UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

———————

FORM 10-Q

———————
☑  

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period endedDecember 31, 2017

2021

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from: _____________ to _____________

KYTO BIOPHARMA,TECHNOLOGY AND LIFE SCIENCE, INC.

(Exact name of registrant as specified in its charter)

FLORIDAdelaware000-5039065-1086538
(State or Other Jurisdiction(Commission(I.R.S. Employer
of Incorporation)File Number)Identification No.)
134 Duke Drive, Lake Worth FL 33460

13050 Paloma Road, Los Altos Hills, CA94022

(Address of Principal Executive Office) (Zip Code)

(416) 960-8770

(650)204 7896

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

———————

Title of each classTrading SymbolExchange
Common stockKBPHOTC QB

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☑  ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss. 232.405 of this chapter) during the preceding 12 (or for such shorter period that the registrant was required to submit and post such files). ☒ Yes☐ Yes   ☑  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company.

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☑ ☒
Emerging Growth Companygrowth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Yes ☒ No

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes ☑  ☒ No

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

3,139,747

13,287,621 Common Shares - $0.0001$0.01 Par Value - as ofFebruary 12, 2018


18, 2022

 

KYTO BIOPHARMA, INC.

Kyto Technology and Life Science, Inc.

For the quarterly period ended December 31, 2017

2021

INDEX

PART I. FINANCIAL INFORMATION
Item 1.Financial Statements3
Condensed Balance SheetsStatements of Assets and Liabilities as of December 31, 20172021 (Unaudited) and March 31, 201720213
Unaudited Condensed Statements of Operations for the Three Months and Nine Months Ended December 31, 20172021 and 201620204
Unaudited Condensed StatementStatements of Stockholders’ DeficitChanges in Net Assets for the Three Months and Nine Months Ended December 31, 20172021 and 20205
Unaudited Condensed Statements of Cash Flows for the Nine Months Ended December 31, 20172021 and 2016202067
Condensed Schedule of Investments as of December 31, 2021 (Unaudited) and March 31, 20218
Notes to Unaudited Interim Condensed Financial Statements713
Item 2.Management’s Discussion and Analysis of Financial ConditionsCondition and Results of Operations.1029
Item 3.Quantitative and Qualitative Disclosures About Market Risk.1133
Item 4.Controls and Procedures.1133
PART II. OTHER INFORMATION
Item 1.Legal Proceedings.1235
Item 1A.Risk Factors.1235
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.1235
Item 3.Defaults Upon Senior Securities.1235
Item 4.Mine Safety Disclosures1235
Item 5.Other Information1235
Item 6.Exhibits1335
Signatures
Signatures1437

2
 

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

 
Kyto Biopharma, Inc. 
 
 
 Condensed Balance Sheets
 
 
 
 
 
 
December 31,
 
 
March 31,
 
 
 
2017
 
 
2017
 
 
 
(Unaudited)
 
 
 
 
ASSETS
 
 
 
 
 
Current Assets
 
 
 
 
 
 
Cash
 $76 
 $- 
Total Current Assets
  76 
  - 
Total Assets
 $76 
 $- 
 
    
    
LIABILITIES AND  STOCKHOLDERS'  DEFICIT 
    
 
    
    
Current Liabilities
    
    
Accounts payable and accrued expenses
 $- 
 $22 
Accrued liabilities 
  5,000 
  10,000 
Accrued liabilities - related party
  196,000 
  148,000 
Loans payable - related party
  89,067 
  68,107 
Total Current Liabilities
  290,067 
  226,129 
 
    
    
Commitments and Contingencies 
    
    
 
    
    
 Stockholders'  Deficit
    
    
Preferred convertible stock, $1.00 par value, 2,000,000 shares
    
    
authorized, none issued and outstanding as of 
    
    
December 31, 2017 and March 31, 2017, respectively
  - 
  - 
Common stock, $0.0001 par value, 100,000,000 shares
    
    
authorized,  3,139,747 issued and outstanding as of 
    
    
December 31, 2017 and March 31, 2017, respectively
  314 
  314 
Additional paid-in capital
  32,063,476 
  32,063,476 
Accumulated deficit 
  (32,353,781)
  (32,289,919)
Total  Stockholders'  Deficit
  (289,991)
  (226,129)
Total Liabilities and  Stockholders'  Deficit
 $76 
 $- 

Kyto Technology and Life Science, Inc.

Condensed Statement of Assets and Liabilities

  December 31,  March 31, 
  2021  2021 
  (Unaudited)    
ASSETS        
Investments at fair value (cost of $8,926,469 and $5,686,545, respectively) $12,156,511  $6,821,407 
Cash  608,223   1,437,868 
Other assets  293,564   169,891 
Total Assets $13,058,298  $8,429,166 
         
LIABILITIES        
         
Liabilities        
Accounts payable and accrued liabilities $63,675  $193,141 
Accrued liabilities - related parties  83,000   51,420 
Common stock subscription liability  -   1,191,442 
Total Liabilities  146,675   1,436,003 
         
Commitments and Contingencies (Note 3)  -   - 
         
Net Assets        
Preferred stock authorized but not designated, $0.01 par value 16,800,000 shares, NaN issued or outstanding as of December 31, 2021 and March 31, 2021, respectively  -   - 
Class A (including Class A-1 and A-2) preferred convertible stock, $0.01 par value, 4,200,000 shares designated, 4,200,000 issued and outstanding as of December 31, 2021 and March 31, 2021, respectively; aggregate liquidation preference of $6,720,000 at December 31, 2021 and March 31, 2021, respectively  42,001   42,001 
Class B (including Class B-1, B-2 and B-3) preferred convertible stock, $0.01 par value, 9,000,000 shares designated, 8,087,656 and 3,628,906 issued and outstanding as of December 31, 2021 and March 31, 2021, respectively, aggregate liquidation preference of $6,951,945 at December 31, 2021 and $2,903,125 at March 31, 2021, respectively  80,877   36,289 
Preferred stock, value        
Common stock, $0.01 par value, 40,000,000 shares authorized, 13,287,621 and 9,983,082 issued and outstanding as of December 31, 2021 and March 31 2021, respectively  132,876   99,831 
Additional paid-in capital  44,630,564   39,772,228 
Accumulated deficit  (31,974,695)  (32,957,186)
         
Total Net Assets  12,911,623   6,993,163 
         
Total Liabilities and Net Assets $13,058,298  $8,429,166 

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

3

 
Kyto Biopharma, Inc. 
 
 
Condensed Statements of Operations
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
For the Three Months Ended
 
 
For the Nine  Months Ended
 
 
 
Dember 31, 2017
 
 
December 31
 
 
 
2017
 
 
2016
 
 
2017
 
 
2016
 
Operating Expenses
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative
 $24,133 
 $31,079 
 $63,862 
 $70,135 
Total Operating Expenses
  24,133 
  31,079 
  63,862 
  70,135 
 
    
    
    
    
Loss from Operations
  24,133 
  31,079 
  63,862 
  70,135 
 
    
    
    
    
Net Loss before taxes
  (24,133)
  (31,079)
  (63,862)
  (70,135)
Net Income (Tax) Benefit
  - 
  - 
  - 
  - 
Net Loss 
 $(24,133)
 $(31,079)
 $(63,862)
 $(70,135)
Weighted average number of shares outstanding
    
    
    
    
 basic and diluted
  3,139,747 
  3,139,747 
  3,139,747 
  3,139,747 
 
    
    
    
    
Net loss per share - basic and diluted
 $(0.01)
 $(0.01)
 $(0.02)
 $(0.02)

Kyto Technology and Life Science, Inc.

Condensed Statement of Operations

(Unaudited)

  2021  2020  2021  2020 
  For the Three months ended December 31,  For the Nine months ended December 31, 
  2021  2020  2021  2020 
             
INVESTMENT INCOME                
                 
Interest and other income $-  $5  $-  $505 
                 
Total investment income  -   5   -   505 
                 
EXPENSES                
Professional fees  98,241   91,669   371,600   168,212 
Other operating expenses  273,473   241,047   741,089   363,983 
Total expenses  371,714   332,716   1,112,689   532,195 
                 
Net investment loss  (371,714)  (332,711)  (1,112,689)  (531,690)
                 
Net change in unrealized gain on investments  691,864   328,694   2,095,180   806,942 
                 
Net increase (decrease) in net assets resulting from operations  320,150   (4,017)  982,491   275,252 
                 
Less: dividends attributable to Class B-1, B-2 and B-3  (131,999 )    -   (482,693)   - 
Less: dividends attributable to Class B-1, B-2 and B-3 Preferred Stock (see Note 2 (I))  (131,999)  -   (482,693)  - 
                 
Net increase (decrease) in net assets resulting from operations attributable to Common Shareholders $188,151  $(4,017) $499,798  $275,252 
                 
Basic earnings per Common Share,                
Net increase in net assets resulting from operations per common share $0.01  $- $0.04  $0.04 
                 
Weighted average common shares outstanding  13,287,621   8,528,007   13,273,038   6,737,152 
                 
Fully-diluted earnings per Common Share,                
Net increase in net assets resulting from operations per common share $0.01  $-  $0.02  $0.02 
                 
Weighted average common shares outstanding  23,516,038   19,272,128   22,400,260   17,142,683 

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

4

 
Kyto Biopharma, Inc. 
 
 
 Condensed Statement of Stockholder's Deficit
 
 
For the Nine Months Ended December 31, 2017
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Preferred Stock 
 
 
 Common Stock 
 
 
 Additional 
 
 
 
 
 
 
 
 
 
$1.00 par value
 
 
$0.0001 par value
 
 
 Paid - in 
 
 
Accumulated
 
 
 
 
 
 
 Shares 
 
 
 Amount 
 
 
 Shares 
 
 
 Amount 
 
 
 Capital 
 
 
 Deficit
 
 
 Total 
 
Balance, March 31, 2017
  - 
 $- 
  3,139,747 
 $314 
 $32,063,476 
 $(32,289,919)
 $(226,129)
Net Loss 
  - 
  - 
  - 
  - 
  - 
  (63,862)
  (63,862)
Balance, December 31,  2017
  - 
 $- 
  3,139,747 
 $314 
 $32,063,476 
 $(32,353,781)
 $(289,991)

Kyto Technology and Life Science, Inc.

Condensed Statement of Changes in Net Assets for the Three and Nine months ended December 31, 2021

(Unaudited)

  Preferred A
(Including
Class A-1,
A-2)		  Preferred A
Stock
(Including
Class A-1,
A-2)		  Preferred B
(Including
Class B-1,
B-2, B-3)		  Preferred B
Stock
(Including
Class B-1,
B-2, B-3)		  Common  Common Stock  Additional
Paid-in		  Accumulated    
  Shares  Amount  Shares  Amount  Shares  Amount  Capital  Deficit  Total 
Three months ended December 31, 2021                                    
Balance, September 30, 2021  4,200,000  $42,001   5,911,406  $59,114   13,287,621  $132,876  $42,878,748  $(32,294,845) $10,817,894 
Net increase in net assets resulting from operations  -   -   -   -   -   -   -   320,150   320,150 
Sale of Class B-3 Preferred stock at $0.80 per share  -   -   2,176,250   21,763   -   -   1,719,237   -   1,741,000 
Sale of Common stock                                    
Sale of common stock $0.40 per share, shares                                    
Exercise of stock options                                    
Exercise of stock options, shares                                    
Common stock issued for warrants and options exercise                                    
Common stock issued for warrants and options exercise, shares                                    
Compensation expense from stock options  -   -   -   -   -   -   32,579   -   32,579 
                                     
Balance, December 31, 2021  4,200,000  $42,001   8,087,656  $80,877   13,287,621  $132,876  $44,630,564  $(31,974,695) $12,911,623 
                                     
Nine months ended December 31, 2021                                    
Balance, March 31, 2021  4,200,000  $42,001   3,628,906  $36,289   9,983,082  $99,831  $39,772,228  $(32,957,186) $6,993,163 
Net increase in net assets resulting from operations  -   -   -   -   -   -   -   982,491   982,491 
Sale of Class B-1 and B-3 Preferred stock at $0.80 per share  -   -   4,458,750   44,588   -   -   3,522,413   -   3,567,001 
Sale of Common stock at $0.40 per share  -   -   -   -   3,285,789   32,858   1,281,459   -   1,314,317 
Exercise of stock options  -   -   -   -   18,750   187   431   -   618 
Compensation expense from stock options  -   -   -   -   -   -   54,033   -   54,033 
                                     
Balance, December 31, 2021  4,200,000  $42,001   8,087,656  $80,877   13,287,621  $132,876  $44,630,564  $(31,974,695) $12,911,623 

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

5

 
Kyto Biopharma, Inc. 
 
 
Condensed Statements of Cash Flows
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
For the Nine Months Ended December 31, 
 
 
 
 2017 
 
 
 2016 
 
Cash Flows from Operating Activities:
 
 
 
 
 
 
Net loss
 $(63,862)
 $(70,135)
Adjustment to reconcile net loss to net cash used in operating activities:
    
    
 
    
    
Changes in operating liabilities:
    
    
Accrued liabilities - related party
  48,000 
  48,000 
Accrued liabilities  
  (5,000)
  (7,500)
Accounts payable and accrued expenses
  (22)
  326 
Net Cash Used in Operating Activities
  (20,884)
  (29,309)
 
    
    
Cash Flows from Investing Activities:
    
    
 
    
    
Net Cash Used in Investing Activities
  - 
  - 
 
    
    
Cash Flows from Financing Activities:
    
    
Loan proceeds from related parties, net
  20,960 
  29,286 
Net Cash Provided by Financing Activities
  20,960 
  29,286 
 
    
    
Net increase (decrease) in Cash and Cash Equivalents
  76 
  (23)
 
    
    
Cash and Cash Equivalents at Beginning of Period
  - 
  32 
 
    
    
Cash and Cash Equivalents at End of Period
 $76 
 $9 
 
    
    
Supplemental Disclosure of Cash Flow Information:
    
    
Cash paid for:
    
    
Interest
 $- 
 $- 
Income taxes
 $- 
 $- 

Kyto Technology and Life Science, Inc.

