UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☑

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2016~~2017

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For transition period ___ to ____

Commission file number: 000-30529

WINGS & THINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation or organization)

87-0464667

(I.R.S. Employer Identification No.)

153 West Burton Avenue, Salt Lake City, Utah

(Address of principal executive offices)

84115

(Zip Code)

Registrant’s telephone number, including area code: (801) 323-2395

Securities registered under Section 12(b) of the Act: None

Securities registered under Section 12(g) of the Act: Common Stock

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes ☐ No ☑

Indicate by check mark whether the registrant (1) 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐ The registrant does not have a Web site.

Indicate by check mark if disclosure of delinquent filers pursuant to item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☑☐

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,” ~~and~~ “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company ☑ Accelerated filer ☐ Smaller reporting company ☑

~~Indicate~~If an emerging growth company, indicate by check mark ~~whether~~if the registrant has iselected anot ~~shell~~to ~~company (as~~use ~~defined~~the inextended ~~Rule~~transition ~~12b-2~~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 Exchange Act). Yes ☐ No ☑

The registrant did not have an active trading market for its common stock as of the last business day of its most recently completed second fiscal quarter; therefore, an aggregate market value of shares of voting and non-voting common equity held by non-affiliates cannot be determined.

The number of shares outstanding of the registrant’s common stock as of March 1728, ~~2017~~2018 was 18,000,000.

Documents incorporated by reference: None

TABLE OF CONTENTS

	PART I
Item 1.	Business	4
Item 1A.	Risk Factors	98
Item 2.	Properties	108
Item 3.	Legal Procedures	108
Item 4.	Mine Safety Disclosure	108
	PART II
Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchased of Equity Securities	108
Item 6.	Selected Financial Data	119
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	119
Item 8.	Financial Statements and Supplementary Data	1413
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	2434
Item 9A.	Controls and Procedures	2434
Item 9B.	Other Information	2434
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	2535
Item 11.	Executive Compensation	2636
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2637
Item 13.	Certain Relationships and Related Transactions, and Director Independence	2738
Item 14.	Principal Accounting Fees and Services	2838
	PART IV
Item 15.	Exhibits, Financial Statement Schedules	2939
Signatures		3040

In this annual report references to “Wings & Things,” “we,” “us,” “our” and “the Company” refer to Wings & Things, Inc.

FORWARD LOOKING STATEMENTS

The Securities and Exchange Commission (“SEC”) encourages companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as “may,” “expect,” “believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

PART I

ITEM 1. BUSINESS

Historical Development

The corporation was incorporated in the state of Utah on March 11, 1986 as WorldNet, Inc. of Utah and was a wholly-owned subsidiary of Nautilus Entertainment, Inc., a Nevada corporation. WorldNet, Inc. of Utah changed its name to Yellow Pines Corporation and then incorporated Wings & Things, Inc. in the state of Nevada on December 9, 1997. On March 10, 2000, Yellow Pines Corporation merged with Wings & Things, Inc. for the sole purpose of changing Yellow Pines’ domicile from Utah to Nevada. Wings & Things, Inc. does not have active business operations and remains a subsidiary of Nautilus Entertainment, Inc., now called VIP WorldNet, Inc.

Wings acquired Northern Mountain Silk, Inc., a Utah corporation (“Northern Mountain”) on September 21, 2017 pursuant to a private transaction between VIP Worldnet, Inc. (“VIP Worldnet”), the majority shareholder of Wings, and Northern Mountain. VIP Worldnet transfered 14,100,000 of Wings common stock to Northern Mountain’s shareholders, leaving VIP Worldnet with 900,000 shares of Wings common stock. Based upon this private transaction, Northern Mountain shareholders delivered 15,000,000 of Northern Mountain’s issued and outstanding shares to Wings, resulting in Northern Mountain becoming a wholly-owned subsidiary of Wings and its shareholders, as a group, owning 78.3% of Wings outstanding common stock.

Emerging Growth Company

We qualify as an emerging growth company as that term is used in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). An emerging growth company may take advantage of specified reduced reporting and other burdens that are otherwise applicable generally to public companies. These provisions include:

•

A requirement to have only two years of audited financial statements and only two years of related Management’s Discussion and Analysis of Financial Condition and Results of Operations;

•

Exemption from the auditor attestation requirement in the assessment of the emerging growth company’s internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act of 2002;

•

Reduced disclosure about the emerging growth company’s executive compensation arrangements; and

•

No non-binding advisory votes on executive compensation or golden parachute arrangements.

We have already taken advantage of these reduced reporting burdens in this report, which are also available to us as a smaller reporting company as defined under Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”), for complying with new or revised accounting standards. We have elected to use the extended transition period and therefore our financial statements may not be comparable to companies that comply with public company accounting standard effective dates.

We could remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.

For more details regarding this exemption, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies,” below.

~~Our~~Description ~~Business~~of ~~Plan~~Wings Business

~~Our~~Wings ~~business~~is ~~plan~~a isholding tocompany ~~seek,~~without ~~investigate,~~significant ~~and~~business operations, other ifthan ~~warranted,~~holding ~~acquire an~~of ~~interest~~equity interests in aits ~~business~~subsidiaries ~~opportunity~~and variable interest entities. ~~Our~~Wings’ ~~acquisition~~wholly-owned ofsubsidiary, Northern Mountain entered into a ~~business~~series ~~opportunity~~of ~~may~~agreements bein ~~made~~December by2016 ~~merger,~~amongst ~~exchange~~Northern ofMountain’s ~~stock,~~subsidiaries orand ~~otherwise.~~Yixing WeSilk. ~~have~~These ~~very~~agreements ~~limited~~granted ~~sources~~all ofdecision ~~capital~~making rights, ~~and~~all wevoting ~~probably~~rights ~~will~~and ~~only~~all berights ~~able~~ to ~~take~~profits ~~advantage~~and risk of ~~one~~losses ~~business~~to ~~opportunity~~Northern Mountain’s subsidiaries. As a result of the variable interest entity (“VIE”) contractual arrangements, Wings consolidates the ~~date~~results of ~~this~~operations ~~report~~of weYixing ~~are~~Silk ~~investigating~~as aits ~~business~~material ~~opportunity~~operating VIE. In addition, ~~but~~Wings weintends ~~have~~to ~~not~~carry ~~reached~~on ~~any~~the business ~~preliminary~~operations orof ~~definitive~~Yixing ~~agreements or~~Silk ~~understandings~~through ~~with~~the ~~any~~various ~~person~~VIE ~~concerning~~contractual anarrangements ~~acquisition~~between orNorthern ~~merger~~Mountain and its subsidiaries and Yixing Silk.

~~Based~~Liaoning ~~upon~~Yixing ~~current~~Silk ~~economic~~Company ~~conditions,~~Limited ~~management~~was ~~believes~~established ~~that it~~on ~~is possible~~November 25, if2010 ~~not~~in ~~probable~~Xifeng County, ~~for~~Liaoning ~~a company like ours~~Province, ~~without~~in ~~many~~the ~~assets~~Peoples orRepublic ~~liabilities~~of China, toas ~~negotiate~~ a ~~merger~~limited orliability ~~acquisition with a viable private~~ company. ~~The~~Yixing ~~opportunity~~Silk ~~arises~~is engaged ~~principally~~in ~~because of~~ the ~~expensive~~manufacturing ~~legal~~ and ~~accounting~~retail ~~fees~~sale ~~and the length~~ of ~~time~~raw ~~associated~~wild ~~with~~silk ~~the~~(tussah ~~registration~~silk) ~~process~~and ofsilk ~~“going~~related ~~public.”~~products, ~~But~~such ifas ~~the global economy fails to grow~~bedding, ~~then it~~comforters, isclothing, ~~very~~and ~~possible~~silk ~~that~~thread ~~there~~products. ~~would~~Yixing beSilk ~~little~~also ormanufactures noraw ~~economic~~silk ~~value~~batting ~~for~~that ~~another~~is ~~company~~sold to ~~enter~~other ~~into~~manufacturers afor ~~transaction~~inclusion in ~~with~~their ~~Wings~~varied ~~& Things~~products.

~~Our~~Yixing ~~search~~Silk’s ~~for~~Principal aProducts ~~business opportunity will not be limited to any particular geographical area or industry~~ and includes both U.S. and international companies. Our management has unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other factors. Our management believes that companies who desire a public market to enhance liquidity for current stockholders, or plan to acquire additional assets through issuance of securities rather than for cash, will be potential merger or acquisition candidates.Services

~~The~~Antheraea ~~selection~~pernyl ~~of a business opportunity in which to participate~~ is ~~complex and extremely risky and will be made by management in~~ the ~~exercise~~species of ~~their~~silkworm ~~business~~most ~~judgment.~~commonly ~~Our activities are subject~~known ~~to several significant risks which arise primarily~~ as atussah ~~result of the fact that we have no operating business and may acquire~~ or ~~participate~~ intussah asilk, ~~business opportunity based on the decision of management~~ which ~~will,~~is inalso ~~all~~commonly ~~probability,~~known ~~act~~as ~~without~~wild ~~consent, vote, or approval of our stockholders~~silk. WeWild ~~cannot~~silk ~~assure~~has ~~you~~a ~~that~~natural wehoney ~~will~~color ~~be able to identify~~ and ~~merge~~has ~~with~~some orspecial ~~acquire any business~~properties ~~opportunity~~ which ~~will~~gives ~~ultimately~~it ~~prove~~some todifferentiation befrom ~~beneficial~~farmed tosilks. ~~Wings~~In &recent ~~Things~~years ~~and~~various ~~our~~byproducts ~~stockholders.~~of ~~Should~~the atussah ~~merger~~silk ormanufacturing ~~acquisition~~process ~~prove~~have ~~unsuccessful,~~been itdiscovered ~~is possible management may decide not~~ to ~~pursue~~have ~~further~~added ~~acquisition~~value ~~activities~~in ~~and~~a ~~management~~handful ~~may~~of ~~abandon our~~other ~~search~~different ~~and we may become dormant or be dissolved~~industries.

ItThe ismain ~~possible~~product ~~that~~produced ~~the~~from ~~range~~tussah ofsilk ~~business~~manufacturing ~~opportunities~~is ~~that might~~obviously bethe ~~available~~wild ~~for~~silk ~~consideration~~fibers. bySilk ushas ~~could~~been bea ~~limited~~coveted byand ~~the~~valuable ~~fact~~textile ~~that our common stock is cleared~~ for ~~quotation~~hundreds onof ~~the OTC Bulletin Board; however, there is no public trading on any market~~years. WeWhen ~~cannot~~looking ~~assure~~through ~~you that~~ a ~~market~~microscope ~~will develop or that~~ at a ~~stockholder will~~cross besection ~~able~~of totussah ~~liquidate~~silk ~~his/her/its investments without considerable delay~~fibers, ifit atcan ~~all. If a market develops, our shares will likely~~ be ~~subject~~noticed tothat the ~~rules~~fibers ofare ~~the~~oval ~~Penny~~instead ~~Stock Suitability Reform Act~~ of ~~1990~~circular. The ~~liquidity~~oval ofporous ~~penny~~nature ~~stock~~of the iswild ~~affected~~silk byfibers ~~specific disclosure~~is ~~procedures~~more ~~required~~breathable, bywhich ~~those~~allows ~~rules~~the fibers to be ~~followed~~lighter byand ~~all~~fluffier ~~broker-dealers,~~than ~~including~~mulberry ~~but~~or ~~not~~farmed ~~limited~~silk. ~~to, determining the~~Tussah ~~suitability~~silk offibers ~~the~~are ~~stock~~used ~~for~~in athe ~~particular~~textiles ~~customer,~~industry ~~and~~in ~~obtaining~~various aproducts. ~~written~~Yixing ~~agreement~~uses ~~from~~their ~~the~~tussah ~~customer~~silk toin ~~purchase~~several ~~the~~bedding ~~stock.~~products, such ~~This~~as, ~~rule~~comforters, ~~may~~pillows, ~~affect~~blankets ~~the~~and ~~ability~~other ofbedding ~~broker-dealers~~accessories. toThe ~~sell~~silk ~~our~~is ~~securities~~also ~~and~~used ~~may~~in ~~affect~~clothing ~~the~~products ~~ability~~and ofsold ~~purchasers~~wholesale as batting to ~~sell~~be ~~our securities~~used by others in ~~any~~various ~~market~~products.

Yixing Silk’s Marketing and Distribution Methods

Yixing Silk currently sells its products wholesale to distributors or retail customers, as well as sells them retail through their own store locations. It is estimated that Yixing Silk’s brand, called “YiLiXing”, is sold in approximately 200 retail locations. Yixing Silk also has retail locations in Shenyang city, Liaoning Province, and in the Nantong textiles district, in Nantong city, Jiangsu Province, China, a popular hub for textiles commerce in the Shanghai area of China. Yixing Silk’s products are also sold through distributors or retail agents in Beijing, Guangdong, Yunnan and other provinces in China, as well as internationally.

Yixing Silk has also advanced its marketing efforts into the e-commerce market through online sales via Tmall, Taobao and Alibaba. Yixing Silk estimates during 2017 that it had a 20% market share of all wild silk sold in the domestic Chinese market. Total annual production of tussah, or wild silk cocoons, is currently 5,000 tons. With a healthy market share of a scarce resource, along with its technical advantages, extensive experience and 14 patented processes and products in the clothing, bedding, eating, living and transportation industries, Yixing Silk is positioned to be a viable and strong competitor in the silk industry.

~~Investigation~~Yixing ~~and~~Silk’s ~~Selection of~~ Business ~~Opportunities~~Strategy

WeYixing ~~anticipate~~Silk ~~that~~intends ~~business~~to ~~opportunities~~develop ~~will~~a ~~come~~strategy to ~~our~~integrate ~~attention~~the silk ~~from~~worm ~~various~~germination ~~sources,~~process ~~including~~into ~~our~~its ~~officers~~business ~~and~~model ~~directors,~~by ~~our~~acquiring ~~stockholders,~~a ~~professional~~silk ~~advisors,~~worm ~~such~~breeding ~~as attorneys and accountants~~farm, ~~securities~~ ~~broker-dealers,~~which ~~investment~~is ~~banking firms, venture capitalists, members of~~ the ~~financial~~largest ~~community~~breeding ~~and others who may~~facility ~~present~~for ~~unsolicited~~tussah ~~proposals.~~silk ~~Management~~worms ~~expects~~in ~~that~~Northeast ~~prior personal and business relationships may lead to contacts with these various sources~~China.

WeYixing ~~expect~~Silk ~~that~~plans ~~our~~to ~~due~~strengthen ~~diligence will encompass, among other things, meetings with the target business’s incumbent management and inspection of~~ its ~~facilities,~~marketing asplan ~~necessary, as well as a review of financial and other information which is made available to our management. This due diligence review may be conducted either~~ by our management or by unaffiliated third parties we may engage. Our limited funds and the lack of full-time management will likely make it impracticable to conduct a complete and exhaustive investigation and analysis of a target business before we consummate a business combination. We anticipate that we will rely upon funds provided by advances and/or loans from management and significant stockholders to conduct investigation and analysis of any potential target companies or businesses. We may also rely upon the issuance of our common stock in lieu of cash payments for services or expenses related to any analysis. Management decisions, therefore, will likely be made without detailed feasibility studies, independent analysis, market surveys and the like which, if we had more funds available to us, would be desirable. We will be particularly dependent in making decisions upon information provided by the promoters, owners, sponsors or other persons associated with the target business seeking our participation.:

~~Our~~• ~~management~~expanding ~~will~~its ~~analyze~~direct ~~the~~sales ~~business~~force ~~opportunities;~~through ~~however, none~~their ofrelationships ~~our~~with ~~management~~city ~~are~~and ~~professional~~county ~~business~~Chambers ~~analysts.~~of ~~(See~~Commerce, ~~Part~~trade ~~III~~associations, ~~Item~~networks, 10friends, ~~below.) Our management has had limited experience with mergers and acquisitions of~~ business ~~opportunities~~associates and ~~has~~Wechat ~~not been involved with an initial public offering. Due to management’s limited experience with mergers and acquisitions~~platforms, ~~they may rely on principal stockholders or associates, or promoters or their affiliates~~ to ~~assist~~form ina ~~the~~national ~~investigation~~sales ~~and selection of business opportunities~~team.

