UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q10-Q/A

Amendment No. 1

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 20172021

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT

Commission File No. 000-53230

ETERNELLE SKINCARE PRODUCTS

REGENEREX PHARMA, INC.

(NameExact name of small business issuerregistrant as specified in its charter)

5348 Vegas Drive #177

Las Vegas, NV 89108

(Address of principal executive offices)

(702) 948-8893273-3772

Registrant’s telephone number, including area code

Peptide Technologies, Inc.

 (Former name or former address, if changed since last report.) 

Indicate by check mark whether the Registrantregistrant (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 Registrantregistrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:days.

Yes [[X ] 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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging"emerging growth company”company" in Rule 12b-2 of the Exchange Act.

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–212b-2 of the Exchange Act).

Yes [ ] No [X]

Securities registered pursuant to Section 12(b) of the Act: None

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ETERNELLE SKINCARE PRODUCTS“Explanatory Note Regarding Forward-Looking Statements:”

This Quarterly Report on Form 10-Q contains forward-looking statements which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements may be identified by such forward-looking terminology as “may,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue” or the negative of these terms or other comparable terminology. Our forward-looking statements are based on a series of expectations, assumptions, estimates and projections about our company, are not guarantees of future results or performance and involve substantial risks and uncertainty. We may not actually achieve the plans, intentions or expectations disclosed in these forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in these forward-looking statements. Our business and our forward-looking statements involve substantial known and unknown risks and uncertainties, including the risks and uncertainties inherent in our statements regarding:

●     our ability to add new customers;

●     the impacts of COVID-19, or other future pandemics on our business, results of operations, financial position and cash flows;

●     the potential benefits of and our ability to maintain our relationships, and establish or maintain future collaborations or strategic relationships or obtain additional funding;

●     our marketing capabilities and strategy;

●     our ability to maintain a cost-effective program;

●     our ability to retain the continued service of our key professionals and to identify, hire and retain additional qualified professionals;

●     our competitive position, and developments and projections relating to our competitors and our industry;

●     our estimates regarding expenses, future revenue, capital requirements and needs for additional financing; and

●     the impact of laws and regulations.

All of our forward-looking statements are as of the date of this Quarterly Report on Form 10-Q only. In each case, actual results may differ materially from such forward-looking information. We can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of, or any material adverse change in, one or more of the risk factors or risks and uncertainties referred to in this Quarterly Report on Form 10-Q or included in our other public disclosures or our other periodic reports or other documents or filings filed with or furnished to the U.S. Securities and Exchange Commission (the “SEC”) could materially and adversely affect our business, prospects, financial condition and results of operations. Except as required by law, we do not undertake or plan to update or revise any such forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections or other circumstances affecting such forward-looking statements occurring after the date of this Quarterly Report on Form 10-Q, even if such results, changes or circumstances make it clear that any forward-looking information will not be realized. Any public statements or disclosures by us following this Quarterly Report on Form 10-Q that modify or impact any of the forward-looking statements contained in this Quarterly Report on Form 10-Q will be deemed to modify or supersede such statements in this Quarterly Report on Form 10-Q.

Explanatory Note: 

The Form 10-Q is amended to correctly include Certifications by the current Officers that were appointed in November  of 2021, replacing the previous Officers.   There were no changes to our financial condition, results of operations or cash flows.

REGENEREX PHARMA, INC.

(FORMERLY PEPTIDE TECHNOLOGIES, INC.) 

INDEX TO FORM 10-Q FILING

FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 20172021 AND 20162020

TABLE OF CONTENTS

PART I

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The accompanying interim financial statements have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders’ equity in conformity with accounting principles generally accepted in the United States of America. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements included in the Company’s Registration Statement on Form 10-12G for the year ended March 31, 2017. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included, and all such adjustments are of a normal recurring nature. Operating results for the three and nine months ended December 31, 2017 are not necessarily indicative of the results that can be expected for the year ending March 31, 2018.

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REGENEREX PHARMA, INC.

ETERNELLE SKINCARE PRODUCTS(FORMERLY PEPTIDE TECHNOLOGIES, INC.)

BALANCE SHEETS

(UNAUDITED)

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

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REGENEREX PHARMA, INC.

(FORMERLY PEPTIDE TECHNOLOGIES, INC.)