Condensed Statement of Changes in Net Assets for the Three and Nine months ended December 31, 2020

(Unaudited)

  Preferred A  Preferred A
Shares		  Preferred B  Preferred B
Shares		  Common  Common Stock  Additional
Paid-in		  Accumulated    
  Shares  Amount  Shares  Amount  Shares  Amount  Capital  Deficit  Total 
                            
Three months ended December 31, 2020                                    
Balance, September 30, 2020  4,200,000  $42,001   2,337,500  $23,375   5,836,832  $58,368  $37,211,970  $(33,104,983) $4,230,731 
Net decrease in net assets resulting from operations  -   -   -   -   -   -   -   (4,017)  (4,017)
Sale of Class B Preferred stock at $0.80 per share  -   -   753,906   7,539   -   -   595,586   -   603,125 
Common stock issued for warrants and options exercise  -   -   -   -   3,965,000   39,650   1,526,580   -   1,566,230 
Compensation expense from stock options  -   -   -   -   -   -   3,474   -   3,474 
                                     
Balance, December 31, 2020  4,200,000  $42,001   3,091,406  $30,914   9,801,832  $98,018  $39,337,610  $(33,109,000) $6,399,543 
                                     
Nine months ended December 31, 2020                                    
Balance, March 31, 2020  4,200,000  $42,001   812,500  $8,125   5,836,832  $58,368  $35,943,369  $(33,384,252) $2,667,611 
Net increase in net assets resulting from operations  -   -   -   -   -   -   -   275,252   275,252 
Net increase (decrease) in net assets resulting from operations  -   -   -   -   -   -   -   275,252   275,252 
Sale of Class B Preferred stock at $0.80 per share  -   -   2,278,906   22,789   -   -   1,850,336   -   1,873,125 
Sale of Class B, B-1 and B-3 Preferred stock  -   -   2,278,906   22,789   -   -   1,850,336   -   1,873,125 
Common stock issued for warrants and options exercise  -   -   -   -   3,965,000   39,650   1,526,579   -   1,566,229 
Compensation expense from stock options  -   -   -   -   -   -   17,326   -   17,326 
                                     
Balance, December 31, 2020  4,200,000  $42,001   3,091,406  $30,914   9,801,832  $98,018  $39,337,610  $(33,109,000) $6,399,543 

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

6

Kyto Technology and Life Science, Inc.

Condensed Statement of Cash Flows

(Unaudited)

  2021  2020 
  Nine months months ended 
  December 31, 
  2021  2020 
       
Operating activities:        
Net increase in net assets resulting from operations $982,491  $275,252 
Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities        
Net change in unrealized gain on investments  (2,095,180)  (806,942)
Stock option compensation expense  54,033   17,326 
Change in operating assets and liabilities        
Other assets  (123,673)  500 
Accounts payable and accrued liabilities  (129,466)  47,708 
Accrued liabilities to related parties  31,580   - 
Purchases of investments  (3,328,478)  (2,410,000)
Proceeds from sale of investments  88,554   - 
Net cash used in operating activities  (4,520,139)  (2,876,156)
         
Cash flows from financing activities:        
Sale of Common stock in connection with preference rights (see Note 6)  122,875   - 
Sale of Common stock from exercise of warrants and stock options  618   1,566,229 
Sale of Class B-1 Preferred stock  1,626,000   1,873,125 
Sale of Class B-3 Preferred stock  1,941,001   - 
Deferred fundraising expenses  -   (36,409)
Receipt of SBA loan  -   1,000 
Advances from related party  -   2,250 
Net cash provided by financing activities  3,690,494   3,406,195 
         
Net increase/(decrease) in cash  (829,645)  530,039 
         
Cash, beginning of period  1,437,868   33,756 
Cash, end of period $608,223  $563,795 
         
Supplemental cash flow information        
Taxes paid $800  $800 
Supplemental schedule of noncash financing activities:        
Conversion of common stock subscription liability to common stock $1,191,442  $- 

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

7

KYTO BIOPHARMA, INC.
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Kyto Technology and Life Science, Inc.

Schedule of Investments as of December 31, 20172021

(Unaudited)

  Portfolio Company  Industry Investment Cost  Fair value  % of net assets (a) 
Convertible loan investments            
  Abfero Pharmaceuticals Inc  Life science Convertible Note, 6% due, December 2022 $11,447  $15,589   0.1%
( i ) Achelios Therapeutics Inc.  Life science Convertible Note, 8% due, December 2021  100,000   127,200   1.0%
( i ) Achelios Therapeutics Inc.  Life science Convertible Note, 8% due December 2021  25,000   30,540   0.2%
( i ) Achelios Therapeutics Inc.  Life science Convertible Note, 8% due December 2021  50,000   57,595   0.4%
( i ) Achelios Therapeutics Inc.  Life science Convertible Note Sidecar, 25% discount. No interest  50,000   50,000   0.4%
  AOA DX Inc  Life science Convertible Note, 4%, due May 2024  100,000   102,575   0.8%
  Avisi Technologies Inc  Life science Convertible Note, 8% due July 2022  50,000   55,688   0.4%
  Basepaws Inc  Life science Convertible Note, 1% due April 2020  50,000   244,980   1.9%
  Basepaws Inc  Life science Convertible Note, 6% due October 2023  150,000   150,000   1.2%
( i ) Beam Semiconductor Inc* Technology Convertible Note, 8% due April 2022  150,000   180,082   1.4%
( i ) Beam Semiconductor Inc* Technology Convertible Note, 8% due March 2021  50,000   57,299   0.4%
( i ) Beam Semiconductor Inc* Technology Convertible Note, 8% due March 2022  100,000   105,721   0.8%
  CoLabs Inc  Life science Convertible Note, 6% due February 2023  50,000   51,060   0.4%
  Corinnova Inc  Life science Convertible Note, 6% due December 2024  100,000   106,723   0.8%
  Corinnova Inc  Life science Convertible Note, 6% due December 2024  50,000   50,921   0.4%
* Cyberdontics Inc* Life science Convertible Note, 8% due September 2022  30,000   71,733   0.6%
* Cyberdontics Inc* Life science Convertible Note, 8% due February 2023  35,000   83,689   0.6%
* Cyberdontics Inc* Life science Convertible Note, 0% no due date  35,000   35,000   0.3%
  Deep Blue Medical Advances Inc  Life science Convertible Note, 6% due June 2022  50,000   53,107   0.4%
  Deep Blue Medical Advances Inc  Life science Convertible Note, 6% due June 2022  50,000   50,181   0.4%
  Every Key Inc  Technology Convertible Note, 5% due December 2023  100,000   110,288   0.9%
  Femto DX Inc.  Life science Convertible Note, 12% due December 2022  100,000   100,526   0.8%
  Identical Inc  Life science Convertible Note, 2% due May 2022  100,000   102,279   0.8%
( i )* INBay Technology Inc* Technology Convertible Note, 12% due October 2020  50,000   69,101   0.5%
( i )* INBay Technology Inc* Technology Convertible Note, 12% due July 2021  30,000   38,936   0.3%
( i )* INBay Technology Inc* Technology Convertible Note, 12% due February 2022  50,000   61,162   0.5%
( i )* INBay Technology Inc* Technology Convertible Note, 12% due December 2022  40,000   45,168   0.3%
( i )* INBay Technology Inc* Technology Convertible Note, 12% due December 2023  50,000   54,437   0.4%
( i )* INBay Technology Inc* Technology Convertible Note, 12% due December 2023  25,000   25,001   0.2%
* Iris R&D Group Inc* Technology Convertible Note, 8% May 2023  50,000   52,455   0.4%
  Kiana Analytics Inc  Technology Convertible Note, 3% December 2022  100,000   103,082   0.8%
  Kitotech Medical Inc  Life science Convertible Note, 6% due December 2020  100,000   247,654   1.9%
  Kitotech Medical Inc  Life science Convertible Note, 6% due November 2022  75,000   87,030   0.7%
  Lifewave Biomedical Inc  Life science Convertible Note, 6% due December 2020  30,000   34,187   0.3%
  Lifewave Biomedical Inc  Life science Convertible Note, 6% due December 2020  70,000   77,974   0.6%
  Lifewave Biomedical Inc  Life science Convertible Note, 6% due December 2021  50,000   51,915   0.4%
  Lowell Therapeutics Inc  Life science Convertible Note, 8% no due date  27,491   28,509   0.2%
  mmTron Inc  Technology Convertible Note, 4% due April 2023  100,000   102,038   0.8%
  Navaux Inc  Life science Convertible Note, 6% due December 2023  60,000   63,748   0.5%
  Neuro42 Inc.  Life science Convertible Note, 8% due December 2023  50,000   53,573   0.4%
  Neuro42 Inc.  Life science Convertible Note, 5% due November 2023  150,000   150,801   1.2%
  Octagon Therapeutics Inc  Life science Convertible Note, 5% due June 2021  50,000   52,979   0.4%
  Octagon Therapeutics Inc  Life science Convertible Note, 5% due June 2021  50,000   52,849   0.4%
  Perikinetics Inc  Life science Convertible Note, 6% due May 2022  100,000   106,838   0.8%
  Preview Medical Inc  Life science Convertible Note, 7% due May 2022  50,000   50,278   0.4%
  Preview Medical Inc  Life science Convertible Note, 7% due January 2023  100,000   106,712   0.8%
  Promaxo Inc  Life science Convertible note, 5% due July 2022  100,000   185,136   1.4%
  Rheos Inc  Life science Convertible note, 8% due August 2026  100,000   103,090   0.8%
  Saccharo Inc  Life science Convertible note, 7% due September 2022  50,000   51,697   0.4%
  SageMedic Corp  Life science Convertible Note, 8% April 2021 plus warrants  50,000   60,893   0.5%
  SageMedic Corp  Life science Convertible Note, 8% December 2022 plus warrants  75,000   81,460   0.6%
  Seal Rock Therapeutics Inc  Life science Convertible Note , 6% due June 2023  100,000   100,000   0.8%
  Sensing Electromagnetic Plus Corp  Technology Convertible Note, Fully reserved  50,000   1   0.0%
  Sensing Electromagnetic Plus Corp  Technology Convertible Note, Fully reserved  11,048   1   0.0%
  Shyft (FKA Crater Group Inc)  Technology Convertible Note, 6% due April 2023  100,000   100,000   0.8%
  Single Pass Inc  Life science Convertible Note, 6% April 2024  50,000   51,726   0.4%
* Valfix Medical Inc* Life science Convertible Note, 8% December 2021  50,000   123,160   1.0%
* Xpan Inc* Life science Convertible Note, 8% due March 2022  50,000   57,310   0.4%
* Xpan Inc* Life science Convertible Note, 8% due June 2022  25,000   28,052   0.2%
* Xpan Inc* Life science Convertible Note, 8% due June 2022  25,000   28,047   0.2%
Total Convertible loan investments $3,879,986  $4,679,776   36.2%
  United States      $3,034,986  $3,563,423   27.6%
  Canada       495,000   650,091   5.0%
  Rest of World       350,000   466,262   3.6%
Total Convertible loan investments $3,879,986  $4,679,776   36.2%

Continued to next page

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

8

Kyto Technology and Life Science, Inc.

Schedule of Investments as of December 31, 2021

(Unaudited)

  Portfolio Company  Industry Investment Cost  Fair value   % of net assets (a) 
Preferred stock investments                 
  Altis Biosystems  Life science 22,028 shares of Series Seed Preferred $50,000  $50,000   0.4%
  Astrocyte Pharmaceuticals Inc  Life science 260,756 shares of Series A Preferred  100,000   100,000   0.8%
  Cnote Group, Inc  Fintech 84,655 shares of series Seed-2 Preferred (converted SAFE)  51,500   59,783   0.5%
  Cnote Group, Inc  Fintech 93,807 shares of Series Seed-3 Preferred (converted note)  50,000   66,247   0.5%
  Colabs Inc  Life science 147,058 shares of Series A-1 Preferred  50,000   50,000   0.4%
* Connectus Services Ltd * Technology 31,348 shares of Series Seed Preferred  100,000   100,000   0.8%
  Deep Blue Medical Advances Inc  Life science 10,474 shares of Series A Preferred  49,996   49,997   0.4%
  Distasense Inc (FKA Life Detection Technologies Inc  Life science 117,813 shares of Series C Preferred  50,000   50,000   0.4%
  Eumentis Thereapeutics Inc  Life science 85,009 shares of Series A Preferred  100,000   100,000   0.8%
  FemtoDX Inc  Life science 42,436 shares of Series A Preferred  100,000   290,046   2.2%
  Healionics Corporation  Life science 35,075 of Series A-1 Preferred  100,000   100,000   0.8%
  i-Lumen Scientific Inc.  Life science 50,000 shares of Series A Preferred plus warrants  50,000   50,000   0.4%
  i-Lumen Scientific Inc.  Life science 50,000 shares of Series A Preferred plus warrants  50,000   50,000   0.4%
  Inhalon Biopharma Inc  Life science 18,843 shares of Series Seed Preferred  99,997   256,198   2.0%
  Kitotech Medical Inc  Life science 49,027shares of Series B Preferred  74,998   74,998   0.6%
  Light Line Medical Inc  Life science 62,849 shares of Series Seed Preferred (converted note)  30,000   38,031   0.3%
  Light Line Medical Inc  Life science 141,871 shares of Series Seed Preferred (converted note)  70,000   106,049   0.8%
  Light Line Medical Inc  Life science 40,323 shares of Series Seed preferred  25,000   25,000   0.2%
  Light Line Medical Inc  Life science 72,464 shares of Series A Preferred plus warrants  50,000   50,000   0.4%
  Lowell Therapeutics Inc  Life science 20,000 shares of Series A Preferred  50,000   50,000   0.4%
  Lowell Therapeutics Inc  Life science 20,000 shares of Series A Preferred  50,000   50,000   0.4%
  Lowell Therapeutics Inc  Life science 25,000 shares of Series B Preferred  100,000   100,001   0.8%
  Makani Science Inc  Life science 172,413 shares of Series Seed Preferred  50,000   50,000   0.4%
  Micronic Technologies Inc  Technology 51,929 shares of Series Seed-1 Preferred plus warrants  100,000   100,000   0.8%
  Nanochon Inc  Life science 200,401 shares of Series Seed Preferred  50,000   50,000   0.4%
  Neuroflow Inc  Life science 98,684 shares of Series Seed -2 Preferred  150,000   540,053   4.2%
  Neuroflow Inc  Life science 20,429 shares of Series B Preferred  100,000   136,829   1.1%
  New View Surgical, Inc.  Life science 53,825 shares of Series A-1 Preferred  75,000   75,000   0.6%
  New View Surgical, Inc.  Life science 58,220 shares of Series A-1 Preferred  100,000   100,000   0.8%
* Orion Biotechnology Inc * Life science 5,824 shares of Series A Preferred  100,000   100,000   0.8%
  Otomagnetics Inc  Life science 16,538 shares of Series A-1 Preferred  100,000   100,000   0.8%
  Partheous Inc  Life science 50,000 shares of Series A Preferred  50,000   50,000   0.4%
  Promaxo  Life science 104,248 shares of Series B-1 Preferred, (converted note)  250,000   1,034,684   8.0%
  SageMedic Corp  Life science 12,717 shares of Series A Preferred  10,389   10,389   0.1%
  Seal Rock Therapeutics, Inc.  Life science 68,075 shares of Series Seed Preferred, (converted note)  78,000   199,375   1.5%
  Shyft (FKA Crater Group Inc)  Technology 42,657 shares of Series A-1 Preferred (converted note)  51,500   107,059   0.8%
  Shyft (FKA Crater Group Inc)  Technology 28,147 shares of Series A Preferred (converted note)  50,000   91,771   0.7%
  Shyft (FKA Crater Group Inc)  Technology 21,774 shares of Series A-1 Preferred plus warrants  50,000   70,990   0.5%
( i ) Trellis Bioscience LLC  Life science 50,000 shares of Series B Preferred plus warrants  50,000   50,000   0.4%
( i ) Trellis Bioscience LLC  Life science 50,000 shares of Series B Preferred plus warrants  50,000   50,000   0.4%
( i ) Trellis Bioscience LLC  Life science 100,000 shares of Series B Preferred plus warrants  100,000   100,000   0.8%
  Trio Labs Inc  Life science 29,809 shares of Series Seed Preferred  50,000   50,000   0.4%
* Valfix Medical Inc * Life science 27,217 shares of Series Seed Preferred  50,000   105,607   0.8%
  Vesteck Inc  Life science 34,783 shares of Series A preferred  100,000   100,000   0.8%
  Visgenx Inc  Life science 7,833 shares of Series Seed-1 Preferred (converted note)  30,000   46,352   0.4%
  Visgenx Inc  Life science 4,132 shares of Series Seed Preferred (converted note)  25,000   25,648   0.2%
  Visgenx Inc  Life science 2,480 shares of Series Seed Preferred (converted note)  15,003   15,391   0.1%
Total Preferred stock investments      $3,286,383  $5,225,498   40.5%
  United States      $3,036,383  $4,919,891   38.2%
  Canada       200,000   200,000   1.5%
  Rest of World       50,000   105,607   0.8%
Total Preferred stock investments      $3,286,383  $5,225,498   40.5%
                    
