What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2015-03-30 compared with 2014-06-25 · 587 added, 472 removed, 407 unchanged (72% of the section changed)

1 unchanged sentence

The financial statements required by Item 8 are presented in the following order:

BIO-SOLUTIONS CORP.

(A Development Stage Company)

GLUCOSE HEALTH INC.

INDEX TO FINANCIAL STATEMENTS

2 unchanged sentences

Balance Sheets as of December 31, 2014 and 2013

Statements of Operations and Comprehensive Loss for the Years Ended December 31, 2013 and 2012 and Development Stage from October 1, 2011 to December 31, 2013

Statements of Changes in Stockholders’ Equity (Deficit) for the Years Ended December 31, 2013 and 2012 and Development Stage from October 1, 2011 to December 31, 2013

Statements of Cash Flows For the Years Ended December 31, 2013 and 2012 and Development Stage from October 1, 2011 to December 31, 2013

Statements of Operations for the Years Ended December 31, 2014 and 2013

Statements of Changes in Stockholders’ Equity (Deficit) for the Years Ended December 31, 2014 and 2013

Statements of Cash Flows For the Years Ended December 31, 2014 and 2013

Notes to Financial Statements

Messineo & Co., CPAs LLC

2471 N McMullen Booth Road, Suite 302

Clearwater, FL 33759-1362

(518) 530-1122

(727) 674-0511

Report of Independent Registered Public Accounting Firm

To the Board of Directors of

Bio-Solutions Corp.

We have audited the accompanying balance sheet of Bio-Solutions Corp.

(the "Company") as of December 31, 2013, and the related statements of operations and other comprehensive loss, changes in stockholders' equity (deficit) and cash flows for the year ended December 31, 2013.

Glucose Health Inc.

We have audited the accompanying balance sheet of Glucose Health, Inc.

(the "Company") as of December 31, 2014, and the related statements of operations, changes in stockholders' deficit and cash flows for the year ended December 31, 2014.

These financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on these financial statements based on our audit.

The financial statements of the Company as of December 31, 2012 and for the year then ended and for the period from October 1, 2011 through December 31, 2012 (Development Stage) were audited by other auditors, whose report dated March 22, 2013, express an unqualified opinion on those financial statements and also included an explanatory paragraph that raise substantial doubt about the Company’s ability to continue as a going concern.

The financial statements of the Company as of December 31, 2013 and for the year then ended were audited by other auditors, whose report dated June 20, 2014, express an unqualified opinion on those financial statements and also included an explanatory paragraph that raise substantial doubt about the Company’s ability to continue as a going concern.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States).

10 unchanged sentences

As discussed in Note 1 to the financial statements, the Company is in process of executing its business plan and expansion.

The Company has not generated significant revenue to this point.

The Company has not generated significant revenue to this point, has recurring operating losses, working capital deficiencies, negative cash flows from operating activities, and a stockholders’ deficit.

The lack of profitable operations and the need to continue to raise funds raise significant doubt about the Company’s ability to continue as a going concern.

1 unchanged sentence

The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Anton & Chia, LLP

Newport Beach, California

June 20, 2014

/s/ Messineo & Co, CPAs, LLC

Clearwater, Florida

March 24, 2015

Report of Independent Registered Public Accounting Firm

To the Directors of

Bio-Solutions Corp.

We have audited the accompanying balance sheets of Bio-Solutions Corp.

(the "Company") as of December 31, 2012, and the related statements of operations and comprehensive loss, changes in stockholders' equity (deficit) and cash flows for the year ended December 31, 2012 and for the statements of operations and comprehensive loss, changes in stockholders’ equity (deficit) and cash flows for the period October 1, 2011 through December 31, 2012 (Development Stage).

Glucose Health Inc.

(f/k/a Bio-Solutions Corp.)

We have audited the accompanying balance sheets of Glucose Health, Inc.

(the "Company") as of December 31, 2013, and the related statements of operations, changes in stockholders' deficit and cash flows for the year ended December 31, 2013.

These financial statements are the responsibility of the Company’s management.

8 unchanged sentences

We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bio-Solutions Corp.

as of December 31, 2012, and the results of its statements of operations and comprehensive loss, changes in stockholders’ equity (deficit), and cash flows for the year ended December 31, 2012 and for the statements of operations and comprehensive loss, changes in stockholders’ equity (deficit) and cash flows for the period October 1, 2011 through December 31, 2012 (Development Stage) in conformity with U.S.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Glucose Health Inc.

as of December 31, 2013, and the results of its statements of operations, changes in stockholders’ deficit, and cash flows for the year ended December 31, 2013 in conformity with U.S.

generally accepted accounting principles.

5 unchanged sentences

The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

March 22, 2013

BIO-SOLUTIONS CORP.

(A DEVELOPMENT STAGE COMPANY)

BALANCE SHEETS AS OF

DECEMBER 31, 2013 AND 2012

/s/ Anton & Chia, LLP

Newport Beach, California

June 20, 2014

GLUCOSE HEALTH INC.

(F/K/A BIO-SOLUTIONS CORP.)

BALANCE SHEETS

CURRENT ASSETS

Prepaid expenses

Total current assets

Intellectual Property

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Intellectual assets, net of accumulated amortization of $0 and $0, respectively

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

Accounts payable and accrued expenses

Short - term loans

Short - term loans - related parties

Short - term loans - convertible

Notes payable

Note payable, related party

Convertible notes payable, related parties

Convertible notes payable

Total current liabilities

TOTAL LIABILITIES

STOCKHOLDERS' EQUITY (DEFICIT)

Common stock, $0.001 par value, 200,000,000 shares authorized,

18,872,777 and 10,108,586 shares issued and outstanding as of

December 31, 2013 and 2012, respectively (1)

COMMITMENT AND CONTINGENCIES

STOCKHOLDERS' DEFICIT

Preferred stock, $ no par value, 1,000 shares authorized, 1,000 and -0- shares issued and outstanding as of December 31, 2014 and December 31, 2013, respectively

Common stock, $0.001 par value, 200,000,000 shares authorized, 1,309,825 and 377,456 shares issued and outstanding as of December 31, 2014 and December 31, 2013, respectively (1)

Additional paid in capital

Stock to be issued

Stock subscription

Deferred compensation

Accumulated deficit

Deficit accumulated during the development stage

Accumulated other comprehensive loss

Total stockholders' equity (deficit)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

(1) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014.

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

BIO-SOLUTIONS CORP.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 AND FROM OCTOBER 1, 2011 THROUGH DECEMBER 31, 2013

DECEMBER 31, 2013

Accumulated deficit

Total stockholders' deficit

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

(1) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014

See auditor's report and notes to the audited financial statements

GLUCOSE HEALTH INC.

(F/K/A BIO-SOLUTIONS CORP.)

STATEMENTS OF OPERATIONS

DECEMBER 31, 2014

1 unchanged sentence

COST OF REVENUES

Cost of revenues

Inventory impairment

Total Cost of Revenues

OPERATING EXPENSES

Professional fees/stock based compensation

Amortization expense and impairment

General and administrative

Research and development

Total Operating Expenses

3 unchanged sentences

Loss on conversion of debt

Total other expense, net

Total other expense

LOSS BEFORE IMCOME TAXES

2 unchanged sentences

NET LOSS PER SHARE - BASIC AND DILUTED

STATEMENT OF COMPREHENSIVE LOSS

Currency translation gains (losses)

TOTAL COMPREHENSIVE LOSS

(2) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014.

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

BIO-SOLUTIONS CORP.

(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 AND FROM OCTOBER 1, 2011 THROUGH DECEMBER 31, 2013

Deficit During

______________

(2) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014

See auditor's report and notes to the audited financial statements

GLUCOSE HEALTH INC.

(F/K/A BIO-SOLUTIONS CORP.)

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

Preferred Stock

Comprehensive

Balance - October 1, 2011 (3)

Common shares issued for services

Common shares issued for settlement of notes payable

Common shares issued for Type 2 Acquisition

Conversion of accounts payable to equity

Net loss for the year

Balance - December 31, 2012 (3)

Common shares issued for liability for stock to be issued

Common shares issued for services

Common shares issued for compensation under employment agreement

Common shares issued for settlement of notes payable

Common shares issued for settlement of accounts payable

Conversion of accounts payable and notes payable to equity (Note 8)

Stock to be issued

Discounts on shares issued for notes payable

2 unchanged sentences

Balance - December 31, 2013 (3)

Preferred shares issued for compensation under employment agreement

Common shares issued for compensation under employment agreement

Common shares issued for services

Common shares issued for liability for stock to be issued

Common shares issued for settlement of notes payable

Common shares issued for settlement of accounts payable

Common shares issued for Glucose Health Natural Blood Sugar Maintenance product acquisition

Options issued for service

Discounts on shares issued for notes payable

1 unchanged sentence

Amortization of deferred compensation

Factional shares issued

Net loss for the year

Balance - December 31, 2014 (3)

(3) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014.

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

BIO-SOLUTIONS CORP.

(A DEVELOPMENT STAGE COMPANY)

(3) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014

See auditor's report and notes to the audited financial statements

GLUCOSE HEALTH INC.

(F/K/A BIO-SOLUTIONS CORP.)

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 AND FROM OCTOBER 1, 2011 THROUGH DECEMBER 31, 2013

OCTOBER 1, 2011 THROUGH

DECEMBER 31, 2014

DECEMBER 31, 2013

OPERATING ACTIVITIES:

Adjustments to reconcile net loss

to net cash used in operating activities:

Adjustments to reconcile net loss to net cash used in operating activities:

Impairment expense

Inventory write down

Common stock issued for services

Beneficial Conversion Feature of Notes Payable

Amortization of note discount

Loss on conversion of debt

Change in operating assets and liabilities

Increase in inventory

Change in assets and liabilities

(Increase) decrease in inventory

(Increase) in prepaids

Increase in accounts payable and accrued expenses

1 unchanged sentence

Net cash used in operating activities

FINANCING ACTIVITIES:

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from notes and loans payable

1 unchanged sentence

Net cash provided by financing activities

Effect of exchange rates on cash

NET INCREASE (DECREASE) IN CASH

1 unchanged sentence

CASH - END OF PERIOD

NON CASH OPERATING AND INVESTING ACTIVITIES:

NONCASH OPERATING AND INVESTING ACTIVITIES:

Conversion of notes payable and accrued interest to common stock

Cancellation for 600,000 shares of common stock to settle liabilities

Conversion of liability to common stock

Conversion of accounts payable and notes payable to equity (Note 9)

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

BIO-SOLUTIONS CORP.

(A Development Stage Company)

Acquisition of intellectual property of Glucose Health Natural Blood Sugar Maintenance product for common shares

See auditor's report and notes to the audited financial statements

GLUCOSE HEALTH INC.

(F/K/A BIO-SOLUTIONS CORP.)

NOTES TO FINANCIAL STATEMENTS

1 unchanged sentence

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

On March 27, 2007, Bio-Solutions Corp.

(the “Company”) was incorporated in the State of Nevada.

On March 27, 2007, Glucose Health, Inc.

Bio-Solutions Corp.) was incorporated in the State of Nevada.

