UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,Washington, D.C. 20549


FORM 10-Q


☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934


FORFor the quarterly period ended March 31, 2022

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE QUARTERLY PERIOD ENDED: September 30, 2017SECURITIES EXCHANGE ACT OF 1934


COMMISSION FILE NUMBER:For the transition period from ___________ to ___________

Commission file number 000-26731



PACIFIC WEBWORKS, INC.


HEYU BIOLOGICAL TECHNOLOGY CORPORATION

(Exact name of registrant as specified in its charter)

Nevada87-0627910

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

Room 1901, Baotuo Building,

617 Sishui Street,

Huli District, Xiamen City,

Fujian Province, China

361009
(Address of principal executive offices)(Zip Code)

(86) 158 5924 0902

(Telephone number, including area code)

Securities registered pursuant to Section 12(b) of registrant as specified in its charter)the Act:


Title of each classTrading Symbol(s)Name of each exchange on which registered
NoneNoneNone

            Nevada                                                                                                            87-0627910

_______________________________                                                                ___________________

(State or other jurisdiction of                                                                                    (I.R.S. Employer

 incorporation or organization)                                                                                  Identification No.)

3136 Mission Gorge Road, Suite 111

San Diego, California 92120


Tel: (858) 459-1133

Fax: (858) 459-1103

(Address and telephone number of principal executive offices)


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 pastlast 90 days. Yes / /     No /x/


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.


Large See the definitions of “large accelerated filer, [ ]                                    Accelerated Filer [ ]


Non-accelerated“accelerated filer, [ ]                              Smaller” “smaller reporting company, [X]” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company

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 defined in Rule 12b-2 of the Exchange Act).

Yes /X/     No / /


The numberAs of Registrant’sMay 23, 2022, 1,032,466,000 shares of common stock $0.001 par value, outstandingwere issued and outstanding.

TABLE OF CONTENTS

Index to Form 10-Q

Page
Part I
FINANCIAL INFORMATION
Item 1.Financial Statements1
Condensed Consolidated Balance Sheets (Unaudited)1
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)2
Condensed Consolidated Statement of Cash Flows (Unaudited)3
Condensed Consolidated Statements of Stockholders’ Deficit (Unaudited)4
Notes to Condensed Consolidated Financial Statements (Unaudited)5
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations14
Item 3.Quantitative and Qualitative Disclosures about Market Risk18
Item 4.Controls and Procedures18
Part II
OTHER INFORMATION
Item 1.Legal Proceedings19
Item 1A.Risk Factors19
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds19
Item 3.Defaults Upon Senior Securities19
Item 4.Mine Safety Disclosures19
Item 5.Other Information19
Item 6.Exhibits20

i

FORWARD LOOKING STATEMENTS

This quarterly report on Form 10-Q (“Report”), financial statements, and notes to financial statements contain forward-looking statements that discuss, among other things, future expectations and projections regarding future developments, operations, and financial conditions. Forward-looking statements may appear throughout this Report and other documents we file with the Securities and Exchange Commission (the “SEC”), including without limitation, the following section: Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Report.

Forward-looking statements generally can be identified by words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” “will be,” “will continue,” “may,” “could,” “will likely result,” and similar expressions. These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially from those reflected in the forward-looking statements. In addition, there is uncertainty about the spread of December 8, 2017 was 149,713,895.the Coronavirus Disease 2019 (“COVID-19”) and the impact it may have on the Company’s operations, the demand for the Company’s products or services, global supply chains, and economic activities in general. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

ii

PART I - FINANCIAL INFORMATION






ITEM 1. FINANCIAL STATEMENTS

Heyu Biological Technology Corporation

Consolidated Balance Sheets

(Unaudited)

  March 31,  December 31, 
  2022  2021 
ASSETS      
Current Assets        
Cash and cash equivalents $4,034  $4,323 
Other receivables, net  26,534   29,608 
Advances to suppliers  3,406   3,446 
Total current assets  33,974   37,377 
         
Non-current Assets        
Operating lease right-of-use asset  35,201   56,172 
Total non-current assets  35,201   56,172 
         
Total Assets $69,175  $93,549 
         
LIABILITIES AND STOCKHOLDERS’ EQUITY        
Current Liabilities        
Accounts payable $17,397  $17,356 
Accrued expenses and other payable  299,913   283,874 
Advances from customers  473,051   471,788 
Income tax and other taxes payable  61   17 
Operating lease liability - current portion  36,393   58,073 
Related party payables  1,105,283   1,072,293 
Total current liabilities  1,932,098   1,903,401 
         
Total Liabilities $1,932,098  $1,903,401 
         
Stockholders’ Deficit        
Common stock ($0.001 par value, 2,000,000,000 shares authorized, 1,032,466,000 shares issued and outstanding as of March 31, 2022 and December 31, 2021)  1,032,466   1,032,466 
Additional paid-in capital  17,149,050   17,149,050 
Accumulated other comprehensive income  (179,919)  (175,659)
Accumulated deficit  (19,670,636)  (19,621,121)
Stockholders’ equity - HYBT and Subsidiaries  (1,669,039)  (1,615,264)
Noncontrolling interests in subsidiaries  (193,884)  (194,588)
Total stockholders’ deficit  (1,862,923)  (1,809,852)
         
Total Liabilities and Stockholders’ Deficit $69,175  $93,549 

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

1


Heyu Biological Technology Corporation

Consolidated Statements of Operations and Comprehensive Income

(Unaudited)

  For the three months ended
March 31,
 
  2022  2021 
       
Revenue, net $15,135  $- 
         
Cost of Revenue  5,532   - 
         
Gross Profit  9,603   - 
         
Operating expenses        
Selling expenses  67   119 
Administrative expenses  59,067   68,269 
Total operating expenses  59,134   68,388 
         
Loss on operations  (49,531)  (68,388)
         
Other Income (Expenses)  16   (448)
         
Loss on operations before income taxes  (49,515)  (68,836)
         
Income tax expense  -   - 
         
Net Loss $(49,515) $(68,836)
Loss attributable to noncontrolling interests  -   - 
Net loss attributable to HYBT shareholders  (49,515)  (68,836)
         
Other Comprehensive Income        
Foreign currency translation adjustment  (38,455)  (37,186)
Total Comprehensive Loss $(87,970) $(106,022)
Total comprehensive income attributable to noncontrolling interests  34,195   25,924 
Total comprehensive loss attributable to HYBT shareholders  (53,775)  (80,098)
         
Net loss per share - basic and diluted $(0.00) $(0.00)
         
Weighted average shares - basic and diluted  1,032,466,000   1,032,466,000 

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

2


Heyu Biological Technology Corporation

Consolidated Statements of Cash Flows

(Unaudited)

  For the three months ended
March 31,
 
  2022  2021 
       
CASH FLOWS FROM OPERATING ACTIVITIES      
Net Loss $(49,515) $(68,836)
Adjustments to reconcile net loss to net cash used in operating activities:        
Change in assets and liabilities        
Accounts receivable  -   1,073 
Other receivables, net  3,158   (10,401)
Operating lease right-of-use asset  20,971   20,044 
Accounts payable and accrued liabilities  41   (974)
Accrued expenses and other payable  16,039   15,526 
Advances from customers  1,263   (1,821)
Lease liability  (21,680)  (20,054)
Net cash used from operating activities  (29,723)  (65,443)
         
CASH FLOWS FROM INVESTING ACTIVITIES  -   - 
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Proceeds from related party lending  32,991   50,329 
Net cash used in financing activities  32,991   50,329 
         
Effect of exchange rate changes on cash  (3,557)  14,662 
         
         
NET INCREASE IN CASH AND CASH EQUIVALENTS  (289)  (452)
         
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD  4,323   5,489 
         
CASH AND CASH EQUIVALENTS AT END OF PERIOD $4,034  $5,037 
         
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION        
Cash paid for interest $-  $- 
Cash paid for income tax $-  $- 

The un-audited quarterlyaccompanying notes are an integral part of these unaudited condensed consolidated financial statements for the period ended September 30, 2017, prepared by the Company, immediately follow.