Common stock investments                 
* BendaRX Corp * Life science 12,500 Common shares $100,000  $150,000   1.2%
* BendaRX Corp * Life science 12,500 Common shares  100,000   150,000   1.2%
  Kuantsol Inc  Technology 133.333 Common shares  25,000   25,000   0.2%
Total Common stock investments      $225,000  $325,000   2.5%
  United States      $25,000  $25,000   0.2%
  Canada       200,000   300,000   2.3%
  Rest of World       -   -   0.0%
Total Common stock investments      $225,000  $325,000   2.5%

Continued to next page

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

9

Kyto Technology and Life Science, Inc.

Schedule of Investments as of December 31, 2021

(Unaudited)

  Portfolio Company  Industry Investment Cost  Fair value   % of net assets (a) 
Public common stock investments                 
  Boardwalk Tech  Technology 75,000 Common shares $65,600  $70,000   0.5%
  Boardwalk Tech  Technology 150,000 Common shares  73,500   86,505   0.7%
  Sanaby Health Acquisition Corp 1  Life science 50,000 Common shares  100,000   473,732   3.7%
Total Public common stock investments   $239,100  $630,237   4.9%
  United States      $239,100  $630,237   4.9%
  Canada       -   -   0.0%
  Rest of World       -   -   0.0%
Total Public common stock investments   $239,100  $630,237   4.9%
                    
SAFE investments                 
  AOA DX inc  Life science SAFE $50,000  $50,000   0.4%
* Infinidome Ltd* Technology SAFE  50,000   50,000   0.4%
* Infinidome Ltd* Technology SAFE  50,000   50,000   0.4%
* Infinidome Ltd* Technology SAFE  100,000   100,000   0.8%
* Madorra Inc* Life science SAFE  100,000   100,000   0.8%
  Mitre Medical Corp  Life science SAFE  75,000   75,000   0.6%
  Mitre Medical Corp  Life science SAFE  50,000   50,000   0.4%
* Orion Biotechnology Inc.* Life science SAFE  100,000   100,000   0.8%
* Polymertal Ltd* Technology SAFE  150,000   150,000   1.2%
Total SAFE investments      $725,000  $725,000   5.6%
  United States       175,000   175,000   1.3%
  Canada       100,000   100,000   0.8%
  Rest of World       450,000   450,000   3.5%
Total SAFE investments      $725,000  $725,000   5.6%
                    
Other investments                 
  Enduralock LLC  Technology 34.1 Series A-1 Ownership Units $30,000  $30,000   0.2%
  Enduralock LLC  Technology 39.7 Series A-1 Ownership Units  35,000   35,000   0.3%
  Exodos Life Sciences LP  Life science Class A-1 Preferred Ownership Units  206,000   206,000   1.6%
  Green Sun Medical LLC  Life science 2,193 Class A-1 Ownership units  50,000   50,000   0.4%
  Green Sun Medical LLC  Life science 1,096 Class A-1 Ownership units  25,000   25,000   0.2%
  Green Sun Medical LLC  Life science 1,096 Class A-1 Ownership units  25,000   25,000   0.2%
  Green Sun Medical LLC  Life science 4,386 Class A-1 Ownership units  100,000   100,000   0.8%
  Riso Capital Fund I, LP  Technology Ownership units  50,000   50,000   0.4%
  Riso Capital Fund I, LP  Technology Ownership units  50,000   50,000   0.4%
Total Other investments      $571,000  $571,000   4.4%
  United States      $521,000  $571,000   4.4%
  Canada       -   -   0.0%
  Rest of World       50,000   -   0.0%
Total Other investments      $571,000  $571,000   4.4%
                    
Total investments      $8,926,469  $12,156,511   94.2%
  United States      $7,031,469  $9,884,551   76.6%
  Canada       995,000   1,250,091   9.7%
  Rest of World       900,000   1,021,869   7.9%
Total investments      $8,926,469  $12,156,511   94.2%
  (a) based on total net assets of $ 12,911,623            
( i )  Kyto management sit on the Board of these companies.            
* These companies are headquartered outside of the US.            

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

10

Kyto Technology and Life Science, Inc.

Schedule of Investments as of March 31, 2021

(Unaudited)

  Portfolio Company  Industry Investment Cost  Fair value  % of net assets (a) 
Convertible loan investments                 
( i ) Achelios Therapeutics Inc.  Life science Convertible Note, 8% due, December 2021 $100,000  $121,173   1.7%
( i ) Achelios Therapeutics Inc.  Life science Convertible Note, 8% due December 2021  25,000   29,033   0.4%
( i ) Achelios Therapeutics Inc.  Life science Convertible Note, 8% due December 2021  50,000   54,581   0.8%
  Avisi Technologies Inc  Life science Convertible Note, 8% due July 2022  50,000   52,674   0.8%
  Basepaws Inc  Life science Convertible Note, 1% due April 2020  50,000   162,319   2.3%
( i ) Beam Semiconductor Inc* Technology Convertible Note, 8% due April 2022  150,000   171,041   2.4%
( i ) Beam Semiconductor Inc* Technology Convertible Note, 8% due March 2021  50,000   54,285   0.8%
  Corinnova Inc  Life science Convertible Note, 6% due December 2024  100,000   102,318   1.5%
  Cyberdontics Inc* Life science Convertible Note, 8% due September 2022  30,000   33,768   0.5%
  Cyberdontics Inc* Life science Convertible Note, 8% due February 2023 ��35,000   38,053   0.5%
  Cyberdontics Inc* Life science Convertible Note, 0% no due date  35,000   36,296   0.5%
  Deep Blue Medical Advances Inc  Life science Convertible Note, 6% due June 2022  50,000   50,863   0.7%
  Every Key Inc  Technology Convertible Note, 5% due December 2023  100,000   106,521   1.5%
  Identical Inc  Life science Convertible Note, 2% due May 2022  100,000   100,844   1.4%
  INBay Technology Inc* Technology Convertible Note, 12% due October 2020  50,000   59,721   0.9%
  INBay Technology Inc* Technology Convertible Note, 12% due July 2021  30,000   34,149   0.5%
  INBay Technology Inc* Technology Convertible Note, 12% due February 2022  50,000   56,640   0.8%
  INBay Technology Inc* Technology Convertible Note, 12% due December 2022  40,000   41,552   0.6%
  Kiana Analytics Inc  Technology Convertible Note, 3% December 2022  100,000   100,847   1.4%
  Kitotech Medical Inc  Life science Convertible Note, 6% due December 2020  100,000   243,133   3.5%
  Kitotech Medical Inc  Life science Convertible Note, 6% due November 2022  75,000   83,738   1.2%
  Lifewave Biomedical Inc  Life science Convertible Note, 6% due December 2020  30,000   32,830   0.5%
  Lifewave Biomedical Inc  Life science Convertible Note, 6% due December 2020  70,000   74,810   1.1%
  Navaux Inc  Life science Convertible Note, 6% due December 2023  60,000   61,036   0.9%
  Neuro42 Inc.  Life science Convertible Note, 8% due December 2023  50,000   50,559   0.7%
  Octagon Therapeutics Inc  Life science Convertible Note, 5% due June 2021  50,000   51,110   0.7%
  Octagon Therapeutics Inc  Life science Convertible Note, 5% due June 2021  50,000   50,966   0.7%
  Perikinetics Inc  Life science Convertible Note, 6% due May 2022  100,000   102,318   1.5%
  Preview Medical Inc  Life science Convertible Note, 7% due January 2023  100,000   101,918   1.5%
  SageMedic Corp  Life science Convertible Note, 8% April 2021 plus warrants  50,000   57,879   0.8%
  SageMedic Corp  Life science Convertible Note, 8% December 2022 plus warrants  75,000   77,086   1.1%
  Sensing Electromagnetic Plus Corp  Technology Convertible Note, Fully reserved  50,000   1   0.0%
  Sensing Electromagnetic Plus Corp  Technology Convertible Note, Fully reserved  11,048   1   0.0%
  Valfix Medical Inc* Life science Convertible Note, 8% December 2021  50,000   52,510   0.8%
  Xpan Inc* Life science Convertible Note, 8% due March 2022  50,000   54,296   0.8%
  Xpan Inc* Life science Convertible Note, 8% due June 2022  25,000   26,545   0.4%
  Xpan Inc* Life science Convertible Note, 8% due June 2022  25,000   26,540   0.4%
Total Convertible loan investments   $2,216,048  $2,553,954   36.5%
  United States      $1,596,048  $1,868,557   26.7%
  Canada       370,000   407,561   5.8%
  Rest of World       250,000   277,836   4.0%
Total Convertible loan investments   $2,216,048  $2,553,954   36.5%
                    
Preferred stock investments                 
  Altis Biosystems  Life science 22,028 shares of Series Seed Preferred $50,000  $50,000   0.7%
  Astrocyte Pharmaceuticals Inc  Life science 260,756 shares of Series A Preferred  100,000   100,000   1.4%
  Cnote Group, Inc  Fintech 84,655 shares of series Seed-2 Preferred (converted SAFE)  51,500   59,783   0.9%
  Cnote Group, Inc  Fintech 93,807 shares of Series Seed-3 Preferred (converted note)  50,000   66,247   0.9%
  Colabs Inc  Life science 147,058 shares of Series A-1 Preferred  50,000   50,000   0.7%
  Connectus Services Ltd* Technology 31,348 shares of Series Seed Preferred  100,000   100,000   1.4%
  Deep Blue Medical Advances Inc  Life science 10,474 shares of Series A Preferred  49,997   49,997   0.7%
  Eumentis Thereapeutics Inc  Life science 85,009 shares of Series A Preferred  100,000   100,000   1.4%
  FemtoDX Inc  Life science 42,436 shares of Series A Preferred  100,000   159,835   2.3%
  i-Lumen Scientific Inc.  Life science 50,000 shares of Series A Preferred plus warrants  50,000   50,000   0.7%
  i-Lumen Scientific Inc.  Life science 50,000 shares of Series A Preferred plus warrants  50,000   50,000   0.7%
  Inhalon Biopharma Inc  Life science 18,843 shares of Series Seed Preferred  99,997   99,997   1.4%
  Light Line Medical Inc  Life science 62,849 shares of Series Seed Preferred (converted note)  30,000   38,031   0.5%
  Light Line Medical Inc  Life science 141,871 shares of Series Seed Preferred (converted note)  70,000   106,049   1.5%
  Light Line Medical Inc  Life science 40,323 shares of Series Seed preferred  25,000   25,000   0.4%
  Light Line Medical Inc  Life science 72,464 shares of Series A Preferred plus warrants  50,000   50,000   0.7%
  Lowell Therapeutics Inc  Life science 20,000 shares of Series A Preferred  50,000   50,000   0.7%
  Lowell Therapeutics Inc  Life science 20,000 shares of Series A Preferred  50,000   50,000   0.7%
  Micronic Technologies Inc  Technology 51,929 shares of Series Seed-1 Preferred plus warrants  100,000   100,000   1.4%
  Neuroflow Inc  Life science 98,684 shares of Series Seed -2 Preferred  150,000   224,998   3.2%
  Neuroflow Inc  Life science 20,429 shares of Series B Preferred  100,000   212,497   3.0%
  New View Surgical, Inc.  Life science 53,825 shares of Series A-1 Preferred  75,000   75,000   1.1%

Continued to next page

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

11

Kyto Technology and Life Science, Inc.