The Company was a manufacturer of a pre-mix for chicken integrators called Nutra-Animal, a pre-mix anti-oxidant containing wheat middlings, vitamin E, calcium carbonate, silicone dioxyde, shrimp flour, sodium selenite and fish oil.

1 unchanged sentence

GreenEx™ is a biological larvicide produced from a strain of Bacillus thuringiensis subspecies israelensis (Bti), a naturally occurring bacterium that produces a crystalline protein toxin (cystal) toxic for mosquitoes, vectors of malaria.

GreenEx ™ formulations are produced in the United States to strict manufacturing specifications, ensuring that the products are of high quality and without any harmful contaminants.

On June 30, 2010, the board of directors approved the increase of the authorized shares of common stock from 75,000,000 to 90,000,000.

1 unchanged sentence

All shares have been reflected retroactively in accordance with SAB Topic 14C.

On September 26, 2011, the Company acquired all the assets and intellectual property rights of Type2 Defense, a natural dietary supplement formulated to support healthy glucose levels for type 2 diabetics and pre-diabetics.

During October 2011, the Company decided to abandon the former operations to focus solely on the Type2 Defense product.

1 unchanged sentence

During October 2012, the board of directors increased the number of common shares authorized from 90,000,000 to 200,000,000 shares.

The Company elected to enter the development stage on October 1, 2011.

The first production run of the Company’s Type2 Defense product was completed during June 2013.

On July 8, 2013 the Company announced our product was available for on-line sales on Amazon.com.

On July 9, 2013, the Company announced our product was available for on-line sales from our www.Type2Defense.com website.

On July 8, 2013 the Company announced the product was available for on-line sales on Amazon.com.

On July 9, 2013, the Company announced the product was available for on-line sales from our www.Type2Defense.com website.

The first sale was completed in July 2013.

As the Company only had nominal sales in the year ended December 31, 2013, they have remained in the development stage.

The Company will closely monitor their sales and determine at which point in time they will emerge from the development stage.

Since the Company generated nominal revenues from our Type2 Defense product in the fiscal year ended December 31, 2013, the Company elected to declare the $200,000 intellectual property for Type2 Defense, recorded as other intangible assets, as impaired at December 31, 2013.

On January 10, 2014, the Company’s Board of Directors unanimously voted to reverse split the Company’s common stock on the basis of one share of the Company’s common stock for each 10 shares outstanding while maintaining the authorized capital structure of the Company at 200,000,000 shares.

5 unchanged sentences

On February 4, 2014, the Company filed a Certificate of Change with the State of Nevada effecting a 1-for-10 reverse split pursuant to which every ten shares of the Company’s common stock were combined and converted into one share of the Company’s common stock (with all fractional shares resulting there from being rounded up to the next whole share) with the total number of shares of the Company’s authorized common stock remaining at 200,000,000 shares.

The effective date of the above corporate action was February 26, 2014, as approval by the Financial Industry Regulatory Authority.

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED)

The effective date of the above corporate action was February 26, 2014.

On April 8, 2014, the Company appointed James Hodge Chairman of the Company’s board of directors.

On April 8, 2014, in a special meeting of the board of directors, the board voted in favor of amending the Company’s bylaws to decrease the number of members of the board of directors from three to one.

William Gallagher and Thomas Metzger Ph.D.

agreed to resign from the board and accept other duties for the Company.

On April 21, 2014, the Company appointed Thomas Metzger Ph.D., Chief Executive Officer and Chief Financial Officer.

In addition, Peggy Knight was appointed Chief Marketing Officer.

On July 22, 2014, Thomas Metzger Ph.D., Chief Executive Officer, Chief Financial Officer, resigned from the Company.

In addition, James Hodge, Chairman of the board of directors was appointed interim Chief Executive Officer and Chief Financial Officer.

On October 1, 2014, Murray Fleming was appointed as the Company’s Chief Executive Officer for the 12-month period ending October 1, 2015.

Fleming was compensated with 300,000 unregistered shares of the Company’s common stock.

On October 1, 2014, the Company entered into an Intellectual Property Purchase Agreement to purchase the “Glucose Health Natural Blood Sugar Maintenance” product from a company beneficially owned by Murray Fleming, our CEO, for 300,000 unregistered shares of the Company’s common stock.

On October 1, 2014, Mr.

Fleming beneficially owned 600,000 shares or 50.1% of the outstanding shares of the Company’s common stock, which resulted in a change in control of the Company.

Although we intend to market our new Glucose Health product on Amazon.com, our principal marketing focus will be channel sales through national and regional pharmacy retailers.

In this regard, we retained an attorney specializing in compliance with Food and Drug Administration (FDA) regulations and procedures, necessary, in part, to achieve such channel sales, to assist us.

On October 30, 2014, the board of directors of the Company voted to reverse split the Company’s common stock on the basis of one share of the Company’s common stock for each 50 shares outstanding while maintaining the authorized capital structure of the Company at 200,000,000 shares;

to authorize 1,000 shares of preferred stock with “blank check” rights;

and to change the Company’s name from Bio-Solutions Corp.

to Glucose Health, Inc.

(the “corporate action”).

The board resolution set the date of record for shareholder approval of the corporate action for October 31, 2014 and the effective date of the corporate action for November 19, 2014.

As of October 31, 2014, the Company obtained written consent in lieu of a meeting of shareholders to authorize the corporate action.

Shareholders owning a total of 30,596,154 shares of the Company’s common stock voted in favor of the corporate action.

There were a total of 60,132,271 shares of common stock issued and outstanding as of October 31, 2014 (the date of record).

The number of shares of common stock voting in favor of the corporate action was sufficient for approval.

On November 5, 2014, the Company filed a Certificate of Amendment to its Articles of Incorporation, with the Nevada Secretary of State effecting, as of November 19, 2014, the 1-for-50 reverse split pursuant to which every fifty shares of the Company’s common stock were combined and converted into one share of the Company’s common stock (with all fractional shares being rounded up to the next whole share) with the total number of shares of the Company’s authorized common stock remaining at 200,000,000 shares;

effecting the authorization of 1,000 shares of preferred stock with “blank check” rights;

and effecting the change of the Company’s name from Bio-Solutions Corp.

to Glucose Health, Inc.

On November 20, 2015, the board of directors voted to designate Series A Special Preferred Shares consisting of 1000 shares of preferred stock with special voting rights whereby the holder(s) may exercise their right to vote on all shareholder matters representing the number of votes equal to all shares of common stock then issued and outstanding, plus an additional ten thousand (10,000) shares.

Additionally, the board of directors voted to extend the existing consulting contract with the Company’s CEO, Murray Fleming, for an additional 12 months, without further compensation, in exchange for the issuance to Mr.

Fleming, of the 1000 Series A Special Preferred Shares.

A Certificate of Designation for the Series A Special Preferred Shares was filed with the Nevada Secretary of State and effective on December 1, 2014.

On December 15, 2014, the Company submitted its application to OTC Markets Group Inc.

for inclusion in the OTCQB tier of quoted securities.

In addition, the Company’s new ticker symbol, GLUC, was included on the Financial Industry Regulatory Authority’s (FINRA) Daily List with an effective date of December 15, 2014.

Going Concern

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business.

The Company has not generated significant revenues since inception and has generated losses totaling $4,901,721 since inception, of which $2,027,796 are deficits accumulated during the development stage and needs to raise additional funds to carry out its business plan.

The Company has not generated significant revenues since inception and has generated losses totaling $5,571,130 since inception and needs to raise additional funds to carry out its business plan.

The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, and the ability of the Company to obtain necessary equity financing to continue operations.

2 unchanged sentences

These factors raise substantial doubt regarding the ability of the Company to continue as a going concern.

The Company estimates that they will need a $300,000 capital infusion to continue operations through the end of 2014.

Besides generating revenues from current operations, the Company may need to raise additional capital to expand operations to the point at which the Company can achieve profitability.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company estimates it will require $180,000 in capital to continue operations for fiscal 2015.

Besides generating revenues from current operations, the Company may need to raise additional capital to expand operations to a point at which the Company can achieve profitability.

The terms of equity that may be raised may not be on terms acceptable by the Company.

If adequate funds cannot be raised outside of the Company, the Company’s officer and directors may need to contribute funds to sustain operations.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Prior period correction in the three months ended December 31, 2013

Beginning in the three months ended June 30, 2012 and through the three months ended September 30, 2013, the Company improperly valued the potential beneficial conversion option of the Company’s convertible notes payable.

Based on ASC 470-20-30-16 through 30-18, the beneficial conversion option should have been valued based on the fair market value on the date of issuance and recorded as a debt discount.

The debt discount should have been amortized over the term of the convertible note (longest term was 6 months).

The accumulated impact of the correction was a charge to interest expense of $141,267 and a charge to debt discount on notes payable of $18,508 offset by a credit to additional paid in capital of $159,775.

In-addition, during the quarter ended June 30, 2013, the Company improperly recorded stock-based compensation issued to the Company’s former chief executive officer upon achievement of operational milestones for the Type2Defense product (see Note 10) as intellectual property.

Based on ASC 718-10 and ASC 505-50 this amount should have been classified as stock based compensation on the date earned.

The accumulated impact of the correction on the financial statements was a charge to stock based compensation of $231,600 and a credit to intellectual property of $231,600.

In accordance with the Securities and Exchange Commission's Staff Accounting Bulletin, or SAB, No.

99, Materiality, and SAB No.

108, the Company assessed the materiality of these charges to its financial statements for the quarters ended June 30, 2012 through September 30, 2013 and the year ended December 31, 2013, using both the roll-over method and iron-curtain method as defined in SAB No.

The Company concluded the effect of understating interest expense and share-based compensation was not material to its financial statements for the quarters ended June 30, 2012 through September 30, 2013 and the year ended December 31, 2013 and, as such, those financial statements are not materially misstated.

The Company also concluded that providing for the correction of the understatement in 2013 would not have a material effect on its financial statements for the year ending December 31, 2013.

The out-of-period adjustment at December 31, 2013 for the improperly valued beneficial conversion option of the Company’s convertible notes payable was a charge to interest expense of $141,267 and charge to debt discount on notes payable of $18,508 offset by a credit to additional paid in capital of $159,775 in the accompanying balance sheet and statement of operations.

The out-of-period adjustment at December 31, 2013 for improperly recording stock-based compensation issued to the Company’s former Chief executive officer upon achievement of operational milestones as intellectual property was a charge to stock based compensation of $231,600 and a credit to intellectual property of $231,600 in the accompanying balance sheet and statement of operations.

