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 December 31, 2020
[ ] 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)
Nevada | 32-0535345 | |
(State or other jurisdiction of | (IRS Employer | |
incorporation or organization) | Identification No.) |
5348 Vegas Drive #177
Las Vegas, NV 89108
(Address of principal executive offices)
(702) 805-7525
Registrant’s telephone number, including area code
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 ] 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.
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 [ ] 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.
Class |
| Outstanding at February 11, 2021 |
Common stock, $0.001 par value |
| 127,112,660 |
“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.
PEPTIDE TECHNOLOGIES, INC.
INDEX TO FORM 10-Q FILING
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020 AND 2019
TABLE OF CONTENTS
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
PEPTIDE TECHNOLOGIES, INC.
BALANCE SHEETS
(UNAUDITED)
| December 31, 2020 | March 31, 2020 | |||||
| ASSETS | ||||||
| Current Assets | ||||||
| Cash and equivalents | $ | 1,721 | $ | 5,460 | ||
| Inventories | 247,930 | 246,691 | ||||
| Total Current Assets | 249,651 | 252,151 | ||||
| Website, net of accumulated amortization of $18,646 and $14,984 at December 31, 2020 and March 31, 2020, respectively | 2,849 | 7,016 | ||||
| Total Assets | $ | 252,500 | $ | 259,167 | ||
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||
| Current Liabilities | ||||||
| Accounts payable | $ | 58,518 | $ | 51,098 | ||
| Related party advances | 130,992 | 130,992 | ||||
| Accrued compensation | 221,192 | 221,192 | ||||
| Other accrued liabilities | 64,771 | 45,436 | ||||
| Current portion of notes payable to shareholder | 209,127 | 70,000 | ||||
| Total Current Liabilities | 684,600 | 518,718 | ||||
| Notes Payable to Shareholder, net of current portion | 118,446 | 221,723 | ||||
| Total Liabilities | 803,046 | 740,441 | ||||
| Commitments and Contingencies (Note 6) | ||||||
| Stockholders’ Deficit | ||||||
| Common stock: $0.001 par value: 675,000,000 shares authorized: 127,112,660 issued and outstanding at December 31, 2020 and March 31, 2020 | 127,113 | 127,113 | ||||
| Additional paid-in capital | 776,963 | 776,963 | ||||
| Accumulated deficit | (1,454,622 | ) | (1,385,350 ) | |||
| Total Stockholders’ Deficit | (550,546 | ) | (481,274 ) | |||
| Total Liabilities and Stockholders’ Deficit | $ | 252,500 | $ | 259,167 |
The accompanying notes are an integral part of these unaudited financial statements.
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PEPTIDE TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
| Three Months Ended | Nine Months Ended | |||||||||||
| December 31, | December 31, | |||||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Sales | $ | 181 | $ | 1,671 | $ | 378 | $ | 1,671 | ||||
| Cost of Sales | 364 | 194 | 406 | 194 | ||||||||
| Gross Profit (Loss) | (183 | ) | 1,477 | (28 | ) | 1,477 | ||||||
| Operating Expenses | ||||||||||||
| General and administrative | 12,103 | 12,535 | 33,228 | 40,745 | ||||||||
| Sales and marketing | 1,966 | 1,570 | 3,056 | 16,103 | ||||||||
| Total Operating Expenses | 14,069 | 14,105 | 36,284 | 56,848 | ||||||||
| Operating Loss | (14,252 | ) | (12,628 | ) | (36,312 | ) | (55,371 | ) | ||||
| Other Income (Expense) | ||||||||||||
| Interest expense | (11,203 | ) | (8,028 | ) | (31,335 | ) | (17,917 | ) | ||||
| Foreign currency gain | (8,228 | ) | 102 | (1,624 | ) | 1,995 | ||||||
| Total Other Income (Expense) | (19,431 | ) | (7,926 | ) | (32,959 | ) | (15,922 | ) | ||||
| Net Loss | $ | (33,683 | ) | $ | (20,554 | ) | $ | (69,271 | ) | $ | (71,293 | ) |
| Basic and Diluted Loss per Common Share | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) |
| Weighted Average Number of Common Shares Outstanding | 127,112,660 | 127,112,660 | 127,112,660 | 127,112,660 | ||||||||
The accompanying notes are an integral part of these unaudited financial statements.
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PEPTIDE TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
| For the Nine Months Ended | ||||||
| December 31, | ||||||
| 2020 | 2019 | |||||
| Cash Flows from Operating Activities: | ||||||
| Net loss | $ | (69,272 | ) | $ | (71,293 | ) |
| Adjustments to reconcile net loss to cash flows used in operating activities: | ||||||
| Depreciation | 4,167 | 4,018 | ||||
| Foreign currency adjustments | 1,624 | — | ||||
| Changes in operating assets and liabilities: | ||||||
| Inventories | 406 | (124,226 | ) | |||
| Prepaid Inventories | (1,645 | ) | (114,325 | ) | ||
| Accounts payable and accrued liabilities | 27,168 | 84,866 | ||||
| Net cash used for operating activities | (37,552 | ) | (220,960 | ) | ||
| Cash Flows from Investing Activities: | ||||||
| Website development | — | — | ||||
| Net cash used for investing activities | — | — | ||||
| Cash Flows from Financing Activities: | ||||||
| Related party advances | — | 2 | ||||
| Proceeds from notes payable to shareholder | 33,813 | 135,549 | ||||
| Net cash provided by financing activities | 33,813 | 135,551 | ||||
| (Decrease) Increase in cash and equivalents | (3,739 | ) | (85,409 | ) | ||
| Cash and cash equivalents, beginning of period | 5,460 | 88,546 | ||||
| Cash and cash equivalents, end of period | $ | 1,721 | $ | 3,137 | ||
| Supplemental Cash Flow Information | ||||||
| Income Taxes | $ | — | $ | — | ||
| Interest | $ | — | $ | — | ||
The accompanying notes are an integral part of these unaudited financial statements.
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PEPTIDE TECHNOLOGIES, INC.
STATEMENTS OF STOCKHOLDERS’ DEFICIT FOR
THE NINE MONTHS ENDED DECEMBER 31, 2020 AND DECEMBER 31, 2019
(UNAUDITED)
| Common Stock | ||||||||||||||
| Shares | Amount | Additional Paid-in Capital | Accumulated Deficit | Stockholders’ Deficit | ||||||||||
| Balance at March 31, 2019 | 127,112,660 | $ | 127,113 | $ | 776,963 | $ | (1,273,761 | ) | $ | (369,685 | ) | |||
| Net loss | — | — | — | (50,739 | ) | (50,739 | ) | |||||||
| Balance at September 30, 2019 | 127,112,660 | $ | 127,113 | $ | 776,963 | $ | (1,324,500 | ) | $ | (420,424 | ) | |||
| Net loss | — | — | — | (20,554 | ) | (20,554 | ) | |||||||
| Balance at December 31, 2019 | 127,112,660 | $ | 127,113 | $ | 776,963 | $ | (1,345,054 | ) | $ | (440,978 | ) | |||
| Balance at March 31, 2020 | 127,112,660 | $ | 127,113 | $ | 776,963 | $ | (1,385,350 | ) | $ | (481,274 | ) | |||
| Net loss | — | — | — | (35,589 | ) | (35,589 | ) | |||||||
| Balance at September 30, 2020 | 127,112,660 | $ | 127,113 | $ | 776,963 | $ | (1,420,939 | ) | $ | (516,863 | ) | |||
| Net loss | — | — | — | (33,683 | ) | (33,683 | ) | |||||||
| Balance at December 31, 2020 | 127,112,660 | $ | 127,113 | $ | 776,963 | $ | (1,454,622 | ) | $ | (550,546 | ) | |||
The accompanying notes are an integral part of these unaudited financial statements.
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PEPTIDE TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS
(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 is sold online. The majority of manufacturing, distribution, marketing, and sales operations is outsourced; however, strategic planning and development is performed internally by management.
Risks and Uncertainties
We received our first inventory during the last week of October 2019. Our launch date at that time was set for December 2019, as we were in continuous negotiations and discussion with social media marketing groups and influencers We had commenced modest sales. We then expected to launch our marketing campaign during the first quarter of 2020. Due to the COCID-19 pandemic, our sales launch was delayed and our second launch slated for July 2020 was further delayed which continued for the remainder of 2020.
The Company has negotiated and entered into a verbal agreement with a social media marketing and influencer group which commenced February 2021. Their remuneration will be forty (40) percent of the completed sales. The terms of this verbal agreement will be reviewed and renegotiated at the end of July 2021.
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 nine months ended December 31, 2020 are not necessarily indicative of the results that may be expected for the year ending March 31, 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, 2020 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, 2020 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 as of December 31, 2020, it had excess liabilities over assets of $550,546. These factors raise substantial 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.
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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
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. The Company defers revenue where the earnings process is not yet complete.
Inventories
Inventory of retail merchandise is valued at the lower of cost and net realizable value with a cost being determined on a first-in, first out method. Costs includes all costs of manufacturing the product, packaging, cost of conversion and other costs incurred in bringing the inventory to its present condition and 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 nine months ended December 31, 2020 and 2019 was $504 and $4,167 and $1,848 and $5,163, 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 the Company monies for operating expenses; no significant amounts were advanced during the periods presented. The related party advances totaled $130,992 as of December 31, 2020 and March 31, 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. Repayment is due no later than June 30, 2021. Interest expense was $9,869 and $6,603 during the nine-month periods ended December 31, 2020 and 2019, respectively.
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 ten (10) percent, per annum. Repayment of this note is due no later than February 19, 2021.
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During the year ended March 31, 2020, Black Star was issued eight (8) additional promissory notes totaling $214,091. The notes are unsecured and bear interest at ten (10) percent per annum with principal and interest due twenty four (24) months after the date of issue.
During the six-month period ended September 30, 2020, Black Star was issued additional promissory notes totaling $20,076. These notes are unsecured and bear interest at ten (10) percent per annum with principal and interest due twenty four (24) months after the date if issue.
During the three-month period ended December 31, 2020, on October 23, 2020, Black Star Holdings was issued an additional promissory note in the principal amount of $10,245 ($13,500 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 23, 2022. On November 12, 2020, Black Star Holdings was issued an additional promissory note in the principal amount of $1,074. This note is unsecured and bears interest at ten (10) percent per annum. Repayment of this note is due no later than November 12, 2022. On November 16, 2020, Black Star Holdings was issued an additional promissory note in the principal amount of $765 ($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 November 16, 2022. On December 7, 2020, Black Star Holdings was issued an additional promissory note in the principal amount of $1,954 ($2,500 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 7, 2022. On December 22, 2020, Black Star Holdings was issued an additional promissory note in the principal amount of $1,551 ($2,000 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 22, 2022. On December 30, 2020, Black Star Holdings was issued an additional promissory note in the principal amount of $392 ($500 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 30, 2022.
Accrued interest was $21,466 and $11,314 as of December 31, 2020 and, 2019, respectively, which is included in other accrued liabilities.
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NOTE 6 – 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.
NOTE 7 – SUBSEQUENT EVENTS
Subsequent to the nine-month period ended December 31, 2020, On January 4, 2021, Black Star Holdings was issued an additional promissory note in the principal amount of $392 ($500.00 Canadian). This note is unsecured and bears interest at ten (10) percent per annum. Repayment of this note is due no later than January 4, 2024. On January 5, 2021, Black Star Holdings was issued an additional promissory note in the principal amount of $395 ($500 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 5, 2023. On January 11, 2021, Black Star Holdings was issued an additional promissory note in the principal amount of $784 ($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 January 11, 2023. On January 27, 2021, Black Star Holdings was issued an additional promissory note in the principal amount of $779 ($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 January 27, 2023. On January 29, 2021, Black Star Holdings was issued an additional promissory note in the principal amount of $4,696 ($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 January 29, 2023.
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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 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.
| 1. | Brightening Antioxidant Serum Pigment Correcting Formula – Is a formula for uneven skin tone that addresses regulating the production of melanin. This potent hydroquinone-free formula prevents and corrects skin discoloration caused by UV damage and daily environmental stressors, post-inflammatory hyper-pigmentation and melasma. Uniquely created with a blend of potent skin lighteners and brighteners including Arbutin, Licorice, Azelaic Acid, and multiple forms of Vitamin C to inhibit and regulate melanin formation to normalize and correct pigment production while evening out skin tone and encouraging collagen synthesis. |
| 2. | Volumizing Antioxidant Serum Vitamin C+ Collagen Booster -An intensive Vitamin C antioxidant hydra-serum created to resist and restore damage from aging, sun, stress and environmental exposure. It neutralizes free radicals in the skin and prevents the breakdown of collagen. It provides the highest clinically-tested percentage of stable Vitamin C, Ferulic Acid, Emblica, Vitamin E and Vitamin B5 to deliver the ultimate in skin hydration and volume while providing unmatched antioxidant support. This skin booster firms and smoothes while stimulating collagen production resulting in beautiful youthful skin. |
| 3. | Antioxidant Moisturizing Creme Daily Collagen Renewal – A lightweight fast absorbing moisturizer for all skin types that targets visible signs of aging that has been formulated with synergistic ingredients to nourish, protect and deeply hydrate the skin while improving the appearance of skin tone, texture and elasticity. This paraben-free formula improves suppleness, enhances firmness and addresses loss of elasticity. It contains the essential antioxidants Emblica, Vitamin E and Ergothioneine to give daily protection from UV radiation while helping to repair free radical damage and collagen breakdown in the skin to deliver dramatic and immediate results. |
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| 4. | Peptide Eye Restore Serum Micro Circulation Booster - The first step in a targeted light-weight eye treatment that hydrates and soothes the delicate eye area for diminishing the look of dark circles, puffiness, fatigue and fine lines and contains proven multi-functioning peptides to effectively treat these symptoms. |
| 5. | Peptide Eye Repair Complex Cellular Collagen Youth Serum - The second step in a highly concentrated peptide-based eye complex that effectively combats the signs & symptoms of chronological aging while deeply hydrating and nourishing the delicate eye area. Our proprietary combination of peptides effectively works to repair cellular communication and boost the synthesis of Collagen I, III, & IV for a visible reduction in the appearance of fine lines and wrinkles around crow’s feet. |
Our Company has developed its proprietary skincare formulations, and we are 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 has 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 is creating a brand that allows visibility and awareness to be molded organically, thereby increasing the brand’s value quickly.
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 began recognizing revenue December 2019. Our first order from our manufacturer was placed July 19, 2019 and was received at the distribution center during the last week of October 2019 (shelf life on this order is last week of September 2021). The second order from our manufacturer was placed August 2, 2019 and was received January 15, 2020 (shelf of this order is last week of December 2021). The Company has not made any provision for write downs as they are deemed unnecessary at this time. Any items not sold within twenty-three months after being manufactured will be disposed.
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The company has negotiated and entered into a verbal agreement with a social media marketing group which will commence February 2021.
Financial Results and Trends
Results of Operations for the Nine Months Ended December 31, 2020 and 2019
At present, the Company has $378 and $1,671 revenue during the nine months ended December 31, 2020 and December 31, 2019 respectively. Net loss decreased from $71,293 for the nine months ended December 31, 2019 to $69,271 for the nine months ended December 31, 2020 due to lower marketing, accounting fees and legal fees offset by lesser increase in interest expense as well as storage and 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 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.
The company has negotiated and entered into a verbal agreement with a social media marketing and influencer group. Their remuneration will be 40% of completed sales.
Cash Flow
The following table summarizes, for the periods indicated, selected items in our condensed Statements of Cash Flows:
| Nine Months Ended | ||||||
| December 31, | ||||||
| 2020 | 2019 | |||||
| Net cash (used in) provided by: | ||||||
| Operating activities | $ | (37,552 | ) | $ | (220,960 | ) |
| Investing activities | $ | — | $ | — | ||
| Financing activities | $ | 33,813 | $ | 135,551 | ||
Operating Activities
Cash used in operating activities was $37,552 and $220,960 for the nine months ended December 31, 2020 and 2019, respectively. The decrease in cash used in operating activities was primarily due to a decrease in net loss as well as a decrease in inventory offset by a lesser decrease in accounts payables.
Investing Activities
Cash used in investing activities was $0 for the nine months ended December 31, 2020 and 2019.
Financing Activities
Cash provided by financing activities was $33,813 and $135,551 for the nine months ended December 31, 2020 and 2019, respectively. The decrease in cash provided by financing activities was primarily due to a reduction in notes payables issued to a shareholder.
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 website http://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 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 December 31, 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 December 31, 2020.
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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.
In connection with the preparation of this Quarterly Report on Form 10-Q for the quarter ended December 31, 2020, our Chief Executive Officer and Chief Financial Officer have concluded that our internal controls and procedures over financial reporting were effective as of December 31, 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:
| ● | Judgments in decision-making can be faulty, and control and process breakdowns can occur because of simple errors or mistakes; | |
| ● | Controls can be circumvented by individuals, acting alone or in collusion with others, or by management override; | |
| ● | The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; | |
| ● | Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with associated policies or procedures; and | |
| ● | The design of a control system must reflect the fact that resources are constrained, and the benefits of controls must be considered relative to their costs. |
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, 2020, 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, 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
3.0 | Articles of Incorporation. Incorporated by reference to the Registrant’s Form 10-12G filed on July 28, 2017. |
3.1 | Amended Articles of Incorporation. Incorporated by reference to the Registrant’s Form 10-12G filed on July 28, 2017. |
3.2 | Amended Articles of Incorporation. Incorporated by reference to the Registrant’s Form 10-12G filed on July 28, 2017. |
3.3 | Corporate Bylaws. Incorporated by reference to the Registrant’s Form 10-12G filed on July 28, 2017. |
10.1 | Advance from Baxter Koehn to Peptide Technologies, Inc. Incorporated by reference to the Registrant’s Form 10-12G filed on July 28, 2017. |
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act | |
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act | |
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act | |
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act |
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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.
| Registrant | Peptide Technologies, Inc. | |
| Date: February 11, 2021 | By: | /s/ Bruce Sellars |
| Bruce Sellars | ||
| Chief Executive Officer | ||