STATEMENTS OF OPERATIONS

(UNAUDITED)

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

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ETERNELLE SKINCARE PRODUCTSREGENEREX PHARMA, INC.

(FORMERLY PEPTIDE TECHNOLOGIES, INC.)

STATEMENTS OF OPERATIONSCASH FLOWS

(UNAUDITED)

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

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REGENEREX PHARMA, INC.

ETERNELLE SKINCARE PRODUCTS(FORMERLY PEPTIDE TECHNOLOGIES, INC.)

STATEMENTS OF CASH FLOWSSTOCKHOLDERS’ DEFICIT

(UNAUDITED)

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

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ETERNELLE SKINCARE PRODUCTSREGENEREX PHARMA, INC.

(FORMERLY PEPTIDE TECHNOLOGIES, INC.) 

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2017 AND 2016(UNAUDITED)

(Unaudited)

NOTE 1 – NATURE OF OPERATIONS

Eternelle Skincare ProductsRegenerex Pharma, Inc., formerly Peptide Technologies, Inc. (the “Company” or “Eternelle”“Regenerex”), was incorporated in the State of Nevada, United States of America, on November 18, 2005.

2005.  The Company’s business iswas to develop and market proprietary skincare products. Its plan is to build a state-of-the-art online store with a direct marketing and sales funnel aimed at targeted channels, using internet, social media, and content marketing. The Company’s marketing approach uses vetted channelsproducts that encompass several steps to gauge performance data from marketing tests against other campaigns in real-time with the ability to modify content delivery to targeted consumers immediately. The Company will engage a team with proprietary algorithmic software to assist in making these marketing decisions. Management believes this will provide the Company a distinct advantage over other companies that outsource marketing and advertising efforts to third parties.

The skincare space is well-suited for direct-to-consumer sales, and there are several channels that Eternelle will leverage to introduce its unique branding and creative advertising assets. Creating brand visibility, along with the back-end support to process orders, is one of Eternelle’s key strengths over smaller competitors in the space. In addition, Eternelle will create a brand that allows visibility and awarenesswas to be molded organically, thereby increasing the brand’s value quickly. 

In November 2017, Byron Striloff joined the management team as President of Eternelle. Mr. Byron Striloff brings over 35 years of experience in corporate and financial planning to the Company. Refer to Part II, Item 5 of this Form 10-Q for additional information about Mr. Byron Striloff. Additionally, as the Company grows, it will continue to expand its management team, as well as engage external consultants, to direct and manage the Company’s strategic growth.

The Company has identified a cosmetic and skincare manufacturer and has agreed upon product formulations, the design and sourcing of packaging, and product costs. The Company does not intend to enter into a long-term master supply agreement with the manufacturer. Rather, orders will be placed through individual purchase orders as needed. The Company’s activities are subject to significant risks and uncertainties, including the need for additional capital to carry out its plan of operation and competition from existing consumer product companies.

sold online. The majority of manufacturing, distribution, marketing, and sales operations was outsourced.  The Company’s attempt over the past four years to build a business that marketed skincare products online has not come to fruition, so management decided to change the business focus and look for other opportunities.

On November 15, 2021, the Company entered into an Asset Purchase Agreement in which the Company purchased certain intellectual property in exchange for 150,000,000 shares of the Company’s common stock and up to $10,000,000 in contingent consideration to be paid at the rate of 15% of all gross revenues received from sales or investment money into the Company, payable on the 15^th of the following month, for a period of 60 months.  The Company will be outsourced. However, strategic planningreceive all rights and development will be performed internally bytitle to proprietary wound healing technologies platforms and formulas involving the Company. This includes, but is not limitedapplication of wound care protocols to developing our catalog of products, developing proprietary skincare formulations, pricing our products, deciding which markets to target, deciding which influencers to engage in marketing campaigns, developing sales channelstreat all wounds, such as diabetic ulcers, pressure ulcers, burns and surgical wounds.  These unique products strategically position the Company to enter and capture a high proportionate market share in the U.S.

Management has decided to focus on this new business development.

Risks and Uncertainties

Our business and our e-commerce sites, determining which marketing initiatives to pursue,forward-looking statements involve substantial known and selecting strategic partnersunknown risks and suppliers to advanceuncertainties, including the risks and uncertainties inherent in our statements regarding the impacts of COVID-19, or other future pandemics on our business, planresults of operations, financial position and cash flows.

