U. S. Securities and Exchange Commission

Washington, D. C. 20549

FORM 10-Q

Commission File No. 0-51012

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 Sections 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] No [ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files.) Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check One)

Large accelerated filer__ Accelerated filer__ Non-accelerated filer__ Smaller reporting company [X]

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 [ ]

[X]

APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date:

October 22, 2020May 21, 2021

Common Voting Stock: 9,701,26929,032,344

HYB HOLDING CORP.HEALTHTECH SOLUTIONS, INC.

QUARTERLY REPORT ON FORM 10-Q

FOR THE FISCAL QUARTER ENDED SEPTEMBER 30, 2020MARCH 31, 2021

TABLE OF CONTENTS

HYB HOLDING CORP.

BALANCE SHEETS

(Unaudited)

See accompanying notes to financial statements.

HYB HOLDING CORP.

STATEMENTS OF OPERATIONS

(Unaudited)

See accompanying notes to financial statements.

HYB HOLDING CORP.HEALTHTECH SOLUTIONS, INC.

STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Notes To Consolidated Financial Statements

For the Three MonthsMonth Periods Ended September 30, 2019

For the Three Months Ended September 30,March 31, 2021 And 2020

(Unaudited)

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

See accompanying notes to financial statements.

HYB HOLDING CORP.

STATEMENTS OF CASH FLOWS

(Unaudited)

See accompanying notes to financial statements.

HYB HOLDING CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2020 (UNAUDITED)

Organization and Business Nature

HYB Holding Corp.Healthtech Solutions, Inc. (the “Company”) was incorporated in Utah on October 18, 1985. The Company has had no business operations sincefrom April 25, 2015, when it spun off its only direct subsidiary, which at that time owned directly or indirectly, all of the assets through which the Company was carrying on operations. Because it has no operations, or assets,until November 16, 2020 when the Company acquired all of the outstanding capital stock of Medi-Scan Inc.

Medi-Scan Inc. was organized as a limited liability company named "Medi-Scan LLC" formed in the State of Florida on September 25, 2018. On August 25, 2020, Medi-Scan LLC filed articles of conversion with the State of Florida that converted it from an LLC to a C corporation. In connection with the conversion In December 2018, Medi-Scan acquired a portfolio of intellectual property relating to medical imaging. Since December 2018, Medi-Scan has been engaged in developing practical applications for the medical imaging technology as well as related medical technology. Recently Medi-Scan applied for three patents based on the technology developed in the past two years.

The Company is currentlypursuing a “shell company”business plan in which the Company will acquire and/or invest in cutting edge healthcare technology in the medical device biopharma and pharmaceutical fields. The goal will be to nurture these early stage ventures with financial support and administrative and technological assistance until their respective medical solutions are ready to enter the market. .

Acquisition of Medi-Scan Inc.

On November 12, 2020, Healthtech Solutions, Inc. entered into an exchange agreement with Medi-Scan, Inc. ("Medi-Scan") and all of the shareholders of Medi-Scan, pursuant to which the shareholders of Medi-Scan agreed to transfer all of the issued and outstanding stock of Medi-Scan to Healthtech Solutions, Inc., and Healthtech Solutions, Inc. agreed to issue to the shareholders of Medi-Scan, Inc. 156,837 shares of its Series A Preferred Stock, representing 97% of the equity in Healthtech Solutions. The exchange of equity (the "Share Exchange") was completed on November 16, 2020.

As a result of the Share Exchange, the Medi-Scan shareholders become the majority shareholders and have control of Healthtech Solutions. The acquisition of Medi-Scan was accounted for as defineda reverse merger effected by a Share Exchange. Healthtech Solutions is considered the legal acquirer and Medi-Scan is considered the accounting acquirer. Accordingly, the historical financial statements presented in Rule 405this report are those of Medi-Scan.

On November 12, 2020, when the Share Exchange Agreement was executed, the three members of the Healthtech Solutions Board of Directors were also the three managing members of Medi-Scan, entities under their control owned a majority of the outstanding capital stock of Medi-Scan, and an entity under the Securities Actcontrol of 1933 (“Securities Act”) and Rule 12b-2 under the Securities Exchange Actone of 1934 (“Exchange Act”).

On September 4, 2020them owned a holding company controlled by the Company's current Chief Executive Officer purchased 6,465,442 sharesmajority of the Company’soutstanding capital stock

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS (Continued)

Acquisition of Medi-Scan Inc. (Continued)

of Healthtech Solutions. Therefore, the Share Exchange was accounted for as a business combination of entities under common stock fromcontrol in accordance with ASC 805-50-30-5. Accordingly, the prior Chief Executive Officer. Following that purchase,assets and liabilities of Medi-Scan are presented at their carrying values at the current Chief Executive Officer owned approximately 66%date of the voting securities ofShare Exchange, and the Company. The purchase resulted in a change in control ofCompany’s historical stockholders’ equity has been retroactively restated to the Company.first period presented.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of AccountingPresentation and PresentationConsolidation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”(the “SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of September 30, 2020March 31, 2021, and the results of operations and cash flows for the periods presented. The results of operations for the periodthree months ended September 30, 2020March 31, 2021, are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited consolidated financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2020December 31, 2019, filed with the SEC on September 4, 2020.