3




PACIFIC WEBWORKS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

 

 

 

 

September 30, 2017

 

December 31, 2016

 

(Unaudited)

 

 

ASSETS

 

 

 

 

 

 

 

       Total Assets

$

 

$

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

Related Party Payables

$

20,000 

 

$

       Total Liabilities

20,000 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

Stockholders' Deficit

 

 

 

Common stock, $0.001 par value, 150,000,000 shares authorized;

 

 

 

149,713,895 and 49,713,895 shares issued and outstanding

 

 

 

as of September 30, 2017 and December 31, 2016, respectively

149,714 

 

49,714 

Additional paid-in capital

17,969,715 

 

18,069,715 

Accumulated deficit

(18,139,429)

 

(18,119,429)

        Total stockholders' deficit

(20,000)

 

        Total liabilities and stockholders' deficit

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        The accompanying notes are an integral part of these financial statements








PACIFIC WEBWORKS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended June 30,

 

For the Nine Months Ended September 30,

 

2017

 

2016 

 

2017 

 

2016 

 

 

 

 

 

 

 

 

Revenue

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

Operating expenses

20,000 

 

 

20,000 

 

 

 

 

 

 

 

 

 

Loss from continuing operations

(20,000)

 

 

(20,000)

 

 

 

 

 

 

 

 

 

Loss from discontinued operations

 

(109,522)

 

 

(252,891)

 

 

 

 

 

 

 

 

Loss before income taxes

(20,000)

 

(109,522)

 

(20,000)

 

(252,891)

 

 

 

 

 

 

 

 

Income tax expense

 

 

 

 

 

 

 

 

 

 

 

Net Loss

$

(20,000)

 

$

(109,522)

 

$

(20,000)

 

$

(252,891)

 

 

 

 

 

 

 

 

Net loss per share - basic and diluted

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

$

(0.01)

 

 

 

 

 

 

 

 

Weighted average shares - basic and diluted

149,713,895 

 

49,713,894 

 

87,076,532 

 

49,713,894 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

                       The accompanying notes are an integral part of these financial statements







PACIFIC WEBWORKS, INC.

 STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

 

 

 

 

 

 

For the Nine Months Ended September 30,

 

2017 

 

2016 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

Net Loss

$

(20,000)

 

$

Net cash from (used for) operating activities - continuing operations

(20,000)

 

Net cash from (used for) operating activities -  discontinued operations

 

(213,677)

Net cash from (used for) provided by operating activities

(20,000)

 

(213,677)

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

Net cash from (used for) investing activities -  discontinued operations

 

162,204 

Net cash from (used for) provided by investing activities

 

162,204 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

Related party payables

20,000 

 

Net cash from (used for) financing activities - continuing operations

20,000 

 

Net cash from (used for) financing activities -  discontinued operations

 

(29,564)

Net cash from (used for) provided by financing activities

20,000 

 

(29,564)

 

 

 

 

NET DECREASE IN CASH AND CASH EQUIVALENTS

 

(81,037)

 

 

 

 

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

 

178,187 

 

 

 

 

CASH AND CASH EQUIVALENTS AT END OF PERIOD

$

 

$

97,150 

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

 

 

 

Cash paid during period for :

 

 

 

     Interest

$

 

$

1,011 

     Income Taxes

$

 

$

 

 

 

 

 

 

 

 

     The accompanying notes are an integral part of these financial statements

 



Heyu Biological Technology Corporation

Condensed Consolidated Statements of Stockholders’ Deficit

(Unaudited)


  Heyu Biological Shareholders’ Equity       
  Common Stock    Additional  Accumulated
Other
     Non -     
  Number of
shares
  Par
value
  Paid in
Capital
  Comprehensive
Income
  Accumulated
Deficit
  controlling
Interest
  Total 
Balance at January 1, 2021  1,032,466,000   1,032,466   17,149,050   (119,033)  (19,458,101)  (228,783)  (1,624,401)
Foreign currency translation adjustment  -   -   -   (11,262)  -   25,924   14,662 
Loss for the period  -   -   -   -   (68,836)  -   (68,836)
Balance at March 31, 2021  1,032,466,000  $1,032,466  $17,149,050  $(130,295) $(19,526,937) $(202,859) $(1,678,575)

  Common Stock  Additional  Accumulated Other     Non –    
  Number of
shares
  Par
value
  Paid in
Capital
  Comprehensive
Income (Loss)
  Accumulated
Deficit
  controlling
Interest
  Total 
                      
Balance at January 1, 2022  1,032,466,000   1,032,466   17,149,050   (175,659)  (19,621,121)  (194,588)  (1,809,852)
Foreign currency translation adjustment  -   -   -   (4,260)  -   704   3,556 
Loss for the period  -   -   -   -   (49,515)  -   (49,515)
Balance at March 31, 2022  1,032,466,000  $1,032,466  $17,149,050  $(179,919) $(19,670,636) $(193,884) $(1,862,923)

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

4


 PACIFIC WEBWORKS, INC.

Heyu Biological Technology Corporation

Notes to Condensed Consolidated Financial Statements

September 30, 2017(Unaudited)

(Unaudited)



NOTE 1 – THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES


Pacific WebWorks, Inc.Heyu Biological Technology Corporation (the “Company”) was incorporated in the state of Nevada on May 18, 1987, as Asphalt Associates, Inc. and changed its name to Pacific WebWorks Inc. in January 1999. From 1999 to 2016 the Company engaged in the development and distribution of web tools software, electronic business storefront hosting, and Internet payment systems for individuals and small to mid-sized businesses. On February 23, 2016, the Company filed a voluntary petition for bankruptcy in the U.S. Bankruptcy Court for the District of Utah, and soon afterwards ceased its business activities. On August 19, 2016, the Company proposed a Planplan of Liquidationliquidation and on November 28, 2016, the Courtcourt entered an order confirming the Planplan of Liquidationliquidation and establishing a Liquidating Trust.liquidating trust. On December 28, 2016, all assets and liabilities of the Company were transferred to the Liquidating Trust. All assets, liabilities,liquidating trust.

On April 18, 2018, the Company entered into a share purchase agreement with Mr. Ban Siong Ang and operations have been presentedMr. Dan Masters (the “Share Purchase Agreement”), pursuant to which Mr. Ang acquired 1,021,051,700 shares, representing 98.91% of the issued and outstanding shares of common stock of the Company (“Common Stock”), from Mr. Masters for an aggregate purchase price of $335,000 (the “Share Purchase”). As a result of the Share Purchase, Dan Masters resigned from his positions as discontinued operations priorthe President, Chief Executive Officer, Chief Financial Officer, Secretary and Chairman of the Board of the Company. Such resignations took place in connection with the closing of the Share Purchase and was not the result of any disagreement with the Company on any matter relating to the DecemberCompany’s operations, policies, or practices. Additionally, all debt due to Mr. Masters from the Company was cancelled as of the closing of the Share Purchase and recognized as contributed capital.

