UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

FORM 10-Q[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

(Mark One)

For the quarterly period ended August 31, 2013

For the transition period from ______________ to _______________2022

Commission File Number 000-33271

GLOBAL BIOTECH CORPPURTHANOL RESOURCES LTD.

(Exact name of registrant as specified in its charter)

(302) 288-06582711 Centreville Rd Suite 400 Wilmington, Delaware 19808

(Address of principal executive offices) (Zip Code)

866-351-4141

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to

file such reports), and (2) has been subject to such filing requirements for the past 90 days. ( ) Yes [x](X) No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). (_) yes (X) No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):Large accelerated filer (_) Accelerated filer (_) Non-accelerated filer (X) (Do not check if a smaller reporting company) Smaller reporting company (X) Emerging growth company (_)

Large Accelerated filer [ ] Accelerated Filer [ ] Non-Accelerated Filer [ ] Smaller Reporting Company [x]If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. (_)

Indicate by check mark whether the registrant is a shell company (as determineddefined in Rule 12b-2 of the Exchange Act). NO [x] (X)Yes ( ) No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.court

(_) Yes [ ](_) No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

As of October 1, 2013, the aggregate market valueNovember 14, 2022, there were 244,038,890 shares of the issuer's common stock based on its reported price on the OTC held by non-affiliates of the issuer was approximately $1,544,739. 

As of October 1, 2013, the Registrant had 154,473,890 shares of Common Stockissued and outstanding.

TABLE of CONTENTS

PART I—FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements.

PURTHANOL RESOURCES LIMITED

BALANCE SHEETS

As of August 31, 2022 and November 30, 2021

(unaudited)

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

STATEMENTS OF OPERATIONS

For the Three and Nine Months ended August 31, 2022 and 2021

(unaudited)

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

PURTHANOL RESOURCES LIMITED

STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

Nine months Ended August 31, 2022 and 2021

(unaudited)

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

 GLOBAL BIOTECH CORP.

(A DEVELOPMENT STAGE COMPANY)PURTHANOL RESOURCES LIMITED

STATEMENTS OF CASH FLOWS

For Nine months ended August 31, 2022 and 2021

(unaudited)

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

PURTHANOL RESOURCES LIMITED.

NOTES TO THE INTERIM FINANCIAL STATEMENTS

AUGUSTAugust 31, 20132022

(UNAUDITED)(unaudited)

NOTE 1 – BASISNATURE OF PRESENTATIONOPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PURTHANOL RESOURCES LIMITED (formerly Global Biotech Corp.) (the Company) was incorporated in the State of Delaware on November 2, 1998, to be an Application Service provider in the E-health sector. On March 5, 2003, this business was sold, market, unsuccessfully. On February 25, 2005, it discontinued its vehicle tracking business. On August 15, 2007, the Company entered the oxygenated beverage market. The Company changed its mission and its objective was to produce Bio fuel alternatives, via the acquisition of the Purthanol process in September 2013 and the acquisition of Bio-Cardel Quebec in December 2013. The Company changed its name from

Global Biotech Corp. to Purthanol Resources Limited on September 30, 2013. Currently the Company has not been operating , and has not been operating, and has been inactive since 2015.There are no operations, sales, and activities as far as marketing and production.

Basis of Presentation – Unaudited Financial Statements

The accompanying unaudited financial statements of GLOBAL BIOTECH CORP. have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The financial statements reflect all adjustments consisting of normal recurring adjustments which, in the opinion of management, are necessary for a fair presentation of the results for the periods shown. Accordingly, they10-Q. They do not include all of the information and footnotes required by United States generally accepted accounting principles for complete financial statements.

These However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the fiscal year ended November 30, 2021 included in the Company’s 10-K filed with the Securities and Exchange Commission. The unaudited financial statements should be read in conjunction with the auditedthose financial statements and footnotes thereto included in the Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended August 31, 2022 are not necessarily indicative of the results that may be expected for the year endedending November 30, 2012 for GLOBAL BIOTECH CORP. on form 10 K as filed with the Securities2022.