Cash and Cash EquivalentsMarch 2, 2021.

The Company considers all highly liquid investments with an original maturityaccompanying consolidated financial statements reflect the accounts of three months or less when purchased to be cash equivalents. As of September 30Healthtech Solutions, Inc. and June 30, 2020, the Company did notits wholly owned subsidiary, Medi-Scan, Inc. All significant inter-company accounts and transactions have any cash or cash equivalents.been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United Statesaccounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statementsstatements. Management makes these estimates using the best information available at the time the estimates are made; however, actual results could differ from those estimates. One significant item subject to such estimates and assumptions is the reported amountsvaluation of revenuethe derivative liabilities. These estimates are often based on complex judgments and expenses during the period.assumptions that management believes to be reasonable but are inherently uncertain and unpredictable. Actual results could differ from these estimates.

HYB HOLDING CORP.

NOTES TO FINANCIAL STATEMENTSHEALTHTECH SOLUTIONS, INC.

SEPTEMBER 30,Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020 (UNAUDITED)

2.(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)(Continued)

Concentrations of Credit Risk

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash.

Software Development Costs

In accordance with ASC 985-20, the Company expenses software development costs, including costs to develop software products or the software component of products to be sold, leased, or marketed to external users, before technological feasibility is reached. Technological feasibility is typically reached shortly before the release of such products. Software development costs also include costs to develop software to be used solely to meet internal needs and cloud-based applications used to deliver our services. The Company capitalizes development costs related to these software applications once the preliminary project stage is complete and it is probable that the project will be completed, and the software will be used to perform the function intended. Capitalization ends, and amortization begins when the product is available for general release to customers.

Research and Development

Research and development costs are expensed when incurred. Research and development costs include costs of research, engineering, and technical activities to develop a new product or service or make significant improvement to an existing product or manufacturing process. Research and development costs also include pre-approval regulatory and clinical trial expenses.

Impairment of Intangible Assets

The Company reviews intangible assets for impairment when events or changes in circumstances indicate the carrying amount may not be recoverable. The Company measures recoverability of these assets by comparing the carrying amounts to the future undiscounted cash flows that the assets or the asset group are expected to generate. If the carrying value of the assets are not recoverable, the impairment recognized is measured as the amount by which the carrying value of the asset exceeds its fair value. Management has determined that no impairment exists as of March 31, 2021.

Convertible Instruments

The Company evaluates and accounts for conversion options embedded in convertible instruments in accordance with ASC 815, Derivatives and Hedging Activities.

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Convertible Instruments (Continued)

Applicable GAAP requires companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments according to certain criteria. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under other GAAP with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument.

The Company accounts for convertible instruments (when it has been determined that the embedded conversion options should not be bifurcated from their host instruments) as follows: the Company records, when necessary, discounts to convertible notes for the intrinsic value of conversion options embedded in debt instruments based upon the differences between the fair value of the underlying common stock at the commitment date of this note transaction and the effective conversion price embedded in this note. Debt discounts under these arrangements are amortized over the term of the related debt to their stated date of redemption.

The Company accounts for the conversion of convertible debt when a conversion option has been bifurcated using the general extinguishment standards. The debt and equity linked derivatives are removed at their carrying amounts and the shares issued are measured at their then-current fair value, with any difference recorded as a gain or loss on extinguishment of the two separate accounting liabilities.

See Note 8, “Derivative Financial Instruments” for disclosures regarding the derivative embedded in the Company's outstanding 7% Convertible Debentures.

Share-Based Compensation

The Company follows the provisions of FASB ASC 718 requiring employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at grant date, based on the fair value of the award and recognized over its vesting period. No equity instruments were granted during the three months ending March 31, 2021 and no compensation expense is required to be recognized under provisions of ASC 718 with respect to employees.

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Fair Value of Financial Instruments

The Company follows ASC 825-10-50-10 with respect to disclosures about fair value of its financial instruments and ASC 820-10-35-37 to measure the fair value of its financial instruments. ASC 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter.

Financial assets and liabilities of the Company primarily consists of cash, prepaid expenses, accounts payable and accrued liabilities, other payables and convertible debentures. As of March 31, 2021, the carrying values of these financial instruments (other than convertible debentures) approximated their fair values due to the short-term nature of these instruments.

See: Note 8, "Derivative Financial Instruments", for fair value disclosures regarding the convertible debentures issued by the Company and outstanding as of March 31, 2021.

The derivative liability, which relates to the conversion feature of convertible debt, is classified as a Level 3 liability, and is the only financial liability measure at fair value on a recurring basis.

There were no transfers between level 1, level 2 or level 3 measurements during the quarter ending March 31, 2021.

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Earnings Per Share

The Company calculates earnings per share (“EPS”) as required by ASC 260, Earnings Per Share. Basic EPS is calculated by dividing the net income available to common stockholders by the weighted average number of common shares outstanding for the period, excluding common stock equivalents. Diluted EPS is computed by dividing the net income available to common stockholders by the weighted average number of common shares outstanding for the period, plus the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. For periods with a net loss, the dilutive common stock equivalents are excluded from the diluted EPS calculation. For purposes of this calculation, common stock subject to repurchase by the Company, options, and warrants are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive.