On April 18, 2018, to fill the vacancies created by Mr. Masters’ resignation, Ban Siong Ang and Hung Seng Tan were elected as the directors of the Company. Mr. Ang was appointed as President, Chief Executive Officer, and Chairman of the Board of the Company. Mr. Tan was appointed as the Executive Director of the Company. Ms. Wendy Li was appointed as the Chief Financial Officer of the Company. On February 28, 20162021, Ms. Wendy Li resigned from her position with the Company as the Chief Financial Officer. To fill the vacancies created by Ms. Wendy Wei Li’s resignation, Mr. Ang was appointed as the Chief Financial Officer. On November 30, 2021, Mr. Bo Lyu has been appointed as the Chief Financial Officer.

On July 3, 2018, the Company changed its name to Heyu Biological Technology Corporation and applied for a new ticker symbol “HYBT”.

During 2018, the Company established the following subsidiaries: (1) HP Technology Limited, a British Virgin Islands business company incorporated on September 20, 2018, and (2) Heyu Healthcare Technology Limited, a Hong Kong company incorporated on March 29, 2018. On November 5, 2018, the Company acquired the following subsidiary: Jiashierle (Xiamen) Healthcare Technology Co., Ltd. (“JSEL”), a limited liability company incorporated under the laws of the People’s Republic of China (the “PRC”) on November 16, 2017.

On January 17, 2019, JSEL entered into a share transfer (see Note 4)agreement (the “Share Transfer Agreement”) with Mr. Yu Xu (“Mr. Xu”), an individual with an address at No. 68 Chengde South Road, Qingpu District, Huaian City, Jiangsu Province, the PRC. Mr. Xu owned 90% of the equity interests of Shanghai Kangzi Medical Technology Co., Ltd., a limited liability company organized under the laws of the PRC (“Kangzi”). The Company currently hasJSEL received 60% of the outstanding equity interest of Kangzi from Mr. Xu for the purpose of developing a joint venture in selling medical equipment. It was Mr. Xu and JSEL’s intention that JSEL would fund the operations of Kangzi in proportion to JSEL’s equity interest in Kangzi. At the time of the share transfer, Kangzi owned no assets and conducted no business operations.operation.


Since the beginning of 2019, Mr. Xu has led the core research and development team of Kangzi to develop and manufacture a new medical product, the Submillimeter Wave (Terahertz) Quantized Space Therapy Chamber (the “Chamber”). Utilizing submillimeter waves, the Chamber is a medical equipment designed to treat cancer through cold nuclear fusion caused by cosmic ray muons in an enclosed chamber. We believe that exposure to an appropriate amount of submillimeter waves would accelerate the generation of a large number of cosmic ray muons inside the human body and that such cosmic ray muons could further facilitate cold nuclear fusion, which could reverse the cancer by converting selenium into nickel inside cells.


5

NOTE 2 – BASIS OF FINANCIAL STATEMENT PRESENTATION

Our team consists of researchers who have years of extensive experience in medicine and physics. The lead scientist of the team, Mr. Xu, had extensive professional experience in the aforementioned fields and has served as the deputy chief engineer of the New Energy Base of the National Defense-Science and Technology Commission in 1995, the chairman and chief scientist of Shanghai Guangzhui New Energy Technology Co., Ltd. from 2011 to 2019, and the director of Shanghai Hengbian New Energy Research Institute from 2003 to 2008. In 2012, Mr. Xu received the “Harmony-Person of the Year in China” award at the “2011 Harmony China Annual Summit” in Beijing. He was recognized as “Leaping China: One of the Most Influential People of the Year in 2011” by China International Economic and Technical Cooperation Promotion Association, China Elite Culture Promotion Association, and China Outstanding Chinese Merchants Association. Mr. Xu also received the “2013 China Economic Outstanding Contribution Award” from the Organizing Committee of Boau Forum on Asian SME Development.


Pursuant to the terms of the share transfer agreement entered into by JSEL and Kangzi on January 17, 2019, JSEL has the right to monitor and manage all aspects of operation of Kangzi, including its research and development activities relating to the Chamber. As the development of the Chamber enters its final stage, JSEL started accepting pre-orders for the Chamber in September 2019.

The accompanying unaudited condensedoutbreak of the novel coronavirus, commonly referred to as “COVID-19”, first found in mainland China, then in Asia and eventually throughout the world, has significantly affected business and manufacturing activities within China, including travel restrictions, widespread mandatory quarantines, and suspension of business activities within China. These measures have caused substantial disruptions to our business operations. We suspended our business operation in early February 2020 due to government mandates. We partially recovered our business operation on February 17, 2020, and on March 1, 2020, most of our staff members returned to the office and we fully resumed our business operations on the same day. Accordingly, our business, results of operations and financial condition were adversely affected. As of the date of this Report, Chinese industries have gradually resumed businesses as government officials started to ease the restrictive measures since April 2020. However, as most of our top management team is an overseas team, due to the international travel ban, we still operate under remote-working conditions, so the business of the Company is still recovering. Our management believes that our revenues will gradually improve as the epidemic and the travel ban are lifted.

On March 17, 2020, we entered into a business service cooperation agreement with Xiamen Qingda Intelligent Technology Co., Ltd., a wholly-owned subsidiary of Cross-strait Tsinghua Research Institute, pursuant to which we agreed to jointly improve the plant based disinfectant spray for treating skin infections and disinfecting wounds. The term of such agreement is three years, and can be renewed upon mutual agreement of both parties. The original plant based disinfectant spray was developed and owned by the Company, while the improved product shall be owned by both the Company and the Cross-strait Tsinghua Research Institute. The Cross-strait Tsinghua Research Institute will receive 2% of gross proceeds from the sales of such improved product.

Basis of Presentation

The consolidated financial statements have been prepared byin accordance with generally accepted accounting principles in the United States of America (“GAAP”). The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation.

The condensed consolidated financial statements of the Company as of and for the three ended March 2022 and 2021 are unaudited. In the opinion of management, all adjustments (including normal recurring adjustments) that have been made are necessary to fairly present the financial position of the Company as of March 31, 2022, the results of its operations for the three months ended March 31, 2022 and 2021, and its cash flows for the three months ended March 31, 2022 and 2021. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for a full fiscal year. The balance sheet as of December 31, 2021 has been derived from the Company’s audited financial statements included in the Form 10-K for the year ended December 31, 2021. 

6

The statements and related notes have been prepared pursuant to the rules and regulations of the U. S. Securities and Exchange Commission.  CertainCommission (the “SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principlesU.S. GAAP have been condensed or omitted in accordance withpursuant to such rules and regulations. The information furnished in the interim condensed consolidatedThese financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements.  Although management believes the disclosures and information presented adequately ensure that the information is not misleading, it is suggested that these interim condensed consolidated financial statementsshould be read in conjunction with the Company’s December 31, 2016 audited financial statements and notes thereto.  other information included in the Company’s Annual Report on Form 10-K as filed with the SEC for the fiscal year ended December 31, 2021.