~~Certain~~• ~~conflicts~~launching ofadvertising ~~interest~~campaigns ~~exist or may develop between us and our officers and directors. Our management has other business interests~~ to ~~which~~expand ~~they~~market ~~currently~~coverage ~~devote attention, which include their primary employment~~ and ~~Mr.~~exposure ~~Popp and Ms. Ball serve as management~~ of ~~other~~Yixing ~~public~~Silk’s ~~reporting companies seeking business opportunities~~products. (See Part III, Item 10, below.) Our management may be expected to continue to devote their attention to these other business interests although management time should be devoted to our business. As a result, conflicts of interest may arise that can be resolved only through their exercise of judgment in a manner which is consistent with their fiduciary duties to us.

A• ~~decision~~training tosales ~~participate~~teams in athe ~~specific~~use ~~business~~of ~~opportunity~~social ~~may be~~networks ~~made~~and ~~upon~~cultures ~~our~~to ~~management~~help the consumers receive education about the health benefits of Yixing Silk’s ~~analysis~~products, ~~of:~~in hopes that the consumer will experience and enjoy their products.

• setting up online sales forces to expand the ~~quality~~scale of ~~the~~existing ~~business~~online ~~opportunity’s~~shopping, ~~management~~through new highly visible websites and ~~personnel,~~innovative internet marketing techniques.

• expanding its cooperation with retail partners and agents, to find the ~~anticipated~~best ~~acceptability~~way ofto ~~its~~increase ~~new~~knowledge ~~products~~and orinterest ~~marketing~~in ~~concept,~~its products.

• ~~the~~implementing ~~merit~~a ofbranding strategy to more effectively promote Yixing Silk and its ~~technological~~products ~~changes,~~to the public.

•This tussah silk fiber has not only had a long history in the ~~perceived~~textile industry, ~~benefit~~but ~~that~~has also been used for centuries in traditional Chinese medicine. In recent years, it ~~will~~has ~~derive~~been ~~from~~discovered ~~becoming~~that aother parts ~~publicly~~of ~~held~~the ~~entity~~antheraea pernyl, or silk moth, has valuable properties which can be used in several different industries, such as the pharmaceutical industry, health food supplements industry, agriculture and aquaculture industries, and skin care industry.

•Yixing ~~numerous~~Silk, ~~other~~in ~~factors~~cooperation ~~which~~with ~~are~~university ~~difficult~~partners and research institutes, ifhas ~~not~~developed ~~impossible~~several new products. These new products include: Various negative oxygen ion silk products, tosericin protein ~~analyze~~extracts, ~~through~~skin ~~the~~care ~~application~~products, ofnew ~~any~~degumming ~~objective~~technology, ~~criteria~~male silkworm moth oil capsules, healthy pupa protein powder supplement.

Yixing Silk’s Competition

Yixing Silk is not the only producer of tussah silk in Liaoning Province or other parts of China. Tussah silk is also produced in other countries, with India being the other main producer. Business competition is mainly within the pricing of products. Fake and substandard silk products are also a concern in the marketplace. The most direct competitors of Yixing Silk are Liaoning Meilin Group Co. Ltd. and Liaoning Tussah Silk Institute Co., Ltd., located in Liaoning Province.

Yixing Silk’s Raw Materials and Principal Suppliers

During the years 2017 and 2016, Yixing Silk had one major supplier, TingJiang Lou. Yixing Silk purchased 97% and 80% of its inventory through TingJiang Lou in 2017 and 2016, respectively. Although Yixing Silk believes comparable products could be purchased from other vendors, the loss of this vendor could have a temporary, but severe impact on Yixing Silk’s operations.

Yixing Silk’s Major Customers

During 2017 Yixing Silk had five major customers. It sold 25% of its products to Zhejang Moncano Home Textile, 13% to XiouSwan Li, 11% to LuoLai Home Texture, 11% to FongWei Li and another 11% to Nan Li. During 2016 Yixing Silk had three major customers. It sold 22% of its products to FongWei Li, 19% to LuoLai Home Texture, and another 19% to XiouSwan Li.

NoSeasonality ~~one factor described above will be controlling in the selection~~ of aYixing business opportunity. Management will attempt to analyze all factors appropriate to each opportunity and make a determination based upon reasonable investigative measures and available data. Potential business opportunities may occur in many different industries and at various stages of development. Thus, the task of comparative investigation and analysis of such business opportunities will be extremely difficult and complex. Potential investors must recognize that because of our limited capital available for investigation and managementSilk’s ~~limited experience in business analysis, we may not discover or adequately evaluate adverse facts about the business opportunity to be acquired.~~Industry

InThe ~~many~~optimal ~~instances,~~time weto ~~anticipate~~purchase ~~that~~silk ~~the~~cocoons ~~historical~~is ~~operations of~~in aOctober ~~specific business opportunity may not necessarily be indicative~~ because of the ~~potential~~quantity ~~for~~available ~~future~~and ~~operations because of~~ the ~~possible need~~low topurchase ~~substantially~~price. ~~shift~~In ~~marketing approaches~~addition, ~~significantly~~silkworms ~~expand~~feed ~~operations,~~from ~~change~~oak ~~product~~trees ~~emphasis,~~that ~~change~~are orsubject ~~substantially augment~~to ~~management,~~a ~~or make other changes. We will be dependent upon the owners~~ variety of afactors, ~~business opportunity to identify any~~ such ~~problems~~ ~~which~~as ~~may~~weather ~~exist and to implement~~conditions, orplant ~~be primarily responsible for~~diseases, ~~the~~and ~~implementation~~insect ~~of required changes~~pests.

~~Form~~Yixing ofSilk’s ~~Acquisition~~Patents

WeYixing ~~cannot~~Silk ~~predict~~acquired ~~the~~7 ~~manner~~patents inregistered ~~which~~with wethe ~~may~~State ~~participate in a business~~Intellectual ~~opportunity.~~Property ~~Specific~~Office ~~business~~of ~~opportunities~~the ~~will~~People's beRepublic ~~reviewed~~of asChina ~~well~~when asit ~~our~~acquired ~~needs~~Xifeng ~~and~~in ~~desires and those of the promoters of the opportunity~~2010. The ~~legal~~patents ~~structure~~were orregistered ~~method~~in ~~deemed~~2009 ~~by management to be suitable will be selected based upon our review~~ and ~~our relative~~2010 ~~negotiating~~and ~~strength. Such methods may include, but~~ are ~~not~~valid ~~limited~~for ~~to,~~20 ~~leases, purchase and sale agreements, licenses, joint ventures and other contractual arrangements~~years. WeYixing ~~may~~Silk ~~act~~currently ~~directly~~has or5 ~~indirectly~~national ~~through~~invention ~~an interest in a partnership~~patents, ~~corporation~~5 orpractical ~~other forms~~new ofmodel ~~organization.~~patents ~~We may be required to merge, consolidate or reorganize with other corporations or forms of business organizations. In addition, our present management~~ and ~~stockholders~~4 ~~most likely will not have control of a majority of our voting shares following~~appearance ~~a merger or reorganization transaction~~patents. AsThese ~~part~~types of ~~such~~patents amust ~~transaction, our existing directors may resign and new directors may~~ be ~~appointed~~renewed ~~to fill those vacancies without any vote by our stockholders~~annually.

WeThe ~~likely~~Yilixin ~~will~~brand’s ~~acquire~~most ~~our~~notable ~~participation~~products inare atwo ~~business opportunity~~patented ~~through~~tussah ~~the~~silk ~~issuance~~quilts. ofThe ~~common~~Maifanshi ~~stock~~Silk orQuilt ~~other~~(Patent ~~securities~~Number: ZL200910011440.6) ~~Although~~is ~~the~~made ~~terms~~ of ~~any~~a ~~such~~synthetic ~~transaction~~material ~~cannot~~that becombines ~~predicted, it should~~tussah besilk ~~noted~~with ~~that~~trace inelements. ~~certain~~Within ~~circumstances~~ the ~~criteria~~Chinese ~~for~~medical ~~determining~~community ~~whether~~this ortype ~~not~~of ansilk ~~acquisition~~ is aknown ~~so-called~~as ~~"tax free" reorganization under Section 368(~~a) ~~(1)~~type of ~~the~~“air ~~Internal Revenue Code of 1986, as amended (the "Code") depends upon whether~~vitamin” ~~the~~which ~~owners~~is ofpurported ~~the~~to ~~acquired~~have ~~business~~health ~~own~~benefits. ~~80%~~The orNegative ~~more~~Ion ofSilk ~~the~~Quilt ~~voting~~(Patent ~~stock~~Number: ~~of the surviving entity~~ZL200910011986.1) Ifis amarketed ~~transaction~~to ~~were structured~~possess tonegative ~~take~~ion ~~advantage~~content of ~~these~~5080 ~~provisions~~per ~~rather~~cubic ~~than~~centimeter. ~~other~~Additional ~~"tax~~patents ~~free"~~include ~~provisions provided under~~ the ~~Code,~~silk ~~all~~comforter ~~prior stockholders would in that circumstance retain 20% or less of the total issued~~ and ~~outstanding~~silk ~~shares~~car ofdecorations ~~the surviving entity. Under other circumstances,~~with ~~depending~~negative ~~upon~~oxygen ~~the relative negotiating strength of the parties~~ions, ~~prior~~cervical ~~stockholders~~pillow ~~may retain substantially less than 20% of the total issued~~ and ~~outstanding~~tussah ~~shares~~silk ofcare ~~the surviving entity~~mattress. ~~This could result in substantial additional dilution to the equity of those persons who were our stockholders prior to such reorganization.~~

InYixing ~~the~~Silk’s ~~case~~Research of an acquisition, the transaction may be accomplished upon the sole determination of management without any vote or approval by stockholders. In the case of a statutory merger or consolidation directly involving the Company, it will likely be necessary to call a stockholders' meeting and obtain the approval of the holders of a majority of the outstanding securities. The necessity to obtain such stockholder approval may result in delay and additional expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. Most likely, management will seek to structure any such transaction so as not to require stockholder approval.Development

During the year ended December 31, 2017, Yixing Silk spent $650,053 on research and development of wild silkworm garments, health supplements and skin care products. During 2016 Yixing Silk spent $232,204 for research and development related to wild silkworm garments, health supplements and skin care products. In 2015 Yixing Silk spent $607,869 for research and development of wild silkworm health supplements and skin care products.

Yixing Silk’s Government Regulations

Yixing Silk is qualifying for the PRC National Standard for Silk Quilts (GB/T 24252—2009). This standard includes the type of silk quilt, processing method, types of inspection, storage and packaging of silk quilts. The standard defines and regulates the definition of natural silk quilt, as well as the requirements, experiment methods, inspection regulations, labeling, packaging and storage. The standard is applicable for mulberry silk and oak silk products.

Yixing Silk has submitted applications and is in the process of receiving its ISO 9001 Quality Management Certification and its ISO14001 Environmental System Management Certification. The ISO 9001 Quality Management Certification specifies requirements for a quality management system where an organization needs to demonstrate its ability to consistently provide product that meets customer and applicable statutory and regulatory requirements, and aims to enhance customer satisfaction through the effective application of the system, including processes for continual improvement of the system and the assurance of conformity to customer and applicable statutory and regulatory requirements.

ISO 14001 Environmental System Management Certification specifies an environmental management system to enable an organization to develop and implement a policy and objectives which take into account legal requirements and other requirements to which the organization subscribes, and information about significant environmental aspects. It applies to those environmental aspects that the organization identifies as those which it can control and those which it can influence. It does not itself state specific environmental performance criteria.

Yixing Silk’s Employees

Yixing Silk has 80 full-time employees and increases employees to approximately 200 during the production season. These employees are not presently covered by any collective bargaining agreement. Yixing Silk has not experienced any work stoppages and believes that its relations with its employees are good.

Yixing Silk’s Land Use Rights

Yixing Silk’s facility is located in Chenguang industrial park in the city of Xifeng. In the PRC, entities are not allowed to purchase and own the land, but must receive permission from the government and pay the requested fees for the land use right. The term of the land use rights is 50 years and the costs are being amortized over this period with an annual amortization of approximately $3,000. Total land area used by Yixing Silk is approximately 22,000 square meters and its buildings occupy approximately 8,600 square meters. Yixing Silk relies on this facility for all of its primary functions, including silk processing, production, research, and business offices.

The time and costs required to select and evaluate a target business and to structure and complete a business combination cannot presently be ascertained with any degree of certainty. Any costs incurred with respect to the indemnification and evaluation of a prospective business combination that is not ultimately completed may result in a loss to the Company. Also, fees may be paid in connection with the completion of all types of acquisitions, reorganizations or mergers. These fees are usually used to pay legal costs, accounting costs, finder’s fees, consultant’s fees and other related expenses. In the event that any such fees are paid, they may become a factor in negotiations regarding any potential acquisition or merger by us. We have no present arrangements or understandings respecting any of these types of fees.

Significant stockholders may actively negotiate or otherwise consent to the purchase of all or any portion of their common stock as a condition to, or in connection with, a proposed reorganization, merger or acquisition. It is not anticipated that any such opportunity will be afforded to other stockholders or that such other stockholders will be afforded the opportunity to approve or consent to any particular stock buy-out transaction. We have not adopted any procedures or policies for the review, approval or ratification of any related party transactions.

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial cost for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs incurred in the related investigation might not be recoverable. Furthermore, even if an agreement is reached for the participation in a specific business opportunity, the failure to consummate that transaction may result in the loss to the Company of the related costs incurred.

In the event we merge or acquire a business opportunity, the successor company will be subject to our reporting obligations. This is commonly referred to as a “back door registration.” A back door registration occurs when a non-reporting company becomes the successor of a reporting company by merger, consolidation, exchange of securities, acquisition of assets or otherwise. This type of event requires the successor company to file a current report with the SEC which provides the same kind of information about the company to be acquired that would appear in a registration statement, including audited and pro forma financial statements. This regulation may eliminate many of the perceived advantages of these types of transactions. Accordingly, we may incur additional expense to conduct due diligence and present the required information for the business opportunity in any report.

Also, the SEC may elect to conduct a full review of the successor company and may issue substantive comments on the sufficiency of disclosure related to the company to be acquired.

In addition, regulations also deny the use of Form S-8 for the registration of securities of a shell company, and limit the use of Form S-8 to a reorganized shell company until the expiration of 60 days from when any such entity is no longer considered to be a shell company. This prohibition could further restrict opportunities for the Company to acquire companies that may already have stock option plans in place that cover numerous employees. In such an instance, there may be no exemption from registration for the issuance of securities in any business combination to these employees, thereby necessitating the filing of a registration statement with the SEC to complete any such reorganization, and incurring the time and expense costs that are normally avoided by “back door” registrations.

Competition

We expect to encounter substantial competition in our effort to locate attractive business opportunities. Business development companies, venture capital partnerships and corporations, venture capital affiliates of large industrial and financial companies, small investment companies, and wealthy individuals will be our primary competition. Many of these entities will have significantly greater experience, resources and managerial capabilities than we do and will be in a better position than we are to obtain access to attractive business opportunities. We also will experience competition from other public reporting companies, many of which may have more funds available for such transactions.

Effect of Existing or Probable Governmental Regulations on Business

We are subject to the Sarbanes-Oxley Act of 2002. This Act creates a strong and independent accounting oversight board to oversee the conduct of auditors, of public companies and to strengthen auditor independence. It also requires steps to enhance the direct responsibility of senior members of management for financial reporting and for the quality of financial disclosures made by public companies; establishes clear statutory rules to limit, and to expose to public view, possible conflicts of interest affecting securities analysts; creates guidelines for audit committee members’ appointment, and compensation and oversight of the work of public companies’ auditors; prohibits certain insider trading during pension fund blackout periods; and establishes a federal crime of securities fraud, among other provisions.

