(Formerly China Crawfish, Ltd.)

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2021 and 2020

F-1

FINANCIAL INFORMATION

Unaudited Consolidated Balance Sheets – At January 31, 2021 and October 31, 2020		F-3

Unaudited Consolidated Statements of Operations – For the Three Months Ended January 31, 2021 and 2020		F-4

Unaudited Consolidated Statement of Stockholders’ Equity (Deficit) – For the Three Months Ended January 31, 2021 and 2020		F-5

Unaudited Consolidated Statements of Cash Flows – For the Three Months Ended January 31, 2021 and 2020		F-6

Notes to Unaudited Consolidated Financial Statements		F-7

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(Formerly China Crawfish, Ltd.)

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	January 31, 2021			October 31, 2020

ASSETS
CURRENT ASSETS
Cash	$	267,694		$	179,028
Accounts receivable, net of allowance for doubtful accounts		48,451			7,181
Total Current Assets		316,145			186,209

Security deposit		4,000			4,000
Property and equipment, net of accumulated depreciation		1,085,653			1,045,495
Operating lease right-of-use assets, net		631,496			667,038
TOTAL ASSETS	$	2,037,294		$	1,902,742

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued liabilities	$	58,757		$	26,431
Advances payable - related entity		81,107			68,814
Operating lease liabilities – current portion		199,571			169,725
Loans payable - current portion		48,573			39,546
Mortgage payable - current portion		13,083			12,889
Total Current Liabilities		401,091			317,405

Tenant security deposits		7,100			7,100
Operating lease liabilities – net of current portion		431,925			497,313
Loans payable - net of current portion		689,729			600,246
Mortgage payable - net of current portion		425,409			428,647
TOTAL LIABILITIES		1,955,254			1,850,711

STOCKHOLDERS' EQUITY
Preferred stock; $0.0001 par value, 10,000,000 shares authorized; zero shares issued and outstanding		-			-
Common stock; $0.0001 par value, 200,000,000 shares authorized; 59,567,431 and 7,217,431 shares issued and outstanding at January 31, 2021 and October 31, 2020, respectively	5,957				722
Additional Paid-in Capital		470,639			479,438
Accumulated Deficit		(394,556	)		(428,129	)
Total Stockholders' Equity		82,040			52,031
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	2,037,294		$	1,902,742

See accompanying notes to unaudited consolidated financial statements

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(Formerly China Crawfish, Ltd.)

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	For the Three Months Ended
	January 31, 2021			January 31, 2020
REVENUES
Capitation services	$	703,938		$	302,589
Product sales		8,000			23,480
Transportation		-			101,279
TOTAL REVENUES		711,938			427,348

COST OF SERVICES		44,378			20,866
GROSS PROFIT		667,560			406,482

OPERATING EXPENSES
Sales and marketing		17,242			2,023
Depreciation		29,349			21,135
General and administrative		597,453			448,865
Total Operating Expenses		(644,044	)		(472,023	)
OPERATING INCOME (LOSS)		23,516			(65,541	)

Other Income (Expense)
Other income		51			-
Interest income		57			6
Loan forgiveness income		16,165			-
Interest expense		(6,216	)		(6,703	)
Total Other Income (Expense)		10,057			(6,697	)

NET INCOME (LOSS) BEFORE INCOME TAXES		33,573			(72,238	)
Provision for Income Taxes		-			-
NET INCOME (LOSS)	$	33,573		$	(72,238	)

BASIC AND DILUTED EARNINGS (LOSS) PER SHARE	$	0.00		$	(0.02	)

BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		45,910,909			3,217,431

See accompanying notes to unaudited consolidated financial statements

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(Formerly China Crawfish, Ltd.)

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

					Additional						Total
	Common Stock				Paid-In			Accumulated			Stockholders'
	Shares		Amount		Capital			Deficit			Equity (Deficit)
Balance, October 31, 2020		7,217,380	$	722	$	479,438		$	(428,129	)	$	52,031
Common stock issued for acquisition of subsidiaries		52,350,000		5,235		(8,799	)		-			(3,564	)
Net loss for the period		-		-		-			33,573			33,573
Balance, January 31, 2021		59,567,431	$	5,957	$	192,863		$	(394,556	)	$	82,040

					Additional						Total
	Common Stock				Paid-In			Accumulated			Stockholders'
	Shares		Amount		Capital			Deficit			Equity (Deficit)
Balance, October 31, 2019		3,217,431	$	322	$	4,838		$	40,314		$	45,474
Net loss for the period		-		-		-			(72,238	)		(72,238	)
Balance, January 31, 2020		3,217,431	$	322	$	4,838		$	(31,924	)	$	(26,764	)

See accompanying notes to unaudited consolidated financial statements

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(Formerly China Crawfish, Ltd.)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Three Months Ended
	January 31, 2021			January 31, 2020
OPERATING ACTIVITIES
Net income (loss)	$	33,573		$	(72,238	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Loan forgiveness		(16,165	)		-
Depreciation		29,349			21,135
Changes in operating assets and liabilities
Accounts receivable		(41,270	)		3,000
Accounts payable and accrued liabilities		28,762			(24,046	)
Net Cash Provided by (Used in) Operating Activities		34,249			(72,149	)

INVESTING ACTIVITIES
Purchase of property and equipment		(2,390	)		-
Net Cash Used in Financing Activities		(2,390	)		-

FINANCING ACTIVITIES
Repayment of loans payable		(11,367	)		(19,301	)
Proceeds from loans payable		58,926			-
Repayment of mortgage payable		(3,045	)		-
Proceeds from related entity advance		12,293			292,390
Net Cash Provided by Financing Activities		56,807			273,089
NET INCREASE IN CASH		88,666			200,940
CASH AT BEGINNING OF PERIOD		179,028			86,424

CASH AT END OF PERIOD	$	267,694		$	287,364

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
CASH PAID FOR:
Interest	$	10,522		$	8,784
Income taxes	$	-		$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES:
Loan payable taken to acquire property	$	67,117		$	-
Shares issued in share exchanges for subsidiaries	$	5,235		$	-
Initial recognition of operating lease right-of-use assets and operating lease liabilities		-			712,073

See accompanying notes to unaudited consolidated financial statements

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

(Formerly China Crawfish, Ltd.)

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Three Months Ended January 31, 2021 and 2020

Note 1 - Organization and Operations

Long Term Care Operations 360, Inc.

Long Term Care Operations 360, Inc. (the “Company”) changed its name from China Crawfish, Ltd. on November 12, 2020. The Company was incorporated on September 15, 2014 under the laws of the State of Nevada. On November 24, 2020, the Company acquired all of the assets of Prudent Senior Services of America, Inc, including all of its wholly owned subsidiaries (“PSS”), pursuant to a purchase agreement. The Company is continuing the operations of PSS in the adult day health arena.

Note 2 - Significant and Critical Accounting Policies and Practices

The Management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company's financial condition and results and require management's most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company's significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles.

The results for the three months ended January 31, 2021 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the consolidated financial statements and footnotes thereto included in PSS’s stand-alone audited consolidated financial statements for the years ended October 31, 2020 and 2019 within the Form S-1 filed on May 10, 2021 with the Securities and Exchange Commission.