Risks and Exchange Commission.Uncertainties

The preparationpandemic caused by an outbreak of a new strain of coronavirus (“COVID-19”) has resulted, and is likely to continue to result, in significant national and global economic disruption and may adversely affect our business. Based on the Company’s current assessment, the Company does not expect some material impact on its long-term operation due to the worldwide spread of the COVID-19 virus. However, the Company is actively monitoring this situation and the possible effects on its financial condition, operations, suppliers, industry, and workforce.

Use of Estimates and Assumptions

Preparation of the financial statements in conformity with generally accepted accounting principles of United States of America requires management to make estimates and assumptions that affect thecertain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and that effect the reported amounts of revenues and expenses during the reporting period. ActualAccordingly, actual results could differ from those estimates.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESCash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

Earnings (Loss) Perper Common Share

The Company computesbasic earnings (loss) per common share is calculated by dividing the Company’s net income (loss) per share in accordance with ASC 260,Earnings per Share.ASC 260 specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly heldavailable to common stock. Basic earnings (loss) per Common share ("EPS") calculations are determined by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted earning per common share calculations are determined by dividing net income (loss)shareholders by the weighted average number of common shares andduring the period. The diluted earnings (loss) per share is calculated by dividing the Company’s net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive commondebt or equity. Diluted earnings (loss) per share equivalents outstanding. Duringare the periods presentedsame as basic earnings (loss) per share due to the lack of dilutive items in the Company. As of August 31, 2022, there were no common stock equivalents were not considered, as their effect would be anti-dilutive.outstanding.

Recent Accounting Pronouncements

Income Taxes

The Company has implemented all newfollows the asset and liability method of accounting pronouncementsfor income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying mounts of existing assets and liabilities and their respective tax balances and tax loss carryforwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that are in effect and that may impact its financial statements andincludes the date of enactment or substantive enactment.

Recent Accounting Standards

The Company does not believe that there areexpect the adoption of any other newrecent accounting pronouncements that have been issued that mightstandards to have a material impact on its financial position or results of operations.statements.

NOTE 3 – GOING CONCERNSubsequent Events

The accompanyingCompany has evaluated subsequent events through the date the financial statements were issued for disclosure purposes. No events have been prepared assumingoccurred subsequent to balance sheet date and through date of this filing that would require adjustment to or disclosure in the financial statements.

NOTE 2 – GOING CONCERN

To date the Company will continue as a going concern. The company reported nethas generated no revenues from its business operations and has incurred operating losses of $82,245 and $229,871 for the three months and nine months endedsince inception. As at August 31, 2013 as well as reporting net losses of $3,792,749 from inception (November 2, 1998) to August 31, 2013. At August 31, 20132022, the Company had negativehas a working capital of $2,203,182 and stockholders’ deficit of $2,116,752. This condition raises substantial doubt about$925,234 and has reported an accumulated deficit of $4,191,987. The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company's abilityCompany to continue as a going concern. The Company's continuation as a going concern is dependent on raising capital to fund its ability to meet its obligations, to obtain additional financing as may be requiredinitial business plan and ultimately to attain profitability.profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern for a period of 12 months from the issue date of these financials. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from the outcome of this uncertainty.

The officers and directors are committed to help in raising funds to fill any operating cash flow shortages during the next fiscal year until the organization can generate sufficient funds from operations to meet current operating expenses and overhead, although there are no guarantees that this commitment will be met.

GLOBAL BIOTECH CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

AUGUST 31, 2013

(UNAUDITED)NOTE 3 – RELATED PARTY TRANSACTIONS

NOTE 4. SHORT TERM INVESTMENT

As ofDuring the nine months ended August 31, 2013,2022, the Company had purchased a term deposit in the amountowes $45,960 to CEO for management fees of CAD172,000 (USD 163,400), bearing interest rate$37,500 plus audit fees of 5%, maturing on November 6, 2013. As$6850 and SEC filing fees of $1,610. During nine-month period ended August 31, 2013,2021, the Company accrued 31,646 USD of interest income. No withdrawals allowedowes CEO Leonard Stella $37,500 for first 90 days and 90 days early withdrawal notice needed. Early withdrawal interest rate - 1 ½%.

NOTE 5. PROPERTY & EQUIPMENT

On August 15, 2007management fees. The total amount owing to the Company acquired Oxygenation Equipment with a cost of $605,000 in exchange for common shares.