We are subject to the Exchange Act of 1934 and are required to file annual reports on Form 10-K and quarterly reports on Form 10-Q with the SEC on a regular basis, and will be required to timely disclose certain material events (e.g., changes in corporate control; acquisitions or dispositions of a significant amount of assets other than in the ordinary course of business; and bankruptcy) in a Current Report on Form 8-K. We are also subject to Section 14(a) of the Exchange Act which requires the Company to comply with the rules and regulations of the SEC regarding proxy solicitations, as outlined in Regulation 14A. Matters submitted to our stockholders at a special or annual meeting of stockholders or pursuant to a written consent will require us to provide our stockholders with the information outlined in Schedules 14A or 14C of Regulation 14A; preliminary copies of this information must be submitted to the SEC at least 10 days prior to the date that definitive copies of this information are forwarded to our stockholders.

If we acquire a “non-reporting issuer” under the Exchange Act, we will be subject to the “back-door registration” requirements of the SEC that will require us to file a Current Report on Form 8-K that will include all information about such “non-reporting issuer” as would have been required to be filed by that entity had it filed a Form 10 Registration Statement with the SEC.

Research and Development and Environmental Compliance

During the year ended December 31, 2016, we have not spent any funds on research and development. Nor have we recognized any costs related to compliance with environmental laws.

Employees

We currently have no employees. Our management expects to confer with consultants, attorneys and accountants as necessary. We do not anticipate a need to engage any full-time employees so long as we are seeking and evaluating business opportunities. We will determine the need for employees based upon a specific business opportunity, if any.

ITEM 1A. RISK FACTORS

~~Our~~Wings ~~auditors~~is ~~have~~a ~~issued~~smaller areporting ~~going~~company ~~concern~~as ~~opinion~~defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, we are not required to provide the information under this Item.

At December 31, 2016, the Company had limited assets, had a negative working capital of $295,474 and had incurred losses of $322,474 since inception (See Note 2 to the financial statements). Based on these factors our auditors have issued a going concern opinion. We do not anticipate that we will have revenues until we acquire or merge with a business opportunity. Accordingly, there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital. Accordingly, we must raise cash from sources other than operations. Our only other source for cash at this time is advances or investments by others in our company. We must obtain a business opportunity to support our operations.

There can be no assurance that we will successfully consummate a business combination.

We can give no assurances that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business combination. Management has not limited our search to any particular industry or specific business within an industry for evaluation. We cannot guarantee that we will be able to negotiate a business combination on favorable terms. At the date of this filing, we have no arrangement, agreement or understanding with respect to engaging in a merger with, joint venture with, or acquisition of, a private or public entity. No assurances can be given that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business combination.

There is currently no trading market for our common stock, and liquidity of shares of our common stock is limited.

Our shares of common stock are not registered under the securities laws of any state or other jurisdiction. Our common stock is cleared for a quotation on the OTC Bulletin Board, but is not trading as of the date of this report. Accordingly, there is no public trading market for our common stock. Further, no public trading market is expected to develop in the foreseeable future unless and until we complete a business combination with an operating business or the Company files and obtains effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”). Therefore, outstanding shares of common stock cannot be offered, sold, pledged or otherwise transferred unless subsequently registered pursuant to, or exempt from registration under, the Securities Act and any other applicable federal or state securities laws or regulations.

Since we are a shell company as defined in subparagraph (i) of Rule 144, our shares of common stock cannot be publicly resold under Rule 144. Any “restricted securities” issued by the Company while we are a shell company cannot be publicly sold for at least one year from the date when we file Form 10 information regarding the business opportunity involved in any acquisition, reorganization or merger that results in the Company no longer being considered a shell company. In addition we must have filed all reports and other materials required to be filed by section 13 or 15(d) of the Exchange Act, as applicable, during the preceding 12 months.

Compliance with the criteria for securing exemptions under federal securities laws and the securities laws of the various states is extremely complex, especially in respect of those exemptions affording flexibility and the elimination of trading restrictions in respect of securities received in exempt transactions and subsequently disposed of without registration under the Securities Act or state securities laws.

ITEM 2. PROPERTIES

WeWings dodoes not currently own or lease any property. ~~Until we pursue a viable business opportunity and recognize income we will not seek office space.~~

ITEM 3. LEGAL PROCEEDINGS

WeWings ~~are~~is not a party to any legal proceedings as of the date of ~~this~~ this filing.

ITEM 4. MINE SAFETY DISCLOSURE

Not applicable to ~~our~~Wings’ operations.

PART II

Market Information

In 2009 we received notification from the Financial Industry Regulatory Authority (“FINRA”) that our common stock was cleared for a quotation on the OTC Bulletin Board under the symbol “WGTG”. As of the date of this filing there has not been any trading activity in our common stock.

Our shares of common stock are subject to Section 15(g) and Rule 15g-9 of the Securities and Exchange Act, commonly referred to as the “penny stock” rule. The rule defines penny stock to be any equity security that has a market price less than $5.00 per share, subject to certain exceptions. These rules may restrict the ability of broker-dealers to trade or maintain a market in our common stock and may affect the ability of stockholders to sell their shares. Broker-dealers who sell penny stocks to persons other than established customers and accredited investors must make a special suitability determination for the purchase of the security. Accredited investors, in general, include individuals with assets in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 together with their spouse, and certain institutional investors. The rules require the broker-dealer to receive the purchaser’s written consent to the transaction prior to the purchase and require the broker-dealer to deliver a risk disclosure document relating to the penny stock prior to the first transaction. A broker-dealer also must disclose the commissions payable to both the broker-dealer and the registered representative, and current quotations for the security. Finally, monthly statements must be sent to customers disclosing recent price information for the penny stocks.

Holders and Dividends

WeWings had 7884 stockholders of record as of March 1728, ~~2017~~2018. We have ~~not~~ not declared dividends on our common stock and do not anticipate paying dividends on .our common stock in the foreseeable future.

Recent Sales of Unregistered Securities

None.

Issuer Purchase of Securities

None.

108

ITEM 6. SELECTED FINANCIAL DATA

Not applicable to smaller reporting companies.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

WeWings ~~are~~is ana ~~emerging~~holding ~~growth~~ company ~~that~~and ~~has~~as ~~not~~a ~~recorded~~result ~~revenues~~of a ~~for~~series of variable interest entity contractual agreements it consolidates the ~~past~~results ~~two~~of ~~fiscal~~operations ~~years~~of its variable interest entity, Yixing Silk. WeA ~~are~~variable ~~dependent~~interest ~~upon~~entity ~~financing~~is toan ~~continue~~entity ~~basic~~(1) ~~operations.~~that ~~Management~~has ~~intends~~total toequity ~~rely~~at ~~upon~~risk ~~advances~~that is not sufficient to finance orits ~~loans~~activities without additional subordinated financial support from ~~management~~other entities, ~~significant~~(2) ~~stockholders~~where orthe ~~third~~group ~~parties~~of equity holders does not have the power to ~~meet~~direct ~~our~~the ~~cash~~activities ~~requirements,~~of ~~but~~the weentity ~~have~~that ~~not~~most ~~entered~~significantly ~~into written~~impact ~~agreements~~the ~~guaranteeing~~entity’s ~~funds~~economic ~~and~~performance, or ~~therefore,~~the noobligation ~~one~~to isabsorb ~~obligated~~the toentity’s ~~provide~~expected ~~funds~~losses toor usthe inright to receive the ~~future.~~entity’s ~~These~~expected ~~factors~~residual ~~raise~~returns, ~~doubt~~or asboth, or (3) where the voting rights of some investors are not proportional to ~~our~~their ~~ability~~obligations to ~~continue~~absorb asthe aexpected ~~going~~losses of ~~concern.~~the ~~Our~~entity, ~~plan~~their isrights to ~~combine~~receive ~~with~~the expected residual returns of the entity, or both, and substantially all of the entity’s activities either involve or are conducted on behalf of an ~~operating~~investor ~~company~~that tohas ~~generate~~disproportionately ~~revenue~~few voting rights.

~~Our~~The ~~management~~following ~~has~~information ~~not~~details ~~had~~the ~~any~~results ~~preliminary~~of ~~contact~~operations ~~or discussions with any representative~~ of ~~any other entity regarding a business combination with us. Any target business that is selected may~~Yixing beSilk aand ~~financially~~the ~~unstable~~financial ~~company~~statements orfor anYixing ~~entity~~Silk infor ~~its~~the ~~early~~years ~~stages~~ended ofDecember ~~development~~31, or2017 ~~growth,~~and ~~including~~2016. ~~entities~~Wings’ ~~without~~reporting ~~established~~currency ~~records~~is ofthe ~~sales or earnings~~U.S. ~~In that event~~dollar, webut ~~will~~Yixing beSilk ~~subject~~uses ~~to numerous risks inherent in~~ the ~~business~~PRC ~~and~~local ~~operations~~currency, ofRenminbi ~~financially unstable~~(RMB), ~~and~~as ~~early~~its ~~stage~~functional ~~or potential emerging growth companies~~currency. InTherefore ~~addition,~~the ~~we may effect a business combination with an entity~~financial instatements anare ~~industry~~adjusted ~~characterized~~according ~~by a high level of risk, and, although our management will endeavor~~ to ~~evaluate~~ the ~~risks~~appropriate ~~inherent in~~exchange ~~a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks~~rate.

WeDuring ~~anticipate~~2017 ~~that~~and ~~the~~2016, ~~selection~~Yixing ofSilk aexpanded ~~business~~its ~~opportunity~~operations ~~will~~beyond betussah ~~complex~~silk manufacturing and ~~extremely~~cooperated ~~risky.~~with ~~Because~~university ofpartners ~~general~~and ~~economic~~research ~~conditions~~institutes, ~~rapid~~such ~~technological~~as, ~~advances~~Liaoning ~~being~~Textile ~~made~~Research inInstitute, Liaoning ~~some~~University ~~industries~~ and ~~shortages~~Shenyang ofAgricultural ~~available capital~~University, ~~our~~to ~~management~~draw ~~believes~~on ~~that there are numerous firms seeking~~ the ~~perceived~~expertise ~~benefits~~ of ~~becoming a~~their ~~publicly~~professors ~~traded~~in ~~corporation.~~the ~~Such~~areas ~~perceived benefits~~ of ~~becoming a publicly traded corporation include~~silkworm breeding, ~~among~~silk ~~other things~~fabrics, ~~facilitating or~~healthy ~~improving~~supplements ~~the terms on which additional equity financing may be obtained, providing liquidity for the principals of~~ and ~~investors in~~biotechnology. aManagement ~~business,~~believes ~~creating~~this aexpertise ~~means~~will ~~for~~allow ~~providing~~Yixing ~~incentive~~Silk ~~stock options or similar benefits~~ to ~~key employees, and offering greater~~develop ~~flexibility~~several innew ~~structuring~~products ~~acquisitions,~~related ~~joint~~to ~~ventures and~~ the ~~like~~silkworm’s ~~through~~valuable ~~the~~properties ~~issuance~~which ofcan ~~securities.~~be ~~Potentially~~used ~~available business combinations may occur~~ in ~~many~~several different industries, ~~and~~such as atthe ~~various~~pharmaceutical ~~stages of development~~industry, ~~all~~health offood ~~which~~supplements ~~will~~industry, ~~make~~agriculture ~~the~~and ~~task of~~aquaculture ~~comparative~~industries, ~~investigation~~ and ~~analysis~~skin ofcare ~~such business opportunities extremely difficult and complex~~industry.

Management anticipates that the weakened global economy will restrict the number of business opportunities available to us and will restrict the cash available for such transactions. There can be no assurance in the current economy that we will be able to acquire an interest in an operating company.

If we obtain a business opportunity, then it may be necessary to raise additional capital. We likely will sell our common stock to raise this additional capital. We anticipate that we would issue such stock pursuant to exemptions to the registration requirements provided by federal and state securities laws. The purchasers and manner of issuance will be determined according to our financial needs and the available exemptions to the registration requirements of the Securities Act of 1933. We do not currently intend to make a public offering of our stock. We also note that if we issue more shares of our common stock, then our stockholders may experience dilution in the value per share of their common stock.

Liquidity and Capital Resources

WeDuring ~~have~~the ~~not~~years ~~recorded~~ended ~~revenues~~December ~~from~~31, ~~operations~~2017 ~~since~~and ~~inception.~~2016, WeYixing Silk has ~~have~~relied ~~not~~upon ~~established~~revenues anand ~~ongoing~~short ~~source~~term ofloans ~~revenue~~and ~~sufficient~~advances tofrom ~~cover~~related ~~our~~parties ~~operating~~to ~~costs~~fund ~~and~~operations. weManagement ~~have~~anticipates ~~relied~~it ~~primarily~~will rely upon ~~other parties~~those sources to ~~provide~~fund ~~and~~operations ~~pay~~ for ~~professional~~the ~~expenses~~next ~~and~~twelve ~~loans~~months. At December 31, ~~2016,~~2017 wethe company had ~~$433~~ cash ~~compared~~of to $~~425~~64,955 ~~at December~~and ~~31,~~working ~~2015.~~capital ~~Our~~of ~~total~~$1,298,014 ~~liabilities~~compared ~~increased~~ to cash of $~~295~~225,~~907~~539 ~~for~~and ~~2016~~working ~~compared~~capital toof $~~265~~1,~~096~~337,897 ~~for~~at ~~2015.~~December ~~This~~31, ~~increase~~2016. ~~primarily~~Yixing ~~represents~~Silk ~~additional~~does ~~loans,~~not ~~accrued~~have ~~interest~~any ~~and~~material ~~accounts~~commitments ~~payable~~ for ~~consulting~~capital ~~services~~expenditures ~~and~~as ~~professional~~of ~~services~~December ~~provided~~31, ~~by or paid for by related and third parties~~2017.

WeYixing ~~intend~~Silk tohas ~~obtain~~limited ~~capital~~cash flow from ~~management,~~operations ~~significant stockholders~~ and ~~third~~its ~~parties~~ ability to ~~cover~~maintain ~~minimal~~normal operations; ~~however,~~is ~~there~~dependent isupon noobtaining ~~assurance~~adequate ~~that~~cash ~~additional~~to ~~funding~~finance ~~will~~its bemanufacturing ~~available~~processes. ~~Our~~The ~~ability~~company’s ability to ~~continue~~meet asits acash ~~going~~requirements ~~concern~~for ~~during~~ the ~~long~~next ~~term~~twelve ismonths ~~dependent~~largely ~~upon~~depends ~~our~~on ~~ability~~the tocontinued ~~find~~renewal aof ~~suitable~~its ~~business~~short-term ~~opportunity~~bank loans and ~~acquire or~~the ~~enter~~related-party ~~into~~loans afrom ~~merger~~its ~~with~~major ~~such~~shareholder ~~company.~~and ~~The~~CEO, ~~type~~Mr. ofLi. ~~business~~These ~~opportunity~~factors ~~with~~raise ~~which~~substantial wedoubt ~~acquire~~about orthe ~~merge~~Company's ability ~~will~~to ~~affect~~continue ~~our~~as ~~profitability for~~a ~~the~~going ~~long term~~concern.

~~During~~Yixing ~~the~~Silk ~~next~~intends 12to ~~months~~obtain wecapital ~~anticipate~~from ~~incurring~~revenues, ~~additional~~short ~~costs~~term loans or related parties to fund its operations; however, there is no assurance that these sources can supply the ~~filing~~needed funding. The company is in the process of ~~Exchange~~obtaining ~~Act~~informal ~~reports.~~assurance Wefrom ~~believe~~a wecurrent lender that its short term loans will continue to be ~~able~~renewed and further opening dialog with the lender to ~~meet~~convert ~~these~~the ~~costs~~short ~~through~~term ~~advances~~loans ~~and~~to long term loans. ~~provided by~~Also, management, ~~significant~~continues to ~~stockholders~~negotiate orbetter ~~third~~costs ~~parties.~~and Weterms ~~may~~with ~~also~~key ~~rely~~vendors onto ~~the~~lower ~~issuance~~cost of ~~our~~sales. ~~common~~Its ~~stock~~management inwill ~~lieu~~continue ofto ~~cash~~scrutinize expenses related to ~~convert~~operating ~~debt~~activities orand ~~pay~~order ~~for~~fulfillment ~~expenses~~to determine appropriate actions to take to reduce these costs to maintain profitability in the short term.

