Certain statements, other than purely historical information, including
estimates, projections, statements relating to our business plans, objectives,
and expected operating results, and the assumptions upon which those statements
are based, are "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934. These
forward-looking statements generally are identified by the words "believes,"
"project," "expects," "anticipates," "estimates," "intends," "strategy," "plan,"
"may," "will," "would," "will be," "will continue," "will likely result," and
similar expressions. We intend such forward-looking statements to be covered by
the safe-harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995, and are including this
statement for purposes of complying with those safe-harbor
provisions. Forward-looking statements are based on current expectations and
assumptions that are subject to risks and uncertainties which may cause actual
results to differ materially from the forward-looking statements. Our ability to
predict results or the actual effect of future plans or strategies is inherently
uncertain. Factors which could have a material adverse affect on our operations
and future prospects on a consolidated basis include, but are not limited to:
changes in economic conditions, legislative/regulatory changes, availability of
capital, interest rates, competition, and generally accepted accounting
principles. These risks and uncertainties should also be considered in
evaluating forward-looking statements and undue reliance should not be placed on
such statements. We undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise. Further information concerning our business, including
additional factors that could materially affect our financial results, is
included herein and in our other filings with the SEC.
We are developing chewing gums for the delivery of nutraceutical/functional
ingredients for applications such as appetite suppressant, cholesterol
suppressant, vitamin delivery, antioxidant delivery and motion sickness
Our plan is to market nutraceutical/functional chewing gum and in the future
medicinal chewing gum. We are researching new ways to use chewing gum as a
delivery system, expanding on the kinds of applications chewing gum has been
used for in the past. We initially expected to reveal functional chewing gum for
new applications by the end of 2014, but we were not able to. We first need to
raise additional capital to develop our chewing gum for the delivery of
Our mission is to improve the health and quality of life for millions of people
all over the world who are unable to or have difficulty with swallowing tablets.
As much as 40% of the adult population and an even greater percentage of the
adolescent population have difficulties swallowing pills, and we believe our
solutions will greatly benefit them.
Presently, we are focused on nutrition and health chewing gum with natural based
ingredients. The products below are currently under development and we are
working to file patents to protect the ingredients in these products.
§ Appetite suppressor
§ Cholesterol suppressor
§ Antioxidant gum
§ Motion sickness suppressor
§ Vitamin gum
In order to implement our business plan, however, we will need to raise funds.
We were able to secure loans to pay the legal and accounting fees needed to keep
our reporting filings current with the SEC. We will need more funds to meet our
timetable of introducing Nutraceutical/functional chewing gum. We expect to need
$500,000 to develop our product.
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On April 10, 2017, we entered into an Agreement of Conveyance, Transfer and
Assignment of Assets (the "Agreement") with our prior officer and director, Rene
Lauritsen. Pursuant to the Agreement, we transferred all assets related to our
nutraceutical chewing gum business to Mr. Lauritsen. In exchange for this
assignment of assets, Mr. Lauritsen returned his 37,000,000 of our shares for
Prior to resigning, Mr Lauritsen appointed Micahel Freitag as our sole officer
and director and we agreed to compensate him with 37,000,000 shares of our
common stock for his first nine months of service.
As of April 10, 2017, we intended to raise further capital, bring all public
filings current and set about a new business direction based around a novel
therapy and the intellectual property generated from our research and
development activities on ethanol based intoxication.
Subsequently, on March 26, 2018, Mr. Freitag sold his control shares along with
another shareholder, Krono Partners Limited, to London Pharma Holdings Limited
for $200,000. This resulted in a change of control.
Also on March 26, 2018, Mr. Freitag resigned from his official positions as
Director and CEO of the Company, and on the same day the shareholders of the
Corporation voted Mr. Peter Maddocks as Director, and CEO.
On June 21, 2018, we signed an escrow agreement with Mr. Lauritsen to serve as
our Chief Operating Officer and to contribute the IP for the Company's chewing
gum business. In that agreement, we agreed to enter into an employment agreement
with Mr. Lauritsen and to pay him a salary of $7,500 per month. For the IP, we
have agreed to compensate Mr. Lauritsen with 1,000,000 shares of our common
stock and cash of $75,000. Neither the employment agreement nor the IP transfer
agreement have been executed as of the date of this report.
Results of Operations for the Three Months Ended December 31, 2017 and 2016
We have generated no revenues since inception and we do not anticipate earning
revenues until such time that we are able to market and sell our products.
We incurred operating expenses of $1,250 for the three months ended December 31,
2017, compared with $1,246 for the three months ended December 31, 2016. Our
operating expenses for the three months ended December 31, 2017 consisted of
$1,000 in legal fees and $250 in accounting and audit fees. Our operating
expenses for the three months ended December 31, 2016 consisted of $775 in
amortization, $250 in accounting and audit fees and $221 in general and
We incurred other expenses of $4,625 for the three months ended December 31,
2017, which consisted of interest expense, compared to other expenses of $4,625,
which also consisted of interest expense for the three months ended December 31,
We recorded a net loss of $5,875 for the three months ended December 31, 2017,
compared with a net loss of $5,871 for the three months ended December 31, 2016.
Liquidity and Capital Resources
As of December 31, 2017, we had $0 in current assets and currently liabilities
of $300,553. We had a working capital deficit of $300,553 as of December 31,
Operating activities used $0 in cash for the three months ended December 31,
2017, compared with $0 for the comparable period ended December 31, 2016.
Financing activities provided $0 for the three months ended December 31, 2017,
compared with $0 for the comparable period ended December 31, 2016.
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Based upon our current financial condition, we do not have sufficient cash to
operate our business at the current level for the next 12 months. We intend to
fund operations through increased sales and debt and/or equity financing
arrangements, which may be insufficient to fund expenditures or other cash
requirements. We plan to seek additional financing in a private equity offering
to secure funding for operations. There can be no assurance we will be
successful in raising additional funding. If we are not able to secure
additional funding, the implementation of our business plan will be impaired.
There can be no assurance that such additional financing will be available to us
on acceptable terms or at all.
Off Balance Sheet Arrangements
As of December 31, 2017, we had no off balance sheet arrangements.
Our financial statements were prepared assuming we will continue as a going
concern which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business. We have incurred cumulative losses
of $585,383 for the period July 21, 2008 (inception date) through December 31,
2017, expect to incur further losses in the development of our business and have
been dependent on funding operations through the issuance of convertible debt
and private sale of equity securities. These conditions raise substantial doubt
about our ability to continue as a going concern. Management's plans include
continuing to finance operations through the private or public placement of debt
and/or equity securities and the reduction of expenditures. However, no
assurance can be given at this time as to whether we will be able to achieve
these objectives. The financial statements do not include any adjustment
relating to the recoverability and classification of recorded asset amounts or
the amounts and classification of liabilities that might be necessary should we
be unable to continue as a going concern.
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