NOTE 6. NOTE PAYABLE TO RELATED PARTY

Note payable to related partyCompany’s current CEO as of August 31, 20132022 was $883,944 and $837, 984 as of November 30, 2012 consist2021. The balances due are unsecured and non-interest-bearing with no set terms of the following:

NOTE 7. NOTES PAYABLErepayment.

Note payable asNOTE 4 – EQUITY

The Company has 80,000,000 preferred shares authorized with a par value of August 31, 2013 and November 30, 2012 consist$0.0001 that are non-voting in terms of the following:rights. The Company has 260,000,000 common shares authorized with a par value of $0.0001 per share.

There are no beneficial conversion features because the Company has conversion right.

GLOBAL BIOTECH CORP.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

AUGUST 31, 2013

(UNAUDITED)

NOTE 8. STOCKHOLDERS' EQUITY

The stockholders' equity section of the Company contains the following classes of capital stock as of August 31, 2013 and November 30, 2012:

Common stock, $ 0.0001 par value; 260,000,000 shares and 260,000,000 shares authorized August 31, 2013 and November 30, 2012 : 82,073,890244,038,890 common shares issued and outstanding as of August 31, 20132022 which are voting in terms of rights and November 30, 2012.

Preferred Stock, $0.0001 par value; 80,000,000 shares authorized August 31, 2013 and November 30, 2012. Zero (0)2021, respectively. Common shares have been issued and outstanding aspaid in amount of August 31, 2013 and November 30, 2012.

NOTE 9 - SUBSEQUENT EVENTS

In accordance with ASC 855,Subsequent Events, the Company has evaluated subsequent events through the date of issuance of the unaudited interim financial statements.

As of September 10, 2013, Global acquired from Purthanol International all the intellectual property, process know-how and methodology, etc. for the production of Athanol, a green- technology ethanol fuel alternative, produced via the Purthanol Process. Further, the Company has acquired purchase orders of $28.5 million USD for the purchase of ethanol or Athanol from Purthanol International, delivery within the ensuing 12 months. Any other revenue generated via the Purthanol Process, will belong wholly and solely to Global as of the signing of this Agreement. The consideration for the above was 70 million (70,000,000) restricted common shares, valued$24,403 at $0.01 per share or $700,000 USD.

On September 23, 2013 Global issued 2.4 million restricted common shares, valued at $24,000, in settlement of consulting services rendered.par value since inception.

ITEM 6 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Special Note Regarding Forward-Looking Statements

SomeThis section of the statements under "Planthis Form 10-Q includes a number of Operations," "Business" and elsewhere in this registration statement are forward-looking statements that involve risksreflect our current views with respect to future events and uncertainties.financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements include statements about our plans, objectives, expectations, intentions and assumptions and other statements contained herein that are not statements of historical fact. You can identify these statements by words such as "may," "will," "should," "estimates," "plans," "expects," "believes," "intends" and similar expressions. We cannot guarantee future results, levels of activity, performance or achievements. Our actual results and the timing ofsubject to certain events may differ significantly from the results discussed in the forward-looking statements. You are cautioned not to place undue reliance on any forward-looking statements.

Plan of Operation.

The following discussion should be read in conjunction with the financial statements and related notes which are included elsewhere in thisprospectus. Statements made below which are not historical facts are forward-looking statements. Forward-looking statements involve a number of risks and uncertainties including, but not limitedthat could cause actual results to differ materially from our predictions.

Results of Operations

For the three-month periods ended August 31, 2022 and 2021, we had no revenue. General and administrative expenses for the three-month period ended August 31, 2022 totaled $20,377 resulting in a net loss of $20,377. The net loss for the three-month period ended August 31, 2022 is $20,377 as a result of general economic conditions and administrative fees comprised primarily of management fees of $20,377. Expenses for the comparative three-month period ended August 31, 2021 is a result of general and administrative fees, comprised of management fees of $12,500 and brokerage fees of $507 totaling $13,007 resulting in a net loss of $13,007.

For the nine-month periods ended August 31, 2022 and 2021, we had no revenue. General and administrative expenses for the nine-month period ended August 31, 2022 totaled $48,001 resulting in a net loss of $48,001. The net loss for the nine-month period ended August 31, 2022 of $48,001 is as a result of general and administrative fees of $48,001 Expenses for the comparative nine-month period ended August 31, 2021 of $39,021 is a result of general and administrative fees of $39,021.