Management anticipates that any future additional capital needed for cash shortfalls may be provided by debt financing and/or secondary financing from its parent companies. The secondary financing may alleviate the company’s reliance on related-party advances and assist with its continued growth in the silk market.

Commitments and Obligations

At December 31, 2017 Yixing Silk recorded short term loans, representing two-year bank notes, totaling $2,224,853 with accrued interest of $184,024. At December 31, 2016 it recorded short term loans, representing two-year bank notes, totaling $2,088,347 and recorded accrued interest on the short term loans at the 2016 yearend of $0.

In February 2012 Yixing Silk committed to an operating lease for showroom space to commence February 1, 2012. The lease expired in January 2017, but was re-negotiated for an additional year to expire January 10, 2018. Annual rent of $31,073 was paid for the lease period ending January 10, 2018.

Statutory Reserves

The laws and regulations of the PRC require that before an enterprise distributes profits to its shareholders, it must first satisfy all tax liability, provision for losses in previous years and make allocation to the statutory reserves. Yixing Silk is required to transfer 10% of its net income to a statutory surplus reserve fund until such reserve balance reaches 50% of its registered capital. However, an amendment was made effective in 2016 that the requirement was optional. For the years ended December 31, 2017 and 2016 the company allocated contributions of $0 and $0, respectively, to the statutory reserves.

Concentration of Credit Risk

Financial instruments that potentially subject Yixing Silk to significant concentrations of credit risk consist principally of cash, trade receivables and advances to suppliers. As of December 31, 2017, with respect to trade receivables and advances to suppliers, the company extends credit based on evaluations of the customers' and suppliers' financial position and business history with the company. The company generally is required to make advances to suppliers.

Results of Operations

WeThe ~~did~~following ~~not~~chart ~~record~~summarizes ~~revenues~~the inconsolidated ~~either~~financial ~~2016 or 2015. General and administrative~~statements ~~expense~~of ~~decreased~~Wings to& ~~$14,392~~Things for ~~2016~~the ~~compared~~years toended ~~$15~~December 31,~~826~~ ~~for~~2017 ~~2015. The decrease in general~~ and ~~administrative expense in~~ 2016 ~~primarily~~. ~~reflects~~The ~~reduced~~chart ~~consulting~~is ~~and professional fees provided by or paid for by~~ a ~~related~~summary ~~party.~~of ~~Total~~Wings ~~other~~& ~~expense~~Things’ ~~increased~~consolidated tofinancial ~~$16,411~~statements for ~~2016~~those ~~compared~~years ~~to $15,090 for 2015~~ and ~~primarily~~should ~~represents~~be ~~accrued~~read ~~interest~~in ~~expense~~conjunction onwith ~~loans.~~the ~~Due~~financial tostatements, ~~reduced general~~ and ~~administrative~~notes ~~expenses, our net loss decreased to $30,803 for 2016 compared to $30,916 for 2015~~thereto. ~~Management expects net losses to continue until we acquire or merge with a business opportunity.~~

Obligations and Commitments

	Year ended December 31
SUMMARY OF OPERATING RESULTS	2016			2017
Revenues	$	12,423,955		$	12,698,240
Cost of sales		11,313,927			10,736,519
Gross profit		1,110,028			1,961,721
Total operating expenses		795,348			1,549,036
Total other expense		(104,800	)		(240,980	)
Income tax provision		(52,474	)		(42,897	)
Net income		157,406			128,808
Comprehensive income (loss)	$	23,730		$	262,112

AtThe ~~December~~company ~~31, 2016 we~~ recorded ~~notes~~revenues ~~payable~~ of $~~217~~12,~~400~~698,240 ~~with accrued~~for ~~interest~~2017 compared to revenues of $7112,~~607~~423,955 for 2016. ~~All~~Revenue ofsales are recognized on the ~~loans~~date ~~are~~of ~~non-collateralized~~shipment to customers when a formal arrangement exists, the ~~carry~~price ~~interest~~is atfixed 8%or determinable, and ~~are~~the ~~due~~delivery onis ~~demand~~completed. ~~During~~Products ~~2016~~sold ~~we borrowed~~in ~~$8,300~~the ~~from~~PRC are subject to a ~~third~~Chinese ~~party~~valued-added tax ~~and~~at ~~during~~a ~~2015~~rate weof ~~borrowed~~3% ~~$6,200~~to ~~from~~17% aof ~~third~~the ~~party~~gross sales price.

At December 31, 2016 we recorded accounts payable of $6,900 representing administrative and professional services and out-of-pocket costs provided to or paid on behalf of the Company by a more than 5% shareholder, First Equity Holdings Corp. (“First Equity”) (See Item 13, below).10

~~During~~Cost ~~2015~~of wesales ~~recorded~~increased ~~accounts~~to ~~payable of~~ $810,~~400~~736,519 ~~representing administrative~~for ~~and~~2017 ~~professional~~compared ~~services~~to ~~and~~$11,313,927 for ~~out-of-pocket~~2016. ~~costs~~The ~~provided~~decrease toin orcost ~~paid on behalf~~ of ~~the~~sales ~~Company~~was byprimarily ~~First~~due ~~Equity, which were converted~~ to ~~notes~~the ~~payable~~higher atpurity ~~the~~of ~~2016~~raw ~~year~~materials ~~end~~in 2017.

12Total operating expense increased significantly to $1,549,036 for 2017 compared to $795,348 for 2016 primarily due to the increased research and development costs and selling expense. General and administrative expense increased to $555,313 in 2017 compared to $394,515 due to the increase in professional fees. Research and development increased to $650,053 for 2017 compared to $232,204 for 2016 primarily due to the improvements on the new products and ongoing new projects. Selling expense increased to $343,670 for 2017 compared to $168,644 for 2016 due to the increase in sales commission.

Total other expense increased to $240,980 for 2017 compared to $104,800 for 2016 as a result of no grant income received in 2017.

The company’s net income decreased to $128,808 for 2017 compared to $157,406 for 2016 and after foreign currency adjustment, it recorded a comprehensive income of $262,112 for 2017 compared to comprehensive income of $23,730 for 2016.

Off-Balance Sheet Arrangements

WeYixing Silk and Northern Mountain have not entered into 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 and would be considered material to investors.

Significant Accounting Policies

Yixing Silk has prepared its financial statements in conformity with generally accepted accounting principles that require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities. Please see “Note 2 - Significant Accounting Policies” in the financial statements included as Exhibit 99.2 for details regarding these accounting policies.

Critical Accounting Policies

WeEmerging ~~qualify~~Growth Company - A company qualifies as an “ emerging growth company” ~~under~~if ~~the JOBS~~it ~~Act~~has total annual gross revenues of less than $1.07 Asbillion aduring ~~result,~~its wemost ~~are~~recently ~~permitted~~completed ~~to,~~fiscal year and, ~~intend~~as toof December 8, ~~rely~~2011, onhad ~~exemptions~~not ~~from~~sold ~~certain~~common ~~disclosure~~equity ~~requirements.~~securities ~~For~~under soa ~~long as~~registration westatement. ~~are~~A company continues to be an emerging growth company, ~~among~~for ~~other~~the ~~things,~~first wefive ~~will~~fiscal ~~not~~years beafter ~~required~~it tocompletes an initial public offering, unless one of the following occurs:

•

its total annual gross revenues are $1.07 billion or more;

•

it has issued more than $1 billion in non-convertible debt in the past three years; or

•

it becomes a “large accelerated filer,” as defined in Exchange Act Rule 12b-2.

Since Wings qualifies as an “emerging growth company” under the JOBS Act, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, among other things, we will not be required to:

•

Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

•

Submit certain executive compensation matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency”

•

Obtain shareholder approval of any golden parachute payments not previously approved; and

•

Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the Chief Executives compensation to median employee compensation.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

WeTax ~~will~~Cuts ~~remain~~and anJobs ~~“emerging~~Act ~~growth~~- ~~company”~~The ~~for~~Company uphas toevaluated ~~five~~Staff ~~years,~~Accounting orBulletin ~~until~~No. ~~the~~118 ~~earliest~~regarding ~~of (i)~~ the ~~last~~impact ~~day~~ of the ~~first~~decreased ~~fiscal~~tax ~~year~~rates inof ~~which our total annual gross revenues exceed $1 billion; (ii)~~ the ~~date~~Tax ~~that~~Cuts we& ~~become~~Jobs aAct. See “~~large~~Note 10 ~~accelerated~~– ~~filer~~Income Taxes” ~~as defined~~ in ~~Rule 12b-2 under~~ the ~~Securities Exchange~~notes ~~Act~~to ofour ~~1934,~~financial ~~which~~statements ~~would~~for ~~occur~~schedules ~~if the market value of our ordinary shares~~ that isdescribe ~~held by non-affiliates exceeds $700 million as of~~ the ~~last~~new ~~business~~rates ~~day~~adjusted ~~of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion~~ in ~~non-convertible debt during~~ the ~~preceding three-year~~ period enacted.

1312

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

WINGS & THINGS, INC.

Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

INDEX
Report of Independent Registered Public Accounting Firm			15
Report of KSP Group, Inc.			14
Balance Sheets			16
Consolidated Balance Sheets			15
Statements of Operations			17
Consolidated Statements of Operations and Comprehensive Income			16
Statements of Stockholders’ Deficit			18
Consolidated Statements of Stockholders’ Deficit			17
Statements of Cash Flows			19
Consolidated Statements of Cash Flows			18
Notes to the Financial Statements			2019 - 33

1413

~~PRITCHETT,~~INDEPENDENT ~~SILER~~REGISTERED &PUBLIC ~~HARDY, P.C.~~ACCOUNTING FIRM

~~CERTIFIED~~To ~~PUBLIC~~the ~~ACCOUNTANTS~~Board of Directors of

A PROFESSIONAL CORPORATION

1438 N. HIGHWAY 89 STE. 130

FARMINGTON, UTAH 84025

_______________

(801) 447-9572 FAX (801) 447-9578

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

Wings & Things, Inc.

~~Salt~~We ~~Lake~~have audited ~~City~~the accompanying consolidated balance sheet of Wings & Things, ~~Utah~~Inc. and its subsidiaries (the “Company”) as of December 31, 2017 and 2016, and the related consolidated statements of income and comprehensive income, stockholders' equity, and cash flows for year ended December 31, 2017. The Company’s management is responsible for these financial statements and schedules. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.

We ~~have~~conducted ~~audited~~our ~~the~~audits in ~~accompanying~~accordance ~~balance sheets~~with the standards of ~~Wings~~the &Public ~~Things,~~Company ~~Inc,~~Accounting asOversight ofBoard ~~December~~(United ~~31,~~States). ~~2016~~Those ~~and~~standards ~~2015~~require that we plan and perform the ~~related~~audit to obtain reasonable assurance about whether the financial statements and schedules are free of ~~operations~~material misstatement. An audit includes examining, ~~stockholders’ deficit~~on ~~and~~a ~~cash~~test ~~flows~~basis, ~~for~~evidence supporting the ~~years~~amounts ~~then~~and ~~ended.~~disclosures ~~These~~in the financial statements. An ~~are~~audit ~~the~~also ~~responsibility~~includes ofassessing the ~~Company’s~~accounting principles used and significant estimates made by management., as well as evaluating ~~Our~~the ~~responsibility~~overall isfinancial tostatement ~~express~~presentation. anWe ~~opinion~~believe onthat ~~these~~our ~~financial~~audit ~~statements~~provides ~~based~~a onreasonable basis for our ~~audits~~opinion.

WeIn ~~conducted~~ our ~~audits~~opinion, ~~in accordance with~~ the ~~standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan~~ ~~and perform the audits to obtain reasonable assurance about whether the~~ financial statements ~~are~~referred ~~free~~to ofabove ~~material~~present ~~misstatement. The Company is not required to have~~fairly, ~~nor~~in ~~were~~all wematerial ~~engaged to perform~~respects, anthe ~~audit of its internal control over~~ financial ~~reporting. Our~~position ~~audit included consideration~~ of ~~internal~~Wings ~~control~~& ~~over financial reporting as a basis for designing audit procedures that~~Things, ~~are~~Inc. ~~appropriate~~and inits ~~the~~subsidiaries ~~circumstances,~~as ~~but not for the purpose~~ of ~~expressing~~December an31, ~~opinion~~2017, onand the ~~effectiveness~~results of ~~the~~its ~~Company’s internal~~operations ~~control~~and ~~over~~its ~~financial~~cash ~~reporting. Accordingly,~~flows wefor ~~express~~year noended ~~such opinion. An audit also includes examining, on~~December ~~a test basis~~31, ~~evidence~~2017 ~~supporting the amounts and disclosures~~ in ~~the~~conformity ~~financial~~with ~~statements, assessing the~~ accounting principles ~~used~~ ~~and~~generally ~~significant~~accepted ~~estimates~~in ~~made by management, as well as evaluating~~ the ~~overall~~United ~~financial~~States ~~statement~~of ~~presentation~~America. ~~We believe that our audits provide a reasonable basis for our opinion.~~

InThe ~~our~~Company's ~~opinion,~~consolidated financial statements are prepared using the ~~financial~~generally ~~statements referred~~accepted accounting principles applicable to ~~above~~a ~~present~~going ~~fairly~~concern, inwhich ~~all~~contemplates the ~~material~~realization ~~respects,~~of ~~the~~assets ~~financial~~and ~~position~~liquidation of ~~Wings~~liabilities &in ~~Things,~~the ~~Inc~~normal course of business. The Company has an accumulated deficit of $983,510 as of December 31, ~~2016~~ ~~and~~2017. ~~2015~~The ~~and~~Company ~~the~~had ~~results~~negative ofcashflows from its operations, ~~and~~amounting ~~cash~~$415,511 ~~flows~~ for the ~~years~~year ~~then~~ ended December 31, 2017. These factors as discussed in ~~conformity~~Note ~~with~~3 ~~accounting~~to ~~principles~~the financial statements, raises substantial doubt about the Company's ~~generally~~ability ~~accepted~~to continue as a going concern. Management's plans in ~~the~~regard ~~United~~to ~~States~~these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of ~~America~~this uncertainty.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered recurring losses and has no operations which raise substantial doubt about its ability to continue as a going concern. Management’/s ~~plans~~/ inKSP ~~regard to these matters are described in Note 2. The financial statements do not include any adjustments that might result~~Group, ~~from the outcome of this uncertainty~~Inc.

~~/s/~~KSP ~~Pritchett~~Group, ~~Siler & Hardy, P~~Inc.C.

~~Pritchett,~~CERTIFIED ~~Siler~~PUBLIC ~~& Hardy, P.C.~~ACCOUNTANTS

~~Farmington~~Los Angeles, ~~Utah~~CA

~~March~~April 17, ~~2017~~ 2018

Wings & Things, Inc.
Consolidated Balance Sheets
	December 31,			December 31,
	2017			2016
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	64,955		$	225,539
Accounts receivable, net		491,186			359,348
Inventory, net		7,342,039			4,401,067
Prepayments and other current assets		210,092			796,298

Total Current Assets		8,108,272			5,782,252

PROPERTY AND EQUIPMENT, NET		487,891			511,269

OTHER ASSETS
Deposits		3,836			2,160
Land use rights, net		109,975			105,936

TOTAL ASSETS	$	8,709,974		$	6,401,617

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts payable and accrued expenses	$	250,726		$	19,230
Accounts payable and accrued expenses – related party		53,944			—
Customer prepayments		1,152,537			150,297
Taxes payable		1,611,416			1,224,253
Other payables		200			—
Advance from related party		1,281,182			962,228
Notes payable – related party		150,900			—
Notes payable		84,500			—
Short term loans		2,224,853			2,088,347

Total Current Liabilities		6,810,258			4,444,355

STOCKHOLDERS' EQUITY
Common stock: $.001 par value; 20,000,000 shares authorized; 18,000,000 and 15,000,000 shares issued and outstanding, respectively		18,000			15,000
Additional paid-in capital		2,761,908			3,084,566
PRC statutory reserve		82,484			82,484
Other accumulated comprehensive income		20,834			(112,470	)
Accumulated deficit		(983,510	)		(1,112,318	)

Total Stockholders' Equity		1,899,716			1,957,262

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	8,709,974		$	6,401,617

See accompanying notes to financial statements

Wings & Things, Inc.