The accompanying condensed financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at January 31, 2021 and for the related periods presented.

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (GAAP). The consolidated financial statements include the accounts of Long Term Care Operations 360, Inc. and its wholly-owned subsidiaries, Prudent Senior Services of Georgia, Inc, Golden Sun, Inc., Nemicare, Inc., Golden Sun NEMT, LLC and AHSTY NEMT LLC. All intercompany accounts and transactions have been eliminated in consolidation.

The Company elected October 31^st as its fiscal year ending date.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s).

These significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to these estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

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Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly.

Actual results could differ from those estimates.

Fair Value of Financial Instruments

The Company follows ASC 820, “Fair Value Measurement,” to measure and disclose the fair value of its financial instruments. ASC 820 establishes a framework for measuring fair value in accordance with GAAP, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by ASC 820 are described below:

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The carrying amounts of the Company’s financial assets and liabilities, such as cash, receivables and accrued liabilities approximate their fair values because of the short maturity of these instruments.

Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.

Long-lived Assets

Long-lived assets are evaluated for impairment in accordance with ASC 360, “Property, Plant, and Equipment,” whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the assets, an impairment loss is recorded equal to the difference. No impairment charges were recorded in the three months ended January 31, 2021 or 2020.

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Property, Plant and Equipment

We record property, plant and equipment at historical cost. We provide depreciation and amortization in amounts sufficient to match the cost of depreciable assets to operations over their estimated service lives or productive value. We capitalize expenditures for improvements that significantly extend the useful life of an asset. We charge expenditures for maintenance and repairs to operations when incurred. Depreciation is computed using the straight-line method over estimated useful lives as follows:

Building		7 to 15 years
Vehicles and equipment		3 to 7 years
Processing and laboratory		5 to 15 years
Furniture and fixtures		2 to 3 years

Related Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. See Note 8 for a description of such transactions.

Commitment and Contingencies

The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed.

Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. As of January 31, 2021 and 2020, the Company does not have any commitments or contingencies.

Revenue Recognition

In accordance with ASC 606-10, revenue is measured based on a consideration expected to receive, as specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract.

The Company’s Adult Day Health (ADH) operating unit provides comprehensive health care services to participants on the basis of fixed or capitated fees per participant that are paid monthly by Medicaid and private pay sources. Medicaid capitation revenues are based on per-member, per-month capitation rates under the ADH program. Capitation payments are recognized as revenue in the period in which they relate.

Capitation revenues may be subject to adjustment as a result of examination by government agencies or contractors. The audit process and the resolution of significant related matters often are not finalized until several years after the services are rendered. Any adjustments resulting from these examinations are recorded in the period the Company is notified of them.

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At times, the Company accepts participants into the program pending final authorization from Medicaid. If Medicaid coverage is later denied and there are no alternative resources available to pay for services, the participant is disenrolled. Any costs incurred on behalf of these participants were nominal in the three months ended January 31, 2021 and 2020.

Laws and regulations governing the Medicare program are complex and subject to change, as well as government review. Failure to comply with these laws can expose the entity to significant regulatory action, including fines, penalties, and exclusion from the Medicaid programs.

Advertising Costs

The Company’s purchased services and contracts expenses include media advertising. These advertising and marketing activities are expensed as incurred. Total advertising expenses were $17,242 and $2,023 for the three months ended January 31, 2021 and 2020, respectively.

Leases

Effective November 1, 2018, the Company adopted the guidance of ASC 842, Leases, which requires an entity to recognize a right-of-use asset and a lease liability for virtually all leases. The Company elected to exclude from its balance sheets recognition of leases having a term of 12 months or less (“short-term leases”). Lease expense is recognized on a straight-line basis over the lease term. If a Company lease does not provide an implicit rate, the Company develops an estimated incremental borrowing rate at the commencement date based on the estimated rate at which it would borrow, in the current economic environment, an amount equal to the lease payments over a similar term on a collateralized basis which is used to determine the present value of lease payments. The Company had no finance leases at January 31, 2021 and October 31, 2020.

Deferred Tax Assets and Income Tax Provision

The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary.

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Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

Earnings per Share

Earnings per share ("EPS") is the amount of earnings attributable to each share of common stock. For convenience, the term is used to refer to either earnings or loss per share. EPS is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Pursuant to ASC Paragraphs 260-10-45-10 through 260-10-45-16 Basic EPS shall be computed by dividing income available to common stockholders (the numerator) by the weighted-average number of common shares outstanding (the denominator) during the period. Income available to common stockholders shall be computed by deducting both the dividends declared in the period on preferred stock (whether or not paid) and the dividends accumulated for the period on cumulative preferred stock (whether or not earned) from income from continuing operations (if that amount appears in the income statement) and also from net income. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued during the period to reflect the potential dilution that could occur from common shares issuable through contingent shares issuance arrangement, stock options or warrants. Potentially dilutive securities are not included in the EPS computation if anti-dilutive.

There were no contingent shares issuance arrangements, stock options or warrants which were issuable and could have potential dilutive effect to the earnings per share for the period ended January 31, 2021 or 2020.

Coronavirus Pandemic (“COVID-19”)

In March 2020, the World Health Organization declared COVID-19 a pandemic. The global spread of COVID-19 has created significant volatility, uncertainty, and economic disruption. Governments in affected regions have implemented, and may continue to implement, safety precautions which include quarantines, travel restrictions, business closures, cancellations of public gatherings and other measures as they deem necessary. Many organizations and individuals, including the Company and its employees, are taking additional steps to avoid or reduce infection, including limiting travel and working from home. These measures are disrupting normal business operations both in and outside of affected areas and have had significant negative impacts on businesses and financial markets worldwide. We will continue to closely monitor the impact of COVID-19 on all aspects of our business, including the impacts to our employees, participants and suppliers; however, at this time, we are unable to estimate the ultimate impact the pandemic will have on our consolidated financial condition, results of operations or cash flows.

Recently Issued Accounting Pronouncements

From time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s consolidated financial statements upon adoption.

Note 3 – Going Concern

The Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.

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As reflected in the consolidated financial statements, the Company had an accumulated deficit at January 31, 2021. However, it earned a small net income and provided a small amount of cash from operating activities for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

The Company is generating revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily operations. Management intends to raise additional funds by way of a private or public offering and repay the advance from a related entity. While the Company believes in the viability of its operations and generation of sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 4 – Accounts Receivable

The Company provides adult day-care services to participants on the basis of capitated or fixed fees per participant that are paid monthly by Medicaid and private pay sources. The Company records accounts receivable at net realizable value, which includes an allowance for estimated uncollectible accounts. The allowance for uncollectible accounts reflects the Company’s best estimate of probable losses considering eligibility, historical experience, and existing economic conditions. Accounts are written off as bad debts when they are deemed uncollectible based upon individual credit evaluations and specific circumstances underlying the accounts.

The table below details the accounts receivable and allowance for doubtful accounts for the three months ended January 31, 2021 and the fiscal year ended October 31, 2020:

	1/31/2021		10/31/2020
Accounts Receivable	$	48,451	$	7,181
Allowance for Doubtful Accounts		-		-
	$	48,451	$	7,181

Note 5 – Property and Equipment

Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are recorded using the straight-line method over the estimated useful lives.