Capital Resources and Liquidity

No substantial revenues are anticipated until we have implemented our plan of operations. With the exception of cash advances from our sole Chief Executive Officer, we have no other source for funding the Company at this time. We must raise cash to implement our strategy and stay in business. If we are unable to raise additional funds, there is substantial doubt as to our ability to market our product.

The business objective of GLOBAL was to position AquaBoost™, our initial product being offered,continue as a top quality oxygenated water in the specialty waters market. Our oxygenation level (up to 100 ppm and greater), the ability of our bottled water to retain this level of oxygenation, even over lengthy periods of time and the purity of our product, we believed, should have given us the ability to become a staple in this specialty waters niche.

We set a conservative sales objective for our product, but no assurances can be given that the Company will meet their goals. The Company will also attempt to engage in partnering with other beverage distributors or leasing its technology for royalties in those regions and for those products where it will not negatively impact on potential AquaBoost™ sales.

GLOBAL BIOTECH CORP. ("GLOBAL"), formerly (SWORD COMP-SOFT CORP.) was organized on November 2, 1998. Its goal was to bring interactive healthcare information services utilizing the Internet to the consumer, the end user, to access what they, as individuals, need. As of March 5, 2003 this business was sold along with the assumption of a note payable in the amount of $700,000 to Millenia Hope Inc., its former parent corporation. In exchange, GLOBAL received 30.7 million shares of its outstanding common shares held by Millenia Hope Inc. Subsequently, GLOBAL acquired the exclusive 10 year North American licensing rights to a vehicle tracking system in exchange for 30.7 million of its common shares. As of February 24, 2005, GLOBAL’s Board of Directors concluded that its attempt to enter the vehicle tracking business was unsuccessful and entered into an agreement with Advanced Fluid Technologies Inc., on August 15, 2007, to acquire its assets pursuant to entering the oxygenated bottled water, market.

GLOBAL’s goal is to position AquaBoost(TM), the bottled oxygenated water product it acquired, as an energizing alternative to soft drinks and as a beverage with more health benefits than ordinary water. To date, the aforementioned product has had minimal sales and the Company will endeavor, but can offer no guarantees, to raise its sales level significantly.going concern.

As of September 10, 2013, Global acquired from Purthanol International allAugust 31, 2022, we had $nil in cash as compared to $nil in cash at August 31, 2021. The funds available to the intellectual property, process know-howCompany will not be sufficient to fund the planned operations of the Company and methodology, etc.maintain operations. As of August 31, 2022, the Company’s sole officer and director, Mr. Leonard Stella, is owed by the Company the amount of $883,944. Mr. Stella has indicated he is willing to make additional financial commitments if required to maintain the operating status of the Company, in the form of a non-secured loan for the productionnext twelve months if no other funds are obtained by the Company, but the total amount that they are willing to invest has not yet been determined and there is no contract or written agreement in place.

Off-balance sheet arrangements

The company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the Company’s financial condition, revenues or expenses, results of Athanol,operations, liquidity, capital expenditures or capital resources that are material to investors. The term “off-balance sheet arrangement” generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Company is a green- technology ethanol fuel alternative, produced via the Purthanol Process. Further,party, under which the Company has acquired purchase orders of $28.5 million USD(i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for the purchase of ethanol or Athanol from Purthanol International, delivery within the ensuing 12 months. Any other revenue generated via the Purthanol Process, will belong wholly and solely to Global as of the signing of this Agreement. The consideration for the above was 70 million (70,000,000) restricted common shares, valued at $0.01 per share or $700,000 USD.such assets.

On September 16, 2013 the Company sold its first license to the rights to utilize the Purthanol process for the production of Athanol for the Province of Quebec, Canada. Mr. Yvon Brin purchased the license on behalf of a newly formed corporation, Purthanol Quebec, that now owns this license.

GLOBAL’s registration statement, with the SecurityItem 3. Quantitative and Exchange Commission, was accepted on July 16, 2001 and it was cleared by FINRA on June 16, 2009 to trade its shares on the OTC: BB.

On July 3, 2013 Mr. Leonard Stella joined the Company as its CEO and a Director.