As of March 31, 2022, the details of the consolidating subsidiaries are as follows:


Name of CompanyJurisdiction of
Formation
Attributable
equity
interest %
HP Technology LimitedBritish Virgin Islands100%
Heyu Healthcare Technology LimitedHong Kong100%
JSELPRC100%
KangziPRC60%

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management believes that the estimates used in preparing the financial statements are reasonable and prudent; however, actual results could differ from these estimates. Significant estimates include the allowance for doubtful accounts, impairment assessments of goodwill, valuation of deferred tax assets, rebilling collections and certain accrued liabilities such as contingent liabilities. As of March 31, 2022, the Company considered the economic implications of the COVID-19 pandemic on its significant judgments and estimates. Given the impact and other unforeseen effects on the global economy from the COVID-19 pandemic, these estimates required increased judgment, and actual results could differ from these estimates.

Cash Equivalents

The Company considers all highly liquid debt instruments purchased with a maturity period of three months or less to be cash or cash equivalents. The carrying amounts reported in the accompanying unaudited condensed consolidated balance sheets for cash and cash equivalents approximate their fair value. All of the Company’s cash that is held in bank accounts in the PRC and Hong Kong is not protected by Federal Deposit Insurance Corporation (“FDIC”) insurance or any other similar insurance in the PRC, or Hong Kong.

Accounts receivable and allowance for doubtful accounts

Accounts receivable are stated at the historical carrying amount net of allowance for doubtful accounts. The Company maintains an allowance for doubtful accounts which reflects its best estimate of amounts that potentially will not be collected. The Company determines the allowance for doubtful accounts taking into consideration various factors, including but not limited to historical collection experience and credit-worthiness of the debtors, as well as the age of the individual receivables balance. Additionally, the Company makes specific bad debt provisions based on any specific knowledge the Company has acquired that might indicate that an account is uncollectible. The facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability.

Inventories

Inventories consist of finished goods, work in process, and raw materials. Inventories are stated at the lower of cost or market value. The Company applies the weighted average cost method to its inventory.

7

Leases

The Company adopted Accounting Standards Update No. 2016-02, Leases (Topic 842) (ASU 2016-02), as amended, which supersedes the lease accounting guidance under Topic 840, and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use (ROU) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements.

Operating leases are included in operating lease right-of-use (“ROU”) assets and short-term and long-term lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our consolidated balance sheets.

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the leases do not provide an implicit rate, we use the industry incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

Adoption of the standard resulted in the initial recognition of $215,298 of ROU assets and $215,298 of lease liabilities on our consolidated balance sheet related to office space lease commitment on September 1, 2019.

Foreign Currency

For fiscal year 2021, the Company’s principal country of operations is the PRC. The accompanying consolidated financial statements are presented in US$. The functional currency of the Company is US$, and the functional currency of the Company’s subsidiaries is RMB. The consolidated financial statements are translated into US$ from RMB at year-end exchange rates as to assets and liabilities and average exchange rates as to revenues and expenses. Capital accounts are translated at their historical exchange rates when the capital transactions occurred. The resulting translation adjustments are recorded as a component of shareholders’ equity included in other comprehensive income. Gains and losses from foreign currency transactions are included in profit or loss. There were no gains and losses from foreign currency transactions during the quarters ended March 31, 2022 and 2021.

8

  As of 
  March 31,
2022
  December 31,
2021
 
RMB: US$ exchange rate  6.3418   6.3588 

  Three Months ended
March 31,
 
  2022  2021 
RMB: US$ exchange rate  6.3454   6.4499 

The RMB is not freely convertible into foreign currency and all foreign exchange transactions must take place through authorized institutions. No representation is made that the RMB amounts could have been, or could be, converted into US$ at the rates used in translation.

General and administrative costs

General and administrative expenses include personnel expenses for executive, finance, and internal support personnel. In addition, general and administrative expenses include fees for bad debt costs, professional legal and accounting services, insurance, office space, banking and merchant fees, and other overhead-related costs.

Income Taxes

The Company accounts for income taxes pursuant to ASC Topic 740, Income Taxes. Income taxes are provided on an asset and liability approach for financial accounting and reporting of income taxes. Any tax paid by subsidiaries during the year is recorded. Current tax is based on the profit or loss from ordinary activities adjusted for items that are non-assessable or disallowable for income tax purpose and is calculated using tax rates that have been enacted or substantively enacted at the balance sheet date. ASC Topic 740 also requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and the tax basis of assets and liabilities, and for the expected future tax benefit to be derived from tax losses and tax credit carry-forwards. ASC Topic 740 additionally requires the establishment of a valuation allowance to reflect the likelihood of realization of deferred tax assets. Realization of deferred tax assets, including those related to the U.S. net operating loss carry-forwards, are dependent upon future earnings, if any, of which the timing and amount are uncertain.

The Company adopted ASC Topic 740-10-05, Income Tax, which provides guidance for recognizing and measuring uncertain tax positions. It prescribes a threshold condition that a tax position must meet for any of the benefits of the uncertain tax position to be recognized in the financial statements. It also provides accounting guidance on derecognizing, classification and disclosure of these uncertain tax positions.

The Company’s policy on classification of all interest and penalties related to unrecognized income tax positions, if any, is to present them as a component of income tax expense.

Capital Structure

The Company had 2,000,000,000 shares of common stock authorized, par value $0.001 per share, with 1,032,466,000 shares issued and outstanding as of March 31, 2022, and December 31, 2021.

Earnings (loss) per share

Basic net income (loss) per share of common stock attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants, options, or convertible debt using the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when their effect is dilutive.

9

Potential dilutive securities are excluded from the calculation of diluted EPS in loss periods as their effect would be antidilutive.

For the three months ended March 31, 2022 and 2021, there were no potentially dilutive shares.

  For the three months ended
March 31,
 
  2022  2021 
Statement of Operations Summary Information:      
Net loss $(49,515) $(68,836)
Weighted-average common shares outstanding - basic and diluted  1,032,466,000   1,032,466,000 
Net loss per share, basic and diluted $(0.00) $(0.00)

NOTE 32 – GOING CONCERN


The Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities inDuring the normal course of business.  The Company filed bankruptcy in February 2016 and in December of 2016 all assets and liabilities ofquarter ended March 31, 2022, the Company were transferredwas unable to generate cash flows sufficient to support its operations despite Kangzi’s business operation and was dependent on related party advances from the Liquidating Trust.  Furthermore,current controlling shareholder. In addition, the Company hashad experienced recurring net losses, and had an accumulated deficit of $18,139,429$19,670,636 and working capital deficit of $1,898,124 as of September 30, 2017.March 31, 2022. These factors among others, raise substantial doubt about the Company’s ability to continue as a going concern.


Management’s plans to continue as a going concern include seeking a merger or an acquisition with a larger, better capitalized entity that will benefit current shareholders, however, as of the date hereof, we have not identified any potential merger or acquisition partner.  Because the Company has no capital with which to pay current expenses the Company’s sole officer and director has agreed to pay these charges with his personal funds, as interest free loans to the Company or as capital contributions.






Management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These consolidatedThe accompanying financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that might be necessarymay result should the Company be unable to continue as a going concern.


