PART II 2 gpl_1k2020a2.htm FORM 1-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 1-K

 

ANNUAL REPORT

PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933

 

For the fiscal year ended August 31, 2020

 

Global Pharma Labs, Inc.

(Exact name of registrant as specified in its charter)

 

Commission File Number: 24R-00072

 

Delaware   81-4041872
     
(State or other jurisdiction of incorporation or
organization)
  (I.R.S. Employer Identification No.)
     

433 Estudillo Ave., Suite 206

San Leandro, CA

 

 

94577

     
(Address of principal executive offices)   (Zip Code)

 

  925-876-8832  
     
  Registrant’s telephone number, including area code  

 

Common Stock, par value $0.0001
 
(Title of each class of securities issued pursuant to Regulation A)

 


TABLE OF CONTENTS

 

Page(s)
   
DESCRIPTION OF BUSINESS 1
   
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 3
   
DIRECTORS, EXECUTIVE OFFICERS, AND SIGNIFICANT EMPLOYEES 4
   
SECURITY OWNERSHIP OF MANAGEMENT AND CERTAIN SECURITYHOLDERS 5
   
INTEREST OF MANAGEMENT AND OTHERS IN CERTAIN TRANSACTIONS 5
   
OTHER INFORMATION 5
   
FINANCIAL STATEMENTS F1-F11
   
INDEX TO EXHIBITS 6
   
SIGNATURES 6

 

In this Annual Report, references to “Global Pharma Labs, Inc.”, “Global Pharma”, “we,” “us,” “our,” or the “company” mean Global Pharma Labs, Inc.

 

THIS ANNUAL REPORT MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY’S MANAGEMENT. WHEN USED IN THE OFFERING MATERIALS, THE WORDS “ESTIMATE,” “PROJECT,” “BELIEVE,” “ANTICIPATE,” “INTEND,” “EXPECT” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. THESE STATEMENTS REFLECT MANAGEMENT’S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE.


Table of Contents

 

Item 1. Description of Business

 

Corporate History

 

Global Pharma Labs, Inc., a Delaware corporation (“the Company”) was incorporated under the laws of the State of Delaware on August 23, 2016.

 

On August 31, 2016 Sylvester L. Crawford was appointed as Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, Treasurer, and Director.

 

On August 31, 2016 Kuo Liang Yang was appointed as Chief Medical Officer and Director.

  

On August 31, 2016 Ernest L. Bonner Jr. was appointed as Chief Communications Officer and Director. 

  

On August 31, 2016 BGT Irrevocable Trust was issued 11,000,000 shares of restricted common stock, LCMR Irrevocable Trust was issued 17,000,000 shares of restricted common stock, Kuo Liang Yang was issued 17,000,000 shares of restricted common stock, and DBT Irrevocable Trust was issued 5,500,000 shares of restricted common stock. The aforementioned shares of common stock were issued at par value (.0001) for services rendered to the Company, in particular for developing the Company’s business plan. No monies were paid for the shares.

 

On November 7, 2016 Ernest L. Bonner Jr. resigned from his position as Chief Communications Officer and Director. His resignation was not the result of any disagreement with the Company. He continues to act as a scientific advisor to the Company. 

 

During the fiscal year ended August 31, 2017, the Company issued 19,750 shares of common stock to 37 shareholders for $19,750 in cash.

 

Pursuant to the Company's active consulting agreement with V Financial Group, LLC, the Company issued 50,000 shares of its common stock to V Financial Group, LLC at a par value of $.0001 for successful qualification of the Company’s Form 1-A.

 

Pursuant to the aforementioned agreement with V Financial Group, LLC, the Company will issue an additional 50,000 shares of its common stock to V Financial Group, LLC upon the successful release of a ticker symbol by FINRA to the Company.

 

During the fiscal year ended August 31, 2018, the Company issued 22,148 shares of common stock and recorded a stock payable of $12,500, related to 19 shareholders for $34,650 in cash. Payment for the stock payable of $12,500 was received during the fiscal year ended August 31, 2019.

 

Business Information

 

Global Pharma Lab’s goal is to substantiate the efficacy and safety of the world’s first patented disease-modifying therapy to treat arthritic disease in humans. This treatment is based on a series of issued patents for a triple combination of already FDA approved antimicrobial drugs that are all generically available today. This Global Pharma Labs product (“OA-sys”) will provide patients fast acting disease modifying therapy leading to long term pain relief. 

 

Product Information

 

We believe that Osteoarthritis is one of the most common diseases in the geriatric population, affecting as much as 80% of the population over 65 years of age, and is a leading cause of permanent disability, incapacity and pain. In addition to its disease-modifying benefits, there is significant opportunity for OA-sys, with its long-established safety profile, to fill the void in the OA marketplace created by the withdrawal of Vioxx and Bextra; the black box warning for Celebrex; and the cardiovascular, neurological and gastrointestinal risks associated with other NSAIDs (Nonsteroidal anti-inflammatory drugs like Motrin, Aleve, etc.).

 

The long history of the three separately approved drugs that make up OA-sys minimizes the risks associated with product development. In addition, the safety profiles are well documented. These factors will help to facilitate a rapid path to completion of clinical trials.

 

OA-sys is the only disease-modifying medication therapy that reduces or alleviates the need for pain therapy in OA patients. Competitive products are marketed for transient pain relief only and many of those products used to treat arthritic pain are contraindicated in OA patients. Vioxx and Bextra have been withdrawn from the market. Ibuprofen, Naproxen and Celebrex are often contraindicated in the elderly due to the potential for cardiovascular and stroke events. Comparatively, risks of OA-sys are significantly reduced because the long-term safety profiles of the three drugs are well known. Annual revenues of OA-sys are projected to range from $51 million to over $223 million in the first five years.

 

Two clinical pilot studies have already been completed wherein OA-sys was administered orally twice daily for eight weeks to OA patients. The combination product was successful in substantially reducing joint pain, tenderness, and stiffness while decreasing fatigue and increasing both energy and function. The results indicate the product is capable of eliminating OA symptomatology in around 50% of the patients treated and markedly diminishing the OA symptomatology in the other 50% of patients so treated. The result of these clinical pilot studies confirmed a concomitant elimination or decrease in the need for analgesic medications and negligible side effects. These results form the basis for the further clinical development of OA-sys.

 

Plan of Action

 

At Global Pharma Labs we have identified several key steps which will be intrinsic to building our Company and conducting business operations. Initially we will establish a strong presence among many marketing and sales channels including print, television, and online distribution networks in partnership with pharmaceutical companies that produce the Company’s OA-sys product. The exact media, both online and offline, and distribution networks with whom we will forge these relationships with have not been determined as of this point in time.

 

Additionally, we will begin efforts to establish a significant referral network among physicians and other healthcare providers that treat osteoarthritis illness. If we can establish a referral network among these industry professionals we believe that we will be able to reach an even greater range of clients. When patients speak with these healthcare providers about their osteoarthritis it is our goal to ensure that our OA-sys product is their principal recommendation. These endeavors will be an ongoing process, therefore at this point in time we do not have a significant referral network in place, nor do we have specific names of healthcare providers with whom we will seek to forge these relationships.

 

At this point in time the Company does not intend to actively manufacture the products for its OA-sys product line. We intend to work with third party FDA and/or FDA equivalent licensed pharmaceutical companies and manufacturers that will manufacture the Company’s products pursuant to a contractual relationship with the Company. The Company will receive fees equal to the difference between the contracted manufacturing price of the product and the wholesale price.

 

Marketing Plan

 

While there are several methods through which Global Pharma Labs will market our business we will primarily utilize the services of an independent team of agents that will work closely with physicians, other health care providers, and pharmaceutical manufacturing companies in order to showcase the OA-sys product lines to physicians and other health to these companies. Ideally, if these efforts are successful, these companies will license the Global Pharma Labs’ patents (for manufacturing and distribution purposes). We have tentative plans to compensate these agents with a fee equal to 5% of the value of the net revenues they generate.

 

Additionally, and prior to the onset of revenue generating operations, management (through in-house sales agents) will frequently host conventions that showcase the Company’s OA-sys product lines to physicians and other health care providers. These conventions will showcase the FDA and FDA equivalent approval, studies, and uses for the Company’s OA-sys treatment program. These conventions will be held on a yearly basis in order to further increase the visibility of the Company’s product line(s) and how they can be used in the treatment of various diseases including chronic osteoarthritis treatment.

 

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Competition

The primary competitive advantage that the Company will have for its OA-sys product line is that the business will have complete intellectual property protection for its product lines. However, once this product line reaches the market other pharmaceutical companies can potentially develop chemical formulations that operate among similar lines.

 

One of the competitive threats related to operating a pharmaceutical development company is that from time to time companies that operate on an international scale may develop similar products that can be sold in international markets. However, the threshold for developing a patent that is considered dissimilar from another drug patent is extremely high. As such, when Global Pharma Labs finalizes its approval process we believe the business will be in an excellent position to profit from its discoveries through the life of the patents.

 

Future Plans

In order to implement our plan of operations for the next twelve-month period, we require a minimum of $15,000. Our director, Sylvester Crawford has informally agreed to provide paid in capital or loans to fund our operations. There is no written agreement between Mr. Crawford and the Company relating to funding our operations. We require at least $1,000,000 to further develop our OA-sys, achieve FDA approval, and launch OA-sys into the market place. However, we do not have the funding at this time to carry out any of these goals. Furthermore, we do not have adequate funding to conduct research and development regarding potential new uses for the Company’s patented technology in regards to treatments for osteoarthritis and related disorders.

 

Employees 

As of August 31, 2020, we have one scientific advisor who is considered an employee.

 

Currently, our employee has the flexibility to work with no minimum set hours per week, but informally has agreed to devote more time if necessary. Our Officers and Directors may be considered employees of the Company but they are not compensated for their services at this time.

 

We do not presently have pension, health, annuity, insurance, stock options, profit sharing, or similar benefit plans; however, we may adopt plans in the future. There are presently no personal benefits available to our officer and director.

 

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Operating Results

 

Our net loss for the year ended August 31, 2020 was $22,215 compared to $27,010 for the year ended August 31, 2019. The net loss is attributed to general and administrative expenses and the decrease is directly related to a decrease in professional fees.

 

Plan of Operations

 

On November 22, 2016, we entered into a license agreement with our Chief Executive Officer Sylvester L. Crawford in which we were granted an exclusive license to develop, manufacture, and commercialize Mr. Crawford’s patents and applications related to the development of “OA-sys,” a product candidate for osteoarthritis that is currently in the early stage of development.

 

Currently, OA-sys is in the preclinical stage of development and is not FDA approved at this time.

 

In order to implement our plan of operations for the next twelve-month period, we require a minimum of $500,000 of funding. We plan to obtain this funding from equity based lenders. At this time we intend to allocate these funds we seek to raise towards further developing OA-sys, achieving FDA approval, and getting OA-sys to market.

 

Liquidity and Capital Resources

 

As of August 31, 2020, the company held $932 in cash. Our capital needs have primarily been met by our Chief Executive Officer, Sylvester L. Crawford. We will have additional capital requirements during 2021. We cannot assure that we will have sufficient capital to finance our growth and business operations or that such capital will be available on terms that are favorable to us or at all. We are currently incurring operating deficits that are expected to continue for the foreseeable future. Should our officers and or directors be unwilling to provide us funds we may have to seek other sources of financing, scale back operations, liquidate our assets, and or even cease operations entirely.

 

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Item 3. Directors, Executive Officers, and Significant Employees

 

Biographical information regarding the officers and Directors of the Company, who will continue to serve as officers and Directors of the Company are provided below:

 

NAME   AGE     POSITION
Sylvester L. Crawford     82       Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, Treasurer, Director
Kuo Liang Yang     73       Chief Medical Officer, Director

 

Sylvester L. Crawford - Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, Treasurer, Director

 

Mr. Crawford graduated from Los Medanos Jr. College in 1972 with an Associate of Arts Degree. In 1983 he received his CCIM Designation (Certified Commercial Investment Member) for commercial real estate. In 1983 he founded and became President of Capital Investment Development Corporation, a company which developed and managed residential care facilities, until the Company’s dissolution in 1990. In 1997 Mr. Crawford founded, and became President of, Freshstart Mortgage, Inc., a company which originated loans for multiunit apartment dwellings, until 2007. In 2014 Mr. Crawford founded, and became President of, Medical Services, Inc., a company which provides office space, equipment and staff for Medical Doctors. Mr. Crawford continues to hold his position at Medical Services, Inc. to this day.

 

Mr. Crawford is prepared to devote 100% of his time to the operations of Global Pharma Labs, Inc., with his current duties at Medical Services, Inc. being taken over by a manager. Mr. Crawford’s experience leading Companies within the healthcare industry has led the board of directors to appoint him to the positions of President, Secretary, Treasurer, Chief Executive Officer, Chief Financial Officer, and Chief Accounting Officer.

 

Kuo Liang Yang - Chief Medical Officer, Director

 

Mr. Yang graduated from Fu Jen Catholic University with a Bachelor’s of Science in Biology in 1970 and he graduated from the University of Utah School of Pharmacy in 1976. From 1987 to 2010 Mr. Yang owned and operated Fruitvale Medical Center Pharmacy. Mr. Yang worked part-time as a staff pharmacist at Kaiser Hospital from 2006 until September, 2016.

 

Mr. Yang’s pharmaceutical experience has led the board of directors to appoint him to the position of Chief Medical Officer.

 

Summary Compensation Table:

 

 

Name and principal position

(a)

As August 31, 2020

(b)

 

Salary ($)

(c)

   

Bonus ($)

(d)

 

Stock Awards ($)

(e)

   

Option Awards ($)

(f)

   

Non-Equity Incentive Plan Compensation ($)

(g)

   

Nonqualified Deferred Compensation Earnings ($)

(h)

   

All Other Compensation ($)

(i)

 

Total ($)

(j)

 
BGT Irrevocable Trust (1) -     - -   -     -     -     -   $ 0  
                                                               
LCMR Irrevocable Trust (1) -     - -   -     -     -     -   $ 0  
                                                               
Kuo Liang Yang, Chief Medical Officer, Director (1) -     - -   -     -     -     -   $ 0  
                                                               
DBT Irrevocable Trust (1) -     - -   -     -     -     -   $ 0  

 

 

 

1) Global Pharma Labs, Inc., a Delaware corporation ("the Company") was incorporated under the laws of the State of Delaware on August 23, 2016. The fiscal year end of the Company is August 31st.

Summary Compensation Table:

 

Name and principal position

(a)

As August 31, 2019

(b)

 

Salary ($)

(c)

   

Bonus ($)

(d)

 

Stock Awards ($)

(e)

   

Option Awards ($)

(f)

   

Non-Equity Incentive Plan Compensation ($)

(g)

   

Nonqualified Deferred Compensation Earnings ($)

(h)

   

All Other Compensation ($)

(i)

 

Total ($)

(j)

 
BGT Irrevocable Trust (1) -     - 0   -     -     -     -   $ 0  
                                                               
LCMR Irrevocable Trust (1) -     - 0   -     -     -     -   $ 0  
                                                               
Kuo Liang Yang, Chief Medical Officer, Director (1) -     - 0   -     -     -     -   $ 0  
                                                               
DBT Irrevocable Trust (1) -     - 0   -     -     -     -   $ 0  

 

  

 

1) Global Pharma Labs, Inc., a Delaware corporation ("the Company") was incorporated under the laws of the State of Delaware on August 23, 2016. The fiscal year end of the Company is August 31st.

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Item 4. Security Ownership of Management and Certain Security Holders

 

As of August 31, 2020 the Company had 50,603,900 shares of common stock and no shares of preferred stock issued and outstanding. The below table is as of August 31, 2020.

 

*Below percentages are rounded to the nearest hundredths place. 

 

Name and Address of Beneficial Owner Shares of Common Stock Beneficially Owned Common Stock Voting Percentage Beneficially Owned Voting Shares of Preferred Stock Preferred Stock Voting Percentage Beneficially Owned Total Voting Percentage Beneficially Owned
Executive Officers and Directors          
BGT Irrevocable Trust 11,000,000 21.74% - - 21.74%
LCMR Irrevocable Trust 17,000,000 33.59% - - 33.59%
Kuo Liang Yang 17,000,000 33.59% - - 33.59%
DBT Irrevocable Trust 5,500,000 10.87% - - 10.89%
5% Shareholders          
None - - - - -

 

* BGT Irrevocable Trust beneficiaries:

 

1. Rosalind Tate

2. Brandy Tate

3. Valerie Arroyo

4. Ernest L Bonner III

5. Kacey  Bonner

6. Jenaye Bonner

7. Garrett Bonner

8. Austen Bonner

9. Issue of Joseph Gaffney

10. Eric Miles

 

** LCMR Irrevocable Trust beneficiaries:

1. Sylvester L. Crawford

2. Maria Ramos

 

*** DBT Irrevocable Trust

 

1. Rosalind Tate

2. Helena Tillar

3. Ernest Bonner III

4. Medical Doctors Group, Inc.

 

Additional note:

 

- Sylvester L. Crawford is our Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, Treasurer, and Director.

- Ernest L. Bonner, Jr. is a scientific advisor to the Company. 

 

We have no outstanding warrants or options.

 

Item 5. Interest of Management and Others in Certain Transactions

 

On August 31, 2016 Sylvester L. Crawford was appointed as Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, Treasurer, and Director.

 

On August 31, 2016 Kuo Liang Yang was appointed as Chief Medical Officer and Director.

  

On August 31, 2016 Ernest L. Bonner Jr. was appointed as Chief Communications Officer and Director. 

  

On August 31, 2016 BGT Irrevocable Trust was issued 11,000,000 shares of restricted common stock, LCMR Irrevocable Trust was issued 17,000,000 shares of restricted common stock, Kuo Liang Yang was issued 17,000,000 shares of restricted common stock, and DBT Irrevocable Trust was issued 5,500,000 shares of restricted common stock. The aforementioned shares of common stock were issued at par value (.0001) for services rendered to the Company, in particular for developing the Company’s business plan. No monies were paid for the shares.

 

On November 7, 2016 Ernest L. Bonner Jr. resigned from his position as Chief Communications Officer and Director. His resignation was not the result of any disagreement with the Company. He continues to act as a scientific advisor to the Company. 

 

*At this time our office space is provided to us rent free by our CEO and Director Sylvester Crawford. Our office space is located at 433 Estudillo Ave., Suite 206 San Leandro, CA 94577. 

 

Item 6. Other Information

 

None.

 

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Item 7. Financial Statements

  

Index to Financial Statements

 

    Page(s)
     
Report of Independent Registered Public Accounting Firm M&K CPAS, PLLC   F2
     
Balance Sheets   F3
     
Statements of Operations   F4
     
 Statements of Changes in Shareholders’ Equity (Deficit)   F5
     
 Statements of Cash Flows   F6
     
Notes to Financial Statements   F7-F11

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and

Stockholders of Global Pharma Labs, Inc.

 

Opinion on the Financial Statements

 

We have audited the accompanying balance sheets of Global Pharma Labs, Inc. (the Company) as of August 31, 2020 and 2019, and the related statements of operations, stockholders’ equity (deficit), and cash flows for each of the years in the two-year period ended August 31, 2019, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of August 31, 2020 and 2019 and the results of its operations and its cash flows for each of the years in the two-year period ended August 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Going Concern

 

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company suffered losses from operations which raise substantial doubt about its ability to continue as a going concern. Managements plans regarding those matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

/s/ M&K CPAS, PLLC

 

We have served as the Company’s auditor since 2018.

 

Houston, TX

 

January 22, 2021

 

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Table of Contents

Global Pharma Labs, Inc.

Balance Sheets

(Audited) 

 

   
August 31, 2020
 
August 31, 2019
         
ASSETS            
 Cash   $ 932   $ 4,931
             
TOTAL ASSETS   $ 932   $ 4,931
             
LIABILITIES & STOCKHOLDERS’ EQUITY            
Current Liabilities            
             
          Accrued expenses   $ 15,383   $ 13,695
          Loan to company – related party     15,800     -
Total Current Liabilities     31,183     13,695
TOTAL LIABILITIES     31,183     13,695
             
Stockholders’ Equity            
Preferred stock ($.0001 par value, 20,000,000 shares authorized; none issued and outstanding as of August 31, 2020 and August 31, 2019)     -     -
             
Common stock ($.0001 par value, 100,000,000 shares authorized, 50,603,900 shares issued and outstanding as of August 31, 2020 and August 31, 2019)     5,060     5,060
Additional paid-in capital     164,983     164,255
Accumulated deficit     (200,294)     (178,079)
Total Stockholders’ Equity      (30,251)     (8,764)
             
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY   $ 932   $ 4,931

 

 

  

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

 

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Global Pharma Labs, Inc. 

Statements of Operations

 

 

     

 

 For the Year Ended

August 31,

2020

   

For the Year Ended

August 31,

2019

 Operating Expenses            
General and Administrative Expenses    

 

22,215

   

 

27,010

Total Operating Expenses     22,215     27,010
Net Loss   $

 

(22,215)

  $

 

(27,010)

 

Basic and Diluted Net Loss Per Common Share

  $

 

(0.00)

  $

                      

   (0.00)

 

Weighted average number of common shares outstanding- Basic and Diluted

  $

 

 

50,603,900

  $

                      

 

50,595,119

 

  

 

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

 

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Global Pharma Labs, Inc.
Statements of Changes in Stockholders’ Equity (Deficit)
 
For the Years Ended August 31, 2020 and 2019
 
      Common Stock       Par Value Common Stock       Additional Paid-in Capital       Stock Payable       Accumulated Deficit       Total  
                                                 
Balance as of August 31, 2018     50,591,400     $ 5,059     $ 149,256     $ 12,500     $ (151,069 )   $ 15,746  
Payment received for stock payable     12,500       1       12,499       (12,500)       -       -  
Contributed Capital     -       -       2,500       -       -       2,500  
Net loss for the period     -       -       -       -       (27,010)       (27,010)  
Balance as of August 31, 2019     50,603,900     $ 5,060     $ 164,255     $ -     $ (178,079 )     (8,764)  
Contributed Capital     -       -       728       -       -       728  
 Net loss     -       -       -       -       (22,215 )     (22,215 )
Balance as of August 31, 2020     50,603,900     $ 5,060     $ 164,983     $ -     $ (200,294 )   $ (30,251)  

 

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

 

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Global Pharma Labs, Inc.

Statements of Cash Flows

 

    For the Year
Ended August 31, 2019
 

For the Year

Ended August 31,
2019

CASH FLOWS FROM OPERATING ACTIVITIES            
Net loss   $ (22,215)   $ (27,010)
Adjustment to reconcile net loss to net cash provided by (used in) operating activities:            
Expenses contributed to capital     728     2,500
Changes in current assets and liabilities:            
    Accrued expenses     1,688                                595
Net cash used in operating activities     (19,799)     (23,915)
             
CASH FLOWS FROM FINANCING ACTIVITIES            
Loan to company – related party   $ 15,800   $ -
Net cash provided by financing activities   $ 15,800   $ -
             
Net increase(decrease) in cash and cash equivalents   $ (3,999)   $                      (23,915)
Cash and cash equivalents at beginning of year     4,931          28,846  
Cash and cash equivalents at end of year   $ 932   $                    4,931
Cash paid for:            
    Interest   $ -     $ -  
    Income taxes   $ -     $ -  

 

 

  

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

 

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Global Pharma Labs, Inc.

Notes to the Financial Statements for the years ended August 31, 2020 and 2019

Note 1 – Organization and Description of Business

 

Global Pharma Labs, Inc., a Delaware corporation (“the Company”) was incorporated under the laws of the State of Delaware on August 29, 2016 with the name Global Pharma Labs, Inc.

 

The Company has elected August 31st as its year end.

 

The Company is a biopharmaceutical company developing new medicine.

 

Note 2 – Summary of Significant Accounting Policies

 

Basis of Presentation

 

This summary of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents at August 31, 2020 and August 31, 2019 were $932 and $4,931, respectively.

 

Income Taxes

 

The Company accounts for income taxes under ASC 740, “Income Taxes.”  Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs.  A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized at August 31, 2020 and 2019.

 

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Basic Earnings (Loss) Per Share

 

The Company computes basic and diluted earnings (loss) per share in accordance with ASC Topic 260, Earnings per Share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company.

 

The Company does not have any potentially dilutive instruments as of August 31, 2020 and 2019 and, thus, anti-dilution issues are not applicable.

 

Fair Value of Financial Instruments

The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

 

- Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

- Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 

- Level 3 - Inputs that are both significant to the fair value measurement and unobservable. 

 

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of August 31, 2020. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accrued expenses.

Related Parties

The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

 

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 Share-Based Compensation

 

ASC 718, “Compensation – Stock Compensation”, prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).

 

The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.”  Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable:  (a) the goods or services received; or (b) the equity instruments issued.  The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.  

 

The Company had no stock-based compensation plans as of August 31, 2020.

The Company’s stock based compensation for the years ended August 31, 2020 and 2019 were $0.

Recently Issued Accounting Pronouncements

 

Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company.

 

We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration.

 

 

Note 3 – Going Concern

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business.

 

The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, and other adverse key financial ratios.

 

The Company has not established any source of revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital. There is no assurance that management's plan will be successful.

 

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

 

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Note 4 – Income Taxes 

 

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has net carryforward operating loss of ($148,363) which begins expiring twenty years from when it was incurred. The Company has adopted ASC 740, “Accounting for Income Taxes”, as of its inception. Pursuant to ASC 740 the Company is required to compute tax asset benefits for non-capital losses carried forward. The potential benefit of the net operating loss has not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the loss carried forward in future years.

 

Significant components of the Company’s deferred tax assets and liabilities as of August 31, 2020 after applying enacted corporate income tax rates, is net operating loss carryforward of $31,160 and a valuation allowance of $(31,160) which is a total deferred tax asset of $0.

 

Significant components of the Company’s deferred tax assets and liabilities as of August 31, 2019 after applying enacted corporate income tax rates, is net operating loss carryforward of $26,792 and a valuation allowance of $(26,792) which is a total deferred tax asset of $0.

 

Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carryforwards may be limited as to use in future years.

 

We may incur future income tax for our open fiscal year which will end August 31, 2021. 

 

  

August 31,

2020

 

August 31,

2019

Deferred tax asset, generated from net operating loss at statutory rates  $31,160   $26,792 
Valuation allowance  $(31,160)   (26,792)
   $—     $—   

 

 

The reconciliation of the effective income tax rate to the federal statutory rate is as follows:

 

 

Federal income tax rate     21.0 %  
Increase in valuation allowance     (21.0) %  
Effective income tax rate     0.0 %  

 

 

Note 5 – Commitments and Contingencies

 

The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies.  Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.

 

Pursuant to the Company's active consulting agreement with V Financial Group, LLC , the Company will issue an additional 50,000 shares of its common stock to V Financial Group, LLC upon the successful release of a ticker symbol by FINRA to the Company.

 

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Note 6 – Shareholder Equity

 

Preferred Stock

 

The authorized preferred stock of the Company consists of 20,000,000 shares with a par value of $0.0001. The Company had no shares of preferred stock issued and outstanding as of August 31, 2020 and 2019.

 

Common Stock

 

The authorized common stock of the Company consists of 100,000,000 shares with a par value of $0.0001.

 

During the fiscal year ended August 31, 2018, the Company issued 22,150 shares of common stock and recorded a stock payable of $12,500, related to 19 shareholders for $34,650 in cash. Payment for the stock payable of $12,500 was received during the fiscal year ended August 31, 2019.

 

The Company did not have any potentially dilutive instruments as of August 31, 2020 and 2019, thus, anti-dilution issues are not applicable.

  

Additional Paid In Capital

 

During the year ended August 31, 2020, interest expense totaling $728, related to the loan to the Company from our Director, was recorded as additional paid-in capital.

 

During the year ended August 31, 2019, our Director, Sylvester Crawford, paid $2,500 in operating expenses which is recorded as additional paid in capital.

 

Note 7 – Related-Party Transactions

 

Contributed Capital

 

During the year ended August 31, 2019, our Director, Sylvester Crawford, has provided the Company contributed capital of $2,500.

 

Loan to Company – Related Party

 

During the year ended August 31, 2020, our Director paid expenses on behalf of the Company totaling $15,800. These payments are considered as a loan to Company. The loan is non-interest bearing, unsecured and payable upon demand.

  

Office Space

 

At this time, our office space is provided to us rent free by our CEO and Director Sylvester Crawford.

 

Note 8 – Subsequent Events

 

The Company has evaluated subsequent events through the filing of this Annual Report on Form 1-K and determined that there have been no events that have occurred that would require adjustments to our disclosures in the financial statements.

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Index to Exhibits

 

Exhibit No.   Description
     
1A-2A   Certificate of Incorporation dated August 23, 2016, as filed with the Delaware Secretary of State on August 29, 2016 *
1A-2B   By-laws *

 

 *Filed as an exhibit to our Offering Statement (1-A) on January 26, 2017.

 

Signatures

Pursuant to the requirements of Regulation A, the issuer has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

      Global Pharma Labs, Inc.
       
       
Date: January 22 , 2021   By: /s/ Sylvester L. Crawford
        Sylvester L. Crawford, Chief Executive Officer

 

Pursuant to the requirements of Regulation A, this report has been signed below by the following persons on behalf of the issuer and in the capacities and on the dates indicated.

Signature   Title   Date
         
/s/ Sylvester L. Crawford   Chief Executive Officer   January 22, 2021
Sylvester L. Crawford   (Principal Executive Officer)    
         
/s/ Sylvester L. Crawford   Chief Financial Officer and Chief Accounting Officer   January 22 , 2021
Sylvester L. Crawford   (Principal Financial Officer and Principal
Accounting Officer)
   

 

 

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