Property and equipment were comprised of the following as of January 31, 2021 and October 31, 2020:

	January 31, 2021			October 31, 2020
Buildings	$	776,938		$	776,938
Building Improvements		20,682			18,292
Vehicles		486,380			419,263
		1,284,000			1,214,493
Less Accumulated Depreciation		(198,347	)		(168,998	)
Total Property, Plant and Equipment	$	1,085,653		$	1,045,495

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Depreciation of $29,349 and $21,135 was recorded during the three months ended January 31, 2021 and 2020, respectively. Land is not depreciated, and construction in progress is not depreciated until ready for service. Costs of enhancements or modifications that substantially extend the capacity or useful life of an asset are capitalized and depreciated accordingly. Ordinary repairs and maintenance are expensed as incurred.

When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the consolidated balance sheets, and the resulting gain or loss, if any, is reflected in the consolidated statements of operations.

Note 6 – Operating Leases

In October 2018, the Company entered a 48-month office lease that commenced on October 1, 2018. The lease provides for approximately 2,000 square feet of office space. This office space serves as the offices of one of its subsidiaries., as well as the principal offices of the Company’s operating subsidiaries. The Company believes this space is more than it will need in the future as it anticipates a majority of its workforce will continue working remotely even after workplace and social distancing restrictions are lifted.

In January 2020, the Company entered a 51-month office lease that commenced on January 1, 2020. The lease provides for approximately 13,000 square feet of office space. This office space serves as a day center, as well as the principal offices of the Company and for the Company’s operating subsidiaries. The Company believes this space is more than it will need in the near future.

In January 2020, the Company entered a 60-month lease that commenced on January 1, 2020. The lease provides for approximately 8,000 square feet of space. This space will serve as a day center as the Company expands it services to new areas. The Company believes this space is adequate for a day center when it is available to be opened after workplace and social distancing restrictions are lifted.

Operating lease right-of-use (“ROU”) assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Generally, the implicit rate of interest in arrangements is not readily determinable and the Company utilizes its incremental borrowing rate in determining the present value of lease payments. The Company’s incremental borrowing rate is a hypothetical rate based on its understanding of what its credit rating would be. The operating lease ROU asset includes any lease payments made and excludes lease incentives.

The components of lease expense and supplemental cash flow information related to leases for the period are as follows:

	Three Months Ended
	January 31, 2021				January 31, 2020
Lease Cost
Operating lease cost (included in general and administrative in the Company’s consolidated statement of operations)	$	40,248		$	44,974

Other Information
Cash paid for amounts included in the measurement of lease liabilities	$	40,248		$	44,974
Weighted average remaining lease term – operating leases (in years)	3.25 years				4.07 years
Average discount rate – operating leases		5.00	%		5.00	%

F-13

The supplemental balance sheet information related to leases for the period is as follows:

	January 31, 2021		January 31, 2020
Operating leases
Long-term right-of-use assets	$	631,496	$	667,038

Short-term operating lease liabilities	$	199,571	$	169,725
Long-term operating lease liabilities		431,925		497,313
Total operating lease liabilities	$	631,496	$	667,038

Maturities of the Company’s undiscounted lease liabilities are as follows:

Year Ending	Operating Leases
2021	$	148,299
2022		216,608
2023		202,438
2024		115,206
2025		8,000
Total lease payments		690,551
Less: Imputed interest/present value discount		(59,055	)
Present value of lease liabilities	$	631,496

Lease expenses were $49,306 and $7,331 for the three months ended January 31, 2021 and 2020, respectively.

Note 7 – Long-Term Debt

Long-term debt consisted of the following as of January 31, 2021 and October 31, 2020:

Description	1/31/2021		10/31/2020
Secured Term Loans	$	738,302	$	639,792
Mortgage Loan		438,492		441,536
Total Debt		1,176,794		1,081,328
Less Current Portion		61,656		52,435
Long-Term Debt	$	1,115,138	$	1,028,893

On December 17, 2020, the Company entered into a new loan in the amount of $67,117 for the purchase of a vehicle. The loan has an interest rate of 5.24% and a term of 84 months. The monthly payment is $956.

On December 16, 2020, the Company issued an unsecured Promissory Note to the Small Business Administration in the principal amount of $58,926 (the “Note”) that matures on December 16, 2023 and bearing 1.00% per annum interest as part of the Covid-19 Cares Act. The total net proceeds the Company received was $58,926. The payment amount has not yet been determined.

On December 22, 2020, the Company received notice from the Small Business Administration that the Note was being forgiven in the amount of $16,165, which has been recorded as other income in the statements of operations.

Note 8 – Related Party Transactions

From time to time, a related entity advances funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing and due on demand.

During the three months ended January 31, 2021 and 2020, respectively, a related not-for-profit entity advanced the Company $12,293 and $292,390. Advances payable to related parties totaled $81,107 and $68,814 at January 31, 2021 and October 31, 2020, respectively.

Note 9 – Stockholder’s Equity

Shares Authorized

The Company is currently authorized to issue 10,000,000 shares of preferred stock, par value $0.0001, none of which have been designated or issued. Our Board of Directors has the authority to designate the rights and preferences of each series of preferred stock without action by our stockholders, and then to issue shares of preferred stock.

The Company is authorized to issue 200,000,000 shares of Common Stock, par value $0.0001 per share.

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Common Stock

On November 12, 2020, the Company enacted a 25-to-1 reverse stock split of its shares of common stock. The split has been retroactively applied to all periods presented, and all stock references within these unaudited interim financial statements are post-split.

On November 24, 2020, the Company issued 52,350,000 shares of common stock for the acquisition of all of Prudent Senior Services of America, Inc’s (“PSSA”) assets, including each of its operational wholly-owned subsidiaries. The Company recognized an increase to the common stock account of $5,235 and a decrease to the additional paid-in capital account of $8,799 as part of this acquisition. This acquisition was treated as an asset purchase from a company under common control. PSSA will be the accounting survivor, and all operations of it and its subsidiaries will be merged into the Company.

As of January 31, 2021 and October 31, 2020, the Company had a total of 59,567,431 and 7,217,431, respectively, shares of common stock outstanding.

Note 10 – Subsequent Events

Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events,” through the date these consolidated financial statements were issued and noted no material subsequent events requiring disclosure.

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LONG TERM CARE OPERATIONS 360, INC.

(FORMERLY KNOWN AS

CHINA CRAWFISH, LTD.)

FINANCIAL STATEMENTS

October 31, 2020 and 2019

F-16

FINANCIAL INFORMATION

Report of Independent Public Accounting Firm		F-18

Balance Sheets at October 31, 2019 and October 31, 2020		F-19

Statements of Operations – For the Years Ended October 31, 2020 and 2019		F-20

Statement of Stockholders’ Equity (Deficit) – For the Years Ended October 31, 2020 and 2019		F-21

Statements of Cash Flows – For the Years Ended October 31, 2020 and 2019		F-22

Notes to Audited Financial Statements		F-23

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To the Board of Directors and Stockholders

Long Term Care Operations 360, Inc.

