb444@hotmail.com

Investor Relations

Name:  __________
Firm:  __________
Address 1:  __________
Address 2:  __________
Phone:  __________
Email:  __________

All other means of Investor Communication:

Twitter:  __________
Discord:  __________
LinkedIn  __________
Facebook:  __________
[Other ]  __________

Other Service Providers

Provide the name of any other service provider(s) that assisted, advised, prepared, or provided information with respect to this disclosure statement. This includes counsel, broker-dealer(s), advisor(s), consultant(s) or any entity/individual that provided assistance or services to the issuer during the reporting period.

Name:  __________
Firm:  __________
Nature of Services:  __________
Address 1:  __________
Address 2:  __________
Phone:  __________
Email:  __________

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 13 of 26


9) Financial Statements

A. The following financial statements were prepared in accordance with:

☐ IFRS
☒ U.S. GAAP

B. The following financial statements were prepared by (name of individual)3:

  Name: Carol J Beere
  Title: None
  Relationship to Issuer: None

Describe the qualifications of the person or persons who prepared the financial statements:

Ms. Beere holds a Bachelors in Business Degree with a major in accounting from the University of Maryland and more than 46 years of accounting experience.

Provide the following financial statements for the most recent fiscal year or quarter. For the initial disclosure statement (qualifying for Pink Current Information for the first time) please provide reports for the two previous fiscal years and any subsequent interim periods.

  a.

Audit letter, if audited;

  b.

Balance Sheet;

  c.

Statement of Income;

  d.

Statement of Cash Flows;

  e.

Statement of Retained Earnings (Statement of Changes in Stockholders’ Equity)

  f.

Financial Notes

___________________
Attached below the officer certifications.
3 The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS and by persons with sufficient financial skills.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 14 of 26


 10) Issuer Certification

Principal Executive Officer:

The issuer shall include certifications by the chief executive officer and chief financial officer of the issuer (or any other persons with different titles but having the same responsibilities) in each Quarterly Report or Annual Report.

The certifications shall follow the format below:

I, Dimitar Slavchev Savov certify that:

  1. I have reviewed this Disclosure Statement for Nika BioTechnolgy, Inc.;
     
2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this disclosure statement; and
     
3. Based on my knowledge, the financial statements, and other financial information included or incorporated by reference in this disclosure statement, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this disclosure statement.

 

October 11, 2023

/s/Dimitar Slavchev Savov

Principal Financial Officer:

I, Dimitar Slavchev Savov certify that:

  1. I have reviewed this Disclosure Statement for Nike BioTechnology, Inc.;
     
2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this disclosure statement; and
     
3. Based on my knowledge, the financial statements, and other financial information included or incorporated by reference in this disclosure statement, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this disclosure statement.

October 11, 2023

/s/Dimitar Slavchev Savov

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 15 of 26

Nika Biotechnology Inc
Balance Sheet (unaudited)

           
             
    September 30,     December 31,  
ASSETS     2023     2022  
Current Assets            
Cash  S  -    S -  
Accounts receivable   -     -  
Total Current Assets   -     -  
             
Fixed Assets            
Fixed assets, net   -     -  
Total Fixed Assets   -     -  
             
Other Assets            
Cooperation Agreement   176,691     176,691  
Minority Interest Europe   10,000     10,000  
Total Other Assets   186,691     186,691  
             
TOTAL ASSETS $  186,691   $ 186,691  
             
LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)            
Current Liabilities            
Accounts payable and accrued liabilities $  41,589   $ 28,474  
Current notes payable   -     -  
Total Current Liabilities   41,589     28,474  
             
TOTAL LIABILITIES   41,589     28,474  
             
             
Stockholders’ Equity (Deficit)            
Common stock, 500,000,000 authorized, par value $.001,            
 issued and outstanding 204,205,027 and 204,205,027 at            
 September 30, 2023, and December 31, 2022, respectively   204,205     204,205  
Preferred stock, 10,000,000 authorized, par value $.001,            
 Issued and outstanding 10,000,000 and 0 at September 30, 2023            
and   10,000     10,000  
 December 31, 2022, respectively            
Paid in capital   5,174,079     5,174,079  
Retained deficit   (5,243,182 )   (5,230,067 )
Total Stockholders’ Equity (Deficit)   145,102     158,217  
             
Total Liabilities and Stockholders’ Deficit $  186,691   $ 186,691  

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

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (v4.0 January 1, 2023) Page 16 of 26

Nika Biotechnology Inc
Statement of Operations (unaudited)