There can be no assurance that sufficient funds required during the next year or thereafter will be generated from any future operations or that funds will be available from external sources such as debt or equity financings or other potential sources. If the Company is unable to raise capital from external sources when required, there will be a material adverse effect on its business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company’s existing stockholders. Management is now seeking an operating company with which to merge or acquire. In the foreseeable future, the Company will rely on related parties, such as its controlling shareholder, to provide advances to funds general corporate purposes and any potential acquisitions of profitable investments. There is no assurance, however, that the Company will achieve its objectives or goals.

NOTE 3 – CASH AND CASH EQUIVALENTS

Cash and cash equivalents consist of the following:

  As of
March 31, 2022
  As of
December 31,
2021
 
Bank Deposits-China & HK  4,034   4,323 
  $4,034  $4,323 

10

NOTE 4 – DISCONTINUED OPERATIONSOTHER RECEIVABLE


Other receivable consists of the following:

  As of
March 31, 2022
  As of
December 31,
2021
 
Rental and POS machine deposits  15,644   15,603 
Others  10,890   14,005 
Less: Allowance for doubtful accounts  -      - 
  $26,534  $29,608 

Management periodically reviews account balance. If any indication occurs, the allowance for doubtful debts would be recognized. No such allowance has been recognized during the three months ended March 31, 2022.

NOTE 5 – ADVANCES TO SUPPLIERS

Advances to suppliers consists of the following:

  As of
March 31, 2022
  As of
December 31,
2021
 
Purchases of scientific research equipment  3,406   3,446 
  $3,406  $3,446 

NOTE 6 – OPERATING LEASE RIGHT-OF-USE ASSET AND LIABILITIES

On February 23, 2016September 1, 2019, the Company filedentered in a voluntary petitionlease agreement for bankruptcyoffice space, the right-of-use asset is recognized as following:

  As of
March 31,
2022
  As of
December 31,
2021
 
Operating lease right-of-use asset  35,201   56,172 
  $35,201  $56,172 

11

Operating lease liability consist both current and noncurrent component as the following:

  As of
March 31,
2022
  As of
December 31,
2021
 
Operating lease liability - current portion  36,393   58,073 
Operating lease liability  -   - 
  $36,393  $58,073 

ASU 2016-02 requires that public companies use a secured incremental browning rate for the present value of lease payments when the rate implicit in the U.S. Bankruptcy Court forcontract is not readily determinable. We determine a secured rate on a quarterly basis and update the District of Utah,weighted average discount rate accordingly. Lease terms and soon afterwards ceased its business activities. On August 19, 2016 the Company proposed a Plan of Liquidationdiscount rate follow.

March 31,
2022
Weighted Average Remaining Lease Term(Year)1
Weighted Average Discount Rate4.75%

NOTE 7 – ADVANCES FROM CUSTOMERS

  As of
March 31,
2022
  As of
December 31,
2021
 
Advances from customers(1)  473,051   471,788 
  $473,051  $471,788 

(1)On October 15, 2019, JSEL entered into a clinical cooperation agreement (the “Clinical Cooperation Agreement”) with Shenzhen Saikun Biotechnology Co., Ltd. (“Saikun”). Pursuant to the Clinical Cooperation Agreement, Saikun agreed to pay JSEL 5.5 million RMB as the total preordering payment. 1.5 million RMB and 1.5 million RMB were delivered to JSEL respectively on September 7 and September 27, 2019. The parties are working on the timing for payment of the remaining 2.5 million RMB due under the Clinical Cooperation Agreement. In exchange, JSEL is obligated to purchase all the components of the Chamber from Kangzi, fully assemble it, and conduct a clinical trial with Saikun, third-party hospital partners, and patients using the Chamber. Specifically, after receiving the full amount of payment from Saikun, JSEL shall transport the Chamber to its preferred location, properly install it, and conduct a clinical trial that lasts at least one month.

12

NOTE 8 – ACCRUED EXPENSES AND OTHER PAYABLES

Accrued expenses and on November 28, 2016 the Court entered an order confirming the Plan of Liquidation and establishing a Liquidating Trust. On December 28, 2016 all assets and liabilitiesother payables consist of the Company were transferred tofollowing:

  As of
March 31,
2022
  As of
December 31,
2021
 
Accrued payroll  174,451   166,337 
Other Payables  125,462   117,537 
  $299,913  $283,874 

Accrued payroll includes all company employee payroll liabilities as of March 31, 2022, and other payables contains employee reimbursements.

Operating lease liability consist both current and noncurrent component as the Liquidating Trust. The Company has recognized the cessation of its business operations in accordance with Accounting Standards Codification (ASC) 205-20, Discontinued Operations. As such, the historical results of the Company have been classified as discontinued operations.following:


  As of
March 31,
2022
  As of
December 31,
2021
 
Operating lease liability - current portion  36,393   58,073 
Operating lease liability  -   - 
  $36,393  $58,073 

Results of the discontinued operations for the three and nine months ended September 30, 2016 are as follows:


 

 

 

For the Three Months Ended September 30, 2016

 

For the Nine Months Ended September 30, 2016

Revenues

 

 

 

 

 

 

Hosting, gateway and maintenance fees

 

$

-

$

159,475

 

Product sales

 

 

-

 

28,737

 

 

 

 

-

 

188,212

Cost of sales

 

 

70

 

69,891

 

Gross profit (loss)

 

 

(70)

 

118,320

 

 

 

 

 

 

 

Selling expenses

 

 

-

 

32,966

Research and development

 

 

2,539

 

54,198

General and administrative

 

 

111,018

 

437,870

 

Total operating expenses

 

 

113,557

 

525,034

 

Loss from operations

 

 

(113,627)

 

(406,714)

 

 

 

 

 

 

 

Other income (expense)

 

 

 

 

 

 

Interest income (expense), net

 

 

-

 

(1,011)

 

Gain on sale of assets

 

 

4,105

 

154,833

 

Total other income (expense)

 

 

4,105

 

153,822

 

 

 

 

 

 

 

 

Net loss from discontinued operations

 

$

(109,522)

$

(252,891)

 

 

 

 

 

 

 



Cash flow from discontinued operations for the nine months ended September 30, 2016 are as follows:










Cash Flows From Operating Activities

 

 

 

 

Net loss

 

$

(252,891)

 

Adjustments to reconcile net loss to net

 

 

 

 

    cash used for operating activities:

 

 

 

    Gain (loss) on sale of assets

 

 

(154,833)

 

Changes in assets and liabilities:

 

 

 

 

    Deposits

 

 

4,825

 

    Receivables

 

 

77,196

 

    Restricted cash

 

 

62,840

 

    Prepaid expenses and other assets

 

 

77,172

 

    Inventory

 

 

18,942

 

    Accounts payable and accrued liabilities

 

(12,617)

 

    Deferred revenue

 

 

(34,311)

 

    Net cash used for discontinued operating activities

$

(213,677)

 

 

 

 

 

Cash Flows From Investing Activities

 

 

 

 

Proceeds from sale of property and equipment

$

162,204

Net cash provided by discontinued financing activities

$

162,204

 

 

 

 

 

Cash Flows From Financing Activities

 

 

 

 

Cash paid on notes payable

 

$

(29,564)

 

Net cash used for discontinued financing activities

$

(29,564)

 

 

 

 

 


NOTE 59 – RELATED PARTY TRANSACTIONS


As of March 31, 2022 and December 31, 2021, the Company owed related parties $960,212 and $909,884, respectively. As the Company has just started business activities in March 2019, all expenses incurred during this reporting period are paid by a shareholder, who is also a director of the Company. Expenses mainly included auditing, consulting and legal advisory expenses, government registration expenses, and payrolls.