The Company has a lack of revenue history and has had a limited history of operations. No revenue has historically been derived from the assets purchased. Regenerex can give no assurance of success or profitability to the Company’s investors.

NOTE 2 – BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS

The Company prepares its financial statements in accordance with accounting principles generally accepted in the United States of America. The accompanying interim unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

Operating results for the three and nine months ended December 31, 20172021 are not necessarily indicative of the results that may be expected for the year ending March 31, 2018.2022. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the year ended March 31, 20172021 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended March 31, 20172021 included within the Company’s Annual Report on Form 10-12G10-K as filed with the Securities and Exchange Commission.

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NOTE 3 – GOING CONCERN

These financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which contemplate the continuation of the Company as a going concern. The Company has no operating revenues and has incurred losses from operations. It also hasoperations, and as of December 31, 2021, it had excess liabilities over assets of $317,356 and requires substantial capital to fund inventory purchases, as well as costs to market its products.$937,168  These factors raise substantial doubt about the Company’s ability to continue as a going concern.

The Company requires significant cash to launch its business and reduce its payable.  Management’s plans are to actively seek capital to enable the Company to procure itsadd new products and/or services to generate revenues and cash flows, and ultimately achieve profitability. However, management cannot provide assurance that they can raise sufficient capital and whether the Company will ultimately achieve profitability, become cash flow positive, or raise additional debt and/or equity capital.  If the Company is unable to raise additional capital in the near future or meet financing requirements, management expects that the Company will need to curtail operations, seek additional capital on less favorable terms, and/or pursue other remedial measures.

These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company become unable to continue as a going concern.

NOTE 4 –SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited financial statements and related disclosures have been prepared in accordance with U.S. GAAP applicable to interim financial information and with the instructions to Form 10-Q. In the opinion of management, all adjustments, consisting of only those of a normal recurring nature, considered necessary for a fair presentation of the financial position and interim results of Eternelle as of and for the periods presented have been included. Results for interim periods are not necessarily indicative of those that may be expected for a full year.

The year-end balance sheet data was derived from audited financial statements; however, the accompanying interim notes to the financial statements do not include all disclosures required by U.S. GAAP. The financial information included herein should be read in conjunction with Eternelle’s financial statements and related notes for the year ended March 31, 2017 as filed in the Company’s Registration Statement on Form 10-12G.

Revenue Recognition

Revenue is recognized onThe Company will record revenue under ASC 606 by 1) identifying the contract with the customer 2) identifying the performance obligations in the contract 3) determining the transaction price, 4) allocating the transaction price to the required performance obligations in the contract, and 5) recognizing revenue when or as the companies satisfies a gross basis upon shipment or upon receipt of productsperformance obligation.

We expect to generate revenue from home care service providers that are funded by the customer, dependingU.S. Government.  The Company defers revenue where the earnings process is not yet complete. To date, no revenue has been generated from the asset acquisition disclosed in Note 1.

Earnings per Share

Earnings per share is reported in accordance with FASB Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share” which requires dual presentation of basic earnings per share (“EPS”) and diluted EPS on the agreed-upon terms, provided that: thereface of all statements of earnings, for all entities with complex capital structures. Diluted EPS reflects the potential dilution that could occur from common shares issuable through the exercise or conversion of stock options, restricted stock awards, warrants and convertible securities. In certain circumstances, the conversion of these options, warrants and convertible securities are no uncertainties regarding customer acceptance; persuasive evidenceexcluded from diluted EPS if the effect of an agreement exists documenting the specific terms of the transaction; the sales price is fixed or determinable; and collectibility is reasonably assured. Management assesses the business environment, the customer’s financial condition, historical collection experience, accounts receivable aging, and customer disputes to determine whether collectibility is reasonably assured. If collectibilitysuch inclusion would be anti-dilutive. Fully diluted EPS is not considered reasonably assured atprovided when the timeeffect is anti-dilutive. When the effect of sale,dilution on loss per share is anti-dilutive, diluted loss per share equals the loss per share. As of December 31, 2021 and 2020, the Company does not recognize revenue until collection occurs. The Company expects to begin recognizing revenue in the second quarter of next fiscal year.have any common share equivalents outstanding.