On July 3, 2013 Mr. Yehuda Kops joined the Company as its CFO and a Director.

On September 3, 2013 Mr. Louis Greco resigned and Mr. Louis Pharand took his position in the Company as its President and a Director.

On September 3, 2013 Mr. Serge Mersilian joined the Company as its Director of Communications.

Three months ended August 31, 2013 compared to August 31, 2012.

Marketing costs were $30,273 in 2013 and $0 in 2012, as we are embarking in getting our latest product, Athanol, into as many relationships and markets as possible. Professional, selling, general and administrative in 2013 was $48,854 and $15,336 in 2012, a difference of $33,518. This was primarily due to an additional $23,080 of consulting fees, again as we position our product and reorient the Company. Also we had $4,961 in additional regulatory fees, primarily bringing the franchise taxes to date, and higher office and other SG&A expenses.Qualitative Disclosures About Market Risk.

We had net interest expense, on our loans,are a smaller reporting company as defined by Rule 12b-2 of $14,387 in 2013the Exchange Act and $14,962 in 2012 and $15,878 of foreign exchange losses in 2012 vs. a gain of $11,269 in 2013.are not required to provide the information required under this item.

As a result of the above, we had a net loss of $82,245 in 2013Item 4. Controls and $46,176 in 2012.Procedures.

Nine months ended August 31, 2013 compared to August 31, 2012.Disclosure Controls and Procedures

Marketing costs were $30,273 in 2013 and $0 in 2012, as we are embarking in getting our latest product, Athanol, into as many relationships and markets as possible. Professional, selling, general and administrative in 2013 was $185,552 and $45,978 in 2012, a difference of $139,574. This was primarily due to an additional $100,000 in administrative fees and $6,000 of auto expenses, as agreed to by a Resolution of the Board vs. none in 2012. Also, an additional $23,080 of consulting fees, again as we position our product and reorient the Company. Also we had $4,961 in additional regulatory fees, primarily bringing the franchise taxes to date, and higher office and other SG&A expenses.

We had net interest expense, on our loans, of $44,577 in 2013 and $44,150 in 2012 and $15,878 of foreign exchange losses in 2012 vs. a gain of$30,531 in 2013.

As a result of the above, we had a net loss of $229,871 in 2013 and$106,006 in 2012.

Liquidity and cash flow needs of the company

From June 1, 2013 to August 31, 2013 the company used $133,684 from operating activities while recording no revenues. From September 1, 2013 to November 30, 2013, the fiscal year- end, the company’s net cash flow needs will be $280,000.

Item 4T. CONTROLS AND PROCEDURES QUARTERLY EVALUATION OF THE COMPANY’S DISCLOSURE CONTROLS AND INTERNAL CONTROLS.

As of October 1, 2013, the date of the report, our Principal Executive Officer, (CEO) and Chief Financial Officer (CFO) evaluated the effectiveness of the design and operation of the Company’s disclosureDisclosure controls and procedures as definedare controls and other procedures that are designed to ensure that information required to be disclosed in Rule 13a -15(e)our reports filed or submitted under the Securities Exchange actAct of 1934 as amended. Based upon that evaluation,is recorded, processed, summarized and reported, within the Principal Executivetime period specified in the SEC's rules and Financial Officer concluded that, as of August 31, 2013, the Company’s disclosureforms. Disclosure controls and procedures are effective.include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

Further, there wasChanges in Internal Control Over Financial Reporting

There were no change during the last quarterchanges in the Company’sour internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the quarter ended August 31, 2022 that hashave materially affected, or isare reasonably likely to materially affect, the Company’sour internal controlcontrols over financial reporting.

Part II other informationPART II—OTHER INFORMATION

Item 2:1. Legal Proceedings.

Currently we are not involved in any pending litigation or legal proceeding.

Item 1A. Risk Factors.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

Item 2. Unregistered Sales of Unregistered securitiesSecurities and Use of Proceeds.

None

Item (6) Reports on Form 8-K3. Defaults Upon Senior Securities.

ChangesNone

Item 4. Mine Safety Disclosures.

N/A

Item 5. Other Information.

Item 6. Exhibits.

EXHIBIT INDEX

* Included in Principal Officers and DirectorsExhibit 31.1

** Included in Exhibit 32.1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrantregistrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.