UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended SeptemberJune 30, 20192020

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

Commission File No. 000-53230

PEPTIDE TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

5348 Vegas Drive #177

Las Vegas, NV 89108

(Address of principal executive offices)

(702) 948-8893805-7525

Registrant’s telephone number, including area code

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

Indicate by check mark whether the Registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days:

Yes [X][X ] No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes [X] No [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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.

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 [  ] 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.

Special
“Explanatory Note Regarding Forward-Looking StatementsStatements:”

Some of our

This Quarterly Report on Form 10-Q contains forward-looking statements under “Business,” “Properties,” “Legal Proceedings,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,”which are made pursuant to the Notes to Financial Statements and elsewhere in this report constitute “forward-looking statements” within the meaningsafe 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”). In some cases, forward-lookingThese statements aremay be identified by such forward-looking terminology such as “may,” “will,” “should,” “could,” “would,” “expects,” “plans,“intends,” “intends,“plans,” “anticipates,” “believes,” “estimates,” “approximates,” “predicts,” “potential” or“potential,” “continue” or the negative of suchthese terms andor other comparable terminology.

Although we believe that 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 reflecteddisclosed 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 reasonable,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 cannot guarantee future results, levels of activity, performanceclear that any forward-looking information will not be realized. Any public statements or achievements. Moreover, neither we nor anyone else assumes responsibility for the accuracy and completeness of such statements and is under no duty to updatedisclosures by us following this Quarterly Report on Form 10-Q that modify or impact any of the forward-looking statements after the date ofcontained in this report.Quarterly Report on Form 10-Q will be deemed to modify or supersede such statements in this Quarterly Report on Form 10-Q.

PEPTIDE TECHNOLOGIES, INC.

INDEX TO FORM 10-Q FILING

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBERJUNE 30, 20192020 AND 20182019

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 and 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 Annual Report on Form 10-K for the year ended March 31, 2019.2020. 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 six months ended SeptemberJune 30, 20192020 are not necessarily indicative of the results that can be expected for the year ending March 31, 2020.2021.

1

PEPTIDE TECHNOLOGIES, INC.

BALANCE SHEETS

(UNAUDITED)

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

2

 PEPTIDE TECHNOLOGIES, INC.

STATEMENTS OF OPERATIONS

(UNAUDITED)

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

3

PEPTIDE TECHNOLOGIES, INC.

STATEMENTS OF CASH FLOWS

(UNAUDITED)

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

4

 PEPTIDE TECHNOLOGIES, INC.

STATEMENTS OF STOCKHOLDERS’ DEFICIT FOR

THE SIXTHREE MONTHS ENDED SEPTEMBERJUNE 30, 20192020 AND 2018JUNE 30, 2019

(UNAUDITED)

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

5

PEPTIDE TECHNOLOGIES, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2019 AND 2018
(Unaudited)(UNAUDITED) 

NOTE 1 – NATURE OF OPERATIONS

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

The Company’s business is to develop and market proprietary skincare products which will be sold online. The majority of manufacturing, distribution, marketing, and sales operations will be outsourced,outsourced; however, strategic planning and development will be performed internally by the Company.

Risks and Uncertainties

We expected to launch our marketing campaign in the second quarter of the fiscal year ending March 31, 2021.  Due to the COVID-19 pandemic, our sales launch has been delayed.  We expect to launch by September 2020.

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

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 six months ended SeptemberJune 30, 20192020 are not necessarily indicative of the results that may be expected for the year ending March 31, 2020.2021. 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, 20192020 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, 20192020 included within the Company’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission.

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 incurred losses from operations and had an accumulated deficit of $1,324,501$1,395,167 as of SeptemberJune 30, 2019.2020. The Company also has excess liabilities over assets of $420,425.$491,091. These factors raise doubt about the Company’s ability to continue as a going concern.

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. 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.

6

NOTE 4 –SIGNIFICANT ACCOUNTING POLICIES

Revenue Recognition

We offer skincare products through our online store. Revenues are recognized gross when control of our goods are transferred to the customer, which generally occurs upon delivery to the customer. At the time an order is accepted, prices are fixed and determinable and are not subject to adjustment. We do not offer refunds, returns or exchanges. All sales are final. We reserve the right to refuse all returns, reshipments and refunds. The Company defers revenue where the earnings process is not yet complete.