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Website

Expenditures related to the planning and operation of the Company’s website are expensed as incurred. Expenditures related to the website application and infrastructure development are capitalized and amortized over the website’s estimated useful life of three (3) years. Amortization expense for the three and nine months ended December 31, 20172021 and 2020 was $1,344.$1,016 and $2,329 and $504 and $4,167, respectively.

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Recent Accounting Pronouncements

The Financial Accounting Standards Board issuesissued Accounting Standards Updates (“ASU”) to amend the authoritative literature in the Accounting Standards Codification (“ASC”). There have been a number of ASUs to date that amend the original text of the ASC. The Company believes those updates issued-to-date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company.

NOTE 5 – RELATED-PARTYRELATED PARTY TRANSACTIONS

The Company purchased assets from the Company’s current Chief Executive Officer (“CEO”) and Secretary/Treasurer (see note 6).

Related Party Advances

The Company’s former Chief Financial Officer (“CFO”) has historically advanced $47,598 to the Company monies for operating expenses; Advances during the nine months endednine-month period December 31, 2017 to pay for website development costs2021 and operating expenses.2020 were $455 and $0, respectively.  The related party advances totaled $131,447 and $130,992 as of December 31, 2021 and March 31, 2021, respectively.  The advances are due on demanddemand.  The related party advances accrue interest at ten (10) percent per annum.  Repayment is due no later than June 30, 2023.  Interest expense was $9,879 and carry$9,869 during the nine-month periods ended December 31, 2021 and 2020, respectively.

Note Payables to Shareholders

As at December 31, 2021 and March 31, 2021, the Company had various promissory notes with total outstanding principal balances of $468,607 and $374,271, respectively, due to a shareholder of the Company.  These notes are unsecured, bear interest at 10% per annum, and have maturity dates ranging from January 20, 2022 to December 30, 2023.

On April 15, 2021, one note to a shareholder that was originally due on April 15, 2021 with a principal amount of approximately $72,000 ($90,000 Canadian Funds) was reissued in the principal amount of approximately $86,000 ($108,000 Canadian Funds) which included the original principal amount plus interest accrued as at April 15, 2021 in the amount of approximately $14,000 ($18,000 Canadian Funds).  Repayment of the note is due no interest. The related-party advances totaled $60,861later than April 15, 2023. On October 11, 2021 one note to a shareholder that was originally due on October 11, 2021 with a principal amount of $10,000 was reissued in the principal amount of $12,000 which included the original principal plus interest accrued as at October 11, 2021 in the amount of $2,000.  Repayment of the note is due no later than October 11, 2023. On October 21, 2021, one note to a shareholder that was originally due on October 21, 2021 with a principal amount of $30,000 was reissued in the principal amount of $36,000 which included the original principal plus interest accrued as at October 21, 2021 in the amount of $6,000.  Repayment of the note is due no later than October 21, 2023. On October 25, 2021, one note to a shareholder that was originally due on October 25, 2021 with a principal amount of $24,500 was reissued in the principal amount of $29,400 which included the original principal plus interest accrued as at October 25, 2021 in the amount of $4,900.  Repayment of the note is due no later than October 25, 2023. On December 9, 2021, one note to a shareholder that was originally due on December 9, 2021 with a principal amount of approximately $4,000 ($5,000 Canadian Funds) was reissued in the principal amount of approximately $5,000 ($6,000 Canadian Funds) which included the original principal plus interest accrued as at December 9, 2021 in the amount of approximately $758 ($1,000 Canadian Funds).  Repayment of the note is due no later than December 9, 2023.

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During the nine-month period ended December 31, 2021, a shareholder was issued additional eight (8) promissory notes totaling $67,082 ($86,500 Canadian Funds).  These notes are unsecured and $13,263bear interest at ten (10) percent per annum with principal and interest due twenty-four (24) months after the date of issue.

Accrued interest was $42,676 and $33,132 as of December 31, 20172021 and March 31, 2017, respectively.2021, respectively, which is included in other accrued liabilities.

NOTE 6 – INTANGIBLE ASSETS AND INTELLECTUAL PROPERTY

On November 15, 2021, the Company entered into an Asset Purchase Agreement in which the Company purchased certain intellectual property in exchange for 150,000,000 shares of the Company’s common stock and up to $10,000,000 in contingent consideration to be paid at the rate of 15% of all gross revenues received from sales or investment money into the Company, payable on the 15th of the following month, for a period of 60 months.  The Company will receive all rights and title to proprietary wound healing technologies platforms and formulas involving the application of wound care protocols to treat all wounds, such as diabetic ulcers, pressure ulcers, burns and surgical wounds.  These unique products strategically position the Company to enter and capture a high proportionate market share in the U.S.  