(formerly known as China Crawfish, Ltd.)

Opinion on the Financial Statements

We have audited the accompanying balance sheets of Long Term Care Operations 360, Inc. (formerly known as China Crawfish, Ltd.) (the Company) as of October 31, 2020 and 2019, and the related statements of operations, changes in stockholders’ equity, and cash flows for the years then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of October 31, 2020 and 2019, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Going Concern Considerations

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered losses since inception and has not achieved profitable operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

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

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

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

/s/ Pinnacle Accountancy Group of Utah

We have served as the Company’s auditor since 2020.

Pinnacle Accountancy Group of Utah

(a dba of Heaton & Company, PLLC)

Farmington, Utah

May 10, 2021

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LONG TERM CARE OPERATIONS 360, INC.

(FORMERLY KNOWN AS CHINA CRAWFISH, LTD.)

BALANCE SHEETS

	October 31, 2020			October 31, 2019
ASSETS
CURRENT ASSETS
Cash	$	-		$	-
Total Current Assets		-			-

TOTAL ASSETS	$	-		$	-

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	3,564		$	2,276
Total Current Liabilities		3,564			2,276

TOTAL LIABILITIES		3,564			2,276

STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock; $0.0001 par value, 10,000,000 shares authorized; zero shares issued and outstanding		-			-
Common stock; $0.0001 par value, 200,000,000 shares authorized; 7,217,431 and 3,217,431 shares issued and outstanding at October 31, 2020 and October 31, 2019, respectively		722			322
Additional Paid-in Capital		195,324			183,263
Accumulated Deficit		(199,610	)		(185,861	)
Total Stockholders' Equity (Deficit)		(3,564	)		(2,276	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	-		$	-

See accompanying notes to audited financial statements

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LONG TERM CARE OPERATIONS 360, INC.

(FORMERLY KNOWN AS CHINA CRAWFISH, LTD.)

STATEMENTS OF OPERATIONS

	For the Years Ended
	October 31, 2020			October 31, 2019
REVENUES	$	-		$	-

OPERATING EXPENSES
General and administrative expenses		13,749			109,579
Total Operating Expenses		(13,749	)		(109,579	)
OPERATING LOSS		(13,749	)		(109,579	)

Other Income (Expense)
Total Other Income (Expense)		-			-

NET LOSS BEFORE INCOME TAXES		(13,749	)		(109,579	)
Provision for Income Taxes		-			-
NET LOSS	$	(13,749	)	$	(109,579	)

BASIC AND DILUTED LOSS PER SHARE	$	(0.00	)	$	(0.03	)

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC AND DILUTED		3,851,311			3,217,431

See accompanying notes to audited financial statements

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LONG TERM CARE OPERATIONS 360, INC.

(FORMERLY KNOWN AS CHINA CRAWFISH, LTD.)

STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

					Additional					Total
	Common Stock				Paid-In		Accumulated			Stockholders'
	Shares		Amount		Capital		Deficit			Equity (Deficit)
Balance, October 31, 2018		3,217,431	$	322	$	183,263	$	(76,282	)	$	107,303
Net loss for the year		-		-		-		(109,579	)		(109,579	)
Balance, October 31, 2019		3,217,431		322		183,263		(185,861	)		(2,276	)
Common stock issued for extinguishment of related party debt		4,000,000		400		12,061		-			12,461
Net loss for the year		-		-		-		(13,749	)		(13,749	)
Balance, October 31, 2020		7,217,431	$	722	$	195,324	$	(199,610	)	$	(3,564	)

See accompanying notes to audited financial statements

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LONG TERM CARE OPERATIONS 360, INC.

(FORMERLY KNOWN AS CHINA CRAWFISH, LTD.)

STATEMENTS OF CASH FLOWS

	For the Years Ended
	October 31, 2020			October 31, 2019
OPERATING ACTIVITIES
Net loss	$	(13,749	)	$	(109,579	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities
Accounts payable and accrued liabilities		1,288			(5,367	)
Net Cash Used in Operating Activities		(12,461	)		(114,946	)

INVESTING ACTIVITIES
Net Cash Used in Investing Activities		-			-

FINANCING ACTIVITIES
Repayment of related party advances		-			(6,500	)
Proceeds from related party advances		12,461			-
Net Cash Provided by (Used in) Financing Activities		12,461			(6,500	)
NET INCREASE (DECREASE) IN CASH		-			(121,446	)
CASH AT BEGINNING OF PERIOD		-			121,446

CASH AT END OF PERIOD	$	-		$	-

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
CASH PAID FOR:
Interest	$	-		$	-
Income taxes	$	-		$	-

NON-CASH DISCLOSURES OF CASH FLOW INFORMATION:
Common stock issued for settlement of related party advances	$	12,461		$	-

See accompanying notes to audited financial statements

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LONG TERM CARE OPERATIONS 360, INC.

(FORMERLY KNOWN AS CHINA CRAWFISH, LTD.)

NOTES TO AUDITED FINANCIAL STATEMENTS

For the Years Ended October 31, 2020 and 2019

Note 1 - Organization and Operations

The Company, formerly known as Bella Costa Designs Inc, and then as China Crawfish, Ltd. (the “Company,” which is now known as Long Term Care Operations 360, Inc.), was incorporated on September 15, 2014 under the laws of the State of Nevada. On October 13, 2020, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada effecting a name change from China Crawfish, Ltd. to Long Term Care Operations 360, Inc. On November 24, 2020, the Company acquired all of Prudent Senior Services of America, Inc’s assets, including its wholly-owned subsidiaries, in a share exchange agreement. The Company is continuing the operations of its new acquisition in the adult day health arena.

Note 2 - Significant and Critical Accounting Policies and Practices

The Management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company’s financial condition and results and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company’s significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles.

Basis of Presentation

The accompanying financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), and with the rules and regulations of the United States Securities and Exchange Commission (“SEC”). The Company has elected October 31^st as its fiscal year ending date.

Use of Estimates and Assumptions and Critical Accounting Estimates and Assumptions

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s).

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Actual results could differ from those estimates.

Fair Value of Financial Instruments

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

The carrying amounts of the Company’s financial assets and liabilities, such as cash and accounts payable approximate their fair values because of the short maturity of these instruments.

Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.

Related Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.

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Commitments and Contingencies

Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. As of October 31, 2020 and 2019, the Company does not have any commitments or contingencies.

Revenue Recognition

Effective November 1, 2017, the Company adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 606-10, Revenue from Contracts with Customers (“ASC 606-10”). The adoption of ASC 606-10 had no impact on prior year or previously disclosed amounts. In accordance with ASC 606-10, revenue is measured based on a consideration expected to receive, as specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract.

Deferred Tax Assets and Income Tax Provision

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Earnings per Share

Recently Issued Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying financial statements.

Note 3 – Going Concern

The Company’s financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.

As reflected in the financial statements, the Company had an accumulated deficit at October 31, 2020, a net loss and net cash used in operating activities for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

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Note 4 – Related Party Transactions

From time to time, a related party advances funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing and due on demand.