NOTE 10 – EQUITY

During

The Company had not recorded any equity transactions during the three months ended September 30, 2017, the Company’s President paid $20,000 on behalf of the Company to vendors for accounting and auditing services required to complete the annual and quarterly reports of the Company which had been delayed because of the Company’s bankruptcy.  As such, a related party payable was recorded in the amount of $20,000 as of September 30, 2017.March 31, 2022.




NOTE 6 – EQUITY


On June 19, 2017 the Company amended its Articles of Incorporation to increase its authorized common shares from 50,000,000 to 150,000,000.


On June 20, 2017 control was purchased from the bankruptcy trustee for $25,000 and the Company issued 100,000,000 shares of its common stock to its President.  No proceeds were received by the Company for the issuance of shares, therefore the shares were valued at par value.



NOTE 7 – SUBSEQUENT EVENTS






On November 1, 2017 the Bankruptcy Court for the District of Utah issued a final decree ending the bankruptcy case filed by the Company in February, 2016. The Company had been separated from this case onnot recorded any equity transactions during the year ended December 28, 2016 when all assets31, 2021.

 NOTE 11 – INCOME TAXES

The Company is subject to U.S. Federal tax laws. The Company has not recognized an income tax benefit for its operating losses in the United States because the Company does not expect to commence active operations in the United States.

Heyu Healthcare Technology Limited was incorporated in Hong Kong and liabilities were transferredis subject to Hong Kong profits tax at a liquidating trust.tax rate of 16.5%. Since Heyu Healthcare Technology Limited had no taxable income during the reporting period, it has not paid Hong Kong profits taxes. Heyu Healthcare Technology Limited has not recognized an income tax benefit for its operating losses in Hong Kong because the Company does not expect to commence active operations in Hong Kong.


The Company has evaluated subsequent eventsbeen conducting and plans to continue to conduct its major operations in the PRC through JSEL in accordance with the provisions of ASC 855relevant tax laws and regulations. The corporate income tax rate in China is 25%. The Company has identified that there arenot paid PRC profits taxes, since it had no additional subsequent events that require disclosure.    taxable income during the reporting period.

13









ITEM 2.

MANAGEMENT'SMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS


The following discussion and analysis is intended to help you understand ourof financial condition and results of operations relates to the operations and financial condition reported in our consolidated financial statements, which appear elsewhere in this Report, and should be read in conjunction with such financial statements and related notes included in this Report. Except for the quarter ended September 30, 2017. You should readhistorical information contained herein, the following discussion, as well as other information in this Report, contain “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and analysis together with our audited financial statements forSection 21E of the year ended December 31, 2016Securities Exchange Act of 1934, as amended, and are subject to the “safe harbor” created by those sections. Actual results and the notes totiming of the financial statements included in this report on Form 10-Q. You should understand that we are no longer in the internet business, the software business, or any business. Thus our future financial condition and results of operations will have no relationship to our historical financial condition and results of operations described below.  


Forward-Looking Statements


The discussion contained herein contains "forward-looking statements" that involve risk and uncertainties. These statementsevents may be identified by the use of terminology such as "believes," "expects," "may," "should" or anticipates" or expressing this terminology negatively or similar expressions or by discussions of strategy. The cautionary statements made in this Form 10-Q should be read as being applicable to all related forward-looking statements wherever they appear in this Form 10-Q. Our actual results could differ materially from those contained in these forward-looking statements due to many factors, including those discussed in the “Forward-Looking Statements” set forth elsewhere in this report.Report.


Executive Overview


The CompanyHeyu Biological Technology Corporation (the “Company” or “we”) was incorporated in the state of Nevada on May 18, 1987, as Asphalt Associates, Inc. and changed its name to Pacific WebWorks Inc. in January 1999. During the years fromFrom 1999 to 2016, Pacific WebWorks, Inc. was an application service provider and software development firm that developed business software technologies and services for business merchants and organizations using Internet and other technologies.


On February 23, 2016 the Company filed a voluntary petition for bankruptcyengaged in the U.S. Bankruptcy Courtdevelopment and distribution of web tools software, electronic business storefront hosting, and Internet payment systems for the District of Utah,individuals and soon afterwards ceased its business activities. small to mid-sized businesses.

On August 19, 2016July 3, 2018, the Company proposedchanged its name to Heyu Biological Technology Corporation and applied for a Plannew ticker symbol HYBT.

On January 17, 2019, Jiashierle (Xiamen) Healthcare Technology Co., Ltd. (“JSEL”), a limited liability company organized under the laws of Liquidationthe People’s Republic of China (the “PRC”), and on November 28, 2016 the Court entered an order confirming the Plan of Liquidation and establishing a Liquidating Trust. On December 28, 2016 all remaining assets and liabilitiesindirect wholly owned subsidiary of the Company, were transferredentered into a Share Transfer Agreement (the “Share Transfer Agreement”) with Mr. Yu Xu (“Mr. Xu”), an individual who owned 90% of the equity interests of Shanghai Kangzi Medical Technology Co., Ltd., a limited liability company organized under the laws of the PRC (“Kangzi”). Pursuant to the Liquidating Trust.Share Transfer Agreement, Mr. Xu transferred 60% of the equity interests of Kangzi to JSEL on January 17, 2019 for the purpose of developing a joint venture in the business of selling medical equipment. In return, JSEL would fund the operations of Kangzi in proportion to its equity interest in Kangzi. Kangzi owned no assets and conducts no business operation of its own. As a result, as of these transfersJanuary 17, 2019, Kangzi became an indirect subsidiary of the Company became,Company.

Since the beginning of 2019, Mr. Xu has led the core research and remainsdevelopment team of Kangzi to develop and manufacture a new medical product, the Submillimeter Wave (Terahertz) Quantized Space Therapy Chamber (the “Chamber”). Utilizing submillimeter waves, the Chamber is a medical equipment designed to treat cancer through cold nuclear fusion caused by cosmic ray muons in an enclosed chamber. Specifically, we believe that exposure to an appropriate amount of submillimeter waves could accelerate the generation of a large number of cosmic ray muons inside the human body and that such cosmic ray muons could further facilitate cold nuclear fusion, which could reverse the process of cancer by converting selenium into nickel inside cells.

14

The core research and development team consists of researchers who have extensive experience in medicine and physics. The lead scientist of the team, Mr. Xu, served as the deputy chief engineer of the New Energy Base of the National Defense-Science and Technology Commission in 1995, the director of Shanghai Hengbian New Energy Research Institute from 2003 to 2008, and the chairman and chief scientist of Shanghai Guangzhui New Energy Technology Co., Ltd. from 2011 to 2019. In 2012, Mr. Xu was awarded the “Harmony Person of the Year in China” at the “2011 Harmony China Annual Summit” in Beijing. He was also jointly recognized as “Leaping China: One of the Most Influential People of the Year in 2011” by China International Economic and Technical Cooperation Promotion Association, China Elite Culture Promotion Association, and China Outstanding Chinese Merchants Association. In 2013, the Organizing Committee of Boau Forum on Asian Small and Medium Enterprise Development awarded Mr. Xu “2013 China Economic Outstanding Contribution Award.”