Income Taxes

The Company accounts for income taxes in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Sectionfollows ASC Topic 740, “Income Taxes,” (“ASC 740”), which requires the recognition of deferred income taxes for the differences between the basis of assets and liabilities for financial statementstatements and income tax purposes. DeferredUnder this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities representand their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the future tax consequences for thoseperiods in which the differences which will either beare expected to affect taxable or deductible when the assets and liabilities are recovered or settled.income. Deferred tax assets are also recognized for operating losses thatand for tax credit carryforwards. Valuation allowances are available to offset future taxable income.  A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

The Company accounts for uncertainASC 740-10-30 requires income tax positions in accordance with ASC Section 740-10, which prescribesto meet a more-likely-than-not recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also prescribes direction on de-recognition, classification, and accounting for interest and payablesrecognized in the financial statements. Under ASC 740-10-30, tax positions that previously failed to meet the more-likely-than-not threshold should be recognized in the first subsequent financial reporting period in which that threshold is met. Under ASC 740-10-40, previously recognized tax positions that no longer meet the more-likely-than-not threshold should be derecognized in the first subsequent financial reporting period in which that threshold is no longer met. The Company classifies interest expensehad no material uncertain tax positions as of March 31, 2021 or December 31, 2020.

The application of tax laws and any related penalties relatedregulations is subject to income tax uncertaintieslegal and factual interpretation, judgment and uncertainty. Tax laws and regulations themselves are subject to change as a componentresult of income tax expense. No interest or penalties have been recognized as of September 30 or June 30, 2020. The Company does not expect any significant changes in unrecognized tax benefits within twelve monthsfiscal policy, changes in legislation, the evolution of regulations and court rulings. Therefore, the reporting date.

Net Earnings (Loss) Per Share

The Company computes net income (loss) per common share in accordance with ASC 260, “Earnings per Share” (“ASC 260”). Under the provisions of ASC 260, basic net income (loss) per common share is computed by dividing the amount available to common stockholders by the weighted average number of shares of common stock outstanding during the period.  Diluted income per common share is computed by dividing the amount available to common stockholders by the weighted average number of shares of common stock outstanding plus the effect of any dilutive shares outstanding during the period.  Potential dilutive shares are not included when the Company has a loss because their inclusion wouldactual liability may be antidilutive. Accordingly, the number of weighted average shares outstanding, as well as the amount of net income (loss) per share are presented for basic and diluted per share calculations for the quarters ended September 30, 2020 and 2019, reflectedmaterially different from our estimates, which could result in the accompanying statements of operations. There were no dilutive shares outstanding duringneed to record additional tax liabilities or potentially reverse previously recorded tax liabilities or the quarters ended September 30, 2020 and 2019.deferred tax asset valuation allowance.

Fair Value of Financial Instruments

The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820 “Fair Value Measurements and Disclosures” which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

HYB HOLDING CORP.

NOTES TO FINANCIAL STATEMENTSHEALTHTECH SOLUTIONS, INC.

SEPTEMBER 30,Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020 (UNAUDITED)

2.(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)(Continued)

Fair Value of Financial Instruments (continued)Recently Adopted Accounting Standards

ASC 820 defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value as follows:

The Company did not identify any assets or liabilitieshas reviewed recently issued accounting pronouncements and plans to adopt those that are requiredapplicable to be presented at fair value on a recurring basis. Carrying values of non-derivative financial instruments, including accrued expenses, approximated its fair value due to the short-term nature of these financial instruments. There were no changes in methods or assumptions during the periods presented.

Recently Issued Accounting Standards

it. The Company does not believeexpect the adoption of any recently issued but not yet effective accounting standards, if currently adopted, wouldpronouncements to have a material effectan impact on the Company’sits results of operations or financial statements. position.

NOTE 3 – GOING CONCERN

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company ason a going concern andbasis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

The Company has not generated anyproduced no revenue nor any significant operations during the quarter ended September 30, 2020 or the years ended June 30, 2020since inception, and 2019.has an accumulated deficit of $1,732,582 as of March 31, 2021. The Company does not have any assets as of September 30, 2020. As of September 30, 2020, the Companyhas had a working capital deficiency and a stockholders’ deficit of $12,943.no revenues since inception. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustmentadjustments that mightmay result from the outcome of these uncertainties.

In December 2019, a novel strain of coronavirus (COVID-19) emerged in Wuhan, Hubei Province, China. While initially the outbreak was largely concentrated in China and caused significant disruptions to its economy, it has now spread to most other countries and infections have been reported globally. Because COVID-19 infections have been reported throughout the United States, certain federal, state and local governmental authorities have issued stay-at-home orders, proclamations and/or directives aimed at minimizing the spread of COVID-19. The ultimate impact of the COVID-19 pandemic on the Company’s operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-19 outbreak, new information which may emerge concerning the severity of the COVID-19 pandemic, and any additional preventative and protective actions that governments, or the Company, may direct, which may result in an extended period of continued business disruption, and reduced operations. Any resulting financial impact cannot be reasonably estimated at this uncertainty.time but may have a material adverse impact on our business,

financial condition and results of operations. Management expects that its business will be impacted to some degree, but the significance of the impact of the COVID-19 outbreak on the Company’s business and the duration for which it may have an impact cannot be determined at this time.