On January 10, 2018, a related entity of the former management loaned the Company $6,500. This amount was repaid during 2019.

During 2020, directors loaned the Company $12,461. On September 3, 2020, the Company issued 4,000,000 shares of common stock to these directors as repayment of these advances. The shares of common stock were valued at $12,461.

Note 5 – Stockholder’s Equity

Shares Authorized

The Company is authorized to issue 200,000,000 shares of Common Stock, par value $0.0001 per share.

Common Stock

On November 12, 2020, the Company enacted a 25 to 1 reverse-stock split of its shares of common stock. Pre-split shares issued and outstanding were 180,434,500 shares of common stock. Post-split shares issued and outstanding were 7,217,431 shares of common stock. The split has been applied retroactively to all references to common stock for all periods presented.

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On September 3, 2020, the Company issued 4,000,000 shares of common stock to shareholders and directors for settlement of advances to the Company totaling $12,461. The shares of common stock were valued $12,461.

As of October 31, 2020 and 2019, the Company had a total of 7,217,431 and 3,217,431, respectively, shares of common stock outstanding.

Note 6 – Income taxes

The Company’s effective income tax rate for fiscal 2020 and fiscal 2019 are 27%, and 27%, respectively. Actual income tax expense differs from the amount computed by applying the applicable U.S. federal statutory corporate income tax rate of 21% in fiscal 2020 and 2019. There are no significant differences between the effective rate and statutory rate due to state taxes, nondeductible items, and prior-year true-ups.

As of October 31, 2020 and October 31, 2019, the Company had net operating loss carry-forwards for U.S. federal income tax purposes of approximately $195,000 and $183,000, respectively.

The valuation allowance was established to reduce the deferred tax asset to the amount that will more likely than not be realized. This is necessary due to the Company’s continued operating losses and the uncertainty of the Company’s ability to utilize all of the net operating loss carry-forwards before they will expire through the year 2040.

The Company is subject to income tax in the U.S. federal jurisdiction. The Company has not been audited by the U.S. Internal Revenue Service in connection with income taxes. The Company’s tax years beginning with the year ended October 31, 2017 through October 31, 2020 generally remain open to examination by the Internal Revenue Service until its net operating loss carryforwards are utilized and the applicable statutes of limitation have expired.

Note 7 – Subsequent Events

Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events,” through the date these financial statements were issued and noted no material subsequent events other than the item disclosed herein.

On November 24, 2020, the Company completed an acquisition of all of the assets of Prudent Senior Services of America, Inc (PSSA), including all of its operational subsidiaries. PSSA will be the accounting survivor, and all operations of it and its subsidiaries will be merged into the Company. The Company issued 52,350,000 shares of common stock in connection with this combination.

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PRUDENT SENIOR SERVICES OF AMERICA, INC

AUDITED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2020 and 2019

F-29

FINANCIAL INFORMATION

Report of Independent Registered Public Accounting Firm		F-31

Consolidated Balance Sheets at October 31, 2020 and October 31, 2019		F-32

Consolidated Statements of Operations – For the Years Ended October 31, 2020 and 2019		F-33

Consolidated Statement of Stockholders’ Equity – For the Years Ended October 31, 2020 and 2019		F-34

Consolidated Statements of Cash Flows – For the Years Ended October 31, 2020 and 2019		F-35

Notes to Audited Consolidated Financial Statements		F-36

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

Prudent Senior Services of America, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Prudent Senior Services of America, Inc. (the Company) as of October 31, 2020 and 2019, and the related consolidated statements of operations, changes in consolidated stockholders’ equity, and consolidated cash flows for the years then ended, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of October 31, 2020 and 2019, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Going Concern Considerations

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered losses since inception and has not achieved profitable operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 3. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

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

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

/s/ Pinnacle Accountancy Group of Utah

We have served as the Company’s auditor since 2020.

Pinnacle Accountancy Group of Utah

(a dba of Heaton & Company, PLLC)

Farmington, Utah

May 10, 2021

F-31

Table of Contents

CONSOLIDATED BALANCE SHEETS

	October 31, 2020			October 31, 2019
ASSETS
CURRENT ASSETS
Cash	$	179,028		$	86,424
Accounts receivable, net of allowance for doubtful accounts		7,181			9,182
Total Current Assets		186,209			95,606

Security deposit		4,000			-
Property and equipment, net of accumulated depreciation		1,045,495			343,036
Operating lease right-of-use assets, net		667,038			77,017
TOTAL ASSETS	$	1,902,742		$	515,659

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued liabilities	$	26,431		$	36,946
Advance payable - related entity		68,814			-
Operating lease liabilities – current portion		169,725			20,606
Loans payable - current portion		39,546			70,391
Mortgage payable - current portion		12,889			-
Total Current Liabilities		317,405			127,943

Tenant security deposits		7,100			-
Operating lease liabilities – net of current portion		497,313			56,411
Loans payable - net of current portion		600,246			285,831
Mortgage payable - net of current portion		428,647			-
TOTAL LIABILITIES		1,850,711			470,185

STOCKHOLDERS' EQUITY
Common stock; $0.001 par value, 100,000,000 shares authorized; 65,710,000 and 5,160,000 shares issued and outstanding at October 31, 2020 and 2019, respectively		65,710			5,160
Additional Paid-in Capital		414,450			-
Accumulated Deficit		(428,129	)		40,314
Total Stockholders' Equity		52,031			45,474
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	1,902,742		$	515,659

See accompanying notes to audited consolidated financial statements

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CONSOLIDATED STATEMENTS OF OPERATIONS

	For the Year Ended
	October 31, 2020			October 31, 2019

REVENUES
Capitation services income	$	1,761,495		$	1,251,698
Product sales income		91,478			170,609
Transportation income		177,072			371,644
Management fee income		92,480			-
TOTAL REVENUES		2,122,525			1,793,951

COST OF SERVICES		264,985			323,845
GROSS PROFIT		1,857,540			1,470,106

OPERATING EXPENSES
Sales and marketing expenses		18,787			3,947
Depreciation expense		92,771			72,262
General and administrative expenses		2,181,142			1,400,671
Total Operating Expenses		(2,292,700	)		(1,476,880	)
OPERATING LOSS		(435,160	)		(6,774	)

Other Income (Expense)
Other Income		92			-
Interest income		12			-
Interest expense		(33,387	)		(31,519	)
Total Other Income (Expense)		(33,283	)		(31,519	)

NET LOSS BEFORE INCOME TAXES		(468,443	)		(38,293	)
Provision for Income Taxes		-			-
NET LOSS	$	(468,443	)	$	(38,293	)

BASIC AND DILUTED LOSS PER SHARE	$	(0.01	)	$	(0.01	)

BASID AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		56,098,836			3,011,178

See accompanying notes to audited consolidated financial statements

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CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