The Technology Platforms include but are not limited to:

Products:

NOTE 67 – COMMITMENTS AND CONTINGENCIES

The Company is not currently involved with and does not have knowledge of any pending or threatened litigation against the Company or any of its officers.

See Note 6 for discussion of the $10,000,000 in contingent consideration to be paid in connection with the November 15, 2021 Asset Purchase Agreement. To date, no amounts have been payable under this agreement.  

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NOTE 78 – STOCKHOLDERS’ DEFICIT

During the three months ended December 31, 2017, the Company’s Board2021, Irene Getty, who resigned as a member of Directors approved the rescission of 39,200,000 shares of common stock.  Prior to the Company’s change in name and business focus, these shares were issued pending financial compensation to be received by the Company, agreements to be signed between the Company and certain consultants/shareholders, or specific performance by the consultants/shareholders.  As these conditions were ultimately not met by these shareholders, the Board of Directors, rescinded these shares. Notransferred 45,000,000 shares of common stock with an estimated fair value of $45,000 to Gregory Pilant and Deborah Pilant upon their appointment as Directors and Officers of the Company.  Irene Getty continues to be the Chief Financial Officer of the Company. Irene Getty was ascribed toa significant shareholder owning more than 10% of the shares cancelled, thus no gain was recorded. Asoutstanding at the time. The Company recognized stock-based compensation of December 31, 2017, there were 116,862,660$45,000 within general and administrative expenses in the accompanying statement of operations related to this transfer of shares.

See Note 6 for shares issued and outstanding.in connection with the Asset Purchase Agreement.

NOTE 89 – SUBSEQUENT EVENTS

SubsequentOn January 20, 2022, a note to Decembera shareholder that was originally due on January 20, 2022 with a principal amount of approximately $8,000 ($10,000 Canadian Funds) was reissued in the principal amount of approximately $10,000 ($12,000 Canadian Funds), which included the original principal amount plus interest accrued as at January 20, 2022 in the approximate amount of $2,000 ($2,000 Canadian Funds).  Repayment of the note is due no later than January 20, 2024.

On January 31, 2017,2022, a note to a shareholder that was originally due on January 31, 2022 with a principal amount of approximately $53,000 ($70,000 Canadian Funds) was reissued in the Company’s CEO advanced additional funds totalingprincipal amount of approximately $4,000 to pay for operating costs.$66,000 ($84,000 Canadian Funds), which included the original principal amount plus interest accrued as at January 31, 2022 in the approximate amount of $11,000 ($14,000 Canadian Funds).  Repayment of the note is due no later than January 31, 2024.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

In this Quarterly Report, “Company,” “our company,” “us,” and “our” refer to Eternelle Skincare ProductsRegenerex Pharma, Inc., unless the context requires otherwise.

Forward-Looking Statements

The following information contains certain forward-looking statements. Forward-looking statements are statements that estimate the happening of future events and are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology, such as “may,” “could,” “expect,” “estimate,” “anticipate,” “plan,” “predict,” “probable,” “possible,” “should,” “continue,” or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.

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Estimated COVID-19 impacts and uncertainties

COVID-19 has severely impacted, and is expected to continue to impact, the economies of the U.S. and other countries around the world COVID-19 has created significant public health concerns as well as significant volatility, uncertainty and economic disruption in every region in which we operate, all of which have adversely affected and may continue to adversely affect our industries and our business operations. Further, financial and credit markets have experienced and may again experience volatility.

BusinessBeginning in our first fiscal quarter of Issuer2020, the novel coronavirus known as “COVID-19" began to spread throughout the world, resulting in a global pandemic. The pandemic triggered a significant downturn in global commerce as early as February 2020 and the challenging market conditions have continued throughout the second half of fiscal 2020 through 2021 and into the first half of fiscal 2022, and may continue for an extended period of time.

COVID-19 continued to affect global economic conditions during the nine months ended December 31, 2021. The Company expects this will continue in the Company’s fourth quarter. The situation surrounding COVID-19 remains fluid, and we are actively managing our response in collaboration with team members and business partners and assessing potential impacts to our financial position and operating results, as well as developments in our business.