Revenue will be recognized6

Inventories

Inventory of retail merchandise is valued at the lower of cost and net realizable value with a cost being determined on a gross basis upon shipment or upon receiptfirst-in, first out method.  Costs includes all costs of products bymanufacturing the customer, depending onproduct, packaging, cost of conversion and other costs incurred in bringing the agreed-upon terms, provided that: there are no uncertainties regarding customer acceptance; persuasive evidence of an agreement exists documenting the specific terms of the transaction; the sales price is fixed or determinable;inventory to its present condition and collectability is reasonably assured. Management will assess the business environment, the customer’s financial condition, historical collection experience, accounts receivable aging, and customer disputes to determine whether collectability is reasonably assured. If collectability is not considered reasonably assured at the time of sale, the Company does not recognize revenue until collection occurs. The Company plans to begin recognizing revenue by the third quarter of this fiscal year.

location.

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 six months ended SeptemberJune 30, 2020 and 2019 was $1,829 and September 30, 2018 was $1,344 and $2,674 and $1,344 and $2,674,$1,429, respectively.

Recent Accounting Pronouncements

The Financial Accounting Standards Board issued 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 PARTY TRANSACTIONS

Related Party Advances

The Company’s former Chief Financial Officer (“CFO”) had advanced $2 and $479 to the Company monies for operating expenses; no significant amounts were advanced during the six months ended September 30, 2019 and 2018, respectively, to pay for operating expenses. The advances are due on demand.periods presented.  The related party advances totaled $130,992 and $130,990 as of SeptemberJune 30, 20192020 and March 31, 2019, respectively.2020, and the advances are due on demand.  The related party advances began to accrue interest at ten (10) percent per annum on July 1, 2019, payable on demand.2019.  Repayment is due no later than June 30, 2021.  Interest expense was $3,302$3,266 and $0 during the six monthsthree-month periods ended SeptemberJune 30, 2020 and 2019, which is included in other accrued liabilities at September 30, 2019.respectively.

NOTE 6 – NOTES PAYABLE

Note Payable to Shareholder

During the year ended March 31, 2019, Black Star Holdings Ltd. (“Black Star”), a shareholder of the Company, was issued a promissory note in the principal amount of $70,000.  The note is unsecured and bears interest at 10ten (10) percent, per annum.  Repayment of this note is due no later than February 19, 2021.

During the year ended March 31, 2020, Black Star was issued additional promissory notes.  On April 15, 2019, Black Star Holdings Ltd., was issued an additionala promissory note in the principal amount of $67,256$67,257 ($90,000 Canadian Funds), payable in Canadian dollars.  This.  The note is unsecured and bears interest at ten (10) percent, per annum.  Repayment of the note is due no later than April 15, 2021.  InterestOn October 11, 2019, Black Star was issued a promissory note in the principal amount of $10,000.  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than October 30, 2021.  On October 21, 2019, Black Star was issued a promissory note in the principal amount of $30,000.  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than October 21, 2021.  On October 25, 2019, Black Star was issued a promissory note in the principal amount of $24,500.  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than October 25, 2021.  On December 5, 2019, Black Star was issued a promissory note in the principal amount of $3,792($5,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than December 5, 2021.  On January 20, 2020, Black Star was issued a promissory note in the principal amount of $7,565 ($10,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than January 20, 2022.  On January 31, 2020, Black Star was issued a promissory note in the principal amount of $52,886 ($70,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than January 31, 2022.  On February 14, 2020, Black Star was issued a promissory note in the principal amount of $18,000.  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than February 14, 2022.

7

During the three-month period ended June 30, 2020, Black Star was issued an additional promissory note on May 20, 2020 in the principal amount of $7,173 ($10,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than May 20, 2022.

Aggregate interest expense was $6,587$6,058 and $3,127 during the sixthree months ended SeptemberJune 30, 2020 and, 2019, which is included in other accrued liabilities at SeptemberJune 30, 2019.2020 and March 31, 2020, respectively.

NOTE 76 – 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.

7

NOTE 87 – SUBSEQUENT EVENTS

In October 2019,Subsequent to the three-month period ended June 30, 2020, Black Star Holdings Ltd., a shareholder of the Company,was issued additional promissory notes.  On July 2, 2020, Black Star was issued an additional promissory note in the principal amount of $10,000.$737 ($1,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than October 30, 2021.

In October 2019,July 2, 2022.  On July 8, 2020, Black Star Holdings Ltd., a shareholder of the Company, was issued an additional promissory note in the principal amount of $30,000.$741 ($1,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than October 30, 2021.July 8, 2022.  On August 4, 2020, Black Star was issued an additional promissory note in the principal amount of $4,515 ($6,000 Canadian Funds).  This note is unsecured and bears interest at ten (10) percent per annum.  Repayment of this note is due no later than August 4, 2022.