					Additional						Total
	Common Stock				Paid-In			Accumulated			Stockholders'
	Shares		Amount		Capital			Deficit			Equity
Balance, October 31, 2018		-	$	-	$	-		$	78,607		$	78,607
Common stock issued to founders for services		5,160,000		5,160		-			-			5,160
Net loss for the year		-		-		-			(38,293	)		(38,293	)
Balance, October 31, 2019		5,160,000		5,160		-			40,314			45,474
Common stock issued in share exchange agreement – Nemicare		20,000,000		20,000		(20,000	)		-			-
Common stock issued in share exchange agreement - PSS Georgia		20,000,000		20,000		(20,000	)		-			-
Common stock issued in share exchange agreement - Golden Sun		20,000,000		20,000		(20,000	)		-			-
Common stock issued in share exchange agreement - AHSTY NEMT		20,000		20		(20	)		-			-
Common stock issued in share exchange agreement - Golden Sun NEMT		55,000		55		(55	)		-			-
Common stock issued for services		41,000		41		40,959			-			41,000
Common stock issued for cash		434,000		434		433,566			-			434,000
Net loss for the year		-		-		-			(468,443	)		(468,443	)
Balance, October 31, 2020		65,710,000	$	65,710	$	414,450		$	(428,129	)	$	52,031

See accompanying notes to audited consolidated financial statements

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CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the Year Ended
	October 31, 2020			October 31, 2019
OPERATING ACTIVITIES
Net loss	$	(468,443	)	$	(38,293	)
Adjustments to reconcile net loss to net cash used in operating activities:
Common stock issued for services		41,000			5,160
Depreciation		92,771			72,262
Changes in operating assets and liabilities
Trade receivables		2,001			(8,057	)
Other assets		(4,000	)		-
Accounts payable and accrued liabilities		(10,514	)		21,354
Tenant deposits payable		7,100			-
Net Cash Used in Operating Activities		(340,085	)		52,426

INVESTING ACTIVITIES
Purchase of property and equipment		(350,783	)		(3,000	)
Net Cash Used in Financing Activities		(350,783	)		(3,000	)

FINANCING ACTIVITIES
Repayment of notes payable		(195,153	)		(50,120	)
Proceeds from notes payable		475,811			-
Proceeds from related entity advance		68,814			-
Proceeds from sale of common stock		434,000			-
Net Cash Provided by Financing Activities		783,472			(50,120	)
NET INCREASE (DECREASE) IN CASH		92,604			(694	)
CASH AT BEGINNING OF PERIOD		86,424			87,118

CASH AT END OF PERIOD	$	179,028		$	86,424

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
CASH PAID FOR:
Interest	$	33,387		$	31,519
Income taxes	$	-		$	-

NON-CASH DISCLOSURES OF CASH FLOW INFORMATION:
Mortgage payable assumed in acquisition of property	$	444,448		$	-
Initial recognition of operating lease right-of-use assets and operating lease liabilities	$	712,073		$	92,623
Shares issued in share exchanges for subsidiaries	$	60,075		$	-

See accompanying notes to audited consolidated financial statements

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NOTES TO AUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Organization and Operations

Prudent Senior Services of American, Inc.

Prudent Senior Services of America, Inc (the “Company”) was incorporated under the laws of the State of Georgia on December 13, 2019. The consolidated financial statements of the Company include the accounts of the Company and its wholly-owned subsidiaries, Prudent Senior Services of Georgia, Inc, Golden Sun, Inc., Nemicare, Inc., Golden Sun NEMT, LLC and AHSTY NEMT LLC, which were acquired in 2019 and 2020.

Note 2 - Significant and Critical Accounting Policies and Practices

The Management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company’s financial condition and results and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company’s significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (GAAP). The consolidated financial statements include the accounts of Prudent Senior Services of America, Inc and its wholly-owned subsidiaries, Prudent Senior Services of Georgia, Inc, Golden Sun, Inc., Nemicare, Inc., Golden Sun NEMT, LLC and AHSTY NEMT LLC. All intercompany accounts and transactions have been eliminated in consolidation.

The Company does not have any components of comprehensive income and, as of October 31, 2020 and 2019, comprehensive income is equal to net income reported in the statements of operations.

Fiscal Year-End

The Company elected October 31 as its fiscal year ending date.

Use of Estimates and Assumptions and Critical Accounting Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s).

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Actual results could differ from those estimates.

Fair Value of Financial Instruments

The Company follows ASC 820, “Fair Value Measurement” to measure and disclose the fair value of its financial instruments. ASC 820 establishes a framework for measuring fair value in accordance with GAAP, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by ASC 820 are described below:

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

The carrying amounts of the Company’s financial assets and liabilities, such as cash, accrued liabilities and notes payable approximate their fair values because of the short maturity of these instruments.

Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.

Long-lived Assets

Long-lived assets are evaluated for impairment in accordance with ASC 360, “Property, Plant, and Equipment”, whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the assets, an impairment loss is recorded equal to the difference. No impairment charges were recorded in the fiscal years ended October 31, 2020 or 2019.

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Properties, Plant and Equipment

We record properties, plant and equipment at historical cost. We provide depreciation and amortization in amounts sufficient to match the cost of depreciable assets to operations over their estimated service lives or productive value. We capitalize expenditures for improvements that significantly extend the useful life of an asset. We charge expenditures for maintenance and repairs to operations when incurred. Depreciation is computed using the straight-line method over estimated useful lives as follows:

Building		7 to 15 years
Vehicles and equipment		3 to 7 years
Processing and laboratory		5 to 15 years
Furniture and fixtures		2 to 3 years

Related Parties

Commitment and Contingencies

Revenue Recognition

The Company’s Adult Day Health (ADH) operating unit provides comprehensive health care services to participants on the basis of fixed or capitated fees per participant that are paid monthly by Medicaid and private pay sources. Two of the Company’s operating unit provides skilled and unskilled nursing services and transportation services in connection with adult care and senior needs. While another of the Company’s operating unit holds and sells a software platform to senior care services providers, Medicaid capitation revenues, which include the nursing and transportation services, are based on per-member, per-month capitation rates under the ADH program. Capitation payments are recognized as revenue in the period in which they relate. Product and management fees are recognized during the periods that services are provided.

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Laws and regulations governing the Medicaid program are complex and subject to change, as well as government review. Failure to comply with these laws can expose the entity to significant regulatory action, including fines, penalties, and exclusion from the Medicaid programs.

Advertising Costs

The Company’s purchased services and contracts expenses include media advertising. These advertising and marketing activities are expensed as incurred. Total advertising expenses were $18,787 and $3,947 for the fiscal years ended October 31, 2020 and 2019, respectively.

Leases

Effective November 1, 2018, the Company adopted the guidance of ASC 842, Leases, which requires an entity to recognize a right-of-use asset and a lease liability for virtually all leases. The adoption of ASC 842 on November 1, 2018 resulted in the recognition of operating lease right-of-use assets of $92,623, lease liabilities for operating leases of $92,623, and a zero cumulative-effect adjustment to accumulated deficit. The Company elected to exclude from its balance sheets recognition of leases having a term of 12 months or less (“short-term leases”). Lease expense is recognized on a straight-line basis over the lease term. If a Company lease does not provide an implicit rate, the Company develops an estimated incremental borrowing rate at the commencement date based on the estimated rate at which it would borrow, in the current economic environment, an amount equal to the lease payments over a similar term on a collateralized basis which is used to determine the present value of lease payments. The Company had no finance leases at October 31, 2020 and 2019.

