FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements. These statements
relate to future events or our future financial performance. In some cases, you
can identify forward-looking statements by terminology such as "may", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors that may cause our or our industry's
actual results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.
Our consolidated unaudited financial statements are stated in United States
Dollars (US$) and are prepared in accordance with United States Generally
Accepted Accounting Principles. The following discussion should be read in
conjunction with our financial statements and the related notes that appear
elsewhere in this quarterly report. The following discussion contains
forward-looking statements that reflect our plans, estimates and beliefs. Our
actual results could differ materially from those discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed below and elsewhere
in this quarterly report.
Unless otherwise specified in this quarterly report, all dollar amounts are
expressed in United States dollars and all references to "common stock" refer to
shares of our common stock.
As used in this quarterly report, the terms "we", "us", "our" and "our company"
mean Bionovate Technologies Corp., unless otherwise indicated.
Corporate Overview
Our company was incorporated in the State of Nevada on October 24, 2012. Founded
in Calgary, Canada, we were formed and organized to capitalize on new
opportunities found in the North American market for light-emitting diode
("LED") lighting. With China as the manufacturing backbone of future LED
products, we have set up an office in Guangzhou, China in search of high quality
products offered by reputable manufacturers to be introduced to Canada, the
United States, and abroad. In November 2016, we expanded our operations to
include reselling various energy products and green technology products. We
achieved this by acquiring Energy Alliance Labs Inc. ("Energy Alliance"), which
is the 80% owner of Human Energy Alliance Laboratories Corp., an Idaho
corporation ("HEAL"). HEAL is a "green technology" and retail company with the
mission of developing and distributing technologies that relieve its customers
of certain burdens, while simultaneously decreasing the energy they use. HEAL's
primary products are mid-sized wind turbines, small solar panels and related
controllers and inverters.
On October 28, 2016, we entered into a share exchange agreement with Cohen
Mizrahi, a director of our company, whereby on the same date we issued 4,000,000
shares of our common stock in exchange for 100% of the issued and outstanding
equity interests of Energy Alliance.
On November 1, 2016, Energy Alliance closed the transactions contemplated under
an agreement with certain shareholders of HEAL, in which the shareholders
holding 80% of the outstanding equity interests of HEAL sold all of their shares
of HEAL to Energy Alliance.
As a result of such transactions we became the owner of 100% of the issued and
outstanding equity interests of Energy Alliance and Energy Alliance became the
owner of 80% of the issued and outstanding equity interests of HEAL.
Effective October 4, 2016, we filed a Certificate of Dissolution of MJP Holdings
Ltd., our wholly-owned subsidiary.
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Effective November 28, 2016, we entered into a Share Exchange Agreement with MJP
Lighting Solutions Ltd., a British Virgin Islands ("BVI") corporation and Tong
Tang and Zhao Hui Ma (the "Shareholders") whereby the parties exchanged 100% of
the issued and outstanding shares of BVI, belonging to our company for the
tender of 5,500,000 restricted common shares of our company, belonging to the
Shareholders, to our treasury for cancellation.
On January 1, 2017, MJP entered into transfer agreement with Cohen Mizrahi,
whereby we transferred 100% of the issued and outstanding equity interests of
Energy Alliance for consideration of $20,000 for past services provided to our
company by Mr. Guo.
On December 1, 2017, a majority of our stockholders and our board of directors
approved a change of name of our company to "Bionovate Technologies Corp." and a
reverse stock split of our issued and outstanding shares of common stock on a
fifty (50) old for one (1) new basis.
A Certificate of Amendment was filed with the Nevada Secretary of State on
December 11, 2017 with an effective date of December 21, 2017.
The name change and reverse split became effective with the OTC Markets at the
opening of trading on December 21, 2017 under the symbol "BIIO".
Effective January 11, 2018, we entered into a Patent Purchase and License
Agreement with Lily Innovation Advisors Ltd. wherein we agreed to purchase the
rights to U.S. Patent No. 7,963,959 "Automated Cryogenic Skin Treatment" (the
"Lily Patent"). We paid $10,000 as consideration for the Lily Patent, and agreed
to pay royalties of one percent (1%) of the (a) net sales of all products that
are derived from the invention covered under the Lily Patent and sold by our
company or any licensees or transferees and (b) licensing fees, royalties or
similar payments in respect of the Lily Patent received by any such entity, such
royalties to be paid quarterly in January, April, July and October for all sales
incurred in the previous calendar quarter.