The impact of the misstatements on the previously issued financial statements and the effect of correcting the misstatements during the three months ended December 31, 2013 are as follows:

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Misstatements on previously issued financial statements:

Quarter ended June 30, 2012

Beneficial Conversion Interest Expense

Discount on Notes Payable

Additional paid in capital

Quarter ended September 30, 2012

Beneficial Conversion Interest Expense

Discount on Notes Payable

Additional paid in capital

Quarter ended December 31, 2012

Beneficial Conversion Interest Expense

Discount on Notes Payable

Additional paid in capital

Year ended December 31, 2012

Beneficial Conversion Interest Expense

Discount on Notes Payable

Additional paid in capital

Quarter ended March 31, 2013

Beneficial Conversion Interest Expense

Discount on Notes Payable

Additional paid in capital

Quarter ended June 30, 2013

Stock Based Compensation

Beneficial Conversion Interest Expense

Intellectual property

Discount on Notes Payable

Additional paid in capital

Quarter ended September 30, 2013

Beneficial Conversion Interest Expense

Discount on Notes Payable

Additional paid in capital

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Effect of correcting the misstatements during the three months ended December 31, 2013:

Quarter ended December 31, 2013

Stock Based Compensation

Beneficial Conversion Interest Expense

Intellectual property

Discount on Notes Payable

Additional paid in capital

Year ended December 31, 2013

Stock Based Compensation

Beneficial Conversion Interest Expense

Intellectual property

Discount on Notes Payable

Additional paid in capital

Effect on previously filed financial statements:

Quarter ended June 30, 2012

Interest (expense) income

Short - term loan - convertible

Total liabilities

Additional paid in capital

Accumulated deficit during development stage

Total stockholders' equity

Quarter ended September 30, 2012

Interest (expense) income

Short - term loan - convertible

Total liabilities

Additional paid in capital

Accumulated deficit during development stage

Total stockholders' equity

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Year ended December 31, 2012

Interest (expense) income

Short - term loan - convertible

Total liabilities

Additional paid in capital

Accumulated deficit during development stage

Total stockholders' equity

Quarter ended March 31, 2013

Interest (expense) income

Short - term loan - convertible

Total liabilities

Additional paid in capital

Accumulated deficit during development stage

Total stockholders' deficiency

Quarter ended June 30, 2013

Operating Expense

Net loss before other expense

Interest (expense) income

Intellectual property

Short - term loan - convertible

Total liabilities

Additional paid in capital

Accumulated deficit during development stage

Total stockholders' equity

Total liabilities and stockholders' equity

Quarter ended September 30, 2013

Interest (expense) income

Total other (expense) Income

Intellectual property

Short - term loan - convertible

Total liabilities

Additional paid in capital

Accumulated deficit during development stage

Total stockholders' equity

Total liabilities and stockholders' equity

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Development Stage

The Company is in the development stage commencing October 1, 2011, in accordance with FASB ASC 915, Development Stage Entities.

On September 26, 2011, the Company acquired all the assets and intellectual property rights of Type 2 Defense.

During October 2011, the Company abandoned its former operations to focus solely on the Type 2 Defense product.

All inventories from the former products were written off as of October 1, 2011.

The first production run of the Company’s Type 2 Defense product was completed during June 2013.

On July 8, 2013 the Company announced their product was available for on-line sales on Amazon.com.

On July 9, 2013, the Company announced their product was available for on-line sales from our www.Type2Defense.com website.

The first sale was completed in July 2013.

As the Company only had nominal sales year ended December 31, 2013, the Company will remain in the development stage.

The Company will closely monitor their sales and determine at which point in time they will emerge from the development stage.

Use of Estimates

2 unchanged sentences

The Company provides estimates for its common stock valuations, inventory reserves, and valuation allowances for deferred taxes.

Currency Translation

The Company no longer operates in Canada.

Effective January 1, 2013, the Company changed its functional currency from the Canadian dollar to the US dollar and combined the accounting records into a single set of books based on the currency translation rate at January 1, 2013.

Prior to January 1, 2013, the Company recorded translation adjustments as accumulated other comprehensive income (loss).

Gains and losses from foreign currency transactions are included in other income (expense) in the results of operations.

For the years ended December 31, 2013 and 2012, the Company recorded $0 and $6,060 in translation losses, respectively.

Comprehensive Income (Loss)

1 unchanged sentence

Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of information that historically has not been recognized in the calculation of net income.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The Company previous operated in Canada and certain accounts of the Company were reflected in currencies other than the U.S.

Prior to January 1, 2013, the Company recorded translation adjustments as accumulated other comprehensive income (loss).

Gains and losses from foreign currency transactions were included in other income (expense) in the results of operations.

Cash Flow Reporting

The Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by ASC 230, Statement of Cash Flows, to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.

Cash and Cash Equivalents

2 unchanged sentences

The Company maintains cash balances at one financial institution that is insured by the Federal Deposit Insurance Corporation.

Prepaid Expenses

The Company considers all items incurred for future service to be prepaid expenses.

As of December 31, 2014 and 2013, the Company had prepaid expenses of $38,859 and $0, respectively, comprised of the issuance of unregistered shares of the Company’s common stock to consultants.

Recoverability of Long-Lived Assets

3 unchanged sentences

Fixed assets to be disposed of by sale will be carried at the lower of the then current carrying value or fair value less estimated costs to sell.

The Company evaluates the carrying value of goodwill during the fourth quarter of each year and between annual evaluations if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount.

The Company evaluates the carrying value of intellectual property during the fourth quarter of each year and between annual evaluations if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount.

Such circumstances could include, but are not limited to (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator.

When evaluating whether goodwill is impaired, the Company compares the fair value of the reporting unit to which the goodwill is assigned to the reporting unit’s carrying amount, including goodwill.

When evaluating whether intellectual property is impaired, the Company compares the fair value of the reporting unit to which the intellectual property is assigned to the reporting unit’s carrying amount, including intellectual property.

The fair value of the reporting unit is estimated using a combination of the income, or discounted cash flows, approach and the market approach, which utilizes comparable companies’ data.

If the carrying amount of a reporting unit exceeds its fair value, then the amount of the impairment loss must be measured.

The impairment loss would be calculated by comparing the implied fair value of reporting unit goodwill to its carrying amount.

In calculating the implied fair value of reporting unit goodwill, the fair value of the reporting unit is allocated to all of the other assets and liabilities of that unit based on their fair values.

The excess of the fair value of a reporting unit over the amount assigned to its other assets and liabilities is the implied fair value of goodwill.

We make critical assumptions and estimates in completing impairment assessments of goodwill and other intangible assets.

The impairment loss would be calculated by comparing the implied fair value of reporting unit intellectual property to its carrying amount.

In calculating the implied fair value of reporting unit intellectual property, the fair value of the reporting unit is allocated to all of the other assets and liabilities of that unit based on their fair values.

The excess of the fair value of a reporting unit over the amount assigned to its other assets and liabilities is the implied fair value of intellectual property.

We make critical assumptions and estimates in completing impairment assessments of intellectual property and other intangible assets.

Our cash flow projections look several years into the future and include assumptions on variables such as future sales and operating margin growth rates, economic conditions, market competition, inflation and discount rates.

3 unchanged sentences

Intangible assets with indefinite lives are tested in the third quarter of each fiscal year for impairment, or more often if indicators warrant.

During the fiscal year ended December 31, 2013, the Company recorded impairment charge related to other intangible assets in the amount of $200,000.

During fiscal year 2014, we recorded no impairment charges related to other intangible assets.

During the fiscal year ended December 31, 2013, the Company recorded impairment charge related to other intangible assets in the amount of $200,000.

Fair Value of Financial Instruments

1 unchanged sentence

The Company does not utilize derivative instruments.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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:

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

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.

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 December 31, 2013.

The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.

Beneficial Conversion Features

12 unchanged sentences

The Company has not recorded any interest or penalties since its inception.

The Company files income tax returns in the U.S.

federal tax jurisdiction and various state tax jurisdictions.

The Company is required to file income tax returns in the U.S.

federal tax jurisdiction and in various state tax jurisdictions.

The tax years for 2009 to 2013 remain open for examination by federal and/or state tax jurisdictions.

1 unchanged sentence

Revenue Recognition

The Company currently has no revenue.

Once the Company emerges from the development stage and generates revenue from the sales of our products, the following criteria for recognition will be utilized:

The Company currently has nominal revenues.

Once the Company generates revenues from the sales of our products, the following criteria for revenue recognition will be utilized:

Persuasive evidence of an arrangement exists;

4 unchanged sentences

The Company accounts for share-based compensation in accordance with the fair value recognition provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No.

For employees, directors and non-employees, the fair value of the stock compensation is based upon the measurement date as determined at either (a) the date at which a performance commitment is reached, or (b) at the date at which the necessary performance to earn the equity instruments is complete.

The Company has not issued any stock option or warrants.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The Company issues restricted stock to employees for their services.

Cost for these transactions are measured at the fair value of the equity instruments issued at the date of grant.

These shares are considered fully vested and the fair market value is recognized as expense in the period granted.

The Company also issues restricted stock to consultants for various services.

Cost for these transactions are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable.

The value of the common stock is measured at the earlier of (i) the date at which a firm commitment only if there is sufficient disincentive to ensure performance or (ii) the date at which the counterparty's performance is complete.

The Company recognized consulting expenses and a corresponding increase to additional paid-in-capital related to stock issued for services.

For agreements requiring future services, the consulting expense is to be recognized ratably over the requisite service period.

(Loss) Per Share of Common Stock

2 unchanged sentences

Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for periods presented.

The Company has not issued any options or warrants to date.

Except as noted below, the Company has not issued any options or warrants to date.

At December 31, 2014, the total shares issuable upon conversion of convertible notes payable would be approximately 32,622,000 shares of the Company’s common stock.

During April 2014, a consultant was granted the right to purchase 50,000 shares of the Company’s common stock at an exercise price of $0.25 per share each quarter ending May 10, 2015 (an aggregate of 150,000 shares).

The rights expire on May 10, 2017.

Inventory is stated at the lower of cost (FIFO:

first-in, first-out) or market, and includes raw materials and finished goods.

first-in, first-out) or market, and includes finished goods.

The cost of finished goods includes the cost of packaging supplies, direct and indirect labor and other indirect manufacturing costs.

As of December 31, 2013, the Company had inventory of $24,879 comprise solely of the Type2Defense product.

As of December 31, 2014, the Company had inventory of $0.

On April 1, 2014, the Company wrote down the inventory value to $15 per unit of product.

A charge of $7,972 was recorded in the accompanying statement of operations.

On December 31, 2014, the Company wrote down the inventory value to $0.

A charge of $12,857 was recorded in the accompanying statement of operations.

With the acquisition of the Glucose Health Natural Blood Sugar Maintenance™ product in October 2014, the Company will discontinue manufacturing the Type2 Defense product.

Recent Issued Accounting Standards

In July 2012, the FASB issued ASU 2012-02, Intangibles – Goodwill and Other (Topic 350):

Testing Indefinite-Lived Intangible Assets for Impairment, on testing for indefinite-lived intangible assets for impairment.

The new guidance provides an entity to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights.

The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low.

The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value.

The amendments to U.S.

GAAP will be effective for fiscal years starting after September 15, 2012.

The Company’s adoption of this accounting guidance does not have a material impact on the financial statements and related disclosures.

In February 2013, the FASB issued ASU 2013-05, Foreign Currency Matters (Topic 830):

Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity, The standard requires that companies present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source (e.g., the release due to cash flow hedges from interest rate contracts) and the income statement line items affected by the reclassification (e.g., interest income or interest expense).

If a component is not required to be reclassified to net income in its entirety (e.g., the net periodic pension cost), companies would instead cross reference to the related footnote for additional information (e.g., the pension footnote).