Deferred Tax Assets and Income Tax Provision

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Earnings per Share

Coronavirus Pandemic (“COVID-19”)

On March 27, 2020, the bipartisan Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into legislation. The CARES Act provides for $100 billion to healthcare providers, including hospitals on the front lines of the COVID-19 pandemic.

Recently Issued Accounting Pronouncements

Note 3 – Going Concern

As reflected in the consolidated financial statements, the Company had an accumulated deficit at October 31, 2020, a net loss and net cash used in operating activities for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

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The Company is generating sufficient revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability of its operations and generation of sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.

Note 4 – Accounts Receivable

The table below details the accounts receivable and allowance for doubtful accounts for the years ended October 31, 2020 and 2019:

	10/31/2020		10/31/2019
Accounts Receivable	$	7,181	$	9,182
Allowance for Doubtful Accounts		-		-
	$	7,181	$	9,182

Note 5 – Property and equipment

Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are recorded using the straight-line method over the estimated useful lives.

Property and equipment were comprised of the following as of October 31, 2020 and 2019:

	October 31, 2020			October 31, 2019
Buildings	$	776,938		$	-
Building Improvements		18,292			-
Vehicles		419,263			419,263
		1,214,493			419,263
Less Accumulated Depreciation		(168,998	)		(76,227	)
Total Property, Plant and Equipment	$	1,045,495		$	343,036

Depreciation of $92,771 and $76,262 was recorded during the fiscal years ended October 31, 2020 and 2019, respectively. Land is not depreciated, and construction in progress is not depreciated until ready for service. Costs of enhancements or modifications that substantially extend the capacity or useful life of an asset are capitalized and depreciated accordingly. Ordinary repairs and maintenance are expensed as incurred.

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Note 6 – Operating Leases

The components of lease expense and supplemental cash flow information related to leases for the period are as follows:

	Year Ended
	October 31, 2020			October 31, 2019
Lease Cost
Operating lease cost (included in general and administrative in the Company’s consolidated statement of operations)	$	138,135		$	18,000

Other Information
Cash paid for amounts included in the measurement of lease liabilities for the year ended October 31, 2020	$	138,135		$	18,000
Weighted average remaining lease term – operating leases (in years)	3.49 years			2.92 years
Average discount rate – operating leases		5.00	%		5.00	%

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The supplemental balance sheet information related to leases for the period is as follows:

	October 31, 2020		October 31, 2019
Operating leases
Long-term right-of-use assets	$	667,038	$	77,017

Short-term operating lease liabilities	$	169,725	$	20,606
Long-term operating lease liabilities		497,313		56,411
Total operating lease liabilities	$	667,038	$	77,017

Maturities of the Company’s undiscounted lease liabilities are as follows:

Year Ending	Operating Leases
2021	$	188,547
2022		216,608
2023		202,438
2024		115,206
2025		8,000
Total lease payments		730,799
Less: Imputed interest/present value discount		(63,761	)
Present value of lease liabilities	$	667,038

Lease expenses were $87,119 and $35,606 during the years ended October 31, 2020 and 2019, respectively.

Note 7 – Long-Term Debt

Long-term debt consisted of the following as of October 31, 2020 and 2019:

Description	October 31, 2020		October 31, 2019
Secured Term Loans	$	639,792	$	356,222
Mortgage Loan		441,536		-
Total Debt		1,081,328		356,222
Less Current Portion		52,435		70,391
Long-Term Debt	$	1,028,893	$	285,831

During the 2019 fiscal year, the Company entered into nine loans payable to acquire vehicles. These loans are all secured by the vehicles. The interest rates range from 5.90% to 9.94% and had terms from 60 months to 75 months. The monthly payments on these loans totaled $7,037 per month.

On July 14, 2020, the Company acquired a building from a related not-for-profit entity at its historical cost and assumed the mortgage payable on the property. The outstanding balance of the mortgage was $444,448. The interest rate on this note is 6.0% and the monthly payment is $3,270. The note matures in February 2030 with a balloon payment due of approximately $290,000.

Aggregate maturities of the total debt outstanding at October 31, 2020, were as follows:

Year	Amount
2021	$	52,435
2022		56,665
2023		61,037
2024		43,649
2025		23,095
Thereafter		844,447
Total	$	1,081,328

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Note 8 – Related Party Transactions

From time to time, a related entity advances funds to the Company for working capital purpose. Those advances are unsecured, non-interest bearing and due on demand.

During 2020 and 2019, respectively, a related not-for-profit entity advanced the Company $68,814 and $0.

Note 9 – Stockholder’s Equity

Shares Authorized

The Company is authorized to issue 100,000,000 shares of Common Stock, par value $0.0001 per share.

Common Stock

On April 1, 2019, the Company issued 5,160,000 shares of common stock to the officers and directors of the Company at $0.0001 per share, or a value of $5,160 as founder shares. The Company recognized $5,160 in compensation expense.

On December 27, 2019, the Company issued 60,000,000 shares of common stock in share exchange agreements for the acquisition of Prudent Senior Services of Georgia, Inc, Nemicare, Inc. and Golden Sun, Inc. These shares of common stock were valued at par of $0.0001 for a total of $60,000. This transaction is being treated as a merger of companies under common control. The Company will be the accounting survivor, and all operations of it and its subsidiaries will be merged into the Company.

On January 1, 2020, the Company issued 20,000 shares of common stock in a share exchange agreement for the acquisition of AHSTY NEMT, LLC. These shares of common stock were valued at par of $0.0001 for a total of $20. This transaction is being treated as a merger of companies under common control. The Company will be the accounting survivor, and all operations of it and its subsidiaries will be merged into the Company.

During the fiscal year of 2020, the Company issued 434,000 shares of common stock to nine individuals at $1.00 per share for $434,000 in cash.

On January 23, 2020, the Company issued 41,000 shares of common stock to three individuals for services rendered. These shares were valued at $1.00 per share and the Company recognized $41,000 in consulting expenses.

On June 1, 2020, the Company issued 55,000 shares of common stock in a share exchange agreement for the acquisition of Golden Sun NEMT, LLC. These shares of common stock were valued at par of $0.0001 for a total of $55. This transaction is being treated as a merger of companies under common control. The Company will be the accounting survivor, and all operations of it and its subsidiaries will be merged into the Company.

As of October 31, 2020, the Company had a total of 65,710,000 shares of common stock outstanding.

Note 10 – Earnings per share

Basic earnings (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding options, using the treasury stock method and the average market price of the Company’s common stock during the applicable period.

As of October 31, 2020 and 2019, there were zero common share equivalents, excluded from the calculation of diluted EPS.