The assignment of the Lily Patent was registered with the United States Patent
and Trademark Office on January 31, 2018.
The foregoing description of the Patent Purchase and License Agreement is
included to provide information regarding its terms. It does not purport to be a
complete description and is qualified by its entirety by reference to the full
text of the Patent Purchase and License Agreement, which is filed as Exhibit
10.1 hereto and is incorporated herein by reference.
Effective February 19, 2018, we entered into a Patent Purchase and License
Agreement with Ramot at Tel-Aviv University Ltd. wherein we agreed to purchase
the rights to U.S. Patent No. 6,858,007 "Method and system for automatic
classification and quantitative evaluation of adnexal masses based on a
cross-sectional or projectional images of the adnexs" (the "Ramot Patent"). We
paid $10,000 as consideration for the Ramot Patent and agreed to pay royalties
of one percent (1%) of the net sales of all products sold by our company that
are derived from the invention covered by the Ramot Patent, such royalties to be
paid quarterly in January, April, July and October from sales incurred in the
previous calendar quarter.
The assignment of the Ramot Patent was registered with the United States Patent
and Trademark Office on March 5, 2018.
On October 1, 2019, a majority of our shareholders approved a reverse stock
split on a basis of 100 old shares for one (1) new share of our issued and
outstanding common stock. No fractional shares of common stock will be issued as
a result of the reverse split. Any fractional shares that would have resulted
from the reverse split will be rounded up to the next whole number.
As a result of the reverse split, our issued and outstanding shares of common
stock will decrease from 15,579,749 to 155,798 shares of common stock. We
confirm that our authorized capital will remain unchanged.
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The reverse split has been reviewed by the Financial Industry Regulatory
Authority (FINRA) and has been approved for filing with an effective date of
January 9, 2020. All share and per share information in these financial
statements retroactively reflect this stock distribution.
Effective January 28, 2020, the Company amended a 20% Convertible Note
originally issued on March 31, 2019 (the "Note"). The Note reduces the interest
rate from 20% to 0 and changes the conversion price from $0.01 to $0.0001.
Effective January 28, 2020, the Note was assigned to Evergreen Solutions Ltd.,
and was immediately converted for the issuance of 54,270,000 shares of common
stock of the Company resulting in a change of control.
On February 3, 2020, Cohen Mizrahi resigned as a director and as an officer of
our company. Dr. Mizrahi's resignation was not the result of a disagreement
between Dr. Mizrahi and our company on any matter relating to our company's
operations, policies or practices. On February 3, 2020, David Magana Gonzalez
was appointed as a director to replace Dr. Mizrahi and he was also appointed
President, Chief Executive Officer, Chief Financial Officer, Secretary and
Treasurer of our company.On July 22, 2020, David Magna Gonzalez resigned as a
director and as an officer of our company. Mr. Gonzalez's resignation was not
the result of a disagreement between Mr. Gonzalez and our company on any matter
relating to our company's operations, policies or practices. On July 22, 2020,
Marc Applbaum was appointed as a director to replace David Magna Gonzolez and he
was also appointed President, Chief Executive Officer, Chief Financial Officer,
Secretary and Treasurer of our company.On September 28, 2020, Marc Applbaum
resigned as a director and as an officer of our company. Mr. Applbaums
resignation was not the result of a disagreement between Mr. Applbaum and our
company on any matter relating to our company's operations, policies or
practices. On September 28, 2020, Aleksander Vucak was appointed as a director
to replace Marc Applbaum and he was also appointed President, Chief Executive
Officer, Chief Financial Officer, Secretary and Treasurer of our company.
On October 7, 2020, Bionovate Technologies Corp. (the "Company") entered into a
Share Exchange Agreement (the "Share Exchange Agreement") facilitated between
Evergreen Solutions, Ltd, a private Company ("Evergreen"), and Human Data AG, a
private Switzerland Company ("Human Data").
Pursuant to the Share Exchange Agreement, in exchange for the acquisition of all
of the outstanding Company shares which Evergreen owns, to wit, 54,270,000
shares (the "Exchange Shares"), the Company will receive 12,500 shares of
Digital Diagnostics AG ("Digital") owned by Human Data, which equates to 25% of
the currently issued shares of Digital.
The Share Exchange Agreement contains customary representations and warranties
made by the Company, on the one hand, and Evergreen and Human Data on the other
hand, made solely for the benefit of the other, which in certain cases are
subject to specified exceptions and qualifications contained in the Share
Exchange Agreement or in information provided pursuant to certain disclosure
schedules to the Share Exchange Agreement.