Discontinued Operations and New Developments

The business of Eternelle Skincare ProductsRegenerex Pharma, Inc. (formerly Peptide Technologies, Inc.), (the “Company” or “Eternelle”) is, had been to develop and market skincare products.  Peptides are the latest innovation in skincareThe Company was doing business as science has proven that peptides can help manage wrinkles in skin and reverse the signs of aging. UsingEternelle Skincare Products.  The Company, was, using proprietary peptide / collagen blends, the Company isand was developing a number of skincare products that demonstratedemonstrated strong efficacy in providing youthful, healthy skin and significant anti-aging benefits to both women and men.  These objectives have not been realized, and the Company has abandoned its efforts in this area.

On November 15, 2021, the Company entered into an Asset Purchase Agreement in which the Company purchased certain intellectual property in exchange for 150,000,000 shares of the Company’s common stock and up to $10,000,000 in contingent consideration to be paid at the rate of 15% of all gross revenues received from sales or investment money into the Company, payable on the 15^th of the following month, for a period of 60 months.  The Company will receive all rights and title to proprietary wound healing technologies platforms and formulas involving the application of wound care protocols to treat all wounds, such as diabetic ulcers, pressure ulcers, burns and surgical wounds.  These unique products strategically position the Company to enter and capture a high proportionate market share in the U.S.

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Business of Issuer

The business of Regenerex Pharma, Inc., (the “Company” or “Regenerex Pharma,”), is to develop and market Woundcare Healing products.  The Company has three technologies for different types of wound conditions;

The current product technology provides the Company a number of complete wound care protocols to treat all wounds, such as diabetic ulcers, pressure ulcers, burns and surgical wounds.  These unique products strategically position the Company to enter and capture a high proportionate market share in the U.S. and global markets.  

Products:

QBx™ contributes to setting up a suitable environment to allow wounds to close.  Other than the products marketed by the Company, there are no products currently available on the market that are successful in healing chronic, non-healing wounds through the down regulation of proteases.  Other modern wound dressings such as hydrocolloids and collagens absorb wound fluids, but these dressings do not impact the cellular environment with simple gauze and gauze-like dressings to cover and protect the wound. 

Our skincare products have shown to be very effective in healing chronic wounds in multiple clinical evaluations, with 63% to 94% of wounds demonstrating closure.  All of our products feature our proprietary QBx™ ingredients which contribute to setting up a suitable environment to allow wounds to close. 

Wounds that do not heal remain open and are at risk for infection.  The lack of healingultimately could lead to amputation, severe medical complications, and in some cases, death.  Closing wounds is a paramount concern to health care professionals and patients alike.

Chronic wounds impose significant costs to the US economy.  Chronic wounds are a growing issue in the United States, causing immense patient pain and suffering as well as substantial economic and social cost.  Although precise information on the prevalence of chronic wounds in the US is unavailable, it is estimated that, as of 2017, there were more than 6.2 million Americans suffering from chronic wounds.  Chronic wounds are generally defined as wounds that have not healed after ninety days of consistent clinical treatment, and include diabetic foot ulcers, pressure ulcers (bedsores), and venous stasis ulcers, however this does not include acute wounds.

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The most common chronic wounds are diabetic foot ulcers and pressure ulcers.  The increasing number of Americans with diabetes and obesity we well as the aging population will likely cause the number of individuals with chronic wounds to continue to rise.  In addition to the immeasurable human benefits of improving treatment outcomes, there would be substantial economic effect.  The costs of medical treatment could be expected to decrease, and, as patients are able to return to work sooner, productivity would increase.

Due to the staggering costs associated with chronic wounds in the US, the Affordable Healthcare Act (AHA) is changing how the entire wound care system is reimbursed in the US. Now all four markets segments: hospital, nursing homes, home health, and general wound care clinics are all on paid on a “pay for performance basis.”  These cost pressures in the healthcare system are a major issue in the wound care market, with the US government and payors seeking new approaches that address various skincare needs. These products include moisturizerscost constraints and serumsproduct performance.  Home health is now paid on a “diagnostic code” for the facewound in single payments removing the risk from the Payee to the Payer.  The Company’s first markets will be those segments that are totally “at risk” for single payments to close the wounds.  Today, the fastest growing segment in the US wound market is Home Health and aroundNursing Homes due to the eyes.aging population. 