Management anticipates that the Company will be dependent, for the near future, on additional investment capital or debt to fund operating expenses until its planned operations begin to generate revenue. The Company is not expecting to recognize revenue until the second half of 2021 at the earliest. Management, therefore, is actively pursuing sources of investment capital.

HYB HOLDING CORP.

NOTES TO FINANCIAL STATEMENTSHEALTHTECH SOLUTIONS, INC.

SEPTEMBER 30,Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020 (UNAUDITED)

3.       Going concern (continued)(Unaudited)

NOTE 4 – INTANGIBLE ASSETS

The Company’s current business plan isintangible assets consist of the intellectual property relating to seek an acquisition or merger withmedical imaging contributed to Medi-Scan in December 2018 as a private operating company. However, there can be no assurancecapital contribution. The intangible assets are being amortized over three years. Amortization expense relating to the intangible assets aggregated $9,722 in each of the three months ending March 31, 2021 and 2020.

NOTE 5 – RELATED PARTIES

During the first five months of 2020, Medi-Scan paid $10,000 per month to a law firm owned by Denis Kleinfeld, who was a managing member of Medi-Scan at that time and became a member of the Company will be ableBoard of Directors of Healthtech Solutions in September 2020. The payment included $1,447 as compensation for use of the law firm's offices as the executive offices of Medi-Scan, the remainder was compensation for the administrative and other services of employees of the law firm, and for legal services by Mr. Kleinfeld.

For legal services rendered as counsel to successfully consummate an acquisition or merger with a private operating company or, that the Company will identify any debt or equity financing sources to finance a potential acquisition or merger. If unable to obtain financing, the Company may be unable to complete its business plan, and would, instead, delay all cash intensive activities. The Company will continue to be dependent on funding by its majority stockholder for cash flow, which may not be available. Without necessary cash flow, the Company may become dormantHealthtech Solutions during the next twelve months, or until such time that necessary funds could be raised.

During the quarter ended September 30, 2020, the individual whoperiod January 1, 2021 to March 31, 2021, Healthtech Solutions paid Robert Brantl $25,130. Mr. Brantl was the Company's majority shareholdersole officer and CEOdirector of Healthtech Solutions until September 4, 2020, and who remainshas served as Secretary of Healthtech Solutions since September 4, 2020.

In May 2020 David Rubin, through his personal holding company, Storm Funding LLC, agreed to contribute $250,000 to Medi-Scan in exchange for a 25% equity interest in Medi-Scan. During the Corporate Secretary forremainder of 2020, Mr. Rubin satisfied $245,442 of the Company provided legalobligation: he contributed $142,761 by paying obligations incurred by Medi-Scan in that amount, and Mr. Rubin satisfied a total of $102,681 of the obligation by contributing to Medi-Scan the services of administrative personnel employed by eProdigy Financial LLC, a company owned by Mr. Rubin. During the period from

January 1, 2021 to March 31, 2021 Mr Rubin satisfied the remainder of his contribution of $4,558. During that quarter, Mr Rubin also loaned $30,000 to the Company for which he invoiced $16,782 and advanced $1,569 to pay expenses incurredcontributed services of eProdigy Financial LLC valued at $38,542.40.

NOTE 6 – SHAREHOLDERS EQUITY

Authorized Capital Stock

The following table sets forth information, as of March 3, 2021, regarding the classes of capital stock that are authorized by the Company.Articles of Incorporation of Healthtech Solutions, Inc.

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 6 – SHAREHOLDERS EQUITY (Continued)

Authorized Capital Stock

Series A Preferred Stock. Each share of Series A Preferred Stock is convertible by the holder into two thousand (2,000) shares of Common Stock. Each share of Series A Preferred Stock entitles a stockholder to voting rights equivalent to those of 2,000 shares of Common Stock on all matters upon which stockholders are permitted to vote. In the event of our liquidation, dissolution or winding up, after payment of all creditors, holders of our Series A Preferred Stock are entitled to receive, ratably, a preferential payment of $.01 per share, then to share pro rate in the net assets available to stockholders on an as-converted basis.

Undesignated Preferred Stock. The Board of Directors has authority, without shareholder approval and by resolution of the Board of Directors, to amend the Corporation's Articles of Incorporation to divide the class of undesignated Preferred Stock into series, to designate each such series by a distinguishing letter, number or title so as to distinguish the shares thereof from the shares of all other series and classes, and to fix and determine the following relative rights and preferences of the shares of each series so established.

Capital Contributions

Medi-Scan's founders contributed $4,558 during the three months ended March 31, 2021, and $28,500 during the three months ended March 31, 2020.

On May 21, 2020, Medi-Scan entered into agreement with Storm Funding LLC, a company owned by David Rubin. Storm Funding LLC committed to invest $250,000 in exchange for a 25% membership interest in Medi-Scan. At the same time, David Rubin joined Medi-Scan as Executive Chairman. As of March 31, 2021, the financing commitment had been fully satisfied.