    Period Ended  
    September 30, 2023  
       
Revenue      
Sales $  -  
Total Revenue   -  
       
Cost of Goods Sold      
Cost of Goods Sold   -  
Total Cost of Goods   -  
       
Gross Profit $  -  
       
Expenses      
Bank fees $  -  
Consulting   -  
Professional fees   -  
Public company   9,065  
State and resident agent fees   1,300  
Professional fees   2,750  
Commissions   -  
General and administrative   -  
Total Expenses   13,115  
       
Income (Loss) from Operations      
       
Other Income (Expenses)      
Interest expense   -  
Other income (loss)   -  
Total Other Income (Expense)   -  
       
Net (Loss) Before Provision for Income Tax   (13,115 )
       
Provision for income taxes   -  
       
Net Loss $  (13,115 )
       
Basic and diluted loss per share $  (.00 )
       
Weighted average number of common shares – basic and diluted   204,205,027  

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

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 17 of 26

Nika Biotechnology Inc |
Statement of Cash Flows (unaudited)

    Period Ended  
    September 30, 2023  
       
CASH FLOWS FROM OPERATING ACTIVITIES      
       
Net income (loss) $  (13,115 )
Adjustments to reconcile net loss to net cash      
Provided by (used in) operating activities:      
Stock issued for services   -  
Amortization   -  
       
Changes in operating assets and liabilities:      
(Increase) decrease in accounts receivable,
prepaid taxes and due from related parties 		-
(Increase) decrease in inventory   -  
Increase (decrease) in accounts payable, accrued
expenses, deposits, prepaid and due related parties 		13,115
Net cash used by operating activities   -  
       
CASH FLOWS FROM INVESTING ACTIVITIES      
Acquisition of property and equipment   -  
Net cash (used) in investing activities   -  
       
CASH FLOWS FROM FINANCIANG ACTIVITIES      
Proceeds from notes payable, net   -  
Proceeds from sale of common stock   -  
Net cash provided by financing activities   -  
       
Net increase (decrease) in cash and cash equivalents $  -  
Cash at beginning of period $  -  
Cash at end of period $  -  
       
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION      
       
Interest paid $  -  
Income taxes paid $  -  

These financial statements present fairly, in all respects, the financial position of the company and the results of its operations and cash flows for the periods. presented in conformity with GAAP in the United States consistently applied and hereby certified by Dimitar Savov, President

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

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 18 of 26

Nika Biotechnology Inc
Statement of Stockholders’ Deficit (unaudited)

                            Additional           Total  
    Preferred Stock     Common Stock     Paid-in     Accumulated     Stockholders’  
                                           
    Shares     Amount     Shares     Amount     Capital     Deficit     Deficit  
Balance, December 31, 2018 - $ - 38,637,175 $ 38,637 $ 4,467,183 $ (4,681,448 ) $ (175,628 )
Net loss for the year ended December 31, 2019 (6,647 ) (6,647 )
Balance, December 31, 2019 - $ 38,637,175 $ 38,637 $ 4,467,183 $ (4,688,095 ) $ (182,275 )
                                           
Net loss for the year ended December 31, 2020 (6,615 ) (6,615 )
Balance, December 31, 2020 - $ 38,637,175 $ 38,637 $ 4,467,183 $ (4,694,710 ) $ (188,890 )
                                           
Shares cancelled for reverse 1:15 (36,060,048 ) (36,060 ) 36,060 -
Shares issued for merger 40,220,000 40,220 361,980 402,200
Shares issued for debt conversion 12,213,600 12,214 109,922 122,136
Net loss for year ended December 31, 2021 (465,728 ) (465,728 )
Balance, December 31, 2021 - $ - 55,010,727 $ 55,011 $ 4,975,145 $ (5,160,438 ) $ (130,282 )
                                           
Shares issued for services                 22,104,300      22,104      30,295       -      52,399  
Shares issued for acquisitions 10,000,000 10,000 127,090,000 127,090 168,639 - 305,729
Net loss for year ended December 31, 2022 (69,629 ) (69,629 )
Balance, December 31, 2022 10,000,000 10,00 0 204,205,027 $ 204,205 $ 5,174,079 $ (5,230,067 ) $ 158,217
                                           
Shares issued for Net loss for period ended September 30, 2023 - - - - - (13,115 ) (13,115 )
                                           
Balance, September 30, 2023 10,000,000 10,00 0 204,205,027 $ 204,205 $ 5,174,079 $ (5,243,182 ) $ 145,102

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

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (v4.0 January 1, 2023) Page 19 of 26

NOTE 1: Summary of Significant Accounting Policies, Nature of Operations and Use of Estimates:

Nature of Business

International Professional Training Group LTD (the "Company") was incorporated under the laws of the State of Nevada under the name Longevity Store.COM on March 25, 1999. On August 29, 2022, the Company changed its name to Nika BioTechnology, Inc.