The amendments to U.S.

GAAP will be effective for fiscal years starting after December 15, 2012.

The Company is currently assessing the impact of this accounting guidance on the financial statements and related disclosures should be applied.

In May 2014, FASB issued Accounting Standards Update (ASU) No.

2014-09, Revenue from Contracts with Customers .

The revenue recognition standard affects all entities that have contracts with customers, except for certain items.

The new revenue recognition standard eliminates the transaction-and industry-specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach for determining revenue recognition.

Public entities are required to adopt the revenue recognition standard for reporting periods beginning after December 15, 2016, and interim and annual reporting periods thereafter.

Early adoption is not permitted for public entities.

The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however it believes that there will be no material effect on the consolidated financial statements.

In June 2014, FASB issued Accounting Standards Update (ASU) No.

2014-12 Compensation — Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.

A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation — Stock Compensation .

As a result, the target is not reflected in the estimation of the award’s grant date fair value.

Compensation cost would be recognized over the required service period, if it is probable that the performance condition will be achieved.

The guidance is effective for annual periods beginning after 15 December 2015 and interim periods within those annual periods.

Early adoption is permitted.

Management has reviewed the ASU and believes that they currently account for these awards in a manner consistent with the new guidance, therefore there is no anticipation of any effect to the consolidated financial statements.

In August 2014, FASB issued Accounting Standards Update (ASU) No.

2014-15 Preparation of Financial Statements – Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.

Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity’s liquidation becomes imminent.

Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting.

If and when an entity’s liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial Statements—Liquidation Basis of Accounting .

Even when an entity’s liquidation is not imminent, there may be conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern.

In those situations, financial statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed to determine whether to disclose information about the relevant conditions and events.

The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter.

Early application is permitted.

The Company will evaluate the going concern considerations in this ASU, however, at the current period, management does not believe that it has met conditions which would subject these financial statements for additional disclosure.

There were other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

NOTE 3 - STOCKHOLDERS’ EQUITY (DEFICIT)

In October 2012, the Company increased the authorized common shares to 200,000,000.

During April 2012, the Company issued 10,000 unregistered shares of the Company’s common stock to settle a notes payable and related accrued interest.

These shares were valued at $1.09 per share or $10,935.

During July 2012, a director was issued 200,000 unregistered shares of the Company’s common stock for director compensation.

These shares were valued at $0.24 per share or $48,000.

During July 2012, three consultants were issued 325,000 unregistered shares of the Company’s common stock for sales, financing and investor/public relations compensation.

These shares were valued at $0.24 per share or $78,000.

During July and September 2012, the Company issued 164,000 unregistered shares of the Company’s common stock, respectively, to settle a convertible note payable.

These shares were valued at $0.025 per share or $4,100.

During September 2012, a former director was issued 25,000 unregistered shares of the Company’s common stock for director compensation.

These shares were valued at $0.22 per share or $5,500.

During October 2012, our former Chief executive officer was issued 1,500,000 unregistered shares of the Company’s common stock as part of his employment contract dated July 1, 2012.

These shares were valued at $0.15 per share or $225,000.

During October and November 2012, the Company issued 155,000 registered shares of the Company’s common stock in their S-8 registration filed March 2011 to a consultant for legal compensation.

These shares were valued at $0.179 per share or $27,675.

During October 2012, the Company issued 170,833 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest.

These shares were valued at $0.09 per share or $15,375.

During November 2012, the Company issued 200,000 registered shares of the Company’s common stock in their S-8 registration filed March 2011 to an employee for service to the Company.

These shares were valued at $0.125 per share or $25,000.

During November 2012, the Company issued 52,000 registered shares of the Company’s common stock in their S-8 registration filed March 2011 to settle an accounts payable.

These shares were valued at $0.121 per share or $6,300.

During November and December 2012, the Company issued 500,000 unregistered shares of the Company’s common stock to settle two convertible notes payable.

These shares were valued at $0.025 per share or $12,608.

During December 2012, the Company issued 39,901 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest.

These shares were valued at $0.09 per share or $3,566.

NOTE 3 - STOCKHOLDERS’ EQUITY (DEFICIT) (CONTINUED)

During December 2012, the Company issued 57,812 unregistered shares of the Company’s common stock to settle a convertible note payable plus accrued interest.

These shares were valued at $0.09 per share or $5,228.

During January 2013, a consultant was granted 150,000 registered shares of the Company’s common stock in their S-8 registration filed in March 2013 for website services.

During January 2013, a consultant was granted 3,000 registered shares of the Company’s common stock pursuant to its S-8 registration filed in March 2013 for website services.

The shares were valued at $15,000 or $5.00 per share.

The shares were issued on March 8, 2013.

During January 2013, a consultant was granted 200,000 registered shares of the Company’s common stock in their S-8 registration filed in March 2013 for legal services to the Company.

Compensation was calculated at the fair market value of the shares at the date earned.

During January 2013, a consultant was granted 4,000 registered shares of the Company’s common stock pursuant to its S-8 registration filed in March 2013 for legal services to the Company.

The shares were valued at $26,000 or $6.50 per share.

The shares were issued on March 8, 2013.

Compensation was calculated at the fair market value of the shares at the date earned.

During January 2013 a consultant was issued 4,000 unregistered shares of the Company’s common stock for marketing services to the Company.

These shares were valued at $26,000 or $6.50 per share.

Compensation was calculated at the fair market value of the shares at the date earned.

During January 2013 a consultant was granted 1,000 unregistered shares of the Company’s common stock for accounting and finance services to the Company.

1 unchanged sentence

The shares were issued on April 23, 2013.

During January 2013, a consultant was granted 62,500 registered shares of the Company’s common stock in their S-8 registration filed March 2013 for marketing services to the Company.

Compensation was calculated at the fair market value of the shares at the date earned.

During January 2013, a consultant was granted 1,250 registered shares of the Company’s common stock in pursuant to its S-8 registration filed March 2013 for marketing services to the Company.

The shares were valued at $6,938 or $5.55 per share.

The shares were issued on March 8, 2013.

During January 2013, a consultant was granted 450,000 registered shares of the Company’s common stock in their S-8 registration filed March 2013 for marketing services to the Company.

Compensation was calculated at the fair market value of the shares at the date earned.

During January 2013, a consultant was granted 9,000 registered shares of the Company’s common stock pursuant to its S-8 registration filed March 2013 for marketing services to the Company.

The shares were valued at $50,000 or $5.56 per share.

The shares were issued on March 15, 2013.

During January and February 2013, a convertible promissory note totaling $30,983 including interest was fully converted into 442,617 unregistered shares of the Company’s common stock at $0.07 per share.

During February 2013, a consultant was granted 450,000 registered shares of the Company’s common stock in their S-8 registration filed March 2013 for marketing services to the Company.

Compensation was calculated at the fair market value of the shares at the date earned.

During January and February 2013, a convertible promissory note totaling $30,983 including interest was fully converted into 8,852 unregistered shares of the Company’s common stock at $3.50 per share, the conversion price as stated in the convertible promissory note.

During February 2013, a consultant was granted 9,000 registered shares of the Company’s common stock pursuant to its S-8 registration filed March 2013 for marketing services to the Company.

The Company issued 6,000 shares on April 23, 2013 and issued the remaining 3,000 shares on June 10, 2013 upon fulfilling certain performance obligations under the agreement.

The 6,000 shares were valued at $56,700 or $9.45 per share and the 3,000 shares were valued at $19,500 or $6.50 per share for an aggregate of $76,200.

During March 2013, a consultant was granted 450,000 registered shares of the Company’s common stock in their S-8 registration filed March 2013 for marketing services to the Company.

Compensation was calculated at the fair market value of the shares at the date earned.

During March 2013, a consultant was granted 9,000 registered shares of the Company’s common stock pursuant to its S-8 registration filed March 2013 for marketing services to the Company.

The Company issued 6,000 shares on April 22, 2013 and issued the remaining 3,000 shares on June 10, 2013 upon fulfilling certain performance obligations under the agreement.

The 6,000 shares were valued at $69,000 or $11.50 per share and the 3,000 shares were valued at $19,500 or $6.50 per share for an aggregate of $88,500.

Compensation was calculated at the fair market value of the shares at the date earned.

On March 4, 2013, the Company filed a Form S-8 with the Security and Exchange Commission.

The 2013 Stock Incentive Plan may issue up to 30,000,000 registered shares of the Company’s common stock for services to the Company.

The Company granted 25,625,000 (2,562,500 post reverse split shares) shares under this plan during the year ended December 31, 2013.

The Company granted 26,375,000 (52,750 post reverse split shares) shares under this plan during the years ended December 31, 2014 and 2013.

During March 2013, a convertible promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $3,091 including interest was converted into 44,158 unregistered shares of the Company’s common stock at $0.07 per share.

The amount totaled $3,091 including interest was converted into 883 unregistered shares of the Company’s common stock at $3.50 per share, the conversion price as stated in the convertible promissory note.

During March 2013, a convertible promissory notes totaling $4,433.61 including interest was fully converted into 3,547 unregistered shares of the Company’s common stock at $1.25 per share.

The shares were issued on April 3, 2013.

NOTE 3 - STOCKHOLDERS’ EQUITY (DEFICIT) (CONTINUED)

The shares were issued on April 3, 2013, the conversion price as stated in the convertible promissory note.

During April 2013, the Company issued 1,000 registered shares of the Company’s common stock in their S-8 registration filed March 2013 to settle an accounts payable.

These shares were valued at $6.38 per share or $6,375.

The settlement was calculated at the fair market value of the shares at the date earned.

During April 2013, a convertible promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $10,266 including interest was converted into 146,654 unregistered shares of the Company’s common stock at $0.07 per share.

The amount totaled $10,266 including interest was converted into 2,933 unregistered shares of the Company’s common stock at $3.50 per share, the conversion price as stated in the convertible promissory note.

During May 2013 a consultant was granted 200 unregistered shares of the Company’s common stock for investor relation services to the Company.

These shares were valued at $1,410 or $7.05 per share.

Compensation was calculated at the fair market value of the shares at the date earned.

During May 2013, a convertible promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $7,175 including interest was converted into 102,500 unregistered shares of the Company’s common stock at $0.07 per share.

The amount totaled $7,175 including interest was converted into 2,050 unregistered shares of the Company’s common stock at $3.50 per share, the conversion price as stated in the convertible promissory note.

During June 2013, a director was issued 5,000 unregistered shares of the Company’s common stock for marketing services compensation.

These shares were valued at $7.50 per share or $37,500.

Compensation was calculated at the fair market value of the shares at the date earned.

During June 2013, an employee was issued 7,000 unregistered shares of the Company’s common stock for website services and salary compensation.

These shares were valued at $7.50 per share or $52,500.

Compensation was calculated at the fair market value of the shares at the date earned.

During June 2013, a consultant was issued 5,000 unregistered shares of the Company’s common stock for warehousing and fulfillment services compensation.

These shares were valued at $7.50 per share or $37,500.