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 7 – EXCHANGEABLE NOTES AND CONVERTIBLE DEBENTURES

In August and September of 2020, Medi-Scan issued four 7% Exchangeable Promissory Notes in the aggregate principal amount of $375,000. Principal and interest were payable on the Notes on January 31, 2021. The Notes provided that, in the event that Medi-Scan was acquired by a corporation whose common stock was registered with the SEC, the Notes would be automatically exchanged for 7% convertible debentures issued by that acquirer.

In November of 2020, by reason of the Share Exchange, the four 7% Exchangeable Promissory Notes were automatically exchanged for 7% Convertible Debentures issued by Healthtech Solutions in a principal amount of $381,505, which was equal to the principal of and accrued interest on the Notes. Then, during December of 2020, Healthtech Solutions issued four additional 7% Convertible Debentures in the aggregate principal amount of $250,000 in exchange for payment of cash in that amount.

On February 4, 2021 an additional debenture was issued in the amount $50,000.

The 7% Convertible Debentures are convertible into common stock, at the holders’ option, at a 30% discount to the market price of the Company’s common stock. The Company has determined that the conversion feature represents a derivative financial instrument embedded in the Debentures. The accounting treatment of derivative financial instruments requires that the Company record the fair value of that derivative financial instrument as a discount to the value of the Debentures as of the inception date of each Debenture. Accordingly, the Company recorded an aggregate initial discount of $349,202 for the fair value of the derivative liability at inception of each convertible debenture. During the quarter ended September 30, 2019, the Company's then-majority shareholder and CEO provided legal services tothree months ending March 31, 2021, the Company amortized $27,303 as interest expense. At March 31, 2021 the notes are presented on the balance sheet net of unamortized discount of $321,900. The Company recorded an aggregate initial discount of $335,101 for which he invoiced $10,031 and advanced $11,233 to pay expenses incurred by the Company.

On September 4,fair value of the derivative liability at inception of each convertible debenture. During the year ended December 31, 2020, the individual whoCompany amortized $9,277 as interest expense. At December 31, 2020 the notes are presented on the balance sheet net of unamortized discount of $325,824.

NOTE 8 – DERIVATIVE FINANCIAL INSTRUMENTS

The Company determined the conversion feature of the 7% Convertible Debentures represented an embedded derivative since the Debentures were convertible into a variable number of shares upon conversion. Accordingly, the Debentures are not considered to be conventional debt under ASC 815 and the embedded conversion feature was bifurcated from the debt host and accounted for as a derivative liability.

The fair value of the derivatives embedded in the 7% Convertible Debentures was determined using Monte Carlo simulation method based on the following assumptions: (1) dividend yield of 0%, (2) expected volatility of 167%, (3) weighted average risk-free interest rate of 9.0%, (4) expected life until that dateJanuary 31, 2024, and (5) the quoted market price of the Company’s common stock at each valuation date.

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 8 – DERIVATIVE FINANCIAL INSTRUMENTS (Continued)

At March 31, 2021, the Company marked to market the fair value of the nine derivatives and determined a fair value of $359,608. The Company recorded a gain resulting from change in fair value of debt derivatives by $7,215 for the three months ending March 31, 2021.

A summary of changes in Convertible Debentures for the period ending March 31, 2021 was as follows:

NOTE 9 – INCOME TAX

As discussed in Note 1, in prior years and through August 25, 2020, including during the Company's majority shareholderthree months ended March 31, 2020, the Company was a limited liability company which was treated as a partnership for income tax purposes, and CEO waived an account payablethe tax benefit of losses realized by the Company of $36,396 and a loan payable bywas passed on to its members.

For the Company of $13,523, all in connection with his sale of his equity interest inthree months ended March 31, 2021, the Company. The full amount waived, $49,919, was recorded as additional paid-in capital in the Company's financial statements.

On September 2, 2020, the entity which became the Company's majority shareholder on September 4, 2020 advanced $4,500 to the Company by paying a vendor invoice to the Company in that amount. The loan was non-interest-bearing and payable on demand.

The Company uses as its executive office, at no expense, office space provided to it by its Corporate Secretary.

The provision (benefit) for income taxes consisted of the following for the quarters ended September 30, 2020 and 2019:following:

HYB HOLDING CORP.

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2020 (UNAUDITED)

5.       INCOME TAXES (continued)

The following table reconciles the effective income tax rates with the statutory rates for the quarters ended September 30, 2020 and 2019:period from the conversion date to March 31, 2021:

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 9 – INCOME TAX (Continued)

Deferred tax assets are comprised of the following:

At September 30, 2020,March 31, 2021, the Company had approximately $72,351$111,000 of federal net operating losses that may be available to offset future taxable income. The Federal net operating loss carryover, if not utilized, will expire beginning in 2027. Through 2036, the amount and utilization of any future net operating loss carry-forwards may be subject to limitations set forth by the Internal Revenue Code. Based upon an analysis of the Company’s stock ownership activity through September 30, 2020,March 31, 2021, a change of ownership was deemed to have occurred in the 2018 fiscal year and again in the 20212020 fiscal year. These changesThis change of ownership created an annual limitation of substantially all of the Company’s net operating losses which are available through 2036.