Wings & Things, Inc.
Consolidated Statements of Operations and Comprehensive Income

	For The Year Ended
	December 31,
	2017			2016


REVENUES	$	12,698,240		$	12,423,955

COST OF SALES		10,736,519			11,313,927

GROSS PROFIT		1,961,721			1,110,028

OPERATING EXPENSES
General & administrative		555,313			394,515
Research & development		650,053			232,204
Selling expense		343,670			168,629

TOTAL OPERATING EXPENSES		1,549,036			795,348

INCOME FROM OPERATIONS		412,685			314,680

OTHER INCOME (EXPENSE)
Interest income		142			327
Grant income		—			136,830
Interest expense		(241,122	)		(241,957	)

TOTAL OTHER EXPENSE		(240,980	)		(104,800	)

INCOME BEFORE INCOME TAXES		171,705			209,880

PROVISION FOR INCOME TAXES		(42,897	)		(52,474	)

NET INCOME	$	128,808		$	157,406

OTHER COMPREHENSIVE LOSS
Foreign currency translation adjustment		133,304			(133,676	)

COMPREHENSIVE INCOME/(LOSS)	$	262,112		$	23,730

Basic and diluted net income per share	$	0.01		$	0.01

Weighted average shares outstanding		15,830,137			15,000,000

~~Balance~~See ~~Sheets~~accompanying notes to financial statements

	DEC 31, 2016			DEC 31,2015
ASSETS
CURRENT ASSETS
Cash	$	433		$	425
Total current assets		433			425
Total assets	$	433		$	425
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable – related party	$	6,900		$	8,400
Accounts payable - vendor		—			800
Notes payable – related party		137,400			129,000
Notes payable		80,000			71,700
Accrued interest – related party		42,882			32,562
Accrued interest		28,725			22,634
Total current liabilities		295,907			265,096
Total liabilities		295,907			265,096
STOCKHOLDERS' DEFICIT
Common stock, $.001 par value; 20,000,000 shares authorized; 18,000,000 shares issued and outstanding		18,000			18,000
Additional paid-in capital		9,000			9,000
Accumulated deficit		(322,474	)		(291,671	)
Total stockholders' deficit		(295,474	)		(264,671	)
Total liabilities and stockholders' deficit	$	433		$	425

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

Wings & Things, Inc.

Wings & Things, Inc.
Consolidated Statement of Stockholders' Equity
For the Years Ended December 31, 2017 and 2016

											Other
					Additional						Accumulated			PRC
	Common Stock				Paid-in			Retained			Comprehensive			Statutory
	Shares		Amount		Capital			Earnings			Income			Reserve		Total

Balance at January 1, 2016		15,000,000	$	15,000	$	3,095,011		$	(1,253,982	)	$	21,206		$	66,742	$	1,943,977

Contribution by shareholder																	—

Reclassification of statutory reserve									(15,742	)					15,742		—

Foreign currency translation												(133,676	)				(133,676	)

Reorganization Adjustment						(10,445	)

Net income for the year ended December 31, 2016									157,406								157,406

Balance at December 31, 2016		15,000,000	$	15,000	$	3,084,566		$	(1,112,318	)	$	(112,470	)	$	82,484	$	1,957,262

Reclassification of statutory reserve																	—

Foreign currency translation												133,304					133,304

Net income/(loss) for the year ended December 31, 2017									128,808								128,808

Reorganization Adjustment		3,000,000		3,000		(322,658	)										(319,658	)

Balance at December 31, 2017		18,000,000	$	18,000	$	2,761,908		$	(983,510	)	$	20,834		$	82,484	$	1,899,716

~~Statements~~See ofaccompanying ~~Operations~~notes to financial statements

	FOR THE YEAR ENDED DEC 31, 2016			FOR THE YEAR ENDED DEC 31, 2015
Revenues	$	—		$	—
Expenses
General and administrative		14,392			15,826
Total expenses		14,392			15,826
Net loss before other income (expense)		(14,392	)		(15,826	)
Other income (expense)
Interest expense – related party		(10,320	)		(9,488	)
Interest expense		(6,091	)		(5,602	)
Total other income (expense)		(16,411	)		(15,090	)
Loss from operations before income taxes		(30,803	)		(30,916	)
Income taxes		—			—
Net loss	$	(30,803	)	$	(30,916	)
Basic and diluted net loss per share	$	(0.00	)	$	(0.00	)
Weighted average shares outstanding		18,000,000			18,000,000

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

Wings & Things, Inc.

Wings & Things, Inc.
Statements of Cash Flows
	For The Year Ended
	December 31,
	2017			2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income	$	128,808		$	157,406
Adjustments to reconcile net income to net cash used in operating activities:
Bad debt expense
Depreciation and amortization expense		57,554			58,700
Change in operating assets and liabilities, net of acquisition:
(Increase) decrease in accounts receivables		(104,484	)		145,586
(Increase) decrease in prepayments and other receivables		615,655			(137,990	)
(Increase) decrease in inventories		(2,558,657	)		(788,593	)
Increase (decrease) in taxes payable		296,183			372,746
Increase (decrease) in customer prepayments		957,019			157,176
Increase (decrease) in accounts payable and accrued expenses		192,411			(168,690	)

Net Cash Used in Operating Activities		(415,511	)		(203,659	)

CASH FLOWS FROM INVESTING ACTIVITIES
Cash acquired in acquisition		563			555
Deposits		(1,480	)		—
Purchases of property and equipment					(12,802	)

Net Cash Used in Investing Activities		(917	)		(12,247	)

CASH FLOWS FROM FINANCING ACTIVITIES
Repayment to related party		(654,007	)		(69,283	)
Proceeds from short term advance		200			—
Proceeds from related parties		901,183			402,807

Net Cash Provided by Financing Activities		247,376			333,524

Effect of exchange rate changes on cash		8,468			(13,015	)

NET INCREASE IN CASH AND CASH EQUIVALENTS		(160,584	)		104,603

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		225,539			120,936

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	64,955		$	225,539

SUPPLEMENTAL DISCLOSURES:
Cash paid for interest	$	59,194		$	241,957
Cash paid for income taxes	$	100		$	143
Converted related party accounts payable into loans	$	12,000		$	8,400

~~Statements~~See ofaccompanying ~~Stockholders’~~notes ~~Deficit~~to financial statements

For the Years ended December 31, 2015 and 2016

					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit
Balance – December 31, 2014		18,000,000		18,000	$	9,000	$	(260,755	)	$	(233,755	)
Net income (loss) for the year ended December 31, 2015		—		—		—		(30,916	)		(30,916	)
Balance – December 31, 2015		18,000,000		18,000		9,000		(291,671	)		(264,671	)
Net income (loss) for the year ended December 31, 2016		—		—		—		(30,803	)		(30,803	)
Balance – December 31, 2016		18,000,000		18,000	$	9,000	$	(322,474	)	$	(295,474	)

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

Wings & Things, Inc.

~~Statements~~Notes ofto ~~Cash~~the ~~Flows~~Financial Statements

	FOR THE YEAR ENDED DEC 31, 2016			FOR THE YEAR ENDED DEC 31, 2015
Cash Flows from Operating Activities
Net Loss	$	(30,803	)	$	(30,916	)
Adjustments to reconcile net loss to cash provided (used) by operating activities:
Expenses paid by related party		6,900			8,400
Changes in operating assets and liabilities:
Increase (decrease) in accounts payable - vendor		(800	)		800
Increase in accrued interest – related party		10,320			9,488
Increase in accrued interest – other		6,091			5,602
Net cash provided (used) by operating activities		(8,292	)		(6,626	)
Cash Flows from Investing Activities
Net cash provided (used) by investing activities		—			—
Cash Flows from Financing Activities
Cash advances received		8,300			6,200
Net cash provided (used) by financing activities		8,300			6,200
Increase (decrease) in cash		8			(426	)
Cash and cash equivalents at beginning of year		425			851
Cash and cash equivalents at end of year	$	433		$	425
Supplemental Cash Flow Information:
Cash paid for interest	$	0		$	0
Cash paid for income taxes	$	0		$	0
Non-Cash Investing and Financing Activities
Converted related party accounts payable into loans	$	8,400		$	10,400

December 31, 2017 and 2016

~~The~~NOTE ~~accompanying~~1 ~~notes~~- ~~are~~NATURE anOF ~~integral part~~OPERATIONS of& ~~these financial statements.~~REORGANIZTION

Wings & Things, Inc. (the Company), was incorporated March 11, 1986 as a Utah corporation. On March 10, 2000 the Company changed its domicile to Nevada.

Wings & Things acquired Northern Mountain Silk, Inc., a Utah corporation (“Northern Mountain”) on September 21, 2017 pursuant to a private transaction between VIP Worldnet, Inc. (“VIP Worldnet”), the majority shareholder of Wings & Things, and Northern Mountain. VIP Worldnet transferred 14,100,000 of Wings & Things common stock to Northern Mountain’s shareholders, leaving VIP Worldnet with 900,000 shares of Wings & Things common stock. Based upon this private transaction, Northern Mountain shareholders delivered 15,000,000 of Northern Mountain’s issued and outstanding shares to Wings & Things, resulting in Northern Mountain becoming a wholly-owned subsidiary of Wings & Things and its shareholders, as a group, owning 78.3% of Wings & Things outstanding common stock.

Northern Mountain is a holding company and does not have significant business operations, other than holding of equity interests in its subsidiaries and a variable interest entities (VIE). It has an operating variable interest entity Liaoning Yixing Silk Company Limited.

Liaoning Yixing Silk Company Limited (“Yixing Silk”), was established on November 25, 2010 in Xifeng City, Liaoning Province, in the Peoples Republic of China as a limited liability company. Effective on that same day, Yixing Silk acquired all the assets and operations of Xifeng County Yixing Silk Factory (“Xifeng”). Yixing Silk registered capital is RMB20 million, approximately $3.1 million U.S.

Yixing Silk is engaged in the manufacturing and retail sale of raw wild silk and silk related products, such as bedding, comforters, clothing, and silk thread products. Yixing Silk also manufactures raw silk batting that is sold to other manufacturers for inclusion in their varied products. Yixing Silk’s manufacturing facilities and showroom are located in Xifeng city, in the Liaoning Province of northern Peoples Republic of China. Yixing Silk also has retail locations in Shenyang city, Liaoning Province, and in the Nantong textiles district, in Nantong city, Jiangsu Province, China, a popular hub for textiles commerce in the Shanghai area of China.

On a consolidated basis, Northern Mountain’s operating activities are significant compared to those of Wings & Things, therefore pursuant to SEC reporting regulations, the acquisition is treated as a reverse acquisition with Northern Mountain becoming the accounting acquirer. Although the legal acquirer in the acquisition is Wings & Things, in a reverse acquisition the accounting acquirer’s financial historical information is presented in the financial statements as though they are the parent company’s history, but in actuality all historical financial information is that of the accounting acquirer. In these financial statements, all historical financial information is that of Northern Mountain which consists primarily of the operating activities of its only operating entity, Yixing Silk.

In addition to the historical presentation changes in a reverse acquisition, there is also a reorganization of the parent company’s equity section, as such, the historical retained earnings of Wings & Things prior to the acquisition on September 21, 2017 has been reclassified to paid in capital and the retained earnings have been replaced by those of Northern Mountain.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

NOTE 12 - ~~SUMMARY OF~~ SIGNIFICANT ACCOUNTING POLICIES

a.A) ~~Organization~~BASIS &OF ~~Summary of Significant Accounting Policies~~PRESENTATION

~~Wings & Things, Inc. (the Company), was~~The ~~incorporated~~accompanying ~~March~~financial ~~11,~~statements ~~1986~~have asbeen aprepared ~~Utah~~in ~~corporation.~~accordance Onwith ~~March~~United ~~10,~~States ~~2000~~generally ~~the~~accepted ~~Company~~accounting ~~changed~~principles (“U.S. ~~its domicile to Nevada~~GAAP”).

~~b. Cash~~ B) ~~and~~USE ~~Cash~~OF ~~Equivalents~~ESTIMATES

The ~~Company~~preparation ~~considers~~of financial ~~all~~statements ~~highly~~in ~~liquid~~conformity ~~investments~~ with ~~maturities~~generally ofaccepted ~~three~~accounting ~~months~~principles orrequires ~~less~~management to bemake ~~cash~~estimates ~~equivalents~~and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates.

~~c. Use~~C) ofCONCENTRATIONS ~~estimates~~OF RISKS

~~The~~Concentration ~~preparation~~ of ~~financial~~Credit statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.Risk

dFinancial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash, trade receivables and advances to suppliers. ~~Recognition~~ As of ~~Revenue~~December 31, 2017 and 2016, with respect to trade receivables and advances to suppliers, the Company extends credit based on evaluations of the customers' and suppliers' financial position and business history with the Company. The Company generally is required to make advances to suppliers.

The Company’s ~~has~~operations ~~adopted~~are ~~FASB~~carried out ~~ASC~~in ~~605~~China. ~~which provides~~Accordingly, ~~guidance~~the onCompany’s ~~the~~business, ~~recognition~~financial condition and results of operations may be influenced by the political, ~~presentation~~economic and ~~disclosure~~legal environments of ~~revenue~~China inand ~~financial~~by ~~statements~~the ~~filed~~general ~~with~~state of the ~~SEC~~Chinese economy. ~~FASB~~The ~~ASC~~Company’s operations ~~605~~in ~~outlines~~ the ~~basic~~foreign ~~criteria~~country ~~that~~are ~~must~~subject ~~be met~~ to ~~recognize~~specific ~~revenue~~considerations and ~~provides~~significant ~~guidance~~risks ~~for~~not ~~disclosure~~typically ~~related~~associated towith ~~revenue~~companies ~~recognition~~in ~~policies~~economically developed nations. InThese ~~general~~include risks associated with, among others, the political, economic and legal environments and foreign currency exchange. The Company’s ~~recognizes~~results ~~revenue~~may ~~related~~be adversely affected by changes in governmental policies with respect to ~~monthly~~laws ~~services~~and ~~provided~~regulations, ~~when~~anti-inflationary ~~(i)~~measures, ~~persuasive~~currency ~~evidence~~conversion ofand anremittance ~~arrangement exists~~abroad, ~~(ii)~~and ~~delivery~~rates ~~has~~and ~~occurred~~methods orof ~~services~~taxation, among ~~have~~other ~~been~~things. ~~rendered~~Also, ~~(iii)~~due to the ~~fee~~current iseconomic ~~fixed~~conditions orin ~~determinable~~China and ~~(iv)~~challenges ~~collectability~~being faced by the Chinese economy, the isCompany ~~reasonably~~may ~~assured~~face a risk of reduction in future revenue growth and non- collection of receivables from the customers in China.

~~e. Reclassification~~D) FOREIGN CURENCY TRANSLATION AND OTHER COMPREHENSIVE INCOME

~~Certain~~The ~~amounts~~reporting currency of the Company is the U.S. dollar. The Company uses the local currency, Renminbi (RMB), as its functional currency. Assets and liabilities are translated at the unified exchange rate as quoted by the People’s Bank of China at the end of the period. The statement of operations accounts are translated at the average translation rates and the equity accounts are translated at historical rates. Translation adjustments resulting from this process are included in ~~prior-year~~accumulated ~~financial~~other ~~statements~~comprehensive income in ~~have~~the ~~been~~statement ~~reclassified~~of ~~for~~equity. ~~comparative~~Transaction ~~purposes~~gains toand ~~conform~~losses tothat arise from exchange rate fluctuations on transactions denominated in a currency other than the ~~presentation~~functional currency are included in the ~~current~~results ~~year~~of ~~financial~~operations ~~statements~~as incurred.

f. Earnings Per Share

The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the financial statements.