Schedule of Investments as of March 31, 2021

(Unaudited)

  Portfolio Company  Industry Investment Cost  Fair value   % of net assets (a) 
Preferred stock investments (continued)              
  Otomagnetics Inc  Life science 16,538 shares of Series A-1 Preferred plus warrants $100,000  $100,000   1.4%
  Promaxo  Life science 104,248 shares of Series B-1 Preferred, (converted note)  250,000   531,738   7.6%
  Seal Rock Therapeutics, Inc.  Life science 68,075 shares of Series Seed Preferred, (converted note)  78,000   80,329   1.1%
  Shyft (FKA Crater Group Inc)  Technology 42,657 shares of Series A-1 Preferred  51,500   97,940   1.4%
  Shyft (FKA Crater Group Inc)  Technology 28,147 shares of Series A Preferred (converted note)  50,000   64,626   0.9%
  Shyft (FKA Crater Group Inc)  Technology 21,774 shares of Series A-1 Preferred (converted note)  50,000   50,000   0.7%
( i ) Trellis Bioscience LLC  Life science 50,000 shares of Series B Preferred plus warrants  50,000   50,000   0.7%
( i ) Trellis Bioscience LLC  Life science 50,000 shares of Series B Preferred plus warrants  50,000   50,000   0.7%
( i ) Trellis Bioscience LLC  Life science 100,000 shares of Series B Preferred plus warrants  100,000   100,000   1.4%
  Valfix Medical Inc* Life science 27,217 shares of Series Seed Preferred  50,000   50,000   0.7%
  Visgenx Inc  Life science 7,833 shares of Series Seed-1 Preferred (converted note)  30,000   46,352   0.7%
  Visgenx Inc  Life science 4,132 shares of Series Seed Preferred (converted note)  25,000   25,648   0.4%
  Visgenx Inc  Life science 2,480 shares of Series Seed Preferred (converted note)  15,003   15,391   0.2%
Total Preferred stock investments      $2,450,997  $3,129,458   44.8%
  United States      $2,300,997  $2,979,458   42.6%
  Canada       100,000   100,000   1.4%
  Rest of World       50,000   50,000   0.7%
Total Preferred stock investments      $2,450,997  $3,129,458   44.8%
                    
Common stock investments                 
  BendaRX Corp* Life science 12,500 Common shares $100,000  $150,000   2.1%
  BendaRX Corp* Life science 12,500 Common shares  100,000   150,000   2.1%
  Boardwalk Tech  Technology 150,000 Common shares  73,500   91,995   1.3%
Total Common stock investments      $273,500  $391,995   5.6%
  United States      $73,500  $91,995   1.3%
  Canada       200,000   300,000   4.3%
  Rest of World       -   -   0.0%
Total Common stock investments      $273,500  $391,995   5.6%
                    
SAFE investments                 
  Infinidome Ltd* Technology SAFE $50,000  $50,000   0.7%
  Infinidome Ltd* Technology SAFE  50,000   50,000   0.7%
  Mitre Medical Corp  Life science SAFE  75,000   75,000   1.1%
  Mitre Medical Corp  Life science SAFE  50,000   50,000   0.7%
  Orion Biotechnology Inc.* Life science SAFE  100,000   100,000   1.4%
Total SAFE investments      $325,000  $325,000   4.6%
  United States      $125,000  $125,000   1.8%
  Canada       100,000   100,000   1.4%
  Rest of World       100,000   100,000   1.4%
Total SAFE investments      $325,000  $325,000   4.6%
                    
Other investments                 
  Enduralock LLC  Technology 34.1 Series A-1 Ownership Units $30,000  $30,000   0.4%
  Enduralock LLC  Technology 39.7 Series A-1 Ownership Units  35,000   35,000   0.5%
( i ) Exodos Life Sciences LP  Life science Class A-1 Preferred Ownership Units  206,000   206,000   2.9%
  Green Sun Medical LLC  Life science 2,193 Class A-1 Ownership units  50,000   50,000   0.7%
  Green Sun Medical LLC  Life science 1,096 Class A-1 Ownership units  25,000   25,000   0.4%
  Green Sun Medical LLC  Life science 1,096 Class A-1 Ownership units  25,000   25,000   0.4%
  Riso Capital Fund I, LP  Technology Ownership units  50,000   50,000   0.7%
Total Other investments      $421,000  $421,000   6.0%
  United States      $421,000  $421,000   6.0%
  Canada       -   -   0.0%
  Rest of World       -   -   0.0%
Total Other investments      $421,000  $421,000   6.0%
                    
Total investments      $5,686,545  $6,821,407   97.5%
  United States      $4,516,545  $5,486,010   78.4%
  Canada       770,000   907,561   13.0%
  Rest of World       400,000   427,836   6.1%
Total investments      $5,686,545  $6,821,407   97.5%
                    
  (a) based on total net assets of $ 6,993,163               
( i ) Kyto management sit on the Board of these companies.              
* These companies are headquartered outside of the US.              

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

12

Kyto Technology and Life Science, Inc.

Notes to Unaudited Condensed Financial Statements

December 31, 2021

NOTE 1 – DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Kyto Biopharma,Technology and Life Science, Inc. (the “Company”) was formed as a Florida corporation on March 5, 1999. On1999 under the name of B Twelve, Inc. In August, 14, 2002, the Company changed its name from B Twelve, Inc. to Kyto Biopharma,BioPharma Inc.

and in May 2018, the name was changed again to Kyto Technology and Life Science, Inc. In July 2019, the Company was re-incorporated as a Delaware company. The Company is a biopharmaceutical company,operates virtually, from public locations or the homes of its officers, and does not currently lease any office space.

The Company was originally formed to acquire and develop innovative minimally toxic and non-immunosuppressive proprietary drugs for the treatment of cancer, arthritis, and other proliferateautoimmune diseases and autoimmune diseases.had been evaluating a number of strategies. As of March 31, 2018, the Company had accumulated a deficit of $32,380,746 from all prior operations. In April 2018, the Board adopted a new business plan focused on the development of early-stage technology and life science businesses through early-stage investment funding. The Company has recruited a number of experienced investment consultants from a network that includes angel investors, corporate managers, sophisticated early-stage investors and successful entrepreneurs with experience across a number of technology and life science products and markets, and relies on input from these advisors in conducting due diligence and making investment decisions. In order to offset the risk in early-stage investing, the Company works with angel investment groups and other sophisticated investors and participates only after these groups have completed due diligence and committed to invest, in effect becoming lead investors. The Company then completes its own due diligence and invests under identical terms as the lead investors. The Company will do follow-on investments in existing portfolio companies, assuming adequate progress, when portfolio companies initiate new financing rounds. The Company currently does not typically invest more than $250,000 in any single investment. Generally, the Company’s investments represent less than 5% ownership interests, and the Company therefore has no effective control or influence over the management or commercial decisions of the companies in which it invests. The Company plans to generate revenue from realized gains from the sale of the businesses in which it has invested, or some or all of its shareholdings in those cases where portfolio companies go public. Generally, it is expected that investments will be realized from an exit within a period of four to five years following initial investment. Such exits or liquidity events are outside the Company’s control and depend on merger and acquisition (“M&A”) transactions or an initial public offering (“IPO”) which may result in cash or equity proceeds. Other than making its initial and, potentially, follow-on investments in its portfolio companies, the Company does not provide any financial support to any of its investees.

The Company has one regular employee – the CEO, Mr. Paul Russo. Prior to December 31, 2020, he was acting as a consultant to the Company and did not receive contractual compensation for his services in the form of cash. As of January 1, 2021, Mr. Russo was engaged as an employee of the Company at a salary of $400,000 per annum of which $100,000 and $300,000 was earned in the three months and nine months ended December 31, 2021, respectively, of which a balance of $80,000 was deferred at December 31, 2021.No consulting fees and no options were granted to him during these periods. During the three months and nine months ended December 31, 2020, Mr. Russo received no payroll or consulting fees, however in the three and nine months ended December 31, 2020, he received a bonus of $50,000and was granted options to purchase 215,000shares of Common stock.

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The Company has created a portfolio of minority investments in early-stage start-up companies and derives its revenue opportunity from the sale of those investments. Such sales are outside the Company’s control and depend on M&A transactions or IPOs which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. As of December 31, 2021, the Company had approximately $600,000 of cash to cover its operating expenses, and new investment requirements and is continuing to raise additional funding on a recurring monthly basis. If successful, it will have sufficient funding for further investments and ongoing operations. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed interim financial statements have been prepared assuming the Company will continue to operate as a going concern and do not include any adjustments that might result from the outcome of this uncertainty. Stay at home orders and general economic uncertainties arising out of the current Covid-19 epidemic have created additional delays and uncertainty. To date there has been no disruption to the Company’s business operations, although some of its portfolio investment companies report delays in their programs.

At March 31, 2020, management determined that the Company was an investment company for purposes of Accounting Standards Codification Topic 946, Financial Services—Investment Companies (ASC Topic 946) disclosure, and adopted the specialized accounting and reporting guidance contained therein. Accordingly, a new company, Kyto Investments, Inc. (“KI”) was incorporated in Delaware in December 2020 in preparation for a restructuring and an N-2 Registration Statement filed in March 2021 for review by the Securities and Exchange Commission (the “SEC”). KI is an internally managed, closed-end investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). Immediately upon effectiveness of this N-2 Registration Statement, the Company will merge with KI and the Company will be the surviving entity. As of the completion of the merger, the Company will constitute a “successor issuer” for the purposes of Rule 414 under the Securities Act and may continue the current offering by filing post-effective amendments to the Registration Statements. Prior to the merger, the Company had fewer than 100 non-affiliated investors and filed under the 1934 Act relying on exemption Rule 3(c)(1).

As a BDC, the Company will be required to comply with certain regulatory requirements. The Company also intends to elect to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a RIC, the Company is required to comply with additional regulatory requirements. The Company has prepared and submitted sequentially two N-2 Registration Statements to the SEC for review but has not yet received final approval of its registration as at the filing date of this report.

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

(A) BASIS OF PRESENTATION

The accompanying unaudited condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, these unaudited condensed financial statements do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments (consisting only of normal recurring adjustments), which the Company considers necessary, for a fair presentation of those financial statements. The results of operations and cash flows for the three months and nine months ended December 31, 2021 may not necessarily be indicative of results that may be expected for any succeeding quarter or for the entire fiscal year. The condensed balance sheet as of March 31, 2021 was derived from the audited financial statements at that date, but does not include all the information and footnotes required by U.S. GAAP. The information contained in this Quarterly Report on Form 10-Q should be read in conjunction with the audited financial statements of the Company for the year ended March 31, 2021, included in the Annual Report on Form 10-K as filed with the SEC on August 10, 2021.

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The Company’s condensed interim financial statements are prepared in accordance with U.S. GAAP, which requires the use of estimates, assumptions and the exercise of subjective judgment as to future uncertainties. Actual results could differ from those estimates, assumptions, and judgments. Significant items subject to such estimates will include determining the fair value of investments, revenue recognition, income tax uncertainties, stock-based compensation, and other contingencies.

The Company’s financial statements are prepared using the specialized accounting principles of ASC Topic 946. In accordance with this specialized accounting guidance, the Company recognizes and carries all of its investments at fair value with changes in fair value recognized in earnings. Additionally, the Company will not apply consolidation or equity method of accounting to its investments. The carrying amount of the Company’s financial instruments such as cash and payables approximates fair value due to the short maturity of such instruments. Net assets are calculated as the carrying amounts of assets, including the fair value of investments, less the carrying amounts of its liabilities.

(B) RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

The Company’s previously issued financial statements as of and for three and six months ended September 30, 2021 and the three months ended June 30, 2021 have been restated to reflect the dividends attributable for the Class B-1, B-2 and B-3 Preferred Stock. The Class B-1, B-2 and B-3 Preferred Stock have cumulative dividends amounting to $98,968 and $350,694 for three and six months ended September 30, 2021, respectively, and $251,726 for the three months ended June 30, 2021. Previously, the Company did not present the cumulative dividends attributable to Class B-1, B-2 and B-3 Preferred Stock in its calculation of earnings (loss) per common share. To correct this misstatement, the Company has included dividends attributable to Class B-1, B-2 and B-3 Preferred Stock for the three and six months ended September 30, 2021 and three months ended June 30, 2021, in its calculation of earnings (loss) per common share below, resulting in a decrease of net income and increase in net loss attributable to common shareholders. There has been no change in the Company’s total assets, liabilities or operating results.

The correction of the errors is as follows:

SCHEDULE OF CORRECTION OF THE ERRORS

          
 For the three months ended  For the six months ended 
  September 30,
2021		  June 30,
2021		  September 30,
2021		 
Net increase (decrease) in net assets resulting from operations $996,133  $(333,792) $662,341 
Less: Dividends attributable to Class B-1, B-2 & B-3 stockholders  (98,968)  (251,726)  (350,694)
Net increase (decrease) in net assets resulting from operations attributable to Common Shareholders (as restated) $897,165  $(585,518) $311,647 
             
As restated:            
Weighted Average Common Shares  13,273,871   13,268,871   13,270,794 
Weighted Average Fully Diluted Shares  27,500,194   13,268,871   22,228,602 
Basic Earnings (Loss) per common share $0.07  $(0.04) $0.02 
Diluted Earnings (Loss) per common share $0.04  $(0.04) $0.01 
             
As reported:            
Weighted Average Common Shares  13,271,996   13,268,871   13,269,764 
Weighted Average Fully Diluted Shares  27,338,695   13,268,871   26,263,218 
Basic Earnings (Loss) per common share $0.08  $(0.03) $0.05 
Diluted Earnings (Loss) per common share $0.04  $(0.03) $0.03 

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(C) INVESTMENT TRANSACTIONS AND NET REALIZED AND UNREALIZED GAIN OR LOSS ON INVESTMENTS

The Company generates increases or decreases in its net assets from the sale of complete or partial investments following a merger or acquisition (“M&A”) transaction or restructuring or from the revaluation of portfolio company investments to recognize changes in their fair value, either upwards or downwards. As a minority early-stage investor, the Company does not have the ability to manage the timing or acceptance of liquidity events that will realize its investments, nor the ability to predict when they may happen, although as a general guideline, it would expect such events to occur approximately four to five years after its investments are made. The Company records the realized gains and losses from investment activities upon completion of sale and receipt of net proceeds, after deducting related transaction expenses. Realized gains or losses on the sale of investments, or upon the determination that an investment balance, or portion thereof, is not recoverable, are calculated using the specific identification method. The Company measures realized gains or losses by calculating the difference between the net proceeds from the repayment or sale and the cost basis of the investment. Net change in unrealized appreciation or depreciation reflects the change in the fair values of the Company’s portfolio investments during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. The Company is currentlyin periodic contact with the management of its portfolio investment companies to provide a basis for valuation changes. The Company does not expect to receive interest and principal repayments on its convertible notes and generally expects these notes to convert into equity securities upon completion of qualified subsequent financings. Accrued interest is recorded as an adjustment to the fair value of the convertible notes.

(D) INCOME TAXES

The Company accounts for income taxes under the Financial Accounting Standards Accounting Standard Codification Topic 740 “Accounting for Income Taxes” (“Topic 740”). Under Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the development stage as ityears in which those temporary differences are expected to be recovered or settled. Under Topic 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the process of looking at a number of strategies to become active. Once it has settled onperiod, which includes the strategy, the Company will develop a plan for an acquisition and the means to achieve its goal.

Activities during the development stage include acquisition of financing and intellectual properties and research and development activities conducted by others under contracts.
enactment date.

(E) USE OF ESTIMATES

In preparing financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period presented. Actual results may differ from these estimates.

Significant estimates during 2017the three months and nine months ended December 31, 2021 and March 31, 2021 include the valuation allowance of the investment portfolio, deferred tax assets.assets, tax valuation allowance, stock options and warrants.

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(F) CASH AND CASH EQUIVALENTS

The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. There were no0 cash equivalents at December 31, 20172021 and March 31, 2017,2021, respectively.