The Company assesses the likelihood that deferred tax assets will be realized. To the extent that realization is not likely, a valuation allowance is established. Based upon the Company’s losses since inception, management believes that it is more likely than not that future benefit of the deferred tax asset will not be realized principally due to the continuing losses from operations and the change of ownership limitations and has therefore established a full valuation allowance. The valuation allowance was increased by $3,850 during the three months ended September 30, 2020 and increased by $5,094 during the three months ended September 30, 2019.

The tax years ended June 30,ending December 31, 2020 2019, 2018 and 2017 remain open to examination by the taxing authorities.

6.NOTE 10 – SUBSEQUENT EVENTS

TheIn accordance with ASC 855-10, the Company’s management has performed subsequent events procedures through the date thethese financial statements were issued. Noissued, and determined that the reportable subsequent events required adjustmentwere as follows. On May 4, 2021 the Company entered into an Advisory Agreement with Kleinfeld Legal Services P.A., which is owned byDenis Kleinfeld, who was, until April 24, 2021, a member of the Company's Board of Directors. Pursuant to or disclosure in the financial statements.agreement, Kleinfeld Legal Services P.A. will provide legal and advisory services to Medi-Scan Inc. during the next two years. In consideration of the services, the Company will pay Kleinfeld Legal Services a $100,000 signing fee plus a services fee of $150,000 per year. The Company also assigned to Kleinfeld Legal Services 19.9% of the capital stock of Medi-Scan, Inc., which it immediately assigned to four associates.

On May 6, 2021 the Company sold 8,962,500 shares of its common stock to 30 accredited investors for an aggregate cash purchase price of $1,792,500 (i.e. $.20 per share).

HEALTHTECH SOLUTIONS, INC.

Notes To Consolidated Financial Statements

Three Month Periods Ended March 31, 2021 And 2020

(Unaudited)

NOTE 10 – SUBSEQUENT EVENTS (Continued)

On May 6, 2021 the Company issued 4,018,575 shares of its common stock to five accredited investors in exchange for their cancellation of 7% Convertible Debentures previously issued by the Company. The aggregate principal amount of, and interest accrued on, the Debentures was $803,714.90 (i.e. $.20 per share of common stock issued in the exchange).

On May 7, 2021 a special purpose subsidiary of the Company merged into Healthtech Oncology, Inc., which owns 98.83% of the outstanding capital stock of Varian Biopharmaceuticals, Inc. ("Varian"). Varian is a precision oncology company engaged in developing therapeutics for the treatment of cancer. In exchange for ownership of Healthtech Oncology, the Company issued 29,649.324 shares of its Series C Preferred Stock. The Series C Preferred Stock will give its holders 4.9% of the voting power in the Company and a 4.9% liquidation preference. The holders will also be entitled to exchange their Series C Shares for common stock of Healthtech Oncology. The percentage ownership of Healthtech Oncology that the Series C shareholders will obtain if they exchange their Series C Shares will depend on the amount of cash loaned by the Company to Healthtech Oncology: ranging from 85% ownership, if the Company loans $10 million to Healthtech Oncology, to 100% if the Company makes no loans to Healthtech Oncology. As of May 7, 2021 the Company had loaned $1 million to Healthtech Oncology. The Series C shareholders may exchange their shares after April 1, 2023 or earlier if the Company makes a distribution of Healthtech Oncology shares to the shareholders of the Company.

On May 14, 2021 the Company entered into an Exchange Agreement with Richard Parker, who is Medi-Scan's Chief Research Officer. Pursuant to the Exchange Agreement, Mr. Parker's family trust surrendered 29,407 shares of the Company's Series A Preferred Stock, and the Company issued to Mr. Parker's family trust 6,000,000 shares of its common stock and assigned to it 18.75% of the outstanding shares of Medi-Scan, Inc. In addition, Mr. Parker assigned to the Company his intellectual property concerning electromagnetic waveform entrainment technology, and the Company issued to the Parker family trust an additional 250,000 shares of its common stock.

Results of Operations

We currently have no assetsOn November 16, 2020 Healthtech Solutions, Inc. acquired all of the capital stock of Medi-Scan, Inc. in exchange for Series A Preferred Stock representing 97% of the equity in Healthtech Solutions. Because the transaction is classified as a reverse merger under GAAP, the financial results presented in this Report for the quarter ended March 31, 2020 are the financial results of Medi-Scan for that quarter. Medi-Scan is in its pre-revenue period, and no operations.will remain so until it obtains approval to market its medical device from the U.S. FDA or the comparable agency of the European Union.

Since our only activities during the quarters ended March 31, 2021 and 2020 were research and development, our expenses during those period were primarily salaries and consulting and service fees. During the three month period thatmonths ended on September 30, 2020,March 31, 2021, we realized no revenuepaid $84,948 for research and incurred $18,351 in operating expenses.development, most of which was payment to consultants working under the direction of our Chief Research Officer ("CRO") as well as payments to outside labs and clinics for services. In addition, we paid $18,000 during the three months ended March 31, 2021 to the Chief Research Officer of Medi-Scan for his services. During the quarter thatthree months ended on September 30, 2019, we realized no revenueMarch 31, 2020, our payments for research and incurred $20,374 in operating expenses. Operating expensesdevelopment and to our CRO were greater in the earlier quarter because at that time we were preparing$5,800 and having audited the Company's financial statements for inclusion in the Company's registration with the Securities and Exchange Commission as a reporting company.