Nika BioTechnology, Inc. is a biotechnological company, which specializes in the treatment of AIDS, Chronic Hepatitis and C, Rheumatoid Arthritis, Cancer, Diabetes, and all diseases, for which a strengthened cell immunity is of vital importance. NIKA specializes in the field of scientific research with the goal of creating and developing new drugs dietary supplements. At this moment in time, NIKA's intellectual property includes six drugs in injection form - two which have successfully undergone clinical trials with good treatment results - and eight dietary supplements. The goal NIKA is to not only achieve corporate profits, but to also improve the quality of life of the population by providing better and easier access to life-saving medicinal drugs and useful dietary supplements.

Basis of Presentation

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America and pursuant to the rules and regulations of the United States Securities and

Exchange Commission (“SEC”).

The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts in the financial statements, including the estimated useful lives of tangible and intangible assets. Management believes the estimates used in preparing the financial statements are reasonable and accurate. Actual results could differ from these estimates.

Consolidation

The accompanying condensed financial statements of the Company include the financial position, results of operations and cash flows of the Company. The Company has no operating subsidiaries.

Revenue Recognition

Revenue is recognized in accordance with SEC Staff Accounting Bulletin No. 104, “Revenue Recognition in Financial Statements”. The Company recognizes revenue when the significant risks and rewards of ownership have been transferred to the customer pursuant to applicable laws and a regulation, including factors such as when there is evidence of a sale arrangement, delivery has occurred, or service has been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured.

Use of Estimates

The preparation of financial statements, in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions, which affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 20 of 26

Cash and Cash Equivalents

Cash and Cash equivalents are considered to be highly liquid investments purchased with an initial maturity of three (3) months or less.

Inventories

Inventories are valued at the lower of cost or net realizable value with cost using the first in first out method.

Allowance for Doubtful Accounts

The allowance for doubtful accounts is based on the Company's assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, the age of the account receivable balances and current economic conditions.

Property and Equipment

Property and equipment are carried at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to operations when incurred, while additions and improvements are capitalized. The Company depreciates the costs of these assets over their estimated useful lives. When assets are retired or disposed of, the asset's original cost and related accumulated depreciation are eliminated from accounts and any gain or loss is reflected in income. Depreciation and amortization are generally accounted for using the straight-line method over the estimated useful lives of the assets as follows:

Office, protective and demonstration, and computer equipment 4 Years
Manufacturing equipment 10 Years
Leasehold improvements lease term

Long-lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the book value of the asset may not be recoverable. The Company periodically evaluates whether events and circumstances have occurred that indicate possible impairment. When impairment indicators exist, the Company uses market quotes, if available or an estimate of the future undiscounted net cash flows of the related asset or asset group over the remaining life in measuring whether or not the asset values are recoverable.

Intangibles

The Company's intangible assets consist of goodwill from the recently completed merger.

Research and Development

Research and development costs are expensed as incurred in accordance with SFAS No. 2 Accounting for Research and Development Costs. Material and equipment are capitalized and amortized over their estimated useful lives should management determine that such expenditures meet the criteria.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 21 of 26

Accounting for Stock Based Compensation

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

The Company accounts for stock-based compensation awards issued to non-employees for services and financing arrangements, as prescribed by FASB ASC 505-50, Equity-Based Payments to Non-Employees, at either the fair value of the services rendered or the instruments issued in exchange for such services, whichever is more readily determinable. The fair value of common stock issued for services is based on the closing stock price on the date the common stock was issued.

In September 2006, the Financial Accounting Standards Board (FASB) introduced a framework for measuring fair value and expanded required disclosure about fair value measurements of assets and liabilities. The Company adopted the standard for those financial assets and liabilities as of the beginning of the 2008 fiscal three months and the impact of adoption was not significant. FASB Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources

(observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). 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 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
     
  • Level 3 - Inputs that are both significant to the fair value measurement and unobservable.

The fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2023. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, accrued compensation and accrued expenses. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value.

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective income tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the three months in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that included the enactment date. Due to the Company’s continued losses, the Company has placed a full valuation allowance against the deferred tax assets.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 22 of 26

The Company records stock as issued at the time consideration is received or the obligation is incurred.

Basic and diluted earnings per share are computed by dividing net income (loss) by the weighted-average number of shares of common shares outstanding during the six months. Diluted earnings per share are computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding and dilutive options outstanding during the three months. Common stock to be issued upon conversion of preferred stock, convertible debt and common stock options has not been included in dilutive earnings per share due to the Company’s losses and their anti-dilutive effect.