(G) CONCENTRATIONS

The Company maintains its cash in bank checking and deposit accounts, which, at times, may exceed federally insured limits. As of December 31, 2017,2021, and March 31, 2021, the Company did not have any deposits in excess ofCompany’s bank balance exceeded the federally insured limits.limit by approximately $360,000 and $1.2 million, respectively. The Company has not experienced any losses in such accounts through December 31, 20172021.

(H) STOCK-BASED COMPENSATION

Financial Accounting Standards Board Accounting Standards Codification Topic 718, “Stock Compensation” requires generally that all equity awards granted to employees and March 31, 2017, respectively.

consultants be accounted for at fair value. This fair value is measured at grant date for stock settled awards, and at subsequent exercise or settlement for cash-settled awards. Under this method, the Company records an expense equal to the fair value of the options or warrants issued. The fair value is computed using the Black Scholes options pricing model. The Company has obtainedgranted consultants and continues to obtain a large amount of its funding from loansadvisors 1,550,000 and equity funding from a principal stockholder related to a director of217,500 options during the Company.
three months ended December 31, 2021 and December 31, 2020, and 2,290,000 and 847,500 options during the nine months ended December 31, 2021 and December 31, 2020, respectively.

(I) NET LOSSEARNINGS (LOSS) PER COMMON SHARE

In accordance with Statement of Financial Accounting Standards Accounting Standard Codification Topic 260, "Earnings“Earnings per Share"Share”, the Company uses the two-class method to compute net income (loss) per common share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of Class B-1, B-2 and B-3 of the Company’s convertible preferred stock are entitled to participate in distributions, when and if declared by the board of directors, that are made to common stockholders and, as a result, are considered participating securities. As of December 31, 2021, convertible preferred stock dividends totaling $482,693 were accumulated and in arrears. As the Company’s Board of Directors had not declared such dividends payable, the Company has not recognized such dividend payable liability as of December 31, 2021, and will not recognize such dividend liability until they are declared by the Company’s Board of Directors. Notwithstanding, the Company has presented such dividend value as a component of the net increase (decrease) in net assets resulting from operations attributable to common shareholders in the calculation of basic and diluted earnings (loss) per common share.

Under the two-class method, for periods with net income, basic net income per share of common stock is computed by dividing the net income less preferred dividends for the periodattributable to shares of common stock by the weighted average number of shares of common stock outstanding during the period. Net income attributable to shares outstanding. Diluted earnings per shareof common stock is computed by dividingsubtracting from net income less preferred dividendsthe portion of current period earnings that participating securities would have been entitled to receive pursuant to their dividend rights had all of the period’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss as the holders of the participating securities have no contractual obligation to fund losses. Diluted net income per share of common stock is computed under the two-class method by using the weighted average number of common shares outstanding including the effect of common stock equivalents. Common stock equivalents, consistingoutstanding plus the potential dilutive effects of stock options, warrants and warrants, have not been includednon-participating convertible preferred shares (Class A and B). In addition, the Company analyzes the potential dilutive effect of the outstanding convertible securities under the if-converted method when calculating diluted income per share of common stock in which it is assumed that the outstanding convertible securities convert into common stock at the beginning of the period or date of issuance, if the convertible security was issued during the period. The Company reports the more dilutive of the approaches (two-class or if-converted) as its diluted net income per share of common stock during the period.

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The following table sets out the number of shares used in calculating fully-diluted earnings per common share:

SCHEDULE OF EARNINGS PER SHARE

Weighted average method

Number of shares used in calculating fully diluted earnings per common shares (two-class method)

  Three months to
December 31, 2021		  Nine months to
December 31, 2021		 
Common stock  13,287,621   13,273,038 
Class A Preferred Stock  4,200,000   4,200,000 
Class B Preferred Stock  286,250   286,250 
Options  4,145,500   3,044,305 
Warrants  1,596,667   1,596,667 
         
Total shares used in calculating fully-diluted earnings per common share, two-class method  23,516,038   22,400,260 

Weighted average method

Number of shares used in calculating fully diluted earnings per common shares (if-converted method)

  Three months to
December 31, 2020		  Nine months to
December 31, 2020		 
Common stock  8,528,007   5,836,831 
Class A Preferred Stock  4,200,000   4,200,000 
Class B Preferred Stock  2,789,954   1,933,912 
Options  2,157,500   1,842,873 
Warrants  1,596,667   3,329,067 
         
Total shares used in calculating fully-diluted earnings per common share, if-converted method  19,272,128   17,142,683 

(J) INVESTMENT AND VALUATION OF INVESTMENT AT FAIR VALUE

The Company reviews the performance of its investments based on available information, including management reports, press releases, web site announcements and progress reports, third party equity updates, management interviews and, where accessible, financial reports, to determine their fair values. In the event that management considers the fair value of an investment to be greater or less than the current book value, the difference will be reflected as unrealized gains or losses in investments in the calculation,statements of operations.

The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures”, for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing U.S. GAAP that require the use of fair value measurements which establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

Fair value is defined as their effectthe price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is anti-dilutivean exchange price notion under which fair value is the price in an orderly transaction between market participants to sell an asset or transfer a liability in the market in which the reporting entity would transact for the periods presented. asset or liability.

The Company has established procedures to estimate the fair value of its investments which the Company’s board of directors has reviewed and approved. The Company uses observable market data to estimate the fair value of investments to the extent that market data is available. In the absence of quoted market prices in active markets, or quoted market prices for similar assets or in markets that are not active, the Company uses the valuation methodologies described below with unobservable data based on the best available information in the circumstances, which incorporates the Company’s assumptions about the factors that a market participant would use to value the asset.

18

KYTO BIOPHARMA, INC.
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
December 31, 2017
NOTE 2 – INTERIM REVIEW REPORTING

For investments for which quoted market prices are not available, which comprise most of our investment portfolio, fair value is estimated by using the income, market, or back-solve approach. The accompanying unaudited condensedincome approach is based on the assumption that value is created by the expectation of future benefits discounted to a current value and the fair value estimate is the amount an investor would be willing to pay to receive those future benefits. The market approach compares recent comparable transactions to the investment. The back solve method involves comparing available data over a period of time and inferring a new valuation based on changes from a known starting point, for example the cost of an investment. Adjustments are made for any dissimilarity between the comparable transactions and the investments. These valuation methodologies involve a significant degree of judgment on the part of our management and board.

In determining the appropriate fair value of an investment using these approaches, the most significant information and assumptions may include, as applicable: available current market data, including relevant and applicable comparable market transactions, applicable market yields and multiples, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the investment’s ability to make payments, its earnings and discounted cash flows, the markets in which the company does business, comparisons of financial statementsratios of Kyto Biopharma, Inc. (the "Company")peer companies that are public, merger and acquisition comparable, the principal market and enterprise values, environmental factors, subsequent financings by the portfolio investment, among other factors.

The estimated fair values do not necessarily represent the amounts that may be ultimately realized due to the occurrence or nonoccurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of the valuation of the investments, the estimate of fair values may differ significantly from the value that would have been prepared pursuantused had a broader market for the investments existed.

The authoritative accounting guidance prioritizes the use of market-based inputs over entity-specific inputs and establishes a three-level hierarchy for fair value measurements based upon the transparency of inputs to the rules and regulationsvaluation. The three levels of valuation hierarchy are defined as follows:

Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data

Level 3: Unobservable inputs for which there is little or no market data, which require the use of the Securitiesreporting entity’s own assumptions. Most of the Company’s investments are Level 3.

Critical accounting policies and Exchange Commission (the "SEC”). Certain informationpractices are the policies that are both most important to the portrayal of the Company’s financial condition and footnote disclosures, normally included in financial statements prepared in accordance with accounting principles generally accepted inresults, and require management’s most difficult, subjective, or complex judgments, often as a result of the United States of America have been condensed or omitted pursuant to such SEC rules and regulations. Nevertheless, the Company believes that the disclosures are adequateneed to make the information presented not misleading.estimates about matters that are inherently uncertain. These interim unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's March 31, 2017 Annual Report as filed on Form 10K. In the opinion of management, all adjustments, including normal recurring adjustments necessary to present fairly the financial positioninclude estimates of the Company with respect tofair value of Level 3 investments and other estimates that affect the interim unaudited condensedreported amounts of assets and liabilities as of the date of the financial statements and the resultsreported amounts of its operations forcertain revenues and expenses during the interim period ended December 31, 2017, have been included. The results of operations for interim periods are not necessarily indicative of the results for a full year.

NOTE 3– GOING CONCERN
As reflectedreporting period. It is likely that changes in these estimates will occur in the accompanying unaudited condensednear term. The Company’s estimates are inherently subjective in nature and actual results could differ materially from such estimates. See “Note 1 – Significant Accounting Policies” to our financial statements the Company has a working capital deficiency of $289,991, an accumulated deficit of $32,353,781, and a stockholders' deficit of $289,991 as of DecemberMarch 31, 2017. The ability of2021, as filed with the Company to continue as a going concern is dependentSEC on the Company's ability to devise a strategyAugust 10, 2021, for further detail regarding our critical accounting policies and produce a business plan. The unaudited condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
The Company has yet to generate an internal cash flow, and until the sales of its product begins, the Company is highly dependent upon debt and equity funding. The Company must successfully complete its research and development resulting in a saleable product. However, there is no assurance that once the development of the product is completed and finally gains Federal Drug and Administration clearance, that the Company will achieve a profitable level of operations.
NOTE 4–recently issued or adopted accounting pronouncements.

(K) RECENT ACCOUNTING STANDARDS UPDATES

Significant Recent Accounting Pronouncements
PRONOUNCEMENTS

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying unaudited condensed financial statements.

(L) OTHER ASSETS

Other assets principally include deferred offering costs. Since April 2019, the Company has conducted a series of sales of common and preferred stock to fund its ongoing investment program and cost of operations. Typically, it expects that raising capital through the sale of any series of securities, from start to finish, may take from six to nine months and in order to match the cost and benefits of this process, the Company adopted a policy of capitalizing direct expenses incurred in the course of raising capital, with the intention of netting accumulated expenses against proceeds from sale of equity, and reporting the net funds raised at the close. Direct expenses include legal fees, investor relations fees, investor roadshows and meeting expenses, and related filing and printing fees. At December 31, 2021 and March 31, 2021, the Company had deferred $293,564 and $169,891, respectively, of such expenses, relating to the preparation and filing of an N-2 Registration Statement.

19

NOTE 53 –COMMITMENTS AND CONTINGENCIES

The Company has no commitments or contingencies as of the date of this filing. The Company may be subject to litigation during the normal course of business but has not received any such claims to date.

NOTE 4 - RELATED PARTY TRANSACTIONS

At December 31, 2021 and March 31, 2021, the Company had accrued and owed $83,000 and $51,420, respectively, to officers of the Company for deferred payroll and consulting service fees.

At December 31, 2021, officers or directors of the Company held board positions at four portfolio companies: Beam Semiconductor Inc., Achelios Therapeutics Inc., Trellis Bioscience LLC and INBay Technology Inc. At March 31, 2021, officers or directors of the Company held board positions at four portfolio companies: Beam Semiconductor Inc., Achelios Therapeutics Inc., Trellis Bioscience LLC and Exodos Life Sciences LP.

NOTE 5 – INVESTMENTS

The following table summarizes the Company’s investment portfolio at December 31, 2021 and March 31, 2021.

SUMMARY OF INVESTMENT PORTFOLIO

  December 31, 2021      March 31, 2021     
Number of portfolio companies  69       51     
Fair value $12,156,511      $6,821,407     
Cost  8,926,469       5,686,545     
                 
% of portfolio at fair value                
Convertible notes  4,679,776   38.4%  2,553,954   37.4%
Preferred stock  5,225,498   43.0%  3,129,458   45.9%
Common stock  955,237   7.9%  391,995   5.7%
SAFE  725,000   6.0%  325,000   4.8%
Other ownership units  571,000   4.7%  421,000   6.2%
Total $12,156,511   100.0% $6,821,407   100.0%

A SAFE is a Simple Agreement for Future Equity in the form of a warrant to purchase equity stock in a future priced round.

Our investment portfolio represents approximately 94% and 97% of our net assets at December 31, 2021 and March 31, 2021, respectively. Investments in early-stage start-up private operating entities are valued based on available metrics, such as relevant market multiples and comparable company valuations, company specific-financial data including subsequent financings, actual and projected results, and independent third-party valuation estimates.

Significant Unobservable Inputs for Level 3 Assets and Liabilities

In accordance with FASB ASC 820, Fair Value Management, the tables below provide quantitative information about the Company’s fair value measurements of its Level 3 assets as of December 31, 2021 and March 31, 2021. In addition to the techniques and inputs noted in the tables above, according to the Company’s valuation policy, the Company may also use other valuation techniques and methodologies when determining the Company’s fair value measurements. The tables below are not meant to be all-inclusive, but rather provide information on the significant Level 3 inputs as they relate to the Company’s fair value measurements. To the extent an unobservable input is not reflected in the tables below, such input is deemed insignificant with respect to the Company’s Level 3 fair value measurements. Significant changes in the inputs in isolation would result in a significant change in the fair value measurement, depending on the materiality of the investment.