Control of HYB Holding Corp. was transferred to a holding company owned by our current Chief Executive Officer on September 4, 2020. Since that time, our Chief Executive Officer's holding company has financed our operations by advancing funds to cover our expenses.$18,500 respectively. We expect that our Chief Executive Officerresearch and development expenses will continuerise significantly if we obtain the capital resources necessary to fundfully implement our operations for as long as he holds the controlling interest in our Company, and that we will, therefore, have sufficient cash to maintain our existence as a shell company for the next twelve months, if necessary.  Our management is not required to fund our operations, however, by any contract or other obligation.business plan.

Our major expenses consist of fees to lawyers and accountants incurred in connection with our status as an SEC reporting company. We also incur administration expenses attendant to the trading of our common stock and the cost of maintaining our corporate charter. In March 2020 we registered with the Securities and Exchange Commission as a reporting company, which means that we assumed the obligation to file periodic reports with the Securities and Exchange Commission, which entail payment of professional fees to accountants and lawyers. Otherwise, we do not expect the levelThe remainder of our operating expenses were primarily attributable to changeadministrative costs. We incurred $119,822 in general administrative expenses during the future until we implement a business plan or effect an acquisition.

Liquiditythree months ended March 31, 2021 and Capital Resources

At September 30, 2020 we had a working capital deficit$13,142 during the three months ended March 31, 2020. These included office expenses plus legal and accounting fees, and fees for public relations services. Legal fees, in particular, were high during the first quarter of $12,943,2021, as we had no assetsinitiated negotiations of a number of prospective acquisitions, changed the corporate name, and had $12,943entered into negotiations with a number of potential sources of finance.

During the first quarter of 2021, we also incurred $30,000 in loans payable, accounts payablegeneral and accrued expenses, including loans payable and accounts payable to related parties. Our liabilities consist of amounts owed to our majority shareholder to reimburse it for advances to pay our expenses and amounts owed to our Corporate Secretary for services as the Company's counsel and to reimburse him for funds he advanced to pay our other expenses. We expect our working capital deficit to continue indefinitely, until we obtain an operating company capable of funding our overhead expenses.

Our operations used no cash during the quarters ended September 30, 2020 and 2019. In each period we increased our accounts payableadministrative expense - related party, which was the fee of $10,000 per month that we pay for the services of our COO. During the first quarter of 2020, we incurred $28,393 in general and in the recent period we also increased our loans payableadministrative expense - related party, bywhich arose from the amountfee arrangement that we had at that time with a member of our expenses.Board from whom Medi-Scan rented space and purchased administrative services through May 2020.

We also incur $3,241 per month in amortization costs, as we are amortizing over a three year period the intangible assets that our Chief Research Officer contributed to Medi-Scan.

As a result of the aforesaid expenses, in the three months ended March 31, 2021 we incurred a net loss from operations of $262,493. In the future, unlessthree months ended March 31, 2020, our net loss from operations was $75,557. In the first quarter of 2021, however, we achieve the financial and/or operational wherewithalalso incurred items of Other Expense (Income) that added $31,385 to sustain our operations, it is likely that we will continue to rely on borrowings to sustain our operations.net loss:

Our Chief Executive Officer is also

We account for our convertible debt in accordance with ASC 815, Derivatives and Hedging as the beneficial ownerconversion feature embedded in the convertible debentures could result in the debenture principal and related accrued interest being converted to a variable number of our majority shareholder. Sincecommon shares. The conversion feature on these debentures is variable and based on trailing market prices. It therefore contains an embedded derivative. The fair value of the conversion feature was calculated when the debentures were issued, and we recorded a debenture discount and derivative liability for the calculated value. We recognize interest expense for accretion of the debenture discount over the term of the note. The conversion liability is valued at the end of each reporting period and will result in a gain or loss for the change in fair value. Due to the volatile nature of our stock, the change in the derivative liability and the resulting gain or loss could often be material to our results. This was among the reasons why, in May 2021, we negotiated a cancellation of the 7% Convertible Debentures in exchange for common stock.

After taking control on September 4, 2002,into account our Other Expenses (Income) in the first quarter of 2021, our net loss for that entity has financedquarter was $293,877 ($0.03 per share). During the first quarter of 2020 we incurred a net loss of $75,557.

We will continue to incur losses until we begin to generate revenues at a level adequate to sustain our operations without cash infusion.

Liquidity and Capital Resources

At December 31, 2020 Healthtech Solutions had working capital totaling $55,036, primarily consisting of cash. At the end of March 2021, we had a deficit in working capital of ($154,472). This reversal occurred primarily because our operations during the first quarter of 2021 used $226,380 in cash, while our financing activities contributed only $103,677 in cash. During the first quarter of 2020, when our only source of cash was capital contributions by making advancesour management, our operations used $80,958 in cash, approximately equal to our net loss of funds$75,557. These results make it obvious that Healthtech Solutions will have to coverobtain substantial capital infusions in order to fund the continuing development of our expenses. The advances are repayable upon demand,portfolio technologies and the obligations do not bear interest. We expect thatcosts of securing the governmental approvals necessary before our technologies can go to market.