	For the Years Ended December 31,
	2016			2015
Net Loss (numerator)	$	(30,803	)	$	(30,916	)
Weighted Average Number of Shares Outstanding (denominator)		18,000,000			18,000,000
Basic Loss per Common Share	$	(0.00	)	$	(0.00	)

For the years ended December 31, 2016 and 2015, the Company had no potentially dilutive common stock equivalents issued.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

~~NOTE~~Translation 2adjustments included -in ~~GOING~~accumulated ~~CONCERN~~other comprehensive income amounted to $20,834 and other comprehensive loss $112,470 as of December 31, 2017 and 2016, respectively. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the balance sheet.

The ~~accompanying~~PRC ~~financial~~government ~~statements have~~imposes ~~been~~significant ~~prepared~~exchange ~~assuming~~restrictions ~~that~~on ~~the~~fund ~~Company~~transfers ~~will~~out ~~continue as a going concern. The Company has limited assets, has a negative working capital~~ of ~~$295,474 and has incurred losses of $322,474 since inception. Its activities have been limited for~~ the ~~past~~PRC ~~several years~~that ~~and~~are itnot isrelated ~~dependent upon financing~~ to ~~continue~~business operations. These ~~factors~~restrictions have ~~raise~~not ~~substantial~~had ~~doubt~~a ~~about~~material ~~the~~impact ~~ability~~on of the Company tobecause ~~continue~~it ashas ~~a going concern. The financial statements do~~ not ~~include~~engaged in any ~~adjustments~~significant transactions that ~~might~~are ~~result~~subject ~~from~~to the ~~outcome~~ ~~of this uncertainty~~restrictions. ~~It is management’s plan to acquire or merge with other operating companies.~~

~~NOTE~~E) 3CASH -AND ~~INCOME~~CASH ~~TAXES~~EQUIVALENTS

The ~~Financial~~Company ~~Accounting~~considers ~~Standards Board (FASB)~~all ~~has~~highly ~~issued~~liquid ~~FASB~~investments ~~ASC~~with ~~740-10~~an ~~(Prior~~original ~~authoritative~~maturity ~~literature:~~of ~~Financial~~three ~~Interpretation~~months ~~No.~~or ~~48,~~less ~~"Accounting~~to ~~for~~be ~~Uncertainty~~cash ~~in Income Taxes - An Interpretation of FASB Statement No~~equivalents. ~~109~~Cash ~~(FIN~~and ~~48). FASB~~cash ~~ASC~~equivalents ~~740-10 clarifies the accounting for uncertainty~~are inmaintained ~~income~~with ~~taxes~~major ~~recognized in an enterprise's~~ financial ~~statements~~institutions in ~~accordance with prior literature FASB Statement No~~China. ~~109, Accounting~~Deposits ~~for~~held ~~Income~~with ~~Taxes. This~~these ~~standard~~banks ~~requires~~are ~~a company to determine whether it is more likely than~~ not ~~that~~covered by a ~~tax~~government insurance ~~position~~system, ~~will~~therefore beall ~~sustained~~deposits ~~upon~~are ~~examination~~at ~~based upon the technical merits of the position~~risk. IfThe ~~the~~Company ~~more-likely-than-~~has not ~~threshold is~~experienced ~~met,~~any alosses ~~company~~in ~~must~~such ~~measure~~accounts ~~the~~and ~~tax~~believes ~~position~~that toit ~~determine~~is not ~~the~~exposed ~~amount~~ to ~~recognize~~any insignificant ~~the~~credit ~~financial~~risk ~~statements. As~~on acash ~~result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition~~ and ~~measurement~~cash ~~standards established by FASB ASC 740-10~~equivalents.

~~Deferred~~F) ~~taxes~~ACCOUNTS are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.RECEIVABLE

The Company ~~currently~~regularly ~~has~~assesses nothe ~~issues creating~~collectability ~~timing~~of ~~differences~~its ~~that~~accounts ~~would~~receivable, ~~mandate~~and ~~deferred~~considers ~~tax~~receivables ~~expense.~~with ~~Net~~aging ~~operating~~exceeding ~~losses~~120 ~~would~~days ~~create~~to ~~possible~~be ~~tax~~potentially ~~assets in future years~~uncollectible. Management ~~Due~~will toanalyze the ~~uncertainty~~need offor ~~the~~an ~~utilization~~allowance offor ~~net~~doubtful ~~operating~~accounts ~~loss~~at ~~carry~~that ~~forwards,~~time. aAn ~~valuation~~ allowance ~~has~~for ~~been~~bad ~~made~~debt towas ~~the~~established ~~extent of any tax benefit that net operating losses may generate. A provision~~ for ~~income~~the ~~taxes~~year ended ~~has~~December ~~not~~31, ~~been~~2014 ~~made~~in ~~due~~the toamount ~~net operating loss carry-forwards~~ of $~~322~~30,~~474~~071, ~~and~~(RMB ~~$291~~185,~~761~~420). asNo ofadditional ~~December~~allowance ~~31,~~was ~~2016~~reserved ~~and~~for ~~December~~the ~~31,~~year ~~2015,~~ended ~~respectively~~December 31, ~~which~~2017. ~~may~~The beallowance ~~offset against~~for ~~future~~doubtful ~~taxable~~accounts ~~income~~balances ~~through~~at ~~2034.~~December No31, ~~tax~~2017 ~~benefit~~and ~~has~~2016 ~~been~~were ~~reported~~$28,451 inand ~~the~~$26,705, ~~financial statements~~respectively.

~~Deferred~~The ~~tax~~Company ~~asset~~establishes an allowance for doubtful accounts based on management’s assessment of the collectability of trade receivables. A considerable amount of judgement is required in assessing the amount of the allowance. The Company considers the historical level of credit losses and applies percentages to aged receivable categories. The Company makes judgements about the ~~valuation~~credit ~~account~~worthiness of each customer based on ongoing credit ~~are~~evaluations, asand ~~follows~~monitors atcurrent ~~December~~economic 31trends that might impact the level of credit losses in the future. If the financial positions of the customers were to deteriorate, ~~2016~~resulting ~~and~~in ~~2015:~~their inability to make payments, a larger allowance may be required. For those amounts identified as doubtful after assessment, the Company makes specific provision for these doubtful amounts. Bad debts are written off when identified. The Company extends unsecured credit to customers ranging from 30 to 90 days in the normal course of business. The Company does not accrue interest on trade receivables.

	For the Years Ended December 31,
	2016			2015
Net operating loss carryforward	$	109,641		$	99,168
Valuation allowance		(109,641	)		(99,168	)
Deferred tax asset	$	—		$	—

G) INVENTORIES

~~The~~Inventories ~~change~~are instated at the ~~valuation~~lower ~~allowance~~of ~~was~~cost ~~$10~~or market,~~473~~ computed on a weighted average cost basis. If required, the Company provides inventory allowances ~~during~~based on excess and obsolete inventories. During the ~~year~~years ended December 31, 2017 and 2016, the Company wrote off inventory amounts of $0 and $0, due to the recorded cost being higher than market value.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

~~NOTE~~H) 3PROPERTY -AND ~~INCOME TAXES (continued)~~EQUIPMENT

AProperty, ~~reconciliation~~plant ofand ~~amounts~~equipment are ~~obtained~~stated byat ~~applying~~ cost, less accumulated depreciation. Depreciation is computed using the ~~Federal~~straight-line ~~tax~~method ~~rate~~over the estimated useful lives of ~~34%~~the related assets, ranging from 3 to ~~pre-tax~~7 ~~income~~years for furniture, fixtures, machinery and equipment, 15 to ~~income~~20 ~~tax~~years ~~benefit~~for isbuildings and asimprovements. ~~follows:~~Leasehold improvements are amortized over the lesser of the term of the lease or the economic life of the asset. Routine repairs and maintenance are expensed when incurred.

	For the Years Ended December 31,
	2016			2015
Federal tax provision (at 34%)	$	10,473		$	10,511
Change in valuation allowance		(10,473	)		(10,511	)
	$	0		$	0

I) INCOME TAXES

The Company ~~did~~applies ~~not~~ASC 740 ~~have~~which ~~any~~requires ~~tax~~the ~~positions~~ asset and liability method of accounting for ~~which~~income ittaxes. isThe ~~reasonably~~asset ~~possible~~and liability method requires that the current or deferred tax consequences of all events recognized in the ~~total~~financial ~~amount~~statements are measured by applying the provisions of ~~unrecognized~~enacted tax ~~benefits~~laws ~~will~~to ~~significantly~~determine ~~increase~~the amount of taxes payable or ~~decrease~~refundable currently or in future years. Deferred tax assets are ~~within~~reviewed for recoverability and the ~~next~~Company 12records ~~months~~a valuation allowance to reduce its deferred tax assets when it is more likely than not that all or some portion of the deferred tax assets will not be recovered.

~~The~~ASC 740 requires recognition and measurement of uncertain tax ~~years~~positions ~~that~~using ~~remain~~a ~~subject~~“more-likely-than-not” toapproach, ~~examination~~requiring the recognition and measurement byof ~~major~~uncertain ~~taxing~~tax ~~jurisdictions~~positions. Deferred taxes are ~~those~~provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the ~~years~~differences ~~ended~~between ~~December~~the ~~31,~~reported ~~2016~~amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, ~~2015~~in the opinion of management, ~~2014~~it is more likely than not that some portion or all of the deferred tax assets will to be realized. Deferred tax assets and ~~2013~~liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

~~NOTE~~J) 4REVENUE ~~- NOTES PAYABLE~~RECOGNITION

~~Notes~~Revenue ~~payable~~is ~~unrelated~~recognized ~~parties~~when a asformal ofarrangement ~~December 31~~exists, ~~2016~~the ~~are~~price ~~$80~~is fixed or determinable,~~000~~ the delivery is completed, the Company has no other significant obligations and collectability is reasonably assured. ~~This~~Payments ~~includes~~received ~~additional~~before ~~advances~~all ~~during~~the ~~2016~~relevant criteria for revenue recognition are recorded are treated as an advance from customers. Revenue represents the invoiced value of $8goods,~~300~~ net of value-added tax (VAT). All ~~The~~of ~~Notes~~the ~~bear~~Company’s ~~interest~~products sold in the PRC are subject to a Chinese value-added tax at 8a rate of 3% ~~and~~to ~~are~~17% ~~due~~of the gross sales price. This VAT may be offset by VAT paid by the Company on ~~demand~~raw materials and other materials included in the cost of producing the finished product.

~~Accrued~~K) BUSINESS ~~interest was $28,725 and $22,634 at December 31, 2016 and 2015, respectively.~~COMBINATIONS

~~NOTE~~The Company 5accounts -for ~~RELATED~~its ~~PARTY~~business ~~TRANSACTIONS~~combinations using the acquisition method of accounting in accordance with Accounting Standards Codification ("ASC") 805 "Business Combinations." ASC 805 requires the use of the purchase method of accounting for any business combinations initiated after June 30, 2002, and further clarifies the criteria to recognize intangible assets separately from goodwill.

AsWith of the ~~year~~acquisition ~~ended~~of Xifeng ~~December~~County ~~31,~~Yixing ~~2016~~Silk ~~and 2015~~Factory (Xifeng), the Company ~~incurred~~acquired ~~$6,900~~seven ~~and~~(7) ~~$8,400,~~intellectual ~~respectively,~~patents ofregistered ~~consulting,~~with ~~administrative,~~the ~~and~~State ~~professional services to First Equity~~Intellectual ~~Holdings~~Property ~~Corp.~~Office Inof ~~2016~~ the ~~2015~~People's ~~accounts~~Republic ~~payable~~of ~~were converted into Notes payable – related party~~China. ~~Notes~~These ~~payable-~~include ~~related party~~3 atdesign ~~December 31~~patents, ~~2016~~3 ~~and~~invention ~~2015 were $137~~patents,~~400~~ and ~~$129,000,~~1 ~~respectively.~~utility ~~Accrued~~model ~~interest~~patent. There ~~at December 31, 2016 and 2015~~ was ~~$42,882~~ ~~and~~no ~~$32,562,~~book ~~respectively.~~value ~~The~~for ~~notes~~these ~~bear~~intellectual ~~interest at 8% and are due on demand~~patents.

NOTE 6 - CAPITALIZATION

In 1986, the Company issued 17,000,000 shares of common stock for the marketing rights to an airship. The value of this issuance was $17,000.

During 2003, the Company issued 1,000,000 of its common stock for services valued at $10,000 (or $.01 per share).

The Company did not issue any common stock, options, warrants or any other stock based awards subsequent to 2003.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

~~NOTE~~L) 7FAIR -VALUE ~~RECENT~~OF ~~PRONOUNCEMENT~~FINANCIAL INSTRUMENTS

The Company ~~has~~adopted ~~evaluated~~ASC 820, ~~Recent~~“Fair ~~Accounting Pronouncements~~Value ~~and~~Measurements” which ~~has~~defines ~~determined~~fair ~~that~~value, ~~all~~establishes ~~such~~a ~~pronouncements~~three-level ~~either~~valuation dohierarchy for ~~not~~disclosures ~~apply~~of orfair ~~their~~value ~~impact~~measurement isand ~~insignificant~~enhances todisclosure ~~the~~requirements ~~financial statements~~for fair value measures. The three levels are defined as follows:

~~NOTE~~☐ 8Level –1 ~~FAIR~~inputs ~~VALUE~~to ~~MEASUREMENTS~~the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

If☐ ~~required~~Level by2 ~~authoritative~~inputs ~~literature,~~to the ~~Company~~ ~~would~~valuation ~~account~~methodology include quoted prices for ~~certain~~similar assets and liabilities atin ~~fair~~active ~~value.~~markets, ~~The~~and ~~hierarchy below lists three levels of fair value based on the extent to which~~ inputs ~~used~~that ~~in measuring fair value~~ are observable infor the ~~market.~~asset ~~When~~or ~~applicable~~liability, weeither ~~categorize~~directly ~~each~~or ~~of our~~indirectly, ~~fair~~for ~~value~~substantially ~~measurements~~the infull ~~one~~term of ~~these three levels based on~~ the ~~lowest~~financial ~~level input hat significant to the fair value measurement in its entirety~~instrument.

~~The~~☐ ~~cash,~~Level ~~accounts~~3 ~~payable,~~inputs ~~notes~~to ~~payable~~the ~~and accrued~~valuation ~~interest~~methodology ~~have~~are ~~fair~~unobservable ~~values~~and ~~that~~significant ~~approximate their carrying values due~~ to the ~~short~~fair ~~term nature of these instruments~~measurement.

~~NOTE~~The 9carrying –amounts ~~SUBSEQUENT~~reported in ~~EVENTS~~the balance sheets for cash and cash equivalents, and current liabilities each qualify as financial instruments and are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The carrying value of short term loans approximates fair value because negotiated terms and conditions are consistent with current market rates as of December 31, 2017 and 2016.

~~The~~M) ~~Company~~RECENT ~~has~~ACCOUNTING evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.PRONOUNCEMENTS

Recent Accounting Standards Update (“ASU”) through ASU no. 2018-04 contains technical corrections to existing guidance or effects guidance to specialized industries. These recent updates have no current applicability to the Company or their effect on the financial statements would not have been significant.

N) IMPAIRMENT OF LONG-LIVED ASSETS

The Company has adopted FASB ASC 360 “Accounting for the Impairment or Disposal of Long-Lived Assets," which requires that long-lived assets to be held and used be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. As of December 31, 2017 and 2016, no impairment of long lived assets was deemed necessary by management.