20

The following table summarizes the valuation techniques and significant unobservable inputs used for investments that are categorized within Level 3 of the fair value hierarchy as of December 31, 2021 and March 31, 2021:

SCHEDULE OF INVESTMENTS

As of December 31, 2021
Fair ValueValuation Approach/ TechniqueUnobservable InputsRange/ Weighted
Average
Convertible notes: Basepaws Inc$394,980Market approach based on indicative term sheet and last round of financingAs if converted note and Series A term sheet of $37.5 millionVarious
Convertible notes: Cyberdontics Inc190,422Valuation based on indicative securities transaction using a backsolve calculation to approximate value.Market cap of $12 million on current SAFE offering applied to cap tableVarious
Convertible notes: Promaxo Inc185,136Market approach based on available comparables and financial performanceConversion prospects, market yield, remaining maturity5% yield
Convertible notes: Other3,909,238Market approach based on available comparables and financial performanceConversion prospects, market yield, remaining maturity1-12% yield
Preferred stock in private company: Inhalon Inc256,198Valuation based on indicative securities transaction using a backsolve calculation to approximate value.Market cap of $40 million on current note offering, and cap tableVarious
Preferred stock in private company: Neuroflow Inc676,882Valuation based on indicative securities transaction using a backsolve calculation to approximate value.Weighting applied to $17 million valuation and 6-7x forecast revenueVarious
Preferred stock in private company: Valfix Inc105,607Valuation based on indicative securities transaction using a backsolve calculation to approximate value.Market value of $29.5 million invested capital applied to cap tableVarious
Preferred stock in private companies Shyft Moving Inc269,820Market approach based on indicative term sheet and last round of financing50/50 weighting to prior A-3 preferred and indicated pre Series B price. Forecast revenue from investor deck and 75% percentile for public company peer valuation ratiosBased on Series B valuation of $80 million
Preferred stock in private companies: Seal Rock Therapeutics Inc199,375Market approach based on indicative term sheet and last round of financing50/50 weighting to prior series seed preferred and indicated note price. 75% percentile for public company peer valuation ratiosBased on new note indication of $80 million
Preferred stock in private companies: Femto DX Inc290,046Market approach based on indicative term sheet and last round of financing50/50 weighting to prior series B-2 preferred price and public market. 75% percentile for public company peer valuation ratiosBased on Series B valuation of $170 million
Preferred stock in private companies: Promaxo Inc1,034,684Market approach based on available comparables and financial performancea) Last round of financing for series B-2 price, 118% change in enterprise value at 75th percentile; b) revenue multiples 2021 13.3x 2022 9.3x

0%-168.3%

0.6x - 27.7x

0.5x - 59.4x

Preferred stock in private companies: Other2,392,886Market approach based on available comparables and financial performanceMarket approach based on available information from portfolio companiesVarious
Common stock in private companies325,000Market approach based on available comparables and financial performanceHistoric or projected revenue and/or EBITDA multiples discounted for lack of marketabilityVarious
SAFE725,000Market approach based on available comparables and financial performancePrecedent and follow-on transactions adjusted for marketabilityVarious
Total Investments$10,955,274

21

As of March 31, 2021
Fair ValueValuation Approach/ TechniqueUnobservable InputsRange/ Weighted Average
Convertible notes: Kitotech Medical Inc326,871Market approach based on available comparables and financial performanceMarket cap of $28.51 million a public company 75th percentile as if converted 2020 noteRange : $28.514 million
Convertible notes2,227,083Market approach based on available comparables and financial performanceConversion prospects, market yield, remaining maturity1-12% yield
Preferred stock in private companies: Femto DX Inc159,835Market approach based on available comparables and financial performanceBased on Series B financing and public company peer multiples using 50:50 percentileMarket value of invested capital $58.66 million
Preferred stock in private companies: Neuroflow Inc437,495Market approach based on available comparables and financial performanceBased on Series Seed 2 and last round of financing - Series BMarket value of invested capital $57.98 million
Preferred stock in private companies: other2,532,128Market approach based on available comparables and financial performanceMarket approach based on available information from portfolio companiesVarious
Common stock in private companies300,000Market approach based on available comparables and financial performanceHistoric or projected revenue and/or EBITDA multiplesVarious
SAFE325,000Market approach based on available comparables and financial performancePrecedent and follow-on transactions adjusted for marketabilityVarious
Other investments421,000Market approach based on available comparables and financial performancePrecedent and follow-on transactions adjusted for marketabilityVarious
Total Investments6,729,412

The following table presents fair value measurements of investments, by major class, as of December 31, 2021, and March 31, 2021, according to the fair value hierarchy:

SCHEDULE OF INVESTMENTS AT FAIR VALUE MEASUREMENTS OF INVESTMENTS

Description (Level 1)  (Level 2)  (Level 3)  Total 
  As of December 31, 2021 
  

Quoted prices in

active markets for

identical securities

  

Significant other

observable inputs

  

Significant

unobservable inputs

    
Description (Level 1)  (Level 2)  (Level 3)  Total 
Investments at Fair Value                
Private Portfolio Companies                
Convertible notes $-  $-  $4,679,776  $4,679,776 
Preferred stock  -   -   5,225,498   5,225,498 
Common stock  -   -   325,000   325,000 
SAFEs  -   -   725,000   725,000 
   -   -   10,955,274   10,955,274 
Public Portfolio Companies                
Common stock  630,237   -   -   630,237 
                 
Total Investments at Fair value $630,237  $-  $10,955,274  $11,585,511 

All investments were treated as Level 3 at December 31, 2021 with the exception of four companies, two of which are invested in common stock of the public companies and treated as Level 1 and two of which valued at net asset value (NAV) as practical expedient and valued at $571,000.

(A)
22
– Loans Payable- Related Party

Description (Level 1)  (Level 2)  (Level 3)  Total 
  As of March 31, 2021 
Description Level 1  Level 2  Level 3  Total 
March 31, 2021                
Investments at Fair Value                
Private Portfolio Companies                
Convertible notes $-  $-  $2,553,954  $2,553,954 
Preferred stock  -   -   3,129,458   3,129,458 
Common stock  -   -   300,000   300,000 
SAFEs  -   -   325,000   325,000 
Other ownership interests  -   -   421,000   421,000 
   -   -   6,729,412   6,729,412 
                 
Public Portfolio Companies                
Common stock  91,995   -   -   91,995 
                 
Total Investments at Fair value $91,995  $-  $6,729,412  $6,821,407 

We focus on making our investments in the United States, Canada, and Israel. All investments are made and reported in U.S. dollars. Assets that are denominated in foreign currencies are translated into U.S. dollars at closing rates of exchange on the date of valuation. Transactions during the year are translated at the rate of exchange prevailing on the date of the transaction. The Company does not isolate that portion of results of operations resulting from the changes in foreign exchange rates on securities from fluctuations resulting from changes in market prices of such securities. Such foreign currency translation gains and losses are included in the net realized gains or losses from investments and net changes in unrealized gain or losses from investments on the statement of operations.

SCHEDULE OF INVESTMENTS IN UNREALIZED GAIN OR LOSSES FOREIGN EXCHANGE RATES ON SECURITIES

  America  Canada  Rest of World  Total 
Fair value beginning of year March 31, 2021 $5,486,011  $907,560  $427,836  $6,821,407 
New investments  2,653,478   225,000   450,000   3,328,478 
Proceeds from sale of investments  (88,554)  -   -   (88,554)
Net change in unrealized gains included in condensed Statements of Operations  1,833,616   117,531   144,033   2,095,180 
Fair value end of nine months December 31, 2021 $9,884,551  $1,250,091  $1,021,869  $12,156,511 
Changes in unrealized gains or losses for the period included in Condensed Statement of Operations for assets held at the end of the reporting period.             $2,095,180 

  America  Canada  Rest of World  Total 
Fair value beginning of year March 31, 2020 $2,170,499  $245,000  $250,000  $2,665,499 
New investments  1,935,000   425,000   50,000   2,410,000 
Net change in unrealized gains included in condensed Statements of Operations  656,188   129,374   21,381   806,943 
Fair value end of nine months December 31, 2020 $4,761,687  $799,374  $321,381  $5,882,442 
Changes in unrealized gains or losses for the period included in Condensed Statement of Operations for assets held at the end of the reporting period.             $806,943 

23
During

Working on the experience of our technical advisors, we limit our investments to fintech, technology, and life sciences.

  Fintech  Technology  Life science  Total 
Fair value beginning of year March 31, 2021 $126,030  $1,394,318  $5,301,059  $6,821,407 
New investments  -   815,600   2,512,878   3,328,478 
Proceeds from sale of investments  -   -   (88,554)  (88,554)
Net change in unrealized gains included in condensed Statements of Operations  -   61,179   2,034,001   2,095,180 
Fair value end of nine months December 31, 2021 $126,030  $2,271,097  $9,759,384  $12,156,511 
Changes in unrealized gains or losses for the period included in Condensed Statement of Operations for assets held at the end of the reporting period.             $2,095,180 

  Fintech  Technology  Life science  Total 
Fair value beginning of year March 31, 2020 $101,500  $685,002  $1,878,997  $2,665,499 
Fair value beginning $101,500  $685,002  $1,878,997  $2,665,499 
New investments  -   325,000   2,085,000   2,410,000 
Net change in unrealized gains included in condensed Statements of Operations  24,530   74,158   708,255   806,943 
Fair value end of nine months December 31, 2020 $126,030  $1,084,160  $4,672,252  $5,882,442 
Fair value ending $126,030  $1,084,160  $4,672,252  $5,882,442 
Changes in unrealized gains or losses for the period included in Condensed Statement of Operations for assets held at the end of the reporting period.             $806,943 

We invest in early-stage private companies developing products or solutions in the fields of fintech, technology and life sciences. Typically, we are investing in interest bearing notes that may be convertible into equity securities upon the completion of qualified subsequent financings, preferred stock, SAFEs or other forms of ownership. Typically notes carry a two-year term and are then rolled over for additional periods if no other maturity triggers have been achieved. If a convertible note investment were, in our judgment, to become impaired, we would reverse the accrued interest and adjust the valuation to reflect management’s assessment of fair value. If a convertible note investment exceeds its maturity date we would request the portfolio company to document an extension, as well as consider whether the overdue note, along with all other available performance data and management reviews lead us to consider whether there should be an adjustment in fair value of the investment. There were no transfers into or out of Level 3 during the three and nine months ended December 31, 2017,2021 and December 31, 2020.

SCHEDULE OF ADJUSTMENT IN FAIR VALUE TO REFLECT IMPAIRMENT OF INVESTMENT

  Convertible notes  Preferred stock  Common stock  SAFEs  Other ownership interests  Total 
                   
Fair value March 31, 2021 $2,553,954  $3,129,458  $391,995  $325,000  $421,000  $6,821,407 
Conversions into preferred stock                        
New investments  1,752,491   835,387   190,600   400,000   150,000   3,328,478 
Proceeds from sale of investments  (88,554)      -   -   -   (88,554)
Unrealized gains included in condensed Statements of Operations  461,885   1,260,653   372,642   -   -   2,095,180 
Fair value December 31, 2021 $4,679,776  $5,225,498  $955,237  $725,000  $571,000  $12,156,511 

  Convertible notes  Preferred stock  Common stock  SAFEs  Other ownership interests  Total 
                   
Fair value March 31, 2020 $1,528,002  $701,497  $126,500  $73,500  $236,000  $2,665,499 
Fair value, beginning $1,528,002  $701,497  $126,500  $73,500  $236,000  $2,665,499 
Conversions into preferred stock  (597,984)  678,313   -   (80,329)  -   - 
New investments  935,000   1,025,000   200,000   150,000   100,000   2,410,000 
Unrealized gains included in condensed Statements of Operations  556,954   67,665   65,495   81,829   35,000   806,943 
Fair value December 31, 2020 $2,421,972  $2,472,475  $391,995  $225,000  $371,000  $5,882,442 
Fair value, ending $2,421,972  $2,472,475  $391,995  $225,000  $371,000  $5,882,442 

24

NOTE 6 – EQUITY

A) PREFERRED STOCK

Class A

The Company has sold 4,200,000 Class A Stock Units (“Units”) consisting of one share of Class A Preferred Stock (“Class A”) designated at a par value of $0.01 per share and one warrant to purchase a share of Common Stock at $0.80 per share. The Units were sold in a private placement to accredited investors. The Class A will be converted into shares of Common Stock upon listing of the Company receivedon Nasdaq or NYSE. In the event of any liquidation or winding up of the Company, the holders of the Class A shall be entitled to receive in preference to the holders of shares of Common Stock a net loan fromper share amount equal to two times (2x) their original purchase price plus any declared but unpaid dividends. All share issuances and obligations are recognized on the books and stock register.

On March 2, 2021, in preparation for an intended IPO, the Company made an offer to all its preferred stockholders to protect them against the possibility that the IPO price might be less than their preferred stock price. Accordingly, Class A-1 Preferred Stock and Class A-2 Preferred Stock were created, and the holders of Class A were granted an opportunity to purchase shares of Common Stock at $0.40 per share. If Class A stockholders purchased at least $6,000 of Common Stock, their shares of Class A Preferred Stock were exchanged for shares of Class A-1 Preferred Stock which is guaranteed to convert into shares of Common Stock at the same price as the IPO price, and if stockholders purchased a related party in thepro-rated amount of $20,960. At December 31, 2017Common Stock, their shares of Class A Preferred Stock were exchanged for Class A-2 Preferred Stock which in turn is convertible into shares of Common Stock at a discount of 10% to the IPO price. In all other respects the Class A-1 Preferred Stock and March 31, 2017,Class A-2 Preferred Stock have the Company owed $89,067same rights and $68,107, respectively to a related party ofobligations as the Company. The loans are non-interest bearing, unsecured and due on demand. The loans are included in loans payable, related party on the accompanying balance sheet.

(B)
– Accrued liabilities -Related Party
The Company leases office space and administrative services from a related party principal stockholder. Rent and administrative expense for the nine months ended December 31, 2017 and 2016 was $30,000 and $30,000, respectively and is included in general and administrative expense in the accompanying statements of operations.
Directors’ fees are also included in Accrued liabilities – related parties. Directors’ fees for the nine months ended December 31, 2017 and 2016 were $18,000 and $18,000, respectively and is included in general and administrative expense in the accompanying statements of operations.Class A Preferred Stock. As of December 31, 20172021, 1,437,500 shares of Class A Preferred Stock had been exchanged for Class A-1 Preferred Stock, and 2,212,500 shares of Class A Preferred Stock had been exchanged for Class A-2 Preferred Stock, respectively, leaving outstanding 550,000 shares of Class A.

Class B

There are 9,000,000 shares of Class B Preferred Stock (“Class B”) authorized designated at a par value of $0.01 per share. This designation includes Classes B, B-1, B-2, and B-3. The Class B will be converted into shares of Common Stock upon listing of the Company on Nasdaq or NYSE. In the event of any liquidation or winding up of the Company, the holders of the Class B shall be entitled to receive in preference to the holders of Common Shares and Class A Preferred Stock, a per share amount equal to one times (1x) their original purchase price plus any declared but unpaid dividends. The holders of Class B shall be entitled to receive dividends either first or simultaneously with dividends declared, set apart or paid, on Junior Stock.

On March 31, 2017,2, 2021, in preparation for an intended future IPO, the remaining balanceCompany made an offer to all its preferred stockholders to protect them against the possibility that the IPO price might be less than their preferred stock price. Accordingly, Class B-1 and Class B-2 Preferred Stock (“Class B-1” and “Class B-2”, respectively) were created, and the holders of the Class B were granted an opportunity to purchase shares of Common Stock at $0.40 per share. If stockholders purchased at least $6,000 of Common Stock, their Class B were exchanged for Class B-1 which is guaranteed to convert into shares of Common Stock at the same price as the IPO price, and if stockholders purchased a pro-rated amount of Common Stock their Class B were exchanged for Class B-2 which converts into shares of Common Stock at a discount of 10% to the IPO price. The Class B-1 and B-2 accrue a dividend of 10% per annum payable only in the accrued liabilities-related party account forevent of an IPO or liquidation event in common stock assuming it was first converted into B-1 or B-2 as the above services was $196,000case may be at the Original Issue Price. In all other respects, the Class B-1 and $148,000, respectively.