At the present time, Healthtech Solutions has only three individuals working on a full-time basis: our Chief Executive Officer, will continueour Chief Operating Officer and Medi-Scan's Chief Research Officer. The seven other individuals who provide services to fund our operations until it acquires an operating company or he sells his interest in the Company, and that we will continue to require additional financing to maintain our existence as a shell company for the next twelve months.  Our management is not required to fund our operations by any contract or other obligation. In the event that we undertake to complete an acquisition that requires financing, we will likely dependMedi-Scan at this time do so on an outside source for such financing. However, wehourly, as needed basis. We have not identified any debt or equity financing sources that can be relied uponsome ability, therefore, to provide such financing.adjust our cash burn rate to our resources. Nevertheless, the task of bringing a complex medical device to market is an expensive task. We will require millions of dollars to accomplish it even once.

It is unlikely that we will be able to raise financing through a public offering of debt or equity. Among the reasons this is unlikely are the restrictions that SEC Rule 419 would impose on such an offering. Rule 419 provides that a company, such as HYB Holding Corp., that is classified a "blank check company" because it has no specific business plan other than engaging in a merger or acquisition and is issuing "penny stock" (i.e. securities that do not satisfy the criteria for value and liquidity set forth in SEC Rule 3a51-1) must deposit the proceeds of the offering into escrow, to be released only after the issuer contracts to make an acquisition and gives to each investor the opportunity to rescind the investor's investment. In the meantime, the shares sold in the offering cannot trade. Because compliance with these restrictions substantially increases the cost of an offering and substantially decreases the pool of potential investors, it is unlikely that HYB Holding Corp. will conduct a public offering while it remains a blank check company. Likewise, it is unlikely that HYB Holding Corp. will conduct a private offering in which it gives registration rights to the investors, because the registered resale of our securities by the investors to the public would also have to comply with the restrictions and procedures prescribed by Rule 419.

For the reasons set forth in Note 3 to our consolidated financial statements fordiscloses that the quarter ended September 30, 2020,financial condition of Healthtech Solutions - i.e. our modest cash resources and the opinionabsence of our independent registered public accounting firm with respect to our financial statements for the year ended June 30, 2020 states that there isrevenue - raises substantial doubt aboutas to the Company’sCompany's ability to continue as a going concern. That doubt will be alleviated only when weManagement intends to pursue one or more offerings of securities in order to obtain the funds that will be necessary to initiate profitable operations.

Application of Critical Accounting Policies

Our financial statements and related financial information are based on the application of accounting principles generally accepted in the United States of America (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparationfor successful implementation of our financial statements.business plan. At present, however, no commitments for future funding have been received.

Our significant accounting policies are summarized in Note 2 to our financial statements. While all these significant accounting policies impact our financial condition and results

Application of operations, the Company views certain of these policies as critical.Critical Accounting Policies determined to be critical are those policies that have the most significant impact on the Company’s financial statements and require management to use a greater degree of judgment and estimates. Among our critical policies is the determination, described in Note 5 to

In preparing our financial statements thatwe are required to formulate working policies regarding valuation of our assets and liabilities and to develop estimates of those values.  In our preparation of the Company should record a valuation allowancefinancial statements for the full valuethree months ended March 31, 2021, there were two estimates made which were (a) subject to a high degree of the deferred tax asset created by the net operating loss carryforwards. The primary reason for the determination was the lack of certainty asuncertainty and (b) material to whether the Company will achieve profitable operations in the future and be able to utilize their carryforwards.

Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause any effects on our results of operations, financial position or liquidity for the periods presented in this report.results. These were:

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 or results of operations.

Impact of Accounting Pronouncements

There have beenwere no recent accounting pronouncements that have had, or are expected towill have a material effect on ourthe Corporation’s financial statements.position or results of operations.

Not applicable.

Evaluation of Disclosure Controls and Procedures. As of September 30, 2020,March 31, 2021, our Chief Executive Officer and our Chief Financial Officer carried out an evaluation of the effectiveness of the Company’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934. Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures have the following material weaknesses:

• The relatively small number of employees who are responsible for accounting functions prevents us from segregating duties within our internal control system.
• Our internal financial staff lack expertise in identifying and addressing complex accounting issued under U.S. Generally Accepted Accounting Principles.
• We have not developed sufficient documentation concerning our existing financial processes, risk assessment and internal controls.

Based on their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the Company’s system of disclosure controls and procedures was not effective as of September 30, 2020March 31, 2021 for the purposes described in this paragraph.

Changes in Internal Controls. There was no change in internal control over financial reporting (as defined in Rule 13a-15(f) promulgated under the Securities Exchange Act or 1934) identified in connection with the evaluation described in the preceding paragraph that occurred during HYB Holding Corp.’sHealthtech Solutions' first fiscal quarter that has materially affected or is reasonably likely to materially affect HYB Holding Corp.’sHealthtech Solutions' internal control over financial reporting.

PART II - OTHER INFORMATION

SIGNATURES

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