Foreign Currency Translation

The accompanying consolidated financial statements are expressed in United States dollars, which is the Company's functional currency. All transactions in foreign currencies have been converted to United States dollar transactions or balances are included in the determination of net and comprehensive income. Transactions in foreign currency are translated into United States dollars in accordance with SFAS No. 52, Foreign Currency Translation, as follows:

i.

monetary items at the rate prevailing, at the balance sheet date;

   
ii

non-monetary items at the historical exchange rate;

   
iii

revenue and expenses at the average rate in effect during the applicable reporting period.

Income Taxes

The Company complies with the Provisions of SFAS No. 109 “Accounting for Income Taxes”. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts and are based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred income tax assets to the amount expected to be realized.

Income (Loss) Per Share

In accordance with SFAS No. 128, “Earnings Per Share”, the basic net loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted net loss per common share is computed similar to basic net loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As of the date of these financial statements, diluted net loss per share is equivalent to basic net loss per share as there were no dilutive securities outstanding, and the Company net loss is deemed anti-dilutive.

Concentration of Credit Risk

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents and accounts receivables. The Company places its cash with high quality financial institutions which at times may exceed the FDIC $250,000 insurance limit. The Company extends credit based on an evaluation of the customer’s financial condition, generally without collateral. Exposure to losses on receivables is principally dependent on each customer’s financial condition. The Company monitors its exposure to credit losses and maintains allowances for anticipated losses, as required. Accounts are “written-off” when deemed uncollectible.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 23 of 26

New Accounting Pronouncements

None that will have a material effect in fiscal 2023 on company operations.

NOTE 2: Related Party Transactions

Certain stockholders have made certain advances to the Company on an interest-free basis, payable upon demand. The Company has not computed interest on the advances and has treated the interest of $0 as contributed capital with an offset to interest expense.

During the period ended September 30, 2023, the officer paid expenses on the Company’s behalf and advanced the Company a net amount of $13,115.

NOTE 3: Non-Cash Transactions

The following non-cash investing and financing activities occurred during the period from January 1, 2023, through September 30, 2023:

None

Prior Non-cash transactions affecting the comparative period balance sheet:

On July 26, 2022, the Company entered into an Asset Sale Agreement whereby the U.S. publicly traded company was separated from the Chinese operations and to acquire certain rights to products and developing patents for which 127,090,000 common shares and 10,000,000 Preferred A shares were issued. Certain other shareholders relinquished their shares and were reissued to a party in the transaction. Certain parties related to the Chinese operations were issued a total of 4,960,000 common shares.

Also, pursuant to the terms of the terms of the Asset Sale Agreement, on August 1, 2022, the company entered into a cooperation agreement whereby it will jointly and equally develop, market and deliver new products with Nika Pharmaceutical, Inc. .

NOTE 4: Management's discussion and analysis or plan of operations.

A. Plan of Operation

(i) We cannot currently satisfy our existing cash needs and will need to raise additional capital unless a substantial improvement in sales occurs during the next twelve months.

(ii) The Company currently has limited revenue from its product sales and is seeking capital, the acquisition of new products and market newly acquired assets to facilitate our business plan.

(iii) We do not expect to purchase additional plants or equipment except as required from sales growth.

(iv) We expect to hire additional full-time staff with the increase in sales or as required by expansion.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 24 of 26

B. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

1. Six months ended period.

(i) The accompanying financial statements represent accurately the condition of the business showing limited sales. We expect growth as capital is raised to facilitate our business plan.

(ii) The Company does not have sufficient working capital to meet our capital requirements for the coming twelve months.

(iii) We have no commitments for capital expenditures.

(iv) No known trends are expected that have not already impacted us.

(v) All significant elements of income or loss come from our continued operations.

(vi) The company increased its expenses in the six months ended September 30, 2023, with the completion of our acquisition during the period as indicated in the Profit and Loss Statement attached above.

(vii) Our products are not seasonal C. Off Balance Sheet Arrangements None known or anticipated.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern no adjustments have been made for any other outcome.

We are currently seeking financing to continue our business. There is no assurance that we will find financing to continue our projects.

NOTE 5: Legal proceedings.

Legal/Disciplinary History

1. No officer or director has not been convicted in a criminal proceeding and has not been named as a defendant in a pending criminal proceeding.

2. No officer or director has had the entry of an order, judgment, or decree, by a court of competent jurisdiction, that permanently or temporarily enjoined, barred, suspended, or limited his involvement in any type of business, securities, commodities, or banking activities.

3. No officer or director has had a finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, the Commodity Futures Trading Commission, or a state securities regulator of a violation of federal or state securities or commodities law, which finding, or judgment has not been reversed, suspended, or vacated.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 25 of 26

4. No officer or director has had the entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended, or otherwise limited either person's involvement in any type of business or securities activities.

NOTE 6: Subsequent Events

None.

OTC Markets Group Inc.  
OTC Pink Basic Disclosure Guidelines (January 1, 2023) Page 26 of 26