KYTO BIOPHARMA, INC.
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
Class B-2 have the same rights and obligations as the Class B. At December 31, 20172021, 1,166,406 shares of Class B had been exchanged for Class B-1, and 2,176,250 shares of Class B had been exchanged for Class B-2, respectively, leaving outstanding 286,250 shares of Class B. During the three and nine month periods ended December 31, 2021, the Company sold 2,176,250 and 4,458,750 shares of Class B-1 Preferred Stock for $1,741,000 and $3,567,001, respectively.

25
NOTE 6 – EQUITY
(A)
–PREFERRED STOCK

As of December 31, 2017, and March 31, 2017, there are 2,000,000 shares2021, the Company authorized and no preferred3,000,000 shares of Class B-3 Preferred (“Class B-3”). The Certificate of Designation of the Company issuedClass B-3 shares was filed with the Delaware Secretary of State on October 5, 2021. The Class B-3 will be offered for $0.80 per share and outstanding.

(B)
– have a cumulative dividend of 10% per annum payable only when as and if declared by the Board. The remaining terms and conditions are substantially the same as for all other Class B shares, including mandatory conversion upon a majority vote of the Class B-3 stockholders, closing of a qualified financing of at least $10 million, or listing on NYSE or NASDAQ. As of the date of this filing, the board of directors has not declared any dividends.

B) COMMON STOCK

The Company has authorized 40,000,000 shares of common stock at a par value of $0.01 per share. As of December 31, 2017,2021, and March 31, 2017, 3,139,7472021 a total of 13,287,621 and 9,983,082 shares of the Company’s common stock were issued and outstanding.

outstanding, respectively.

During the three and nine month periods ended December 31, 2021, in connection with the amendment of Preferred Stock rights described in A) Preferred Stock above, the Company had sold 0and 3,285,789 shares of Common Stock for $0 and $1,314,317, of which $1,191,442 was received and accrued as subscription liability at March 31, 2021.

During each of the three and nine month periods ended December 31, 2021, the Company issued 0and 18,750 shares of Common Stock for $0 and $618, respectively, in connection with the exercise of stock options.

C) STOCK OPTIONS

In April 2018, the Board approved the introduction of the Kyto Technology and Life Science, Inc. Incentive Stock Option Plan (“the 2018 Plan”) reserving 2,697,085 shares for issuance to employees, consultants and directors, with the objective of securing the benefit of services for stock options rather than cash salaries.

In July 2019, the Board approved the introduction of the Kyto Technology and Life Science 2019 Stock Option and Incentive Plan (“2019 Plan”), and reserved 2 million shares for issuance to directors, officers, consultants, and advisors. Options granted under the 2019 Plan expire May 21, 2029.

In December 2020, the Board approved the Kyto Technology and Life Science 2020 Non Qualified Stock Option Plan (“2020 Plan”), and reserved 2 million shares for issuance to directors, officers, consultants and advisors. Options granted under the 2020 Plan expire December 16, 2030. On December 20, 2021, the Board approved the creation of the 2021 Stock and Incentive Plan and reserved 2,000,000 shares of common stock as a pool for the grant of stock options.

During the three months ended December 31, 2021, and December 31, 2020, the Company issued a total of 750,000 and 217,500 non-qualified stock options, respectively, to consultants and advisors vesting over terms of two years. During the corresponding nine months ended December 31, 2021, and December 31, 2020, the Company issued a total of 2,290,000 and 847,500 non-qualified stock options, respectively.

SCHEDULE OF OPTIONS VESTED

  

Number of options

granted

  

Weighted average

exercise price

�� 

Weighted average

remaining life

years

 
Outstanding March 31, 2021  2,634,250  $0.05   8.13 
Granted  2,290,000   0.07   9.67 
Exercised  (18,750)  (0.03)  - 
Cancelled  -   -   - 
Outstanding December 31, 2021  4,905,500  $0.06   8.71 
             
Exercisable December 31, 2021  2,791,705  $0.05   8.90 

NOTE 7– SUBSEQUENT EVENTS
None

26
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS
PLAN OF OPERATIONS
The report

In connection with the grant of our Independent Registered Public Accounting firm dated June 29, 2017 on our March 31, 2017 financial statements includes an explanatory paragraph indicating that there is substantial doubt about our ability to continue as a going concern due to substantial recurring losses from operations, cash used in operations, stockholders’ deficit, significant accumulated deficit and working capital deficit. Our ability to continue as a going concern will be determined by our ability to obtain additional financing and maintain operations. Currently we do not have sufficient financial resources to fund our operations. Therefore, we need additional funds to continue these operations. The Company operates in a rapidly changing environment that involves a number of factors, some of which are beyond management’s control, such as financial market trends and investors’ appetite for new financings. It should be emphasized that, shouldstock options the Company not be successful in completing its own financing (either by debt or byrecognizes the issuancevalue of securities from treasury),the related option expense using the Black Scholes model, with appropriate assumptions for option life, stock value, risk free interest rate, volatility, and cancellations.

SCHEDULE OF FAIR VALUE ASSUMPTIONS - STOCK OPTIONS

  December 31, 2021  March 31, 2021 
Stock Price at grant date $0.07    $0.033 - $ 0.078 
Exercise Price $0.07    $0.033 - $ 0.078 
Term in Years  0 - 2.00   0 - 2.00 
Volatility assumed  196%  71% - 196% 
Annual dividend rate  0.0%  0.0%
Risk free discount rate  0.12%  0.12% - 2.0% 

The compensation expense calculated at time of grant is recognized over the vesting period for the options granted. During the three and nine months ended December 31, 2021, the Company may be unable to continue to operaterecognized $32,579 and $54,033 respectively, as a going concern.

On November 6, 2017stock-based compensation expense. For the corresponding three and nine months ended December 31, 2020, the Company announced that it is offering uprecognized $3,474 and $17,326, respectively.

The intrinsic value of outstanding options at December 31, 2021 was $62,580 and $56,987 of the option expense upon grant remained unrecognized at December 31, 2021 with a remaining vesting period of 1.13 years.

D) WARRANTS

In conjunction with the sale of Class A Stock Units, the Company issued 4,200,000 warrants to 2 millionpurchase common stock at a price of its Common Shares to Accredited Investors as a non-brokered Private Placement (''Private Placement'') to be completed on or before December 20, 2017. The completion of private placement was extended to February 28, 2018 with new terms.

The Company is offering 1.5 million Units (“the Units), each Unit Consisting of 1 Preferred Shares exercisable into 1 Common Shares and 1 Warrant exercisable into 1 common Share at $1.50$1.20 per Shareshare for a period of three years from issuance, for sale to Accredited Investors, as defined by. The Company did not bifurcate the SEC, at a price of $1.00 per Unit.
Upon completionvalue of the Minimum Offeringwarrants as the fair value of the Private Placement, KBPH will file an S-8 Registration Statement withwarrant was determined to be de minimis. The Company has not issued any warrants since September 2019. At December 31, 2021 and March 31, 2021 the SEC to offer to the new elected President & CEO, an option to purchase 2,697,085 and new director 500,000 Common Shares of KBPH. Upon completionfair value of the Maximum Offeringwarrants was de minimis.

SCHEDULE OF WARRANTS

  

Number of

warrants

  

Weighted average

exercise price

  

Weighted average

remaining life in

years

 
Outstanding March 31, 2020  4,200,000  $1.20   2.9 
Granted  -   -   - 
Exercised  (2,603,333) $0.60   - 
Cancelled  -   -   - 
Outstanding December 31, 2020  1,596,667  $1.20   2.2 
             
Exercisable March 31, 2020  4,200,000  $1.20   2.9 
Exercisable December 31, 2020  1,596,667  $1.20   1.4 

27

  Number of warrants  Weighted average exercise price  Weighted average remaining life in years 
Outstanding March 31, 2021  1,596,667  $1.20   1.4 
Granted  -   -   - 
Exercised  -   -   - 
Cancelled  -   -   - 
Outstanding December 31, 2021  1,596,667  $1.20   0.6 
             
Exercisable March 31, 2021  1,596,667  $1.20   1.4 
Exercisable December 31, 2021  1,596,667  $1.20   0.6 

The Company values the warrants using the Black Scholes model, with appropriate assumptions for warrant life, stock value, risk free interest rate, and volatility. The assumptions used for warrant valuation were as follows:

SCHEDULE OF FAIR VALUE ASSUMPTIONS - STOCK OPTIONS

  December 31, 2021 
Stock Price at grant date $0.006 
Exercise Price $1.200 
Term in Years  3 
Volatility assumed  73%
Annual dividend rate  0.0%
Risk free discount rate  1.79%

NOTE 7 – FINANCIAL HIGHLIGHTS

SCHEDULE OF FINANCIAL HIGHLIGHTS

Per share data (a) 

Three months ended

December 31, 2021

  

Three months ended

December 31, 2020

  

Nine months ended

December 31, 2021

  

Nine months ended

December 31, 2020

 
             
Net asset value $0.97  $0.75  $0.97  $0.95 
                 
Net investment loss $(0.03) $(0.04) $(0.08) $(0.08)
                 
Net unrealized gain on investments $0.05  $0.04  $0.16  $0.12 
                 
Net increase in net assets $0.02  $-  $0.07  $0.04 
                 
Ratios and Supplemental Data                
                 
Net assets, end of period $12,911,623  $6,399,543  $12,911,623  $6,399,543 
                 
Weighted average common shares outstanding, end of period  13,287,621   8,528,007   13,273,038   6,737,152 
                 
Total operating expenses/net assets  2.9%  5.2%  8.6%  8.3%
                 
Net investment loss/net assets  (2.9)%  (5.2)%  (8.6)%  (8.3)%
                 
Total return  2.5%  (0.1)%  7.6%  4.3%

(a)Per share data is based on the weighted average number of common shares outstanding at the end of the period.

NOTE 8 - SUBSEQUENT EVENTS

Subsequent to February 21, 2021, the Company has collected more than $800,000 from the sale of the Private Placementstock since December 31, 2021, and after issuance of Common Sharesspent $400,000 on new investments.

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

PLAN OF OPERATIONS

Kyto Technology and Life Science, Inc. (the “Company”) was formed as a Florida corporation on March 5, 1999 under the S-8 Registration Statementname of B Twelve, Inc. In August, 2002, the Company changed its name from B Twelve, Inc. to Kyto BioPharma will have 9,936,832 common shares issuedInc. and outstanding.

In conjunction within May 2018, the closing of the Private Placement, KBPH will change its name was changed again to Kyto Technology and Life Science, Inc. In July 2019, the Company was re-incorporated as a Delaware company. The symbol, KBPH,Company operates virtually, from public locations or the homes of its officers, and does not currently lease any office space.

The Company was originally formed to acquire and develop proprietary drugs for the treatment of cancer, arthritis, and other autoimmune diseases and had been evaluating a number of strategies. In April 2018, the Board adopted a new business plan focused on the development of early-stage technology and life science businesses through early stage investment funding. The Company has recruited a number of experienced investment consultants from a network that includes angel investors, corporate managers, sophisticated early stage investors and successful entrepreneurs with experience across a number of technology and life science products and markets, and relies on input from these advisors in conducting due diligence and making investment decisions. In order to offset the risk in early-stage investing, the Company works with angel investment groups and other sophisticated investors and participates only after these groups have completed due diligence and committed to invest, in effect becoming lead investors. The Company then completes its own due diligence and invests under identical terms as the lead investors. The Company will do follow-on investments in existing portfolio companies, assuming adequate progress, when portfolio companies initiate new financing rounds. The Company currently does not typically invest more than $250,000 in any single investment. Generally, the Company’s investments represent less than 5% ownership interests, and the Company therefore has no effective control or influence over the management or commercial decisions of the companies in which it invests. The Company plans to generate revenue from realized gains from the sale of the businesses in which it has invested, or some or all of its shareholdings in those cases where portfolio companies go public. Generally, it is expected that investments will be changedrealized from an exit within a period of four to five years following initial investment. Such exits or liquidity events are outside the Company’s control and depend on merger and acquisition (“M&A”) transactions or an initial public offering (“IPO”) which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. Other than making its initial and, potentially, follow-on investments in its portfolio companies, the Company does not provide any financial support to any of its investees.

The Company has one regular employee – the CEO, Mr, Paul Russo. Prior to December 31, 2020, he was acting as a symbolconsultant to the Company and did not receive contractual compensation for his services in the form of cash. As of January 1, 2021, Mr. Russo was engaged as agreed to by OTCQB.

In conjunction with the closingan employee of the Private Placement,Company at a salary of $400,000 per annum of which $100,000 and $300,000 was earned in the three months and nine months ended December 31, 2021, respectively, of which a balance of $80,000 was deferred at December 31, 2021. No consulting fees and no options were granted to him during these periods. During the three months and nine months ended December 31, 2020, Mr. Russo received no payroll or consulting fees, however in the three and nine months ended December 31, 2020, he received a bonus of $50,000 and was granted options to purchase 215,000 shares of Common stock.

29

The Company has created a portfolio of minority investments in early-stage start-up companies and derives its revenue opportunity from the sale of those investments. Such sales are outside the Company’s control and depend on M&A transactions or IPOs which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. As of December 31, 2021, the Company had approximately $600,000 of cash to cover its operating expenses, and new investment requirements, and is continuing to raise additional funding on a recurring monthly basis. If successful, it will have sufficient funding for further investments and ongoing operations. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a changegoing concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Stay at home orders and general economic uncertainties arising out of the current Covid-19 epidemic have created additional delays and uncertainty. To date there has been no disruption to the OfficersCompany’s business operations, although some of its portfolio investment companies report delays in their programs.

At March 31, 2020, management determined that the Company was an investment company for purposes of ASC 946 disclosure, and Directorscommitted to follow the specialized accounting and reporting guidance contained therein. Accordingly, a new company, Kyto Investments, Inc. (“KI”) was incorporated in Delaware in December 2020 in preparation for a restructuring and an N-2 Registration Statement filed in March 2021 for review by the SEC. KI is an internally managed, closed-end investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of KPBH. The officers1940, as amended (the “1940 Act”). Immediately upon effectiveness of this N-2 Registration Statement, the Company will merge with KI and directors of KBPH at closingthe Company will be the surviving entity. As of the Private Placementcompletion of the merger, the Company will constitute a “successor issuer” for the purposes of Rule 414 under the Securities Act and may continue the current offering by filing post-effective amendments to the Registration Statements. Prior to the merger, the Company had fewer than 100 non-affiliated investors and filed under the 1934 Act relying on exemption Rule 3( c )(1).

As a BDC, the Company will be required to comply with certain regulatory requirements. The Company also intends to elect to be treated for U.S. federal income tax purposes as follows:

Name
Position(s)
Paul Russo
President & Chief Executive Officer, Director
Georges Benarroch
Corporate Secretary & Treasurer, Director, Chairman
 Larry Krauss
Director
a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a RIC, the Company is required to comply with additional regulatory requirements. The Company has prepared and submitted sequentially two N-2 Registration Statements to the SEC for review but has not yet received final approval of its registration as at the filing date of this report.