Pursuant to the terms of the Share Transfer Agreement, JSEL has the right to monitor and manage all aspects of operation of Kangzi, including its research and development activities relating to the Chamber. As the development of the Chamber enters its final stage at Kangzi, JSEL started accepting pre-orders for the Chamber in September 2019. On October 15, 2019, JSEL entered into a clinical cooperation agreement (the “Clinical Cooperation Agreement”) with Shenzhen Saikun Biotechnology Co., Ltd. (“Saikun”). Pursuant to the Clinical Cooperation Agreement, Saikun agreed to pay JSEL RMB5.5 million as the total pre-order payment. RMB1.5 million and RMB1.5 million were delivered to JSEL on September 7 and September 27, 2019, respectively. The parties are currently working on the timing for payment of the remaining RMB2.5 million due under the Clinical Cooperation Agreement. In exchange, JSEL is obligated to purchase all the components of a Chamber from Kangzi, fully assemble it, and conduct a clinical trial with Saikun, third-party hospital partners, and patients using the Chamber. Specifically, after receiving the full amount of payment from Saikun, JSEL shall transport the Chamber to Saikun’s preferred location, properly install it, and conduct a clinical trial that lasts at least one month. During the clinical trial, JSEL shall provide training sessions regarding the proper operation of the Chamber to Saikun’s employees. Both Saikun and JSEL are obligated to find third-party hospitals that will agree to act as partners to co-host the clinical trial and patients who will voluntarily undergo treatment provided by the Chamber. While Saikun is responsible for various expenses related to the clinical trial, JSEL is responsible for communicating with patients receiving treatment and other patient-related administrative matters. When JSEL determines that Saikun is capable of properly operating the Chamber and managing activities related to the Chamber, Saikun may request JSEL to move the Chamber to a location designated by Saikun and reinstall it. Furthermore, upon the successful completion of the clinical trial, JSEL shall provide Saikun governmental permits necessary for the operation of the Chamber, and Saikun shall operate the Chamber and provide related services to patients under the supervision of JSEL. In addition, JSEL shall transfer the right of using the Chamber and any beneficiary right affiliated with using the Chamber to Saikun upon receiving the full amount of payment from Saikun. JSEL, nevertheless, owns all the intellectual property rights affiliated with the Chamber. If the two parties decide to terminate the Clinical Cooperation Agreement prior to the expiration of its term, Saikun’s right of using the Chamber during the term is still effective as long as its use of the Chamber does not infringe any of JSEL’s intellectual property rights affiliated with the Chamber. The two parties agreed that the term of the Clinical Cooperation Agreement would not end until Kangzi successfully obtains permits issued by relevant government entities supervising development and sale of medical equipment.

To prepare for mass production of the Chambers, Kangzi is conducting clinical experiments to make further improvements on the Chamber and adjusting features of the mass-production mold for the Chambers. As its long-term business strategy, Kangzi focuses on researching, developing, and manufacturing high-technology medical equipment while targeting both individual and institutional customers. It plans to mass-produce the Chambers in small and medium sizes, establish operation centers to sell the Chambers in various cities across China, and initiate advertising and marketing campaigns on different media platforms. Kangzi will also monetize on services provided to customers who use the Chambers and other medical products. As of the date of this filing, an empty shell company, withReport, we are still in the clinical experiment phase and Kangzi is still in the process of obtaining official governmental permits from relevant government authorities to produce and sell the Chambers on a national scale. There is no assets and no liabilities, except for advances from our sole officer and director.assurance that we will obtain the official governmental permits.

15


The information presented below with regard

In addition to business activities related to the quarter ended September 30, 2016 should be read as historic information on the Company. As a result of its bankruptcy,Chamber, the Company asis also conducting research, development, manufacturing, and sale of healthcare equipment and plant-based disinfectant spray for treating skin infections and disinfecting wounds. On March 17, 2020, we entered into a business service cooperation agreement with Xiamen Qingda Intelligent Technology Co., Ltd., a wholly-owned subsidiary of Cross-strait Tsinghua Research Institute, pursuant to which the parties agreed to jointly improve a plant-based disinfectant spray for treating skin infections and disinfecting wounds. The term of such agreement is three years, and the agreement can be renewed upon mutual agreement of both parties. The original plant-based disinfectant spray was developed and owned by the Company, while the improved product shall be owned by both the Company and Cross-strait Tsinghua Research Institute. The Cross-strait Tsinghua Research Institute will receive 2% of the dategross proceeds from sales of this filing is an empty shell with no liquidity, no capital resources,such improved product. By March 31, 2022, we had generated revenues of approximately $ through sales of the improved product. In the near future, the Company aims to standardize the production and no operations other thansale of healthcare equipment and plant-based disinfectant spray, while increasing its brand awareness in the search forhealthcare markets.

The recent COVID-19 outbreak has spread throughout the world, especially in China, the United States, and Europe. On March 11, 2020, the World Health Organization declared COVID-19 a merger candidate.pandemic—the first pandemic caused by a coronavirus. The outbreak has resulted in the implementation of significant governmental measures, including lockdowns, closures, quarantines, and travel bans, intended to control the spread of the virus, which measures have caused severe disruptions to our business operations.


Liquidity Andand Capital Resources


As of September 30, 2017March 31, 2022, we had no assets of $69,175, which consisted of current assets of $4,034 in cash, $26,534 in other receivables, $3,406 as advances to suppliers, and noncurrent asset of $35,201 as operating lease right-of-use asset. We had liabilities of $1,932,098, which consisted of current liabilities of $17,397 in accounts payable, $299,913 in accrued expenses and other payables, $473,051 in advances from customers, $61 in taxes payable, $1,105,283 in related party liabilities of $20,000,payables, and $36,393 in short-term operating lease liabilities. We had an accumulated deficit of $18,139,429.  $19,670,636.

As of December 31, 20162021, we had assets of $37,377, which mainly consisted of $4,323 in cash and cash equivalents, $29,608 in other receivables, and $3,446 in operating lease right-of-use. As of December 31, 2021, we had liabilities of $1,903,401, which mainly consisted of $17,356 in accounts payable, $471,788 in advances from customers, $17 in other taxes payables, $1,072,293 in related party payables, and $58,073 in operating lease liabilities. We also had no assets and no liabilities and an accumulated deficit of $18,119,429. As of September 30, 2016 we had assets of $97,150 and liabilities of $191,535 and an accumulated deficit of $18,213,814. All assets held at September 30, 2016 were subsequently liquidated per order of the bankruptcy court and all liabilities were paid through a liquidating trust, also per order of the bankruptcy court.$ (19,621,121)


Results of Operations


From December 28, 2016 to September 6, 2019, we were a shell company without any substantive assets or operations. Since September 7, 2019, we have ceased to be a shell company and adopted the business of Kangzi, receiving our first pre-order payment from Saikun. For a more detailed description, please see “Overview” above.

16

We had no revenues or operations in the three and nine months ended September 30, 2017, and expenses of $20,000 related to accounting and auditing costs required to complete the annual and quarterly reports which had been delayed because

Comparison of the Company’s bankruptcy.  Three Months Ended March 31, 2022 and 2021






InOur revenues during the three months ended September 30, 2016 we had no revenues,March 31, 2022, were $ $15,135, and cost of salesrevenues was $ 5,532, as compared to revenues of $70, operating$0 and cost of revenues $0 for the same period in 2021, respectively. The increase in our revenue were mainly due to improved situation of COVID-19 outbreak.