O) LAND USE RIGHTS

The Company has capitalized the cost of using the land on which their offices and facilities reside. In the Peoples Republic of China, the entities are not allowed to purchase and own the land, but must receive permission from the government and pay the requested fees for the land use right. These fees have been capitalized under “Land Use Rights”. The terms of the agreement are for 50 years, and the costs are being amortized over this period with an annual amortization of approximately $3,000.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

P) EARNINGS PER SHARE

The Computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the financial statements.

	2017		2016
Net Income (numerator)	$	128,808	$	157,406
Weighted Average Number of Shares Outstanding (denominator)		15,830,137		15,000,000
Total Inventories (net)	$	0.01	$	0.01

For the years ended December 31, 2017 and 2016, the Company had no potentially dilutive common stock equivalents issued.

NOTE 3 – GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of its liabilities in the normal course of business. The Company has an accumulated deficit of $983,510 and $1,112,318 as of December 31, 2017 and December 31, 2016, respectively. There was net cash used in operating activities of $415,511 and $203,659 for the year ended December 31, 2017 and 2016, respectively. As the Company has limited cash flow from operations, its ability to maintain normal operations is dependent upon obtaining adequate cash to finance its manufacturing processes. The Company’s ability to meet its cash requirements for the next twelve months largely depends on the related-party loans from our major shareholder and the continued renewal of our short-term bank loans. These factors raise substantial doubt about the Company's ability to continue as a going concern.

The Company is in the process of obtaining informal assurance from our current lender that our short term loans will continue to be renewed and further opening dialog with the lender to convert the short term loans to long term loans. The Company also may rely on sales of its common stock to raise additional funds. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 4 - INVENTORIES

Inventories consist of the following at December 31, 2017 and 2016:

	2017		2016
Raw materials	$	3,507,718	$	1,985,967
Finished goods		3,834,321		2,415,100
Cost to market adjustment		—		—
Total Inventories (net)	$	7,342,039	$	4,401,067

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

NOTE 5 – PREPAYMENTS AND OTHER CURRENT ASSETS

As of the December 31, 2017 and 2016, the prepayments and other current assets were $210,092 and $796,298, respectively. They consist of primarily prepayments to vendors for the raw materials.

NOTE 6 – PROPERTY AND EQUIPMENT AND LAND USE RIGHTS, NET

Depreciation expense was $54,772 and $55,863 during the years ended December 31, 2017 and 2016, respectively. The majority of the depreciation expense was included as a component of cost of goods sold for the years ended December 31, 2017 and 2016.

Property and equipment consist of the following:

	2017			2016
Manufacturing equipment	$	1,286,546		$	1,207,610
Buildings and improvements		878,400			824,505
TOTAL		2,164,946			2,032,115
Accumulated depreciation		(1,677,055	)		(1,520,846	)
Property and equipment, net	$	487,891		$	511,269

Amortization expenses of land use rights for the years ended December 31, 2017 and 2016 are $2,782 and $2,837, respectively. Land use rights consist of the following:

	2017			2016
Land use rights	$	144,539		$	135,670
Accumulated amortization		(34,564	)		(29,734	)
Total land use rights	$	109,975		$	105,936

Estimated amortization expenses of land use rights for the next five annual periods ended December 31, are as follows:

Year Ended		Expense
	December 31, 2018	$	2,782
	December 31, 2019	$	2,782
	December 31, 2020	$	2,782
	December 31, 2021	$	2,782
	December 31, 2022	$	2,782

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

NOTE 7 – SHORT TERM LOANS

Short term loans consist of the following:

	December 31,
	2017		2016

A 2-year term Bank Note from a Chinese Bank in the amount of 4.5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently in default	$	690,472	$	648,107

A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently in default.		767,191		720,120

A 2-year term Bank Note from a Chinese Bank in the amount of 5 million RMB, note bears interest at 11.16%, interest is due quarterly, with principal due on March 30, 2017. The note is secured by fixed assets and currently in default.		767,191		720,120
Total	$	2,224,853	$	2,088,347

For the years ended December 31, 2017 and 2016, interest expenses amounted to $241,122 and $241,957, respectively.

At December 31, 2017 and 2016, accrued interest on the outstanding short term loans was $184,024 and $0, respectively.

Apart from the collateral of Company’s fixed assets, there were no other loan covenants required by the loans disclosed above.

NOTE 8 – NOTES PAYABLE

The accompanying financial statements include the notes payable and related party notes payable assumed in the reverse acquisition. Notes payable unrelated parties as of December 31, 2017 were $84,500, due on demand, and bear interest at 8%. Accrued interest at December 31, 2017 was $35,345. Notes payable-related party at December 31, 2017 were $150,900. Accrued interest at December 31, 2017 was $53,944. The notes bear interest at 8% and are due on demand.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

NOTE 9 – TAXES PAYABLE

Taxes payable consisted of the following:

	2017		2016
VAT provision	$	1,389,907	$	1,055,129
Income tax payable		221,509		166,261
Other levies		—		2,863
Total	$	1,611,416	$	1,224,253

NOTE 10 - INCOME TAXES

ASC 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. As a result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition and measurement standards established by FASB ASC 740-10.

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Deferred tax assets and the valuation account are as follows:

	2017			2016
Deferred tax assets:
NOL carryover	$	225,300		$	257,400
Valuation allowance		(225,300	)		(257,400	)
Net deferred tax asset	$	—		$	—

The income tax provision differs from the amount of income tax determined by applying the PRC federal income tax rates of 25% to pretax income from continuing operations for the years ended December 31, 2017 and 2016.

The components of income tax expense are as follows:

	2017		2016
Tax at statutory rate	$	42,897	$	52,474
US GAAP adjustments		—		—
Valuation allowance		—		—
Income tax expense	$	42,897	$	52,474

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

The Company has adopted FASB ASC 740-10 to account for income taxes. The Company currently has no issues creating timing differences that would mandate deferred tax expense. Net operating losses have been presented in these U.S. GAAP financial statements, but because of the acquisition in 2010, the Company will not be able to use the loss carry-forward, therefore, an evaluation allowance has been made to the extent of any tax benefit that net operating losses could have generated.

The Company did not have any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the next 12 months.

The Company includes interest and penalties arising from the underpayment of income taxes in the consolidated statements of operations in the provision for income taxes. As of December 31, 2017 and 2016, the Company had no accrued interest or penalties related to uncertain tax positions.

The tax years that remain subject to examination by major taxing jurisdictions are for the years ended December 31, 2017, 2016 and 2015.

The Company has evaluated Staff Accounting Bulletin No. 118 regarding the impact of the decreased tax rates of the Tax Cuts & Jobs Act. It has no impact on the Company’s tax position and financials.

NOTE 11 – STOCKHOLDERS’ EQUITY

Wings & Things, Inc. (The Company), was incorporated March 11, 1986, and had issued 18,000,000 shares to its shareholders as of September 21, 2017, the date on which the Company’s major shareholder agreed in a private transaction to transfer a majority of its common shares to Northern Mountain Silk, Inc.(“Northern”). This private transaction allowed Northern to become a wholly owned subsidiary of the Company. Pursuant to the Agreement, the Company’s major shareholder transferred 14,100,000 shares of common stock to Northern’s shareholders. The acquisition of Northern and its subsidiaries has been recorded as a reverse acquisition, with Northern being the accounting acquirer, therefore, all equity transactions have been retroactively restated to reflect the shares issued to the Northern shareholders in the acquisition, as though a forward stock split has occurred. A re-organization adjustment was made to clear the retained earnings of Wings, as the reverse acquisition presentation is to show only the operating history of the accounting acquirer. This adjustment moves the prior year retained earnings of Wings, to paid in capital. An adjustment is also made to paid in capital to reflect the treatment of the share changes and the resulting par values.

In a reverse acquisition, all historical financial information is that of the accounting acquirer, though stated as the “Company”, therefore, all historical equity transactions in the Statement of Stockholders’ Equity are those of Northern and its subsidiaries.

On December 5, 2016, Northern executed an agreement with the shareholders of Liaoning Yixing Silk Company Limited (“Yixing”), wherein the shareholders through various agreements assigned all management rights and privileges to Northern, thus becoming a Variable Interest Entity of Northern. This transaction allowed Northern to consolidate with Yixing, and due to the material nature of Yixing, this transaction was also treated as a reverse acquisition. Therefore, all equity transactions have been restated to be those of the accounting acquirer Yixing, and all share presentation has been shown as though a stock split has occurred retroactively back to inception. In the reverse acquisition with Northern, all previous retained earnings of Northern were reorganized, or removed to paid in capital, to properly reflect only the operating history of Yixing prior to the acquisition.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

Yixing’s functional currency is the Chinese RMB, and the reporting currency of the Company is the U.S. Dollar, therefore Yixing’s financial information is adjusted to the reporting U.S. currency and all foreign currency adjustments are recorded in Other Accumulated Comprehensive Income.

NOTE 12 – STATUTORY RESERVES

The laws and regulations of the People’s Republic of China require that before a enterprise distributes profits to its shareholders, it must first satisfy all tax liabilities, provision for losses in previous years, and make allocations, in proportions determined at the discretion of the board of directors, to the statutory reserves. The statutory reserves include the surplus reserve funds and the enterprise fund and these statutory reserves represent restricted retained earnings.

The Company is required to transfer 10% of its net income, as determined in accordance with the PRC accounting rules and regulations, to a statutory surplus reserve fund until such reserve balance reaches 50% of the Company’s registered capital.

The transfer to this reserve must be made before distribution of any dividend to shareholders. The surplus reserve fund is non-distributable other than during liquidation and can be used to fund previous years’ losses, if any, and may be utilized for business expansion or converted into share capital by issuing new shares to existing shareholders in proportion to their shareholding or by increasing the par value of the shares currently held by them, provided that the remaining reserve balance after such issue is not less than 25% of the registered capital. However, the statutory reserves were amended and became optional by the enterprise effective in 2016. For the years ended December 31, 2017 and 2016, the Company contributed contributions of $0 and $0 to these reserves, respectively.

NOTE 13 - COMMITMENTS AND CONTINGENCIES

In February 2012, the Company committed to an operating lease for showroom space to commence February 1, 2012. The lease expires in January 2017, but was re-negotiated for an additional year to expire January 10, 2018. Rent is paid annually at the commencement of the lease agreement. The annual lease obligation was $31,073 and $28,617 for the year ended 2017 and 2016, respectively.

In September 2012, the Company committed to an operating lease for warehouse space to commence September 10, 2012. The lease agreement subsequently expired and there is no written agreement in effect at this time, but only a verbal agreement. Lease payments are due annually upon commencement of the lease term. Annual rental fee for this lease is $1,006.

Rent expense for the year ended December 31, 2017 and 2016 was $32,079 and $29,641, respectively.

NOTE 14 - RELATED PARTY TRANSACTIONS

The president of the subsidiary and his family members have advanced various funds to the Company since its inception, and/or paid for various business properties or expenses from his personal finances. As of December 31, 2017 and 2016, the outstanding advances from related parties were $836,211 and $962,228, respectively. Advances from related parties in 2017 and 2016 were $368,508 and $402,807, respectively. Payments back to related parties during 2017 and 2016 were $532,675 and $69,283, respectively.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

The Company also received a total advance of $532,675 during 2017 from a shareholder. The repayment of the advance is due on demand. The interest rate and term is under negotiation. Payments back to this related party during 2017 was $103,576.

NOTE 15 - CONCENTRATION OF SUPPLIERS AND CUSTOMERS

During the year ended December 31, 2017 and 2016, the Company had one major supplier, through which the Company purchased 97% and 80% of its inventory, respectively. Although the Company believes comparable products could be purchased from other vendors, the loss of this vendor could have a temporary severe impact on the Company’s operations.

NOTE 16 – MATERIAL AGREEMENTS

On December 5, 2016, the Company and its shareholder executed several agreements with Spirited Trading Xifeng, Ltd., (Xifeng) a PRC Company, wherein the Company and its shareholder assigned various rights, authorities and management powers to Xifeng and thus became a Variable Interest Entity (VIE) of Xifeng. As of December 5, 2016, the Company as a VIE would be required to consolidate its financial information with Xifeng, however these financial statements are un-consolidated, stand-alone financial statements of the Company. The VIE Agreements are as follows:

Exclusive Business Cooperation Agreements

Pursuant to the terms of certain Exclusive Business Cooperation Agreements dated December 5, 2016, between the Company and Xifeng (the “Exclusive Business Cooperation Agreements”), the VIE Company agreed to entrust the operations and management of its business to Xifeng. According to the Exclusive Business Cooperation Agreements, Xifeng possesses the full and exclusive right to manage the VIE Company’s operations, assets and personnel, has the right to control all of the VIE Company' cash flows through an entrusted bank account, is entitled to the VIE Company’s net profits as a management fee, is obligated to pay all of the VIE Company’s payables and loan payments, and bears all losses of the VIE Company. The Exclusive Business Cooperation Agreements also states that Xifeng is the exclusive technology provider to the VIE Company. The Exclusive Business Cooperation Agreements will remain in effect until (i) the parties mutually agree to terminate the agreement; (ii) Xifeng gives a written notice of termination of the Agreements, or (iii) the expiration date of December 4, 2026.

Shareholder’s Voting Proxy Agreements

Pursuant to the terms of certain Shareholder’s Voting Proxy Agreements dated December 5, 2016, among Xifeng and the shareholders of the VIE Company (the “Shareholder’s Voting Proxy Agreements”), the shareholders of the VIE Company irrevocably appointed Xifeng as their proxy to exercise on such shareholders’ behalf all of their voting rights as shareholders pursuant to PRC law and the Articles of Association of the VIE Company, including the appointment and election of directors of the VIE Company. The Shareholder’s Voting Proxy Agreements will remain in effect until Xifeng requests a cancellation of the agreement.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

Exclusive Option Agreements

Pursuant to the terms of certain Exclusive Option Agreements dated December 5, 2016, among Xifeng, the VIE Company, and the shareholders of the VIE Company (the “Exclusive Option Agreements”), the shareholders of the VIE Company granted Xifeng an irrevocable and exclusive purchase option (the “Option”) to acquire the VIE Company’ equity interests and/or remaining assets, but only to the extent that the acquisition does not violate limitations imposed by PRC law on such transactions. The Option is exercisable at any time at Xifeng’s discretion so long as such exercise and subsequent acquisition of the VIE Company does not violate PRC law. The consideration for the exercise of the Option is to be the lowest price allowed by PRC law. Xifeng may transfer all rights and obligations under the Exclusive Option Agreements to any third parties without the approval of the shareholders of the VIE Company so long as a written notice is provided. The Exclusive Option Agreements may be terminated by mutual agreements or by 30 day written notice by Xifeng.

Equity Pledge Agreements

Pursuant to the terms of certain Equity Pledge Agreements dated December 5, 2016, among Xifeng, the VIE Company, and the shareholders of the VIE Company (the “Pledge Agreements”), the shareholders of the VIE Company pledged all of their equity interests in the VIE Company to Xifeng, to guarantee all of Xifeng's rights and benefits under the Exclusive Business Cooperation Agreements, the Shareholder’ Voting Proxy Agreements and the Exclusive Option Agreements. Prior to termination of the Pledge Agreements, the pledged equity interests cannot be transferred without Xifeng's prior written consent. The Pledge Agreements may be terminated only upon the written agreement of the parties or by 30 day written notice by Xifeng.

NOTE 17 – PRO FORMA

The following Pro-forma Consolidated Balance Sheet and Statements of Operations for the year ended December 31, 2016, include the activity of Northern Mountain Silk, Inc. and Wings & Things, Inc. as if the two entities were consolidated at the beginning of the calendar year 2016.