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The following table sets forth the computation of basic and diluted net loss per common unit for the years ended October 31, 2020 and 2019:

	10/31/2020			10/31/2019
Net Loss	$	(468,443	)	$	(38,293	)
Weighted Average Common Share Outstanding (Basic)		56,098,836			3,011,178
Earnings Per Share - Basic	$	(0.01	)	$	(0.01	)

Dilutive Shares		-			-
Weighted Average Common Share Outstanding (Diluted)		56,098,836			3,011,178
Earnings Per Share - Diluted	$	(0.01	)	$	(0.01	)

Note 11 – Income taxes

The Company’s effective income tax rate for fiscal 2020 and fiscal 2019 are 27%, and 27%, respectively. Actual income tax expense differs from the amount computed by applying the applicable U.S. federal statutory corporate income tax rate of 21% in fiscal 2020 and 2019. The significant differences between the effective rate and statutory rate is due to state taxes, nondeductible items, and prior-year true-ups.

The effective tax rate of the Company’s provision (benefit) for income taxes differs from the federal statutory rate as follows:

Tax Reconciliations	10/31/2020			10/31/2019
Tax at Statutory Rate	$	(126,480	)	$	(10,339	)
Meals and Entertainment		1,912			1,883
Depreciation		25,048			19,511
Change in Valuation of Allowance		99,520			(11,055	)
Tax Provision	$	-		$	-

The significant components of deferred tax assets and liabilities were as follows for the fiscal years ended October 31, 2020 and 2019:

Deferred Tax Assets	10/31/2020			10/31/2019
(21% Federal, 6% Average Corporate Rate)
Net Operating Loss Carry-forwards	$	150,456		$	58,648
Depreciation		(31,310	)		(39,022	)
Valuation Allowance		(119,146	)		(19,626	)
Deferred Tax Assets	$	-		$	-

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As of October 31, 2020 and October 31, 2019, the Company had net operating loss carry-forwards for U.S. federal income tax purposes of approximately $31,168,823 and $30,741,241, respectively.

Note 12 – Subsequent Events

On November 24, 2020, all of the Company’s assets, including each of its operational subsidiaries, were acquired by Long Term Care Operations 360, Inc., and those operations and assets were merged into the operations of Long Term Care Operations 360, Inc.

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LONG TERM CARE OPERATIONS 360, INC.

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

The following unaudited pro forma condensed combined financial information and related notes present the historical condensed combined financial information of Long Term Care Operations 360, Inc. (hereinafter referred to as the “Company”, “we,” “our,” “us” and similar terms unless the context indicates otherwise) and Prudent Senior Services of America, Inc (“PSSA”) after giving effect to the Company’s acquisition of PSSA that was completed on November 24, 2020 (the “Acquisition Date”).

On November 24, 2020, the Company entered into a purchase agreement (the “Acquisition”) with PSSA, pursuant to which the Company acquired all of the assets of PSSA, including each of its subsidiaries, in consideration of the issuance of 52,350,000 shares of common stock of the Company to the shareholders of PSSA. PSSA has merged its assets and operations into the Company, and the Company has taken over the operations and business plan of PSSA.

Since the Company and PSSA were entities under common control prior to the Acquisition, the transaction is accounted for as a restructuring transaction. The Company has recast prior period financial statements to reflect the conveyance of PSSA’s common shares as if the restructuring transaction had occurred as of the earliest date presented of the financial statements.

The unaudited pro forma condensed combined financial information gives effect to the Acquisition based on the assumptions, reclassifications and adjustments described in the unaudited pro forma condensed combined financial information.

The unaudited pro forma condensed combined statements of operations for the years ended October 31, 2020 and 2019, have been prepared giving effect to the combination with PSSA as if the transaction had occurred on November 1, 2018, the beginning of the earliest period presented. The unaudited pro forma condensed combined balance sheet gives effect to combination with PSSA as if the transaction had occurred as of the earliest date presented of the financial statements.

The unaudited pro forma adjustments are not necessarily indicative of or intended to represent the results that would have been achieved had the transaction been consummated as of the dates indicated or that may be achieved in the future. The actual results reported by the combined company in periods following the merger may differ significantly from those reflected in these unaudited pro forma condensed combined financial information for a number of reasons, including cost saving synergies from operating efficiencies and the effect of the incremental costs incurred to integrate the two companies.

The unaudited pro forma condensed combined financial information should be read in conjunction with our historical consolidated financial statements and accompanying notes of both the Company and PSSA for the years ended October 31, 2020 and 2019, included with this Prospectus.

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UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

October 31, 2020 and 2019

Unaudited Pro Forma Combined Statement of Operations for the Years Ended October 31, 2020		P-2

Unaudited Pro Forma Combined Statement of Operations for the Year Ended October 31, 2019		P-3

Notes to Unaudited Pro Forma Combined Financial Statements		P-4

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Unaudited Pro Forma Combined Statement of Operations

For the Year Ended October 31, 2020

(Unaudited)

	LTCO			PSSA			AJE	Pro Forma Adjustments		As Adjusted
REVENUES
Capitation services income	$	-		$	1,761,495			$	-	$	1,761,495
Product sales income		-			91,478				-		91,478
Transportation income		-			177,072				-		177,072
Management fee income		-			92,480				-		92,480
TOTAL REVENUES		-			2,122,525						2,122,525

COST OF SERVICES		-			264,985				-		264,985
GROSS PROFIT		-			1,864,640						1,864,640

OPERATING EXPENSES
Sales and marketing expenses		-			18,787				-		18,787
Depreciation expense		-			92,771				-		92,771
General and administrative expenses		13,749			2,181,142				-		2,194,891
Total Operating Expenses		(13,749	)		(2,292,700	)					(2,306,449	)
OPERATING LOSS		(13,749	)		(435,160	)					(448,909	)

Other Income (Expense)
Other Income		-			92				-		92
Interest income		-			12				-		12
Interest expense		-			(33,387	)			-		(33,387	)
Total Other Income (Expense)		-			(33,283	)					(33,283	)

NET LOSS BEFORE INCOME TAXES		(13,749	)		(468,443	)					(482,192	)
Provision for Income Taxes		-			-				-		-
NET LOSS	$	(13,749	)	$	(468,443	)				$	(482,192	)

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Unaudited Pro Forma Combined Statement of Operations

For the Year Ended October 31, 2019

(Unaudited)

	LTCO			PSSA			AJE	Pro Forma Adjustments		As Adjusted
REVENUES
Capitation services income	$	-		$	1,251,698			$	-	$	1,251,698
Product sales income		-			170,609				-		170,609
Transportation income		-			371,644				-		371,644
TOTAL REVENUES		-			1,793,951						1,793,951

COST OF SERVICES		-			323,845				-		323,845
GROSS PROFIT		-			1,470,106						1,470,106

OPERATING EXPENSES
Sales and marketing expenses		-			3,947				-		3,947
Depreciation expense		-			72,262				-		72,262
General and administrative expenses		109,579			1,400,671				-		1,510,250
Total Operating Expenses		(109,579	)		(1,476,880	)					(1,586,459	)
OPERATING LOSS		(109,579	)		(6,774	)					(116,353	)

Other Income (Expense)
Interest expense		-			(31,519	)			-		(31,519	)
Total Other Income (Expense)		-			(31,519	)					(31,519	)

NET LOSS BEFORE INCOME TAXES		(109,579	)		(38,293	)					(147,872	)
Provision for Income Taxes		-			-				-		-
NET LOSS	$	(109,579	)	$	(38,293	)				$	(147,872	)

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LONG TERM CARE OPERATIONS 360, INC. S-1