During the year ended June 30, 2021, 51,670,000 shares of common stock were
canceled, which owned by our major shareholder who is also our CEO
Our corporate address is Gewerbestrasse 10, Cham, Switzerland 6330. We do not
have a corporate website.
We do not have any subsidiaries.
We have not been subject to any bankruptcy, receivership or similar proceeding.
Current Business
We are a medical device company that intends to develop the first automated
treatment for age spots (solar lentigines). The technology (patent issued) uses
a "scan and treat" protocol that removes age spots accurately and completely
without disturbing the surrounding skin area. Current methods of treatment
(lasers and manual liquid nitrogen spray devices) are either painful, costly, or
require a physician to perform the procedure. The Bionovate system would be safe
and would produce excellent results and can be used for other types of skin
lesions. Its operation would require minimal user interaction and users can be
trained in minutes. We are also looking into developing novel cancer detection
methods based on its electronic imaging patent.
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Results of Operations
Our operations for the three months ended September 30, 2021 and 2020 are
outlined below:
Three months ended September 30, 2021 compared to three months ended September
30, 2020.
Three Months Ended
September 30, Change
2021 2020 Amount %
Revenues $ - $ - $ - -
Operating Expenses 6,279 3,622 2,657 73 %
Total other expense 15,357 19,252 (3,895 ) (20 %)
Net Loss
$ 21,636 $ 22,874 $ (1,238 ) (5 %)
For the three months ended September 30, 2021 and 2020, we had no revenue.
Expenses for the three months ended September 30, 2021 totaled $21,636 resulting
in a net loss of $21,636 as compared to a net loss of $22,874 for the three
months ended September 30, 2020. The decrease in net loss for the three months
ended September 30, 2021 is a result of a decrease in interest expenses offset
by an increase in professional fees.
Liquidity and Capital Resources
The following table provides selected financial data about our company as of
September 30, 2021 and June 30, 2021, respectively.
Working Capital
September 30, June 30, Change
2021 2021 Amount %
Current Assets $ - $ - $ - -
Current Liabilities $ 524,845 $ 503,209 21,636 4 %
Working Capital (Deficit) $ (524,845 ) $ (503,209 ) $ (21,636 ) 4 %
Cash Flows
Three Months Ended
September 30,
2021 2020
Net Cash Provided by Operating Activities $ - $ -
Net Cash Provided by Investing Activities $ - $ -
Net Cash Provided by Financing Activities $ - $ -
Net Change in Cash During the Period $ - $ -
On September 30, 2021, our Company's cash balance was $0 and total assets were
$0. On June 30, 2021, our Company's cash balance was $0 and total assets were
$0.
On September 30, 2021, our Company had total liabilities of $524,845, compared
with total liabilities of $503,209 as at June 30, 2021.
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On September 30, 2021, our Company had working capital deficiency of $524,845
compared with working capital deficiency of $503,209 as at June 30, 2021. The
increase in working capital was primarily attributed to an increase in accounts
payable and accrued liabilities and due to related party.
Cash Flow from Operating Activities
During the three months ended September 30, 2021, our Company provided $0 by
operating activities, compared to $0 provided by operating activities during the
three months ended September 30, 2020.
Cash Flow from Investing Activities
During the three months ended September 30, 2021 and 2020, our Company did not
have any investing activities.
Cash Flow from Financing Activities
During the three months ended September 30, 2021 and 2020, our Company did not
have any investing activities.
Off-Balance Sheet Arrangements
We have no 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, and capital
expenditures or capital resources that are material to stockholders.
Critical Accounting Policies
Revenue Recognition
Revenues are recognized when control of the promised goods or services are
transferred to a customer, in an amount that reflects the consideration that the
Company expects to receive in exchange for those goods or services. The Company
applies the following five steps in order to determine the appropriate amount of
revenue to be recognized as it fulfills its obligations under each of its
agreements:
· identify the contract with a customer;
· identify the performance obligations in the contract;
· determine the transaction price;
· allocate the transaction price to performance obligations in the contract;
and
· recognize revenue as the performance obligation is satisfied.
Recent Accounting Pronouncements
We have implemented all new accounting pronouncements that are in effect and
that may impact our financial statements and does not believe that there are any
other new accounting pronouncements that have been issued that might have a
material impact on our financial position or results of operations. Our company
regularly reviews and analyses the recent accounting pronouncements.
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BIONOVATE TECHNOLOGIES CORP 