During June 2013, our former Chief executive officer was issued 1,500,000 unregistered shares of the Company’s common stock for fulfilling provisions in the Type2 acquisition agreement dated September 26, 2011.

Compensation was calculated at the fair market value of the shares at the date earned.

During June 2013, William Gallagher, our former Chief Executive Officer, was issued 30,000 unregistered shares of the Company’s common stock for fulfilling provisions in the Type2 acquisition agreement dated September 26, 2011.

These shares were valued at $7.50 per share or $225,000.

Compensation was calculated at the fair market value of the shares at the date earned.

During June 2013, a consultant was issued 5,000 unregistered shares of the Company’s common stock for investor relations compensation.

These shares were valued at $7.50 per share or $37,500.

Compensation was calculated at the fair market value of the shares at the date earned.

During July 2013, a convertible promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $7,688 including interest was converted into 153,750 unregistered shares of the Company’s common stock at $0.05 per share.

During August 2013, a consultant was granted 750,000 registered shares of the Company’s common stock in their S-8 registration filed March 2013 for marketing services and creating an infomercial for the Company.

The amount totaled $7,688 including interest was converted into 3,075 unregistered shares of the Company’s common stock at $2.50 per share, the conversion price as stated in the convertible promissory note.

During July 2013, a consultant was granted 4,000 unregistered shares of the Company’s common stock for investor relations services compensation.

These shares were valued at $5.00 per share or $20,000.

Compensation was calculated at the fair market value of the shares at the date earned.

The shares have not been issued as of March 30, 2015.

During August 2013, a consultant was granted 15,000 registered shares of the Company’s common stock pursuant to its S-8 registration filed March 2013 for marketing services and creating an infomercial for the Company.

The shares were valued at $75,000 or $5.00 per share.

Compensation was calculated at the fair market value of the shares at the date earned.

During August 2013, a convertible promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $12,500 was converted into 125,000 unregistered shares of the Company’s common stock at $0.10 per share.

The amount totaled $12,500 was converted into 2,500 unregistered shares of the Company’s common stock at $5.00 per share, the conversion price as stated in the convertible promissory note.

During September 2013, a convertible promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $7,688 including interest was converted into 153,750 unregistered shares of the Company’s common stock at $0.05 per share.

NOTE 3 - STOCKHOLDERS’ EQUITY (DEFICIT) (CONTINUED)

The amount totaled $7,688 including interest was converted into 3,075 unregistered shares of the Company’s common stock at $2.5 per share, the conversion price as stated in the convertible promissory note.

During September 2013, a third party purchased a $12,000 demand promissory note dated January 25, 2013 from one of the Company’s investors.

5 unchanged sentences

On November 7, 2013, the Company agreed to modify the terms of the convertible promissory note to reduce the conversion price from $5.00 per share and to $0.75 per share.

The amount totaled $10,750 including interest was converted into 716,667 unregistered shares of the Company’s common stock at $0.015 per share.

The amount totaled $10,750 including interest was converted into 14,333 unregistered shares of the Company’s common stock at $0.75 per share, the conversion price as stated in the convertible promissory note.

During December 2013, a convertible promissory note was converted into unregistered shares of the Company’s common stock.

On November 7, 2013, the Company agreed to modify the terms of the convertible promissory note to reduce the conversion price from $2.50 per share and to $0.75 per share.

The amount totaled $10,189 including interest was converted into 679,251 unregistered shares of the Company’s common stock at $0.015 per share.

The amount totaled $10,189 including interest was converted into 13,585 unregistered shares of the Company’s common stock at $0.75 per share, the conversion price as stated in the convertible promissory note.

During December 2013, a consultant was granted 16,000 unregistered shares of the Company’s common stock for a clinical research study on our Type2Defense product.

1 unchanged sentence

The shares were issued in January 2014.

Compensation was calculated at the fair market value of the shares at the date earned.

During January 2014, a promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $12,849 including interest was converted into 17,132 unregistered shares of the Company’s common stock at $0.75 per share, the conversion price as stated in the convertible promissory note.

On January 6, 2014, the Company agreed to modify the terms of this $12,500 convertible promissory notes dated May 27, 2013.

The conversion rate was reduced from $5.00 per share to $0.75 per share.

The Company recognized a loss on extinguishment of $14,562 resulting from the debt modification.

During March 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $4,000 was converted into 16,000 unregistered shares of the Company’s common stock at $0.25 per share, the conversion price as stated in the convertible promissory note.

During March 2014, a promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $13,151 including interest was converted into 13,171 unregistered shares of the Company’s common stock at $0.999 per share, the conversion price as stated in the convertible promissory note.

During March 2014, the Company signed an agreement with a firm to provide strategic business development activities for the Company.

The firm will be compensated with 7,200 unregistered shares of the Company’s common stock payable in increments of 600 shares per month for twelve (12) months starting on April 1, 2014.

During 2014, the Company issued 7,200 unregistered shares of the Company’s common stock which were valued at $0.52 per share or $3,732 to fully satisfy the March 2014 agreement.

Compensation was calculated at the fair market value of the shares at the date earned.

On April 7, 2014, the Company terminated the Marketing Services Agreement Dated July 24, 2013 between the Company and Damon R Devitt to produce an infomercial for the Type2 Defense product.

The Company issued 15,000 S-8 shares to Mr.

Devitt at $0.755 per share on April 15, 2014.

During April 2014, Thomas E.

Metzger, Ph.D., Chief Executive Officer and director resigned from the Company’s board of directors.

Metzger signed a twelve (12) month consulting agreement for services rendered to the Company.

Metzger received five thousand (5,000) unregistered shares of the Company’s common stock in consideration for services rendered to the Company.

These shares were valued at $0.755 per share or $3,375.

In addition, the Company agreed to pay Mr.

Metzger $18,000 for the twelve month consulting period.

In lieu of cash, the Company will issue unregistered shares of the Company’s common stock at September 4, 2014 equal to $18,000 with a cap of 5,000 unregistered shares of the Company’s common stock which shall be determined based on the average closing price of the Company’s common stock, as publicly traded, during the last five (5) business days prior to September 8, 2014.

On July 22, 2014, Mr.

Metzger resigned from the Company and the board approved issuing Mr.

Metzger 5,000 shares due September 4, 2014 according to the April 2014 agreement in July 2014.

These shares were valued at $0.985 per share or $4,925.

Compensation was calculated at the fair market value of the shares at the date earned.

During April 2014, James Hodge, the Company’s Chairman of the board of directors, was issued 5,000 unregistered shares of the Company’s common stock for joining the Company’s board.

These shares were valued at $0.755 per share or $3,775.

In addition, the Company agreed to pay Mr.

Hodge $4,500 per quarter for the twelve month consulting period and aggregate of $18,000.

In lieu of cash, the Company will issue unregistered shares of the Company’s common stock starting June 30, 2014 which shall be determined based on the average closing price of the Company’s common stock, as publicly traded, during the last five (5) business days prior to the last day of each calendar quarter.

During April 2014, Peggy Knight our Chief Marketing Officer was issued 15,000 unregistered shares of the Company’s common stock for marketing compensation.

These shares were valued at $0.755 per share or $11,325.

Compensation was calculated at the fair market value of the shares at the date earned.

On June 27, 2014, the Company signed a one year consulting agreement with an individual to provide product marketing, endorsement and spokesperson services for the Company.

The agreement began on May 10, 2014 and expires on May 10, 2015.

The consultant will be compensated with 5,000 shares of the Company’s common stock.

These shares were issued in July 2014.

The shares were valued at $0.65 per share or $3,250.

Compensation was calculated at the fair market value of the shares at the date earned.

In addition, the consultant may purchase 50,000 shares of the Company’s common stock at an exercise price of $0.025 per share each quarter ending May 10, 2015 (an aggregate of 200,000 shares).

Options were valued using the Black Scholes Method, resulting in a value of $103,700 of which $51,850 have vested and expense recognized in year 2014.

The weighted average assumptions made in calculating the fair values of options granted during the years ended December 31, 2014 and 2013 are as follows:

Years Ended December 31,

Expected volatility

Expected dividend yield

Risk-free interest rate

Expected term (in years)

On June 30, 2014, James Hodge, the Company’s Chairman of the board of directors, earned 6,923 shares of the Company’s restricted common stock for service to the Company.

These shares were valued at $0.65 per share or $4,500.

These shares were earned in accordance to Mr.

Hodge’s April 2014 twelve month consulting agreement.

The shares were issued in July 2014.

Compensation was calculated at the fair market value of the shares at the date earned.

On July 7, 2014, the Company signed a consulting agreement with an individual to provide website services for the Company.

The agreement began on July 1, 2014 and expires on August 1, 2015.

The consultant will be compensated with 60,000 shares of the Company’s common stock.

The shares were issued in July 2014 and valued at $69,000 or $1.15 per share.

Compensation was calculated at the fair market value of the shares at the date earned.

During July 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $4,103 including accrued interest was converted into 16,412 unregistered shares of the Company’s common stock at $0.25 per share, the conversion price as stated in the convertible promissory note.

During August 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $3,059 including accrued interest was converted into 12,235 unregistered shares of the Company’s common stock at $0.25 per share, the conversion price as stated in the convertible promissory note.

During September 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $2,529 including accrued interest was converted into 10,115 unregistered shares of the Company’s common stock at $0.25 per share, the conversion price as stated in the convertible promissory note.

On September 30, 2014, James Hodge, the Company’s Chairman of the board of directors, earned 5,000 shares of the Company’s restricted common stock for service to the Company.

These shares were valued at $0.30 per share or $1,500.

These shares were earned in accordance to Mr.

Hodge’s April 2014 twelve month consulting agreement.

Compensation was calculated at the fair market value of the shares at the date earned.

The shares were issued in February 2015.

The seller, a related party, received 300,000 unregistered shares of the Company’s common stock, which were recorded at their par value of $0.001 per share, as the related party had a nominal historical basis for the property.

On October 1, 2014, Murray Fleming was appointed as the Company’s Chief Executive Officer for the 12-month period ending October 1, 2015.

Fleming was compensated with 300,000 unregistered shares of the Company’s common stock valued at $0.38 per share or $114,000.

Compensation was calculated at the fair market value of the shares at the date earned.

On October 1, 2014, Mr.

Fleming beneficially owned 600,000 shares or 50.1% of the outstanding shares of the Company’s common stock, which resulted in a change in control of the Company.

During November 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $250 was converted into 50,000 unregistered shares of the Company’s common stock at $0.005 per share, the conversion price as stated in the convertible promissory note.

During November 2014, Murray Fleming, the Company CEO was granted 1,000 shares of the Company’s preferred stock as compensation for serving the Company.

The preferred stock was valued at $113.30 per share or $113,300 based on 50.1% of the Company’s market capitalization on the date of issuance.

During December 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $285 including accrued interest was converted into 56,918 unregistered shares of the Company’s common stock at $0.005 per share, the conversion price as stated in the convertible promissory note.

On December 31, 2014, James Hodge, the Company’s Chairman of the board of directors, earned 5,000 shares of the Company’s restricted common stock for service to the Company.

These shares were valued at $0.122 per share or $1,500.

These shares were earned in accordance to Mr.