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

Unaudited Pro Forma Condensed Combined Balance Sheet
As of December 31, 2016

		Wing & Things, Inc.			Northern Mountain Silk, Inc.		Pro Forma
					(Acquiree)		Combined
Cash and cash equivalents	$	433		$	225,539	$	225,972
Accounts receivable, net		—			359,348		359,348
Other current assets		—			5,197,365		5,197,365
Total current assets		433			5,782,252		5,782,685
Property and equipment, net		—			511,269		511,269
Intangible assets, net		—			105,936		105,936
Other assets		—			2,160		2,160
Total assets	$	433		$	6,401,617	$	6,402,050

Accounts payable	$	—		$	4,207	$	4,207
Payables-related parties		187,182			962,228		1,149,410
Accrued liabilities		28,725			15,023		43,748
Current liabilities		80,000			3,462,897		3,542,897
Total current liabilities		295,907			4,444,355		4,740,262
Total liabilities		295,907			4,444,355		4,740,262
Total shareholders' equity		(295,474	)		1,957,262		1,661,788
Total liabilities and shareholders' equity	$	433		$	6,401,617	$	6,402,050

Wings & Things, Inc.

Notes to the Financial Statements

December 31, 2017 and 2016

Unaudited Pro Forma Condensed Combined Statements of Operations
Twelve Months Ended December 31, 2016

		Wing & Things, Inc.			Northern Mountain Silk, Inc.			Pro Forma
					(Acquiree)			Combined
Revenue	$	—		$	12,423,955		$	12,423,955
Costs of revenue		—			11,313,927			11,313,927
Operating expenses		14,392			795,348			809,740
Operating income (loss)		(14,392	)		314,680			300,288
Other (expenses)		(16,411	)		(104,800	)		(121,211	)
Income (Loss) before income taxes		(30,803	)		209,880			179,077
Income tax provision		—			(52,474	)		(52,474	)
Net income	$	(30,803	)	$	157,406		$	126,603
Other comprehensive (loss)				$	(133,676	)		(133,676	)
Comprehensive Income(loss)	$	(30,803	)	$	23,730			(7,073	)

Basic and diluted earnings per share	$	(0.00	)				$	(0.00	)
Weighted-average shares		18,000,000						18,000,000

NOTE 18 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

WeOn ~~have~~September ~~not~~25, ~~had~~2017, aWings ~~change~~& inThings, Inc. dismissed Pritchett Siler & Hardy, P.C., as our independent registered public accounting firm. orOn ~~disagreement~~September ~~with~~25, ~~such~~2017, ~~accountants~~the onCompany ~~accounting~~engaged ~~financial~~KSP ~~disclosure~~Group, Inc., ~~during~~Certified ~~the~~Public ~~past~~Accountants, ~~two~~as ~~fiscal~~our ~~years~~independent registered public accounting firm.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC. This information is accumulated to allow timely decisions regarding required disclosure. Our President, who serves as our ~~principal~~Principal ~~executive~~Executive ~~officer~~Officer and ~~principal~~our ~~financial~~Chief ~~officer~~Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report and he determined that our disclosure controls and procedures were ineffective due to a control deficiency. Specifically, during the period we did not have additional personnel to allow segregation of duties to ensure the completeness or accuracy of our information. ~~Due~~We toare in the ~~size~~process ~~and~~of ~~operations~~evaluating methods of improving our internal control over financial reporting, including the ~~Company~~possible weaddition of ~~are~~financial ~~unable~~reporting staff and the increased separation of financial reporting responsibility, and intend to ~~remediate~~implement ~~this~~such ~~deficiency~~steps as ~~until~~are wenecessary ~~acquire~~and orpossible ~~merge~~to ~~with~~correct ~~another~~these ~~company.~~material weaknesses

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible to establish and maintain adequate internal control over financial reporting. Our principal executive officer is responsible to design or supervise a process to be effected by our board of directors that provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The policies and procedures include:

•

maintenance of records in reasonable detail to accurately and fairly reflect the transactions and dispositions of assets,

•

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and directors, and

•

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our financial statements.

For the year ended December 31, ~~2016~~2017, management has relied on the Committee of Sponsoring Organizations of the Treadway Commission (COSO), “Internal Control - Integrated Framework,” to evaluate the effectiveness of our internal control over financial reporting. Based upon that framework, management has determined that our internal control over financial reporting is ineffective due to the lack of additional personnel to allow segregation of duties to ensure the completeness or accuracy of our information.

Our management determined that there were no changes made in our internal controls over financial reporting during the fourth quarter of ~~2016~~2017 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

2434

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Directors and Executive Officers

~~Our~~The ~~directors~~following ~~and~~table ~~executive~~sets ~~officers~~forth ~~and~~the ~~their~~names, ~~respective~~ ages~~, positions~~ and ~~biographical~~positions ~~information~~of Wings’ ~~are~~executive ~~presented~~officers ~~below.~~and ~~Our~~directors ~~bylaws~~after ~~require~~the atabove ~~least~~described ~~one~~management ~~director~~changes. ~~and~~We ~~our~~currently ~~directors~~have ~~serve~~two ~~for~~directors serving ~~the~~for a term of one year or until they are replaced by a qualified director. Our executive officers are chosen by our board of directors ~~and~~ and serve at its discretion. There are no existing family relationships between or among any of our executive officers or directors.

Name	Age	Position Held	Director Term
Greg L. Popp	4648	~~Director,~~ President	~~March 2009 until our next annual meeting.~~
M. Jeanne Ball	58	Director, Secretary/Treasurer	February1998 until our next annual meeting.
TsuiMei Wang	41	Secretary/Treasurer Chief Financial Officer
ChunFu Li	57	Chairman of the Board	From September 2017 until our next annual meeting.
Enzhong Liu	46	Director	From July 2017 until our next annual meeting.

Greg L. Popp: --Mr. Popp has served as President of Wings since March 2009. Mr. Popp had served as a director since March 2009, but resigned on September 25, 2017. From April 2005 to the present Mr. Popp has been a managing member of Marine Life Sciences, LLC, a Nevada company that wholesales and retails neutraceutical ~~products~~ products to companies. In addition, during the past five years he has also served as Director and President of Investrio, Inc., a Utah corporation which has developed a software trading platform and educational products for consumers. Neither Marine Life Sciences nor Investrio, Inc. is an affiliate or subsidiary of Wings & Things. His professional qualifications include a MBA and extensive experience with small company operations along with experience as a director and officer of other public reporting shell companies. He currently serves as a director of LZG International, Inc., a company that has a class of securities registered with the SEC pursuant to Section 12. We believe his experience as a manager of a small private company providing products to the public may provide valuable insights during the investigation of business opportunities. Also, his experience serving in management positions for public reporting companies may prove significant in our search for a business opportunity and may be critical to our operations moving forward.

MTsuiMei Wang: Ms. ~~Jeanne~~Wang ~~Ball~~was – appointed as Secretary, Treasurer and Chief Financial Officer on September 22, 2017. Since January 2011, Ms. ~~Ball~~Wang ~~works~~has operated her own CPA firm, Wang & Associates, and provided various public accounting services for clients in the U.S., Taiwan and China. She has over 10 years of experience in Securities Exchange Commission reporting and is very familiar with public company accounting procedures. Early in her career, she received certifications as an internal auditor and a Certified Public Account from the state of Utah. She has worked ~~independent~~for ~~contractor~~two ~~performing~~Utah ~~duties~~CPA firms and refined her skills as a public reporting company auditor. She received a bachelor’s degree in accounting from Chung Yuan Christina University in Taiwan in 1998 and an MBA from the University of Texas at San Antonio in 2003. She is a ~~legal~~citizen ~~assistant~~of ~~for~~the ~~attorneys~~United States of America.

~~She~~ChunFu ~~currently~~Li: On September 25, 2017, Mr. ChunFu Li was designated to fill the director vacancy on the Wings’ board of directors and was appointed as Chairman of the Board. Mr. Li also serves as a ~~director~~Director, President and CEO of ~~Skinovation~~our ~~Pharmaceutical Incorporated~~wholly-owned subsidiary, aNorthern ~~company~~Mountain. ~~that~~He ~~has~~organized aLiaoning ~~class~~Yixing Silk ofCompany ~~securities~~Limited ~~registered~~in ~~with~~2010 and is responsible for the ~~SEC~~overall ~~pursuant~~strategic toplanning, ~~Section~~management 12and development of Yixing Silk. Mr. ~~Her~~Li ~~experience~~has ~~serving~~worked in ~~management~~ ~~positions~~the wild silk industry for amore ~~public~~than ~~reporting~~30 years. He started Xifeng County Yixing Silk Factory in 2002 and operated that company ~~may~~until ~~prove~~he ~~helpful~~organized Yixing Silk in ~~our~~2010. ~~search~~In ~~for~~addition, Mr. Li was awarded a ~~business~~membership ~~opportunity~~into the China People’s Political Consultative Conference (“CPPCC”) by the Teiling City government. He is a citizen of the PRC. We believe Mr. Li’s knowledge of Northern Mountain and ~~may~~Yixing Silk’s operations will be critical to ~~our~~for ~~operations~~the ~~moving~~continued ~~forward~~operations of Wings.

~~During~~Enzhong ~~the past ten years none of our executive officers have been involved in any legal proceedings that are material to an evaluation of their ability or integrity; namely~~Liu: ~~(1)~~Mr. ~~filed~~Liu awas ~~petition under federal bankruptcy laws or any state insolvency laws, nor had a receiver, fiscal agent or similar officer~~ appointed byas a ~~court~~ ~~for~~Director ~~the business or property~~ of ~~such person, or any partnership in which he/she was a general partner at or within two years~~ ~~before~~Wings ~~the~~on ~~time~~July ~~of such filing~~31, or2017. ~~any~~He ~~corporation~~is orcurrently ~~business~~employed ~~association~~as ofthe ~~which~~Corporate ~~he/she~~Controller ~~was an executive officer~~ at orGenesis ~~within two~~Technology ~~years~~USA, ~~before~~Inc., ~~the time of such filing; (2) been convicted in~~ a ~~criminal~~manufacturer ~~proceeding or named subject to a pending criminal proceeding~~and ~~(excluding~~distributor ~~traffic violations and other minor offenses); (3) been the subject~~ of ~~any~~electronic ~~order,~~components ~~judgment~~located orin ~~decree~~Atlanta, ~~not~~Georgia. ~~subsequently reversed,~~He ~~suspended~~has orbeen ~~vacated,~~employed ofat ~~any~~Genesis ~~court~~Technology ~~of competent jurisdiction~~USA, ~~permanently~~Inc. orsince ~~temporarily enjoining him/her from or otherwise~~January ~~limiting~~2011 and his~~/her~~ ~~involvement~~primary induties ~~any~~include ~~type~~global ofmerger ~~business,~~and ~~securities~~acquisition ~~or banking~~ activities;, orfinancial ~~(4)~~reporting ~~been~~and ~~found~~analysis byand adevising ~~court of competent~~operational ~~jurisdiction~~and infinancial aprocess ~~civil~~improvements. ~~action,~~Mr. byLiu ~~the~~is ~~SEC~~also ora ~~the~~Certified ~~Commodity~~Public ~~Futures~~Accountant. ~~Trading~~Mr. ~~Commission~~Liu’s tofinancial ~~have~~experience ~~violated~~may ~~any federal or state securities~~prove ~~law,~~helpful ~~and the judgment~~ in ~~such civil action or finding by~~ the ~~SEC~~integration ~~has~~of ~~not~~Northern ~~been~~Mountain’s ~~subsequently~~operations ~~reversed,~~with ~~suspended,~~Wings’ ~~or vacated~~operations.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 requires our directors, executive officers and persons who own more than ten percent of a registered class of our equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and our other equity securities. Officers, directors and greater than ten-percent beneficial owners are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file. We believe noMr. ~~reports~~ChunFu ~~were~~Li ~~required~~failed to befile ~~filed~~a ~~for~~Form 3 during the year ended December 31, ~~2016~~2017.

Code of Ethics

~~Since~~Wings wehas ~~have only two persons serving as directors and executive officers and because we have minimal operations, we have~~ not adopted a code of ethics for our principal executive and financial officers. Our board of directors will revisit this issue in the future to determine if adoption of a code of ethics is appropriate. In the meantime, our management intends to promote honest and ethical conduct, full and fair disclosure in our reports to the SEC, and comply with applicable governmental laws and regulations.

Corporate Governance

We are a smaller reporting company with minimal operations and ~~only two directors and officers. As a result,~~ we do not have a standing nominating committee for directors, nor do we have an audit committee with an audit committee financial expert serving on that committee. Our entire board of directors acts as our nominating and audit committee.

ITEM 11. EXECUTIVE COMPENSATION

Executive Officer Compensation

Our principal executive officer, Mr. Popp, did not receive compensation from the Company during the year ended December 31, ~~2016~~2017. None of our named executive officers received any cash or non-cash compensation from usWings during the past two fiscal years and none had outstanding equity awards at year end. We have not entered into employment contracts with our executive officers and their compensation, if any, will be determined at the discretion of our board of directors.

We do not offer retirement benefit plans to our executive officers, nor have we entered into any contract, agreement, plan or arrangement, whether written or unwritten, that provides for payments to a named executive officer at, or in connection with, the resignation, retirement or other termination of a named executive officer, or a change in control of the company, or a change in the named executive officer’s responsibilities following a change in control.

Compensation of Directors

We do not have any standard arrangement for compensation of our directors for any services provided as director, including services for committee participation or for special assignments.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Securities Under Equity Compensation Plans

None.

Certain Beneficial ~~Ownership~~Owners

The following tables set forth the beneficial ownership of ~~our outstanding~~Wings’ outstanding common stock by ~~our~~ management and by each person or group known ~~by us~~ to own beneficially more than 5% of our voting stock. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Except as indicated by footnote, the persons named in the table below have sole voting power and investment power with respect to all shares of common stock shown as beneficially owned by them. The percentage of beneficial ownership is based on 18,000,000 shares of common stock outstanding as of March 1728, ~~2017~~2018.

CERTAIN BENEFICIAL OWNERS
Name and address of beneficial owner	Amount and nature of beneficial ownership	Percent of class
VIP WorldNet, Inc. 2133 East 3380 South Salt Lake City, UT 84109	15,009,450 (1)	83.4
Shuang Sun 6-2 No. 35, South Shun Cheng Rd. Shenhe Dist., Shenyang City Liaoning Province, China	1,800,000	10.0
First Equity Holdings Corp. 2157 S. Lincoln Street Salt Lake City, UT 84106	1,000,000	5.6

(1) VIP Worldnet, Inc. holds 15,000,000 shares and its affiliates beneficially own 9,450 shares.

MANAGEMENT
Name of beneficial owner	Amount and nature of beneficial ownership	Percent of class
Greg L. Popp	257,000	1.4
TsuiMei Wang	0	0
ChunFu Li	11,220,000	62.3
Enzhong Liu	0	0
Directors and officers as a group	11,477,000	63.8

MANAGEMENT
Name of beneficial owner	Amount and nature of beneficial ownership	Percent of class
M. Jeanne Ball	200	Less than 1%
Greg L. Popp	257,000	1.4
Directors and officers as a group	257,200	1.4

Transactions with Related Parties

~~During~~The ~~2016~~following ~~First~~information ~~Equity~~summarizes ~~Holdings~~transactions ~~Corp.~~we ~~(“First~~have ~~Equity”),~~either aengaged ~~more~~in ~~than~~during 5%the ~~shareholder,~~past ~~billed~~two ~~the~~fiscal ~~Company~~years ~~$6,900~~or ~~for~~propose ~~consulting~~to ~~services~~engage ~~and~~in, ~~administrative~~involving ~~and~~our ~~professional~~executive ~~services~~officers, ~~and out-of-pocket~~directors, ~~costs~~more ~~provided~~than to5% stockholders, or ~~paid~~immediate onfamily ~~behalf~~members of ~~the~~these ~~Company~~persons. ~~During~~These ~~2015~~transactions ~~First~~were ~~Equity~~negotiated ~~billed~~between ~~the~~related ~~Company~~parties ~~$8,400 for consulting~~without ~~services~~“arm’s ~~and~~length” ~~administrative~~bargaining and ~~professional services and out-of-pocket costs provided to or paid on behalf of the Company. The $8~~,~~400~~ ~~amount~~as ~~was converted to~~ a ~~note payable at December 31~~result, ~~2016 with interest at 8% and payable upon demand. At December 31, 