We had incurred selling expenses of $113,557, a net loss from operations$ 67 and administrative expenses of $113,557, and total other income of $4,105. In$ 59,067 during the ninethree months ended September 30, 2016 we had gross revenues of $188,212, cost of sales of $69,891, operatingMarch 31, 2022, as compared to $119 and $68,269 for the same period in 2021, respectively. The decrease in selling expenses of $525,034, a net loss from operations of $406,714, and total other income of $153,822.  The Company had filed a voluntary petitionwas mainly due to fewer advertising expenses for bankruptcyour products in February of 2016 and the revenues and expenses for the quarter ended September 30, 2016 reflectMarch 31, 2022 compared with the Company’s wind downsame period in 2020, selling expenses. The decrease in administrative expenses was mainly due to liquidation. All remaining assetsdecreased office rental expenses and liabilities were transferred fromemployment expenses during the Company to a liquidating trust on December 28, 2016. We will, in all likelihood, continue to sustain operating expenses without corresponding revenues, as we return the Company to current in its reporting obligations and as we commence the search for a business combination with a company with ongoing business activities. We will depend upon our sole officer and director to make loans to the Company to meet any costs that may occur. All such advances will be interest-free loans or equity contributions. During the quarter ended September 30, 2017 our sole officer and director provided the company with an interest free loan of $20,000.period.


Going Concern


The accompanying financial statements are presented on a going concern basis. The company'sCompany’s financial condition raises substantial doubt about the Company'sCompany’s ability to continue as a going concern. TheAs of March 31, 2022, the Company has no cashhad an accumulated deficit of $ (19,670,636), and no other material assets and it has no operations or revenues from operations.a net loss of $ $(49,515) for the three months ended March 31, 2022. It is relying on advances from its officer and director, Mr. Hungseng Tan, to meet its limited operating expenses.


In light of the impacts of the COVID-19 outbreak, if the economic environment in China worsens, or if we incur unanticipated capital expenditures or decide to accelerate growth, we may need additional financing. As of March 31, 2022, we had borrowed a loan from a stockholder for working capital purposes. The loan is unsecured, non-interest bearing and payable on demand. We cannot guarantee, however, that additional financing, if required, would be available on favorable terms, if at all. Such financing may include the use of additional debt or the sale of the Company’s equity interests. Any financing which involves the sale of the Company’s equity interests or instruments that are convertible into the Company’s equity interests could result in immediate and possibly significant dilution to our existing stockholders.

Off-Balance Sheet Arrangements

 

We do not have any 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, capital expenditures, or capital resources that is material to investors.

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ITEM 3 QUANTITATIVE AND QUALITATIVE ABOUT MATERIAL RISKS

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).



ITEM 4. CONTROLS AND PROCEDURES



Evaluation Ofof Disclosure Controls Andand Procedures

 

Our sole officer and directorManagement has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934), as of the end of the period covered by this Quarterly Report on Form 10-Q.Report. Based on such evaluation, our Chief Executive Officer /and Chief Financial Officer hashave concluded that, as of such date, our disclosure controls and procedures were not effective for the same reasons that our internal controls over financial reporting were not adequate.


Internal Control Over Financial Reporting


As indicated in our Form 10-K for the year ended December 31, 2016 our Chief Executive Officer / Chief Financial Officer concluded that our internal control over financial reporting was not effective during the 2016 fiscal year at the reasonable assurance level, as a result of a material weakness primarily related to a lack of a sufficient number of personnel with appropriate training and experience in accounting principles generally accepted in the United States of America, or U.S. GAAP. We are currentlyIn the future, we also intend to hire more personnel with sufficient training and experience in the process of evaluating the steps necessary to remediate this material weakness.U.S. GAAP.


Changes in Internal Control Overover Financial Reporting

 

There was no change in our internal control over financial reporting that occurred during the quarterly period ended September 30, 2017March 31, 2022, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 





We believe that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within any company have been detected.

 


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PART II - OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS


None.From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. There are currently no legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition, or operating results.


ITEM 1A. RISK FACTORS


There have been no material changesSmaller reporting companies are not required to provide the risks to our business from those described in our Form 10-K as filed with the SEC on December 7, 2017.information required by this item.


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS


On June 20, 2017 the Company issued 100,000,000 shares of its common stock to its President.  No proceeds were received by the Company for the issuance of shares, therefore the shares were valued at par value.  There were no other unregistered sales of equity securities during the period covered by this report on Form 10-Q.  Report.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES


None.


ITEM 4. REMOVED AND RESERVEDMINE SAFETY DISCLOSURES



Not applicable.

ITEM 5. OTHER INFORMATION


None.


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ITEM 6. - EXHIBITS


No.

Description

---

-----------

31

Certification of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


32

Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

101

The following materials from the Company’s Quarterly Report on Form 10-Q for

the quarter ended September 30, 2017, formatted in XBRL (eXtensible Business Reporting Language); (i) Balance Sheets at September 30, 2017 and December 31, 2016, (ii) Statement of Operations for the three months and nine months ended September 30, 2017 and 2016, (iii)





Statement of Cash Flows for the nine months ended September 30, 2017 and 2016, and (iv) Notes to Financial Statements.

ExhibitExhibit Description
3.1(1)Articles of Incorporation.
3.2(2)Certificate of Amendment.
3.3(3)Certificate of Amendment.
3.4(4)Certificate of Amendment.
3.5(5)By-Laws.
3.6(6)First Amendment to the By-Laws.
3.7(7)Second Amendment to the By-Laws.
31.1*Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*Inline XBRL Instance Document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

  

(1)Filed as an exhibit to the Company’s Registration Statement on Form 10-12G, as filed with the SEC on July 16, 1999, and incorporated herein by this reference.
(2)Filed as an exhibit to the Company’s Form 8-K, as filed with the SEC on July 6, 2018, and incorporated herein by reference.
(3)Filed as an exhibit to the Company’s Form 8-K, as filed with the SEC on August 3, 2018, and incorporated herein by reference.
(4)Filed as an exhibit to the Company’s Form 8-K, as filed with the SEC on September 14, 2018, and incorporated herein by reference.
(5)Filed as an exhibit to the Company’s Registration Statement on Form 10-12G, as filed with the SEC on July 16, 1999, and incorporated herein by this reference.
(6)Filed as an exhibit to the Company’s Quarterly Report on Form 10-Q, as filed with the SEC on November 13, 2018, and incorporated herein by this reference.
(7)Filed as an exhibit to the Company’s Form 8-K, as filed with the SEC on July 1, 2019, and incorporated herein by reference.


*Filed herewith.
**In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release No. 34-47986, the certifications furnished in Exhibits 32.1 and 32.2 herewith are deemed to accompany this Form 10-Q and will not be deemed filed for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filings under the Securities Act or the Exchange Act.

20








SIGNATURES


 

SIGNATURES

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


Date: December 26, 2017                 


PACIFIC WEBWORKS, INC.



 By:/s/ Daniel Masters

Heyu Biological Technology Corporation
Dated: May 23, 2022By:/s/ Ban Siong Ang
Name:Ban Siong Ang
Title:Chief Executive Officer
Dated: May 23, 2022By:/s/ Bo Lyu
Name: Bo Lyu
Title:Chief Financial Officer

 _________________________________

 Daniel Masters

21

 President, CEO, CFO, and Director


















iso4217:USD xbrli:shares