Hodge’s April 2014 twelve month consulting agreement.

Compensation was calculated at the fair market value of the shares at the date earned.

The shares were issued in February 2015.

As of December 31, 2014, the Company has 1,309,825 shares of common stock issued and outstanding.

The Company has not issued any options or warrants to date.

NOTE 4 - SHORT-TERM LOANS

NOTE 4 - NOTES PAYABLE

Short – Term Loans (Including accrued interest of $247 and $0 as of December 31, 2014 and December 31, 2013, respectively) (A)

Short – Term Loans – Related Party (Including accrued interest of $0 and $172 as of December 31, 2014 and December 31, 2013, respectively)

Short – Term Loans – Convertible – Related Party (Including accrued interest of $460 and $0 as of December 31, 2014 and December 31, 2013, respectively and net of debt discount of $13,570 and $0 at December 31, 2014 and at December 31, 2013, respectively) (B)

Short – Term Loans – Convertible (Including accrued interest of $8,827 and $2,821 as of December 31, 2014 and December 31, 2013, respectively and net of debt discount of $12,275 and $8,999 at December 31, 2014 and at December 31, 2013, respectively) (C)

(A) Short – Term Loans

On August 18, 2011, a former related party advanced $1,500 to the Company.

The advance is evidenced by a demand promissory note bearing interest at 5% per annum.

The unpaid balance including accrued interest was $1,747 and $1,672 at December 31, 2014 and December 31, 2013, respectively.

On January 25, 2013, the Company issued a $12,000 promissory note to an individual.

5 unchanged sentences

The fair market value on the date of conversion was $2.25 per share.

The unpaid balance was $6,000 at December 31, 2014 and December 31, 2013.

(B) Short – Term Loans – Convertible – Related Party

On August 4, 2014, the Company issued an $8,000 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of February 4, 2015.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

The Company calculated the fair value of the beneficial conversion feature as the difference between the conversion price and the fair market value of the Company’s common stock into on the date of issuance.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $8,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $8,167 at December 31, 2014.

This note is included as short - term loans on the balance sheet.

NOTE 5 - SHORT-TERM LOANS – RELATED PARTY

On August 18, 2011, a related party advanced $1,500 to the Company.

The advance is evidenced by a demand promissory note bearing interest at 5% per annum.

The unpaid balance including accrued interest was $1,672 and $1,597 at December 31, 2013 and 2012, respectively.

This noted is included as short-term loans – related party on the balance sheet.

NOTE 6 - CONVERTIBLE NOTES PAYABLE

On December 16, 2011, the Company was advanced $4,100 each from two unrelated parties.

The advances are evidenced by two equal convertible promissory notes bearing interest at 5% per annum with a due date on December 31, 2012.

In addition, at any time, the holders may convert the notes into shares of the Company’s common stock at an exercise price of $.025 per share.

On September 3, 2014, the Company issued a $6,000 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of March 3, 2015.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $6,000, and was recorded as debt discount.

The debt discount was amortized through the term of the note.

During July and September 2012, one of the convertible notes was converted into 164,000 unregistered shares of the Company’s common stock at $0.025 per share.

During March 2013 the remaining $4,434, principle and accrued interest was converted into 177,344 unregistered shares of the Company’s common stock at $0.025 per share to fully satisfy the promissory note.

On April 20, 2012, the Company issued a $2,500 convertible note to an individual.

The debt discount is amortized through the term of the note.

The unpaid balance was $6,100 at December 31, 2014.

On October 1, 2014, the Company issued a $4,625 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of April 1, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $2,405, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $4,683 at December 31, 2014.

On October 15, 2014, the Company issued a $3,600 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of April 15, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.004 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $0, and no debt discount was recorded.

The debt discount is amortized through the term of the note.

The unpaid balance was $3,638 at December 31, 2014.

On November 4, 2014, the Company issued a $6,850 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of May 4, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0025 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $4,110, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $6,907 at December 31, 2014.

On November 8, 2014, the Company issued a $2,962 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of May 8, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.00475 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $2,837, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $2,981 at December 31, 2014.

On December 1, 2014, the Company issued a $5,000 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of June 1, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.09 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $5,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $5,021 at December 31, 2014.

On April 20, 2012, the Company issued a $2,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of October 20, 2012.

4 unchanged sentences

The debt discount was amortized through the term of the note.

The unpaid balance including accrued interest was $3,016 and $2,641 at December 31, 2013 and 2012, respectively.

The unpaid balance including accrued interest was $3,391 and $3,016 at December 31, 2014 and December 31, 2013, respectively.

The Company is not compliant with the repayment terms of the note.

On May 10, 2012, the Company issued a $2,600 convertible note to the Company’s former CEO.

On May 10, 2012, the Company issued a $2,600 convertible note to William Gallagher, the Company’s former CEO.

The loan bears interest at 5% and has a maturity date of November 10, 2012.

In addition, at any time, the Company’s former CEO may convert the note into shares of the Company’s common stock at an exercise price of $0.009 per share.

In addition, at any time, William Gallagher may convert the note into shares of the Company’s common stock at an exercise price of $0.009 per share.

After the due date, the interest rate on the convertible note increases to 15%.

2 unchanged sentences

The debt discount was amortized through the term of the note.

During June 2013, the Company paid the principal balance of $2,600 to the Company’s former CEO.

The unpaid balance including accrued interest of $2,714 was in default at December 31, 2012.

On July 18, 2012, the Company issued a $30,000 convertible note to an individual.

During June and July 2013, the Company paid the principal and interest balance of $2,909 to William Gallagher.

On July 18, 2012, the Company issued a $30,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of December 18, 2012.

4 unchanged sentences

During January and February 2013, $30,983 including accrued interest was converted into 8,852 unregistered shares of the Company’s common stock at $3.50 per share to fully satisfy the promissory note.

The unpaid balance including accrued interest of $30,813 was in default at December 31, 2012.

On August 22, 2012, the Company issued a $3,000 convertible note to an individual.

On August 22, 2012, the Company issued a $3,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of January 22, 2013.

4 unchanged sentences

During March 2013, $3,091 including accrued interest was converted into 883 unregistered shares of the Company’s common stock at $3.50 per share to fully satisfy the promissory note.

The unpaid balance including accrued interest was $3,056 at December 31, 2012.

NOTE 6 - CONVERTIBLE NOTES PAYABLE (CONTINUED)

On October 19, 2012, the Company issued a $10,000 convertible note to an individual.

On October 19, 2012, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of April 19, 2013.

4 unchanged sentences

During April 2013, $10,266 including accrued interest was converted into 2,933 unregistered shares of the Company’s common stock at $3.50 per share to fully satisfy the promissory note.

The unpaid balance including accrued interest was $10,105 at December 31, 2012.

On November 23, 2012, the Company issued a $7,000 convertible note to an individual.

On November 23, 2012, the Company issued a $7,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of May 23, 2013.

4 unchanged sentences

During May 2013, $7,175 including accrued interest was converted into 2,050 unregistered shares of the Company’s common stock at $3.50 per share to fully satisfy the promissory note.

The unpaid balance including accrued interest was $7,037 at December 31, 2012.

On January 28, 2013, the Company issued a $12,500 convertible note to an individual.

On January 28, 2013, the Company issued a $12,500 convertible note to a corporation.

The loan bears interest at 5% and is payable on demand and may be converted at any time prior to December 31, 2013 into shares of the Company’s common stock.

5 unchanged sentences

During August 2013, $12,500 was converted into 2,500 unregistered shares of the Company’s common stock at $5.00 per share to satisfy the principal balance of the promissory note.

The unpaid balance of accrued interest was $328 at December 31, 2013.

On January 30, 2013, the Company issued a $7,500 convertible note to an individual.

The unpaid balance of accrued interest was $328 at December 31, 2014 and December 31, 2013.

On January 30, 2013, the Company issued a $7,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of July 30, 2013.

4 unchanged sentences

During August 2013, $7,688 including accrued interest was converted into 3,075 unregistered shares of the Company’s common stock at $2.50 per share to fully satisfy the promissory note.

On February 20, 2013, the Company issued a $7,500 convertible note to an individual.

On February 20, 2013, the Company issued a $7,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of August 20, 2013.

4 unchanged sentences

During September 2013, $7,688 including accrued interest was converted into 3,075 unregistered shares of the Company’s common stock at $2.50 per share to fully satisfy the promissory note.

On February 26, 2013, the Company issued a $12,500 convertible note to an individual.

On February 26, 2013, the Company issued a $12,500 convertible note to a corporation.

The loan bears interest at 5% and is payable on demand and may be converted at any time prior to January 31, 2014 into shares of the Company’s common stock.

3 unchanged sentences

The fair value of the conversion option in connection with the note on the date of issuance aggregated $1,705, and was recorded as debt discount.

During March 2014, $13,151 including interest was converted into 13,171 unregistered shares of the Company’s common stock at $0.999 per share.

The debt discount was amortized through the term of the note.

The unpaid balance including accrued interest was $13,021 at December 31, 2013.

NOTE 6 - CONVERTIBLE NOTES PAYABLE (CONTINUED)

On April 30, 2013, the Company issued a $10,000 convertible note to an individual.

On April 30, 2013, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of October 30, 2013.

5 unchanged sentences

During November 2013, $10,750 including accrued interest was converted into 14,333 unregistered shares of the Company’s common stock at $0.75 per share to fully satisfy the promissory note.

On April 30, 2013, the Company issued a $10,000 convertible note to an individual.

On April 30, 2013, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 10% and has a maturity date of October 30, 2013.

6 unchanged sentences

In addition, the fair value of the conversion option in connection with the note on the date of modification aggregated $5,200, and was recorded as debt discount.

Since the note was past due and in default, the debt discount was recognized as interest expense on the date of modification.

On May 27, 2013, the Company issued a $12,500 convertible note to an individual.

Since the note was past due, the debt discount was recognized as interest expense on the date of modification.

On May 27, 2013, the Company issued a $12,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of November 27, 2013.

3 unchanged sentences

The debt discount was amortized through the term of the note.

On January 6, 2014, the Company agreed to modify the terms of this $12,500 convertible promissory notes dated May 27, 2013.

The conversion rate was reduced from $2.50 per share to $0.75 per share.

During January 2014, $12,849 including interest was converted into 17,132 unregistered shares of the Company’s common stock at $0.75 per share to fully satisfy the promissory note.

The unpaid balance including accrued interest was $12,865 at December 31, 2013.

The Company is not compliant with the repayment terms of the note and currently in default.

On June 11, 2013, the Company issued a $6,500 convertible note to an individual.

On June 11, 2013, the Company issued a $6,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of August 11, 2013.

3 unchanged sentences

The debt discount was amortized through the term of the note.

The unpaid balance including accrued interest was $6,676 at December 31, 2013.

The Company is not compliant with the repayment terms of the note and currently in default.

On June 11, 2013, the Company issued a $6,222 convertible note to an individual.

The unpaid balance including accrued interest was $7,001 and $6,676 at December 31, 2014 and December 31, 2013, respectively.

The Company is not compliant with the repayment terms of the note.

On June 11, 2013, the Company issued a $6,222 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of August 11, 2013.