Results of Operations

Revenue: In the three months and nine months ended December 31, 2021 the Company reported no realized investment income as there were no liquidity events related to its investment portfolio. The Company reported $691,864 and $2,095,180 of net change in unrealized gains from investments respectively, in these periods. In the three months and nine months ended December 31, 2020 the Company reported no realized investment income as there were no liquidity events related to its investment portfolio. The Company reported $328,694 and $806,942 of net change in unrealized gains from investments respectively, in these same periods.

Professional fees: In the three months and nine months ended December 31, 2021, the Company reported $98,241 and $371,600, respectively, of professional fees, mainly for legal and accounting services. In the corresponding three months and nine months ended December 31, 2020 the Company reported $91,669 and $168,212, respectively.

Other operating expenses: Other operating expenses include payroll, consulting, and travel and conference fees associated with raising capital and review of investment deal-flow. In the three months and nine months ended December 31, 2021, the Company incurred other operating expenses of $273,473 and $741,089, respectively. In the corresponding three months and nine months ended December 31, 2020, the Company incurred other operating expenses of $241,047 and $363,983, respectively.

For the three months ended December 31, 2017 the Company’s net loss attributable to common shareholders decreased by $6,946 to $24,133 compared to a net loss of $31,079 for the threeand nine months ended December 31, 2016.2021, the Company’s net increase in net assets resulting from operations was $188,151 and $499,798, respectively. For the corresponding three months and nine months ended December 31, 2020, the Company’s net increase (decrease) in net assets resulting from operations was ($4,017) and $275,252, respectively.

30
For

During the three and nine months ended December 31, 2021, the Company was subject to shelter in place regulations imposed by the State of California in mitigation of the spread of the Corona 19 virus. Since the Company does not have any dedicated office space and works virtually from the homes of its officers, there was no major disruption in working routines which continued by video and teleconference. Uncertainty arising from Covid 19 created a slow-down in the rate at which the Company was able to raise Class B funding, and thereby continue to make investments, however the Company did see a reduction in travel and investor relations expenses during the period. The Company has more than 60 discrete investments in a range of different industry and geographic segments, many of which are in the life science and medical space. While there is clearly a risk that our portfolio companies may be adversely affected in their ability to raise future funding or do business, there have been no management reports revealing major problems and some of our portfolio companies may actually benefit from new opportunities created. We believe that our policy of spreading our investments in relatively small amounts over a large number of portfolio companies helps mitigate some of the risk that might be suffered by any of our investments.

Liquidity, Capital Resources and Going Concern

The Company had net assets of $12,911,623 and $6,993,163 at December 31, 2021 and March 31, 2021, respectively. Cash was $608,223 and $1,437,868 at December 31, 2021 and March 31, 2021, respectively.

The Company’s condensed interim financial statements are prepared in accordance with U.S. GAAP, which requires the use of estimates, assumptions and the exercise of subjective judgment as to future uncertainties. Actual results could differ from those estimates, assumptions, and judgments. Significant items subject to such estimates will include determining the fair value of investments, revenue recognition, income tax uncertainties, stock-based compensation, and other contingencies.

The Company has created a portfolio of minority investments in early-stage start-up companies and derives its revenue opportunity from the sale of those investments. Such sales are outside the Company’s control and depend on M&A transactions or IPOs which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. As of December 31, 2021, the Company had approximately $600,000 of cash to cover its operating expenses, and new investment requirements and is continuing to raise additional funding on a recurring monthly basis. If successful, it will have sufficient funding for further investments and ongoing operations. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed interim financial statements have been prepared assuming the Company will continue to operate as a going concern and do not include any adjustments that might result from the outcome of this uncertainty. Stay at home orders and general economic uncertainties arising out of the current Covid-19 epidemic have created additional delays and uncertainty. To date there has been no disruption to the Company’s business operations, although some of its portfolio investment companies report delays in their programs.

Cash from operating activities

The Company used net cash of $4,520,139 in operating activities during the nine months ended December 31, 2017 the Company’s net loss attributable to common shareholders decreased by $6,273 to $63,8622021 compared to a net loss of $70,135$2,876,156 used for the nine months ended December 31, 2016.

Liquidity2020. The main reasons for the higher level in 2021 were an increase in investments in portfolio companies and Capital Resources
increased professional fees and operating expenses.

Cash from investing activities

No cash was used in investing activities.

Cash from financing activities

The Company had working capital deficits of $289,991 as of December 31, 2017 and $226,129 as of March 31, 2017. Cash was $76 as of December 31, 2017, and Nil as of March 31, 2017.

Cash from operating activities
The Company’sa net cash usedinflow from financing activities of $3,690,494 in operations decreased by $8,425 to $20,884 for the nine months ended December 31, 20172021 compared to net cash used$3,406,195 in operations of $29,309 for the nine months ended December 31, 2016.

Cash2020. This inflow included $3,567,001 proceeds from financing activities
The Company’s net cash flowsthe sale of Class B preferred stock (including B-1 and B-3), and $122,875 proceeds from financing activities decreased by $8,326 to $20,960 forthe sale of common stock, respectively, in the nine months ended December 31, 20172021, compared to cash flows$1,873,125 from financing activitiesthe sale of $29,286 forClass B preferred stock, and $1,566,229 proceeds from the sale of common stock, respectively, in the corresponding nine monthsmonth prior period ended December 31, 2016.2020.

31

The Company’s plan of operations for the next twelve months is to continue to focus its efforts on finding new sources of capital by means of private placements, and on R&D activities relatedto use this capital to fund additional investments as they become available, and to cover operating expenses. The Company is planning to uplift from OTC to the developmentNASDAQ market, and applicationraise additional funding from an initial public offering (“IPO)” for which as an initial step it has submitted an N-2 filing to the SEC for review.

CRITICAL ACCOUNTING POLICIES

USE OF ESTIMATES

In preparing financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period presented. Actual results may differ from these estimates.

Significant estimates at December 31, 2021 and March 31, 2021 include the valuation of investments, deferred tax assets, tax allowance, stock options and warrants.

INVESTMENT AND VALUATION OF INVESTMENT AT FAIR VALUE

The Company reviews the performance of its antibody technologies. investments based on available information, including management reports, press releases, web site announcements and progress reports, third party equity updates, management interviews and, where accessible, financial reports, to determine their fair values. In the event that Management considers the fair value of an investment to be greater or less than the current book value, the difference will be reflected as unrealized gains or losses in investments in the statements of operations.

The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures”, for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing GAAP that require the use of fair value measurements which establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is an exchange price notion under which fair value is the price in an orderly transaction between market participants to sell an asset or transfer a liability in the market in which the reporting entity would transact for the asset or liability.

The Company has established procedures to estimate the fair value of its investments which the Company’s board of directors has reviewed and approved. The Company uses observable market data to estimate the fair value of investments to the extent that market data is available. In the absence of quoted market prices in active markets, or quoted market prices for similar assets or in markets that are not active, the Company uses the valuation methodologies described below with unobservable data based on the best available information in the circumstances, which incorporates the Company’s assumptions about the factors that a market participant would use to value the asset.

For investments for which quoted market prices are not available, which comprise most of our investment portfolio, fair value is estimated by using the income, market, or back-solve approach. The income approach is based on the assumption that value is created by the expectation of future benefits discounted to a current value and the fair value estimate is the amount an investor would be willing to pay to receive those future benefits. The market approach compares recent comparable transactions to the investment. The back solve method involves comparing available data over a period of time and inferring a new valuation based on changes from a known starting point, for example the cost of an investment. Adjustments are made for any dissimilarity between the comparable transactions and the investments. These valuation methodologies involve a significant degree of judgment on the part of our management and board.

32

In determining the appropriate fair value of an investment using these approaches, the most significant information and assumptions may include, as applicable: available current market data, including relevant and applicable comparable market transactions, applicable market yields and multiples, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the investment’s ability to make payments, its earnings and discounted cash flows, the markets in which the company does business, comparisons of financial ratios of peer companies that are public, merger and acquisition comparables, the principal market and enterprise values, environmental factors, subsequent financings by the portfolio investment, among other factors.

The estimated fair values do not necessarily represent the amounts that may be ultimately realized due to the occurrence or nonoccurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of the valuation of the investments, the estimate of fair values may differ significantly from the value that would have been used had a broader market for the investments existed.

RECENT ACCOUNTING PRONOUNCEMENTS

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of filing of this Quarterly Report on Form 10-Q, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

IMPACT OF INFLATION

The Company does not foresee any implications being created by the current rate of inflation.

CONTRACTUAL OBLIGATION

The Company has no contractual obligations outside the normal course of business with the U.S. Securitiesits vendors, advisors, and Exchange Commission, the Company did receive a commitment of one of its stockholders to continue to provide operating loan funds to the Company.

consultants.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required for smaller reporting company.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that material information required to be disclosed in our periodic reports filed under the Securities Exchange Act of 1934, as amended, or 1934 Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and to ensure that such information is accumulated and communicated to our management, including our chief executive officer/chief financial officer (principal financial officer) as appropriate, to allow timely decisions regarding required disclosure. During the quarterthree months ended December 31, 20172021 we carried out an evaluation, under the supervision and with the participation of our management, including the principal executive officer and the chiefprincipal financial officer (principal financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13(a)-15(e) under the 1934 Act. Based on this evaluation, because of the Company’s limited resources and limited number of employees, management concluded that our disclosure controls and procedures were ineffective as of December 31, 2017.

2021. Notwithstanding this conclusion, we believe that our unaudited condensed financial statements contained in this Quarterly Report fairly present our financial position, results of operations and cash flows for the periods covered thereby in all material respects.

Management’s Report on Internal Control over Financial Reporting

With the participation of our Chief Executive Officer and Chief Financial Officer (principal financial officer), our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2021 based on the framework in Internal Controls—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on our evaluation and the material weaknesses described below, management concluded that the Company did not maintain effective internal control over financial reporting as of December 31, 2021 based on the COSO framework criteria. Management has identified control deficiencies regarding the lack of segregation of duties and the need for a stronger internal control environment. Management of the Company believes that these material weaknesses are due to the small size of the Company’s accounting staff. The small size of the Company’s accounting staff may prevent adequate controls in the future, such as segregation of duties, due to the cost/benefit of such remediation. To mitigate the current limited resources and limited employees, we rely heavily on direct management oversight of transactions, along with the use of external legal and accounting professionals. As we grow, we expect to increase our number of employees, which will enable us to implement adequate segregation of duties within the internal control framework. In addition, we have identified the following material weaknesses: (i) the Company utilizes accounting software that does not prevent erroneous or unauthorized changes to previous reporting periods and/or can be adjusted so as not to provide an adequate audit trail of entries made in the accounting software, and (ii) we have identified a material weakness in our internal controls relating to the accounting of transactions that are either highly complex and/or unusual in nature.

During the quarter ended December 31, 2021, we discovered our internal control over financial reporting did not result in the proper accounting for earnings per share for the three months ended June 30, 2021 and the three and six months ended September 30, 2021, which we determined to be a material weakness. Accordingly, we have determined that these control deficiencies as described above together constitute a material weakness. However, management believes that despite our material weaknesses, our financial statements for the three and nine month periods ended December 31, 2021 are fairly stated, in all material respects, in accordance with U.S. GAAP.

Limitations on Effectiveness of Controls and Procedures

Our management, including our Chief Executive Officer and Chief Financial Officer (principal financial officer), does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include, but are not limited to, the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

34
Internal Controls over Financial Reporting
During the quarter ended December 31, 2017, there have been no changes in our internal control over financial reporting that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 1A. RISK FACTORS

FACTORS.

Not required for smaller reporting company.

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

None
PROCEEDS

The Company has issued certificates of designation for up to 9 million shares of Series B-1, B-2, and B-3 of which 8,087,656 were subscribed through December 31, 2021.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

None

Not applicable

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

Index to Exhibits on page 13

35

INDEX TO EXHIBITS

EXHIBIT NUMBERDESCRIPTION
3(i)(a)
3 (i) (a)Articles of Incorporation of Kyto Biopharma,BioPharma Inc.*
3(i)(b)
Articles of Amendment changing name to Kyto Biopharma, Inc.Technology and Life Science Inc *
3(ii)
Bylaws of Kyto Biopharma,Technology and Life Science Inc.* **
10.13.4Research collaboration agreement between The Research FoundationDelaware incorporation and revised articles of State University of New York and B. Twelve Ltd. (Kyto Biopharma, Inc.) [dated August 19, 1999]**incorporation **
10.218.1Collaborative Research Agreement to synthesize new vitamin B12 analogs signed between the Company and New York University [dated November 11, 1999]Auditors preferability letter re adoption of ASC 946***
10.331.1Extension/Modification Research Collaboration Agreement between the Research Foundation of State University of New York and B Twelve, Inc., (Kyto Biopharma, Inc.) Modification No. 1 [dated November 01, 2000]**
10.4Debt Settlement Agreement and Put Option (dated November 2002) between Kyto Biopharma, Inc. and New York University.**
10.5Extension/Modification Research Collaboration Agreement between the Research Foundation of State University of New York and Kyto Biopharma, Inc., Modification No. 2 [dated December 2004]. **
10.6
Services Agreement between Kyto Biopharma, Inc. and Gerard Serfati [dated November 1, 2004]***
31.1
Section 302 Certificationcertification of principal executive officer.**officer and principal financial & accounting officer
31.2
32.1		Section 302 Certification of principal financial and accounting officer.**
32.1
Certification pursuant to 18 U.S.C.USC Section 1350 as adopted pursuant to Sectionsection 906 of the Sarbanes-OxleySarbanes Oxley Act of 2002 **of the principal executive officer and principal financial accounting officer

*Filed as Exhibit to Company’s Form 10-SB on September 12, 2003 with the Securities and Exchange Commission.
**Previously filed with Form 8-K on July 17, 2019.
***Filed as Exhibit with Form 10-K on July 2, 2020.

36
———————
*
Filed as Exhibit to Company's Form 10-SB on September 12th, 2003, with the Securities and Exchange Commission
**
Filed as Exhibit with this Form 10-Q.
***
Previously filed with Form S-8 on November 18, 2004.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Kyto Biopharma,Technology and Life Science, Inc.
By:/s/ Paul Russo
By:  /s/ Georges BenarrochPaul Russo
Georges Benarroch
Chief Executive Officer, principal executive officer,
principal
Date: February 22, 2022

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Kyto Technology and Life Science, Inc.
By:/s/ Simon Westbrook
Simon Westbrook
Principal financial and accounting officer
Date: February 22, 2022

37
Date: February 14, 2018



14