8

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 Peptide Technologies, 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.

Business of Issuer

The business of Peptide Technologies, Inc., (the “Company” or “Peptide”), is to develop and market skincare products. The Company does business as Eternelle Skincare Products. Peptides, and the use of collagen, are the latest innovation in skincare as science has proven that the use of both peptides and collagen can help manage wrinkles in skin and reverse the signs of aging. Using proprietary peptide/collagen blends, the Company is developing a number of skincare products that demonstrate strong efficacy in providing youthful, healthy skin and significant anti-aging benefits to both women and men.

Our skincare products will address various skincare needs. These products include moisturizers and serums for the face and around the eyes.

89

Our Company has developed its proprietary skincare formulations, and we will use internationally recognized experts in the manufacturing of specialized, professional quality products that meet the demands of day and resort spa, medical spa, and eco spa markets.

Our Company has developed its proprietary skincare formulations, and we will useare 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 spa 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 have built a state-of-the-art online store/website that integrates Amazon, Shopify, PayPal and Apple Pay platforms, 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 channels 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 engagehas engaged 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 the Company 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 the Company’s key strengths over smaller competitors in the space. In addition, the Company will createis creating a brand that allows visibility and awareness to be molded organically, thereby increasing the brand’s value quickly.

9

This includes, but is not limited 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 channels such as our e-commerce sites, determining which marketing initiatives to pursue, and selecting strategic partners and suppliers to advance our business plan.

We expect to launchlaunched our products and beginbegan recognizing revenue by the third quarter of our fiscal year in time for the shopping holiday season (ie. October 2019).December 2019.  Our first order from our manufacturer was placed July 19, 2019 will beand was received at the distribution center during the last week of October 2019.  AThe second order will be completedfrom our manufacturer was placed August 2, 2019 and is to bewas received at the distribution center by mid November 2019.  (See Current Assets:  Prepaid Inventories)January 15, 2020.

10

Financial Results and Trends

Results of Operations for the SixThree Months Ended SeptemberJune 30, 20192020 and 20182019

At present, the Company has no revenue.$77. and $0 revenue during the three months ended June 30, 2020 and June 30, 2019 respectively.  Net loss increaseddecreased from $23,382$32,270 for the sixthree months ended SeptemberJune 30, 20182019 to $50,740$9,817 for the sixthree months ended SeptemberJune 30, 20192020 due to higher generallower marketing and administrative expenses,accounting fees offset by lesser increase in interest expense as well as storage and increased sales and marketing expense.distribution costs.

Liquidity and Capital Resources

The Company requires significant cash to launch its business and reduce its payables. 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.

Cash Flow

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

Operating Activities

Cash used in operating activities was $154,751$9,125 and $1,124$17,706 for the sixthree months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The increasedecrease in cash used in operating activities was primarily due to increasea decrease in net loss andas well as a decrease in prepaid expenses that were received and used for marketing purposes offset withby a lesser increase in accounts payables and accrued liabilities.

foreign currency adjustments.

Investing Activities

Cash used in investing activities was $0 for the sixthree months ended SeptemberJune 30, 20192020 and 2018, respectively.2019.

Financing Activities

Cash provided by financing activities was $67,258$6,981 and $479$67,258 for the sixthree months ended SeptemberJune 30, 20192020 and 2018,2019, respectively. The increasedecrease in cash provided by financing activities was primarily due to a reduction in notes payable.

10

payables issued to a shareholder.

Off-Balance Sheet Arrangements

None.

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 website http://www.sec.gov.

11

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 Annual Report on Form 10-K.

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 June 30, 2020, 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 SeptemberJune 30, 2019.2020.

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.

1112

Internal controls for Peptide Technologies Inc. were presented and accepted by the Board as of February 23, 2019. In connection with the preparation of this AnnualQuarterly Report on Form 10-K10-Q for the yearquarter ended March 31, 2019,June 30, 2020, our Chief Executive Officer and Chief Financial Officer have not yet concluded that our internal controls and procedures over financial reporting were effective as of SeptemberJune 30, 2019.2020.

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:

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.

1213

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

As of SeptemberJune 30, 2019,2020, the Company is not involved in any material litigation.

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

During the three months ended SeptemberJune 30, 2019,2020, Peptide 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

There is no information with respect to which information is not otherwise called for by this form.

ITEM 6. EXHIBITS

Exhibits

1314

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.