3 unchanged sentences

The debt discount was amortized through the term of the note.

The unpaid balance including accrued interest was $6,391 at December 31, 2013.

The Company is not compliant with the repayment terms of the note and currently in default.

NOTE 6 - CONVERTIBLE NOTES PAYABLE (CONTINUED)

On June 11, 2013, the Company issued a $6,500 convertible note to an individual.

The unpaid balance including accrued interest was $6,702 and $6,391 at December 31, 2014 and December 31, 2013, respectively.

The Company is not compliant with the repayment terms of the note.

On June 11, 2013, the Company issued a $6,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of August 11, 2013.

3 unchanged sentences

The debt discount was amortized through the term of the note.

The unpaid balance including accrued interest was $6,676 at December 31, 2013.

The Company is not compliant with the repayment terms of the note and currently in default.

On June 18, 2013, the Company issued a $12,500 convertible note to an individual.

The unpaid balance including accrued interest was $7,001 and $6,676 at December 31, 2014 and December 31, 2013, respectively.

The Company is not compliant with the repayment terms of the note.

On June 18, 2013, the Company issued a $12,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of December 18, 2013.

3 unchanged sentences

The debt discount was amortized through the term of the note.

During March 2014, $4,000 was converted into 16,000 unregistered shares of the Company’s common stock at $0.25 per share.

During July 2014, $4,103 including accrued interest was converted into 16,412 unregistered shares of the Company’s common stock at $0.25 per share.

During August 2014, $3,059 including accrued interest was converted into 12,235 unregistered shares of the Company’s common stock at $0.25 per share.

During September 2014, $2,529 including accrued interest was converted into 10,115 unregistered shares of the Company’s common stock at $0.25 per share to fully satisfy the promissory note.

The unpaid balance including accrued interest was $12,839 at December 31, 2013.

The Company is not compliant with the repayment terms of the note and currently in default.

On August 2, 2013, the Company issued a $10,000 convertible note to an individual.

On August 2, 2013, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of February 2, 2014.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

2 unchanged sentences

The debt discount was amortized through the term of the note.

The unpaid balance including accrued interest was $10,208 at December 31, 2013.

The Company is not compliant with the repayment terms of the note and currently in default.

During November 2014, $250 was converted into 50,000 unregistered shares of the Company’s common stock at $0.005 per share.

During December 2014, $285 including accrued interest was converted into 56,918 unregistered shares of the Company’s common stock at $0.005 per share.

The unpaid balance including accrued interest was $11,085 and $10,208 at December 31, 2014 and December 31, 2013, respectively.

On December 10, 2013, the Company issued a $3,000 convertible note to an individual.

4 unchanged sentences

The debt discount is amortized through the term of the note.

The unpaid balance including accrued interest was $3,009 at December 31, 2013.

The unpaid balance including accrued interest was $3,159 and $3,009 at December 31, 2014 and December 31, 2013, respectively.

The Company is not compliant with the repayment terms of the note.

On December 10, 2013, the Company issued a $5,000 convertible note to an individual.

4 unchanged sentences

The debt discount is amortized through the term of the note.

The unpaid balance including accrued interest was $5,264 and $5,014 at December 31, 2014 and December 31, 2013, respectively.

The Company is not compliant with the repayment terms of the note.

On April 8, 2014, the Company issued a $21,000 convertible note to a corporation.

The loan bears interest at 8% and has a maturity date of October 8, 2014.

On March 12, 2015, the repayment term were extended to December 31, 2015.In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $21,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance including accrued interest was $22,496 at December 31, 2014.

As of December 31, 2013, the total short-term loans - convertible amounted to $80,043 including $2,821 of accrued interest.

On May 8, 2014, the Company issued a $21,000 convertible note to a corporation.

The loan bears interest at 8% and has a maturity date of November 8, 2014.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $14,538, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance including accrued interest was $22,365 at December 31, 2014.

On May 28, 2014, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of November 28, 2014.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $7,538, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance including accrued interest was $10,375 at December 31, 2014.

On June 23, 2014, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of December 23, 2014.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $10,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The individual contributed $5,000 in June 2014 and $5,000 in July 2014.

The unpaid balance was $10,250 at December 31, 2014.

On July 11, 2014, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of January 11, 2015.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $10,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $10,229 at December 31, 2014.

On August 4, 2014, the Company issued an $8,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of February 4, 2015.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $8,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $8,167 at December 31, 2014.

On September 3, 2014, the Company issued a $6,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of March 3, 2015.

On March 12, 2015, the repayment term were extended to December 31, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $6,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $6,100 at December 31, 2014.

On October 1, 2014, the Company issued a $4,625 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of April 1, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $2,405, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $4,683 at December 31, 2014.

On November 4, 2014, the Company issued a $6,850 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of May 4, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0025 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $4,110, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $6,907 at December 31, 2014.

On December 1, 2014, the Company issued a $5,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of June 1, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.09 per share.

The fair value of the conversion option in connection with the note on the date of issuance aggregated $5,000, and was recorded as debt discount.

The debt discount is amortized through the term of the note.

The unpaid balance was $5,021 at December 31, 2014.

As of December 31, 2014, the total short-term loans - convertible amounted to $188,021 which includes $9,287 of accrued interest.

The conversion price of the notes were fixed and determinable on the date of issuance and as such in accordance with ASC Topic 815 “ Derivatives and Hedging ” (“ASC 815”), the embedded conversion options of the note were not considered derivative liabilities.

The beneficial conversion features of certain convertible notes are at a price below fair market value.

The Company recorded interest expense on the debt discount of $96,864 and $34,496 for the years ended December 31, 2013 and 2012, respectively.

In addition, the out-of-period adjustment at December 31, 2013 for the improperly valued beneficial conversion option of the Company’s convertible notes payable was a charge to interest expense of $58,272 (see Note 2 in the Notes to the Financial Statements)

The Company recorded interest expense on the debt discount of $100,098 and $96,864 for the years ended December 31, 2014 and 2013, respectively, in the accompanying statement of operations.

NOTE 5 - PROVISION FOR INCOME TAXES

13 unchanged sentences

Valuation allowance

NOTE 8 - CONVERSION OF ACCOUNTS PAYABLE AND NOTES PAYABLE TO EQUITY

On June 15, 2012, Gilles Chaumillon resigned as President, Chief Executive Officer and Director of the Company.

In addition, Mr.

Chaumillon agreed to settle his outstanding debt, interest and account payable balances of $227,811 for $10,000 payable in ten equal monthly installments of $1,000 beginning July 2012.

At June 30, 2012, the Company wrote-off the net amount of $217,811 as a conversion of accounts payable and notes payable to equity.

At December 31, 2013, Mr.

Chaumillon is owed $9,000.

NOTE 6 - MAJOR CUSTOMERS

The Company generated nominal revenues during the years ended December 31, 2014 and 2013.

NOTE 7 - INTELLECTUAL PROPERTY

The acquisition from Type2 Defense, a Texas based sole proprietorship was for the issuance of 2,000,000 shares of the Company’s common stock.

The shares are valued at $200,000 or $0.10 per share based on the closing price of the Company’s common stock on September 26, 2011.

The agreement also includes the issuance of 1,000,000 shares of the Company’s common stock upon achieving certain operational milestones and an additional 1,000,000 shares of Company’s common stock upon reaching 1,500 customers.

On November 4, 2011, an advance of 60,000 shares of the Company’s common stock related to the reaching of 1,500 customers’ milestone in the original agreement was approved by the board of directors.

The acquisition of Type2 Defense was paid for by the issuance of 40,000 shares of the Company’s common stock.

The shares were valued at $200,000 or $5.00 per share based on the closing price of the Company’s common stock on September 26, 2011.

The agreement also included the issuance of 20,000 shares of the Company’s common stock upon achieving certain operational milestones and an additional 20,000 shares of Company’s common stock upon reaching 1,500 customers.

On November 4, 2011, an advance of 1,200 shares of the Company’s common stock related to the reaching of the 1,500 customers milestone in the original agreement was approved by the board of directors.

The shares were valued at $5.50 per share or $6,600.

2 unchanged sentences

On June 18, 2013, the Company issued 20,000 shares to the Company’s former CEO for the Type2 Defense product meeting the operational milestones.

The shares were valued at $0.15 per share or $150,000 and included as stock based compensation in the accompanying statement of operation.

In addition, on June 18, 2013, an advance of 500,000 shares of the Company’s common stock related to reaching of 1,500 customers milestone in the original agreement was approved by the board of directors and issued to the Company’s former CEO.

The shares were valued at $0.15 per share or $75,000 and included as stock based compensation in the accompanying statement of operation.

As of June 20, 2014 the agreement provisions for reaching 1,500 customers for 440,000 shares of the Company’s common stock has not been achieved.

All assets other than the intellectual property had a fair value of $0, with the intellectual property was valued at $200,000.

Since the Company has not been able to generate substantial revenues from our Type2Defense product over the last two years and have only produced minimal sales of the product in 2014, the Company elected to write-off the $200,000 intellectual property for Type2Defense as impaired.

NOTE 10 - FAIR VALUE MEASUREMENTS

The Company adopted certain provisions of ASC Topic 820.

ASC 820 defines fair value, provides a consistent framework for measuring fair value under generally accepted accounting principles and expands fair value financial statement disclosure requirements.

ASC 820’s valuation techniques are based on observable and unobservable inputs.

Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions.

ASC 820 classifies these inputs into the following hierarchy:

Level 1 inputs:

Quoted prices for identical instruments in active markets.

Level 2 inputs:

Quoted prices for similar instruments in active markets;

quoted prices for identical or similar instruments in markets that are not active;

and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 inputs:

Instruments with primarily unobservable value drivers.

The shares were valued at $7.50 per share or $150,000 and included as stock based compensation in the statement of operation in 2011.

In addition, on June 18, 2013, an advance of 10,000 shares of the Company’s common stock related to reaching of 1,500 customers’ milestone in the original agreement was approved by the board of directors and issued to William Gallagher, the Company’s former CEO.

The shares were valued at $7.50 per share or $75,000 and included as stock based compensation in the accompanying statement of operation in 2013.

As of March 30, 2015 the milestone has not been achieved and the Type2 Defense product has been discontinued, the shares will not be issued.

Since the Company has not been able to generate substantial revenues from the Type 2 Defense product since June 2013 and has produced only nominal sales of the product in 2014, the Company elected to write-off the $200,000 intellectual property for Type2 Defense as impaired.

In addition, the Company no longer intends to manufacture additional Type2 Defense product.

As of the current period, our remaining inventory of Type2 Defense product on-hand is -0- and remaining inventory placed with our online and fulfillment sales partner is 858 cases.

On October 1, 2014, the Company entered into an Intellectual Property Purchase Agreement to purchase the “Glucose Health Natural Blood Sugar Maintenance” product for the purchase price of 300,000 unregistered shares of the Company’s common stock from a company beneficially owned by the Company’s CEO, Murray Fleming.

The shares were recorded at their par value of $0.001 per share or $300, valued at the nominal historical cost of the related party seller.

All assets other than the intellectual property had a fair value of $0, with the intellectual property valued at $300.