1.       Skin Brightener – A unique pigment clarifying serum that addresses uneven production of melanin. It synergistically targets areas of hyper pigmentation.

2.       Vitamin C Peptide – Plant-based collagen serum created to resist damage from aging, sun damage, and environmental exposure.

3.       Skin Moisturizer – A super fruit, antioxidant rich crème that contains age defying peptides and vitamin C that significantly minimizes visible signs of aging.

OurThe Company has developed itspurchased proprietary skincarewound care formulations, and we will usethe Company is using internationally recognized experts in the manufacturing of specialized, professional quality products that meet the demands of day and resort spa, medical spa, and eco spathe USA markets.

The Company has identified a cosmetic and skincare manufacturer and has agreed upon product formulations, the design and sourcing of packaging, and product costs. The Company does not intend to enter into a long-term master supply agreement with the manufacturer. Rather, orders will be placed through individual purchase orders as needed. With profound knowledge and expertise in cosmetic chemistry and professional skincare, this manufacturer has established itself as a leader in cutting edge formulations and product innovation in the field of skincare.

This manufacturer offers custom product formulation and manufacturing, allowing our Company to develop proprietary blends in order to privately brand our collection.

This supplier manufactures products in accordance with Good Manufacturing Procedures (GMP). It also follows the recommendations of the United States Food and Drug Administration and Health Canada and also adheres to the Quality Assurance Guidelines of the Cosmetic, Toiletry, and Fragrance Association. These guidelines enable us to guarantee the consistency and quality of our products from batch to batch. The manufacturer performs toxicity, microbiological, temperature, and stability tests on all formulations. They do not test on animals, and they select all botanicals for freshness, purity of source, quality, and potency. Every product will be researched and tested by the supplier’s manufacturing team before it is approved for sale.

We expect to begin productionlaunch our sales initiative during the first quarter of next fiscal year and to launch our products by theCompany’s second quarter of next fiscal year.2022.

Financial Results and Trends

Results of Operations for the Nine Monthsmonths Ended December 31, 20172021 and 20162020

At present, the Company has no revenue.$0 and $378 revenue during the nine months ended December 31, 2021 and 2020, respectively.  Net loss increased from $2,235$69,272 for the nine months ended December 31, 20162020 to $35,671$147,142 for the nine months ended December 31, 20172021 due to higher generalstock-based compensation, accounting fees, legal fees, sales and administrative expenses.marketing costs and interest expense offset by lesser decrease in office supplies.

Liquidity and Capital Resources

The Company requires significant cash to launch its business and reduce its payables.  Management’s plans are to actively seek capital to enable the Company to add new products and/or services to ultimately achieve profitability. However, management cannot provide assurance that they can raise sufficient capital and whether the Company will ultimately achieve profitability, become cash flow positive, or raise additional debt and/or equity capital. The Company’s primary sources of liquidity and capital resources have been related-party advances,notes payable, which are not sufficient prospectively.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.  We are actively seeking to raise additional debt and/or equity capital to add new products and/or services to commence material operations.  If the Company is unable to raise additional capital in the near future or meet financing requirements, the Company may need to curtail or alter its plan of operation.operations, seek additional capital on less favorable terms, and/or pursue other remedial measures.

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Cash Flow

The following table summarizes, for the periods indicated, selected items in our condensed Statements of Cash Flows:

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Operating Activities

Cash used in operating activities was $27,831$63,050 and $2,235$37,552 for the nine months ended December 31, 20172021 and 2016,2020, respectively. The increase in cash used in operating activities was primarily due to a higheran increase in net loss partially offset by changesa lesser increase in working capital.accounts payables.

Investing Activities

Cash used in investing activities was $16,000$8,600 and $0 for the nine months ended December 31, 20172021 and 2016, respectively.2020.  The increase in cash used in investing activities was primarily due to website development costs.an increase in Website Development.

Financing Activities

Cash provided by financing activities was $47,598$67,537 and $2,235$33,813 for the nine months ended December 31, 20172021 and 2016,2020, respectively. The increase in cash provided by financing activities was primarily due to higher related-party advances.  During the three months ended December 31, 2017, the Company’s Board of Directors approved the rescission of 39,200,000 shares of common stock.  Referan increase in notes payables issued to Note 7 for further detail.shareholders.

Off-Balance Sheet Arrangements

None.

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WHERE YOU CAN FIND MORE INFORMATION

You are advised to read this Quarterly Report on Form 10-Q in conjunction with other reports and documents that we file from time to time with the SEC. In particular, please read our Registration Statement on Form 10-12G, Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K, and Current Reports on Form 8-K that we file from time to time. You may obtain copies of these reports directly from us or from the SEC at the SEC’s Public Reference Room at 100 F. Street, N.E. Washington, D.C. 20549, and you may obtain information about obtaining access to the Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains information for electronic filers at its websitehttp://www.sec.gov.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We had no material changes in market risk from those described in “Item 2—Quantitative and Qualitative Disclosures about Market Risk” of our Registration StatementAnnual Report on Form 10-12G.10-K.

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ITEM 4. CONTROLS AND PROCEDURES

This report includes the certification of our Chief Executive Officer required by Rule 13a-14 of the Securities Exchange Act of 1934 (the “Exchange Act”). See Exhibits 31.1 and 31.2. This Item 4 includes information concerning the controls and control evaluations revered to in those certifications.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s (the “SEC”) rules and forms and that such information is accumulated and communicated to our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.

Under the supervision and with the participation of management, including the principal executive officer and principal financial officer, the Company conducted an evaluation of the effectiveness of internal control over financial reporting. This assessment was based on the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation under the framework in Internal Control – Integrated Framework, management concluded that the Company maintained effective internal control over financial reporting as of December 31, 2021, as such term is defined in Exchange Act Rule 13a-15(f).

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Our disclosure controls and procedures were designed to provide reasonable assurance that the controls and procedures would meet their objectives.

As required by SEC Rule 13a-15(b), our Chief Executive Officer and Chief Financial Officer need to carry out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the foregoing, our Chief Executive Officer concluded that our disclosure controls and procedures were effective as of December 31, 2017.2021.

Management’s Report on Internal Control over Financial Reporting

Our Chief Executive Officer and the Chief Financial Officer are responsible for establishing and maintaining adequate internal control over financial reporting and for the assessment of the effectiveness of our internal control over financial reporting. Internal control over financial reporting (as defined in Rules 13a-15(f) and 15d(f) under the Exchange Act) is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. GAAP. Internal control over financial reporting includes those policies and procedures that (a) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets, (b) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (c) provide reasonable assurance that receipts and expenditures are being made only in accordance with appropriate authorization of management and the Board of Directors, and (d) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the financial statements.

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In connection with the preparation of our Annualthis Quarterly Report on Form 10-K10-Q for the yearquarter ended MarchDecember 31, 2018,2021, our Chief Executive Officer and Chief Financial Officer will evaluate the effectiveness ofhave concluded that our internal controlcontrols and procedures over financial reporting were effective as of MarchDecember 31, 2018.2021.

Inherent Limitations on Internal Controls

It should be noted that any system of controls, however well designed and operated, can provide only reasonable and not absolute assurance that the objectives of the control system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of certain events. Limitations inherent in any control system include the following:

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Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.

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PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

As of December 31, 2017,2021, the Company is not involved in any material litigation.

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

During the nine months ended December 31, 2017, Eternelle2021, Regenerex did not sell any unregistered equity securities.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINING SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Effective November 7, 2017, Dennis Cox, who served as President and a Director of Eternelle, has resigned as President. Mr. Cox will remain as a Director.

On November 7, 2017, Byron Striloff was appointedThere is no information with respect to serve as President of Eternelle. Mr. Byron Striloff spent 35 years as a senior investment advisor in the areas of personal and corporate investment management, tax planning, venture capital, insurance, and estate planning. He was a producing branch manager and has held senior management and directorship positionswhich information is not otherwise called for various national investment dealers. His most recent account executive position as a senior personal and corporate investment advisor from 2012 through January 2016 was with CIBC Wood Gundy. He is also presently a Director of Nationwide Self Storage and a Trustee for Valhalla Diamond Trust.by this form.

His primary area of specialization is the development of financial strategies that optimize investment performance from long-term trends, tax minimization, and wealth creation for individuals and businesses. He is also a master qualified member of the Dent Foundation and frequently speaks at public seminars on demographic economic forecasting.

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ITEM 6. EXHIBITS

Exhibits

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.