NOTE 8 - SUBSEQUENT EVENTS

During January 2014, our former chief executive officer canceled 600,000 of his personal unregistered shares of the Company’s common stock to satisfy a promissory note conversion request.

These shares were valued at $0.035 per share or $21,000.

During January 2014, a promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $12,849 including interest was converted into 856,632 unregistered shares of the Company’s common stock at $0.015 per share.

On January 6, 2014, the Company agreed to modify the terms of this $12,500 convertible promissory notes dated May 27, 2013.

The conversion rate was reduced from $0.05 per share to $0.015 per share.

During March 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $4,000 was converted into 800,000 unregistered shares of the Company’s common stock at $0.005 per share.

During March 2014, a promissory note was converted into unregistered shares of the Company’s common stock.

The amount totaled $13,151 including interest was converted into 658,594 unregistered shares of the Company’s common stock at $0.020 per share.

During March 2014, the Company signed an agreement with a firm to provide strategic business development activities for the Company.

The firm will be compensated with 360,000 unregistered shares of the Company’s common stock payable in increments of 30,000 shares per month for twelve (12) months starting on April 1, 2014.

As of June 20, the Company issued 90,000 unregistered shares of the Company’s common stock which were valued at $0.014 per share or $1,239.

On April 7, 2014, the Company terminated the Marketing Services Agreement Dated July 24, 2013 between the Company and Damon R Devitt to produce an infomercial for the Type2Defense product.

The Company acknowledges that the infomercial stated in the Marketing Services Agreement dated July 24, 2013 has been completed, but the Company does not desire to complete a media placement using the infomercial or use this infomercial for any benefit to the Company.

The Company has resolved to move in a different direction for marketing the Type2Defense product.

In addition, the Company acknowledges is owes Mr.

Devitt 7,500,000 S-8 shares for completing the infomercial, which must be adjusted for the Company’s 1 for 10 reverse split declared effective on February 26, 2014.

Thus, the Company issued 750,000 S-8 shares (7,500,000 / 10) to Mr.

Devitt at $.0151 per share on April 15, 2014.

On April 8, 2014, the Company appointed James Hodge as Chairmen of the Company’s board of directors.

On April 8, 2014, in a special meeting of the board of directors, the board voted in favor of amending the Company’s Bylaws to decrease the number of members of the board of directors from three to one.

Gallagher and Metzger agreed to resign from the board and accept other duties for the Company as follows:

William Gallagher, Chief Executive Officer and director elected to retire from the Company.

Gallagher signed a twenty four (24) month advisory agreement to promote the Company’s product(s), introduce new products and to provide capital formation initiatives.

Gallagher will be compensated with a $2,500 monthly fee (an aggregate of $60,000).

In addition, Mr.

Gallagher will receive a 10% commission on the collections of sales he consummates.

NOTE 11 - SUBSEQUENT EVENTS (CONTINUED)

Metzger, PhD , President, Chief Operating Officer and director resigned from the Company’s board of directors .

Metzger signed a twelve (12) month consulting agreement to continue as the Company’s President.

Metzger will receive Two Hundred and Fifty Thousand (250,000) unregistered shares of the Company’s common stock in consideration for prior services rendered to the Company.

In addition, the Company agreed to pay Mr.

Metzger $18,000 for the twelve month consulting period.

In lieu of cash, the Company will issue unregistered shares of the Company’s common stock at September 4, 2014 equal to $18,000 with a cap of 250,000 unregistered shares of the Company’s common stock which shall be determined based on the average closing price of the Company’s common stock, as publicly traded, during the last five (5) business days prior to September 8, 2014.

On April 8, 2014, the Company issued a $21,000 convertible note to an individual.

The loan bears interest at 8% and has a maturity date of October 8, 2014.

On January 7, 2015, the Company issued a $4,315 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of July 7, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.04 per share.

On April 21, 2014, the Company promoted Thomas Metzger PhD, President to Chief Executive Officer and Chief Financial Officer.

In addition, Peggy Knight, Executive Vice-President of Marketing was promoted to Chief Marketing Officer.

During April 2014, our former chief executive officer was re-issued 600,000 unregistered shares of the Company’s common stock which were canceled in January 2014 to satisfy a promissory note conversion request.

These shares were valued at $0.035 per share or $21,000.

During April 2014, Thomas Metzger, our chief executive officer/chief financial officer was issued 250,000 unregistered shares of the Company’s common stock for compensation.

These shares were valued at $0.0151 per share or $3,375.

During April 2014, James Hodge, our chairman of the board of directors, was issued 250,000 unregistered shares of the Company’s common stock for joining the Company’s board.

These shares were valued at $0.0151 per share or $3,375.

During April 2014, Peggy Knight our chief marketing officer was issued 750,000 unregistered shares of the Company’s common stock for marketing compensation.

On January 8, 2015, the Company issued an $8,750 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of July 8, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.04 per share.

On January 8, 2015, the Company issued an $8,750 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of July 8, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.04 per share.

During January 2015, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $290 including accrued interest was converted into 58,092 unregistered shares of the Company’s common stock at $0.005 per share.

On February 2, 2015, the Company issued a $12,500 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of August 2, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.031 per share.

On February 2, 2015, the Company issued a $12,500 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of August 2, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.031 per share.

During February 2015, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $294 including accrued interest was converted into 58,750 unregistered shares of the Company’s common stock at $0.005 per share.

On February 13, 2015, James Hodge, the Company’s Chairman of the board of directors, was issued 70,867 shares of the Company’s restricted common stock to fully satisfy his management consulting agreement dated April 4, 2014 for service to the Company.

These shares were valued at $0.085 per share or $6,000.

On May 8, 2014, the Company issued a $21,000 convertible note to an individual.

The loan bears interest at 8% and has a maturity date of November 8, 2014.

During February 2015, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $295 including accrued interest was converted into 59,078 unregistered shares of the Company’s common stock at $0.005 per share.

During February 2015, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $296 including accrued interest was converted into 59,244 unregistered shares of the Company’s common stock at $0.005 per share.

On March 2, 2015, the Company issued a $10,000 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of September 2, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.025 per share.

On May 28, 2014, the Company issued a $10,000 convertible note to an individual.

The loan bears interest at 5% and has a maturity date of November 28, 2014.

On March 2, 2015, the Company issued a $10,000 convertible note to a corporation owned by the Company’s CEO.

The loan bears interest at 5% and has a maturity date of September 2, 2015.

In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.025 per share.

During March 2015, a promissory note was partially converted into unregistered shares of the Company’s common stock.

The amount totaled $270 including accrued interest was converted into 54,018 unregistered shares of the Company’s common stock at $0.005 per share.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

Former independent accountants.

On April 30, 2014, we notified KBL, LLP (KBL), our independent registered public accounting firm, that it was being replaced.

The report of KBL on our financial statements as of and for the year ended December 31, 2012 and December 31, 2011 did not contain an adverse opinion or a disclaimer of opinion nor was it qualified or modified as to uncertainty, audit scope or accounting principles, except that the report included an explanatory paragraph relating to an uncertainty as to our ability to continue as a going concern.

The decision to discontinue the audit services of KBL was approved by our Board of Directors.

During the fiscal years ended December 31, 2012 and 2011 and through April 30, 2014, there has been no disagreement with KBL on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of KBL, would have caused KBL to make reference to the subject matter of the disagreement in its report.

There have been no reportable events as provided in Item 304 (a)(1)(v) of Regulation S-K up to and including the dismissal of KBL except for the material weakness in its system of internal controls over financial reporting which KBL advised us existed.

The controls designed were adequate for financial disclosures required for the preparation of our Form 10-Q and 10-K filings;

however due to lack of resources in our accounting department the controls were not operating effectively.

Our board of directors discussed this issue with KBL.

KBL has been fully authorized by us to answer all inquiries of KBL concerning the controls that were not operating effectively.

There are no limitations placed on KBL or KBL concerning the inquiry of any matter related to our financial reporting.

We provided KBL with a copy of the disclosure and requested that KBL furnish us with a letter addressed to the SEC stating whether it agreed with the above statements.

A copy of the letter from KBL, dated April 30, 2014 was filed as Exhibit 16.1 to the Form 8-K filed with the SEC on May 5, 2014.

On October 3, 2014, Bio-Solutions Corp.

(“Registrant”) notified Anton & Chia, LLP (ANC) the Registrant’s independent registered public accounting firm, that it was being dismissed.

The report of ANC on the consolidated financial statements of the Registrant as of and for the year ended December 31, 2013 did not contain an adverse opinion or a disclaimer of opinion nor was it qualified or modified as to uncertainty, audit scope or accounting principles, except that the report included an explanatory paragraph relating to an uncertainty as to the Company’s ability to continue as a going concern.

The decision to discontinue the audit services of ANC was approved by our Board of Directors.

During the fiscal year ended December 31, 2013 and through October 6, 2014, there has been no disagreement with ANC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of ANC, would have caused ANC to make reference to the subject matter of the disagreement in its report.

There have been no reportable events as provided in Item 304 (a)(1)(v) of Regulation S-K up to and including the dismissal of ANC except for the material weakness in its system of internal controls over financial reporting which ANC advised the Company existed.

The controls designed were adequate for financial disclosures required for the preparation of the Company Form 10-Q and 10-K filings;

however due to lack of resources in the Company’s accounting department the controls were not operating effectively.

The Company’s board of directors discussed this issue with ANC.

ANC has been fully authorized by the Company to answer all inquiries of ANC concerning the controls that were not operating effectively.

There are no limitations placed on ANC or ANC concerning the inquiry of any matter related to the Company’s financial reporting.

We have provided ANC with a copy of this disclosure and have requested that ANC furnish us with a letter addressed to the SEC stating whether it agrees with the above statements.

A copy of the letter from ANC, dated October 6, 2014 is filed as Exhibit 16.1 to this Form 8-K.

New independent accountants.

On April 30, 2014, we retained Anton & Chia, LLP (A&C) as our new independent registered public accounting firm to audit Registrant’s financial statements for the fiscal year ending December 31, 2013.

The appointment was approved by our Board of Directors.

During our two most recent fiscal years and any subsequent interim period preceding such engagement, we have not previously consulted with A&C on the application of accounting principles to a specified transaction, or on the type of audit opinion that might be rendered on our financial statements, or any other matter that was the subject of a disagreement between us and A&C or was a reportable event.

In addition, we did not consult with A&C regarding the material weakness of our internal control over financial reporting prior to engaging A&C.

On October 3, 2014, we retained Messineo & Co, CPAs, LLC (MCO) as our new independent registered public accounting firm to review Registrant’s financial statements for the Quarter ended September 30, 2014 and audit the fiscal year ending December 31, 2014.

Our board of directors approved the appointment.

During the Company’s two most recent fiscal years and any subsequent interim period preceding such engagement, we have not previously consulted with MCO on the application of accounting principles to a specified transaction, or on the type of audit opinion that might be rendered on our financial statements, or any other matter that was the subject of a disagreement between the Company and MCO or was a reportable event.

In addition, the Company did not consult with MCO regarding the material weakness of the Company’s internal control over financial reporting prior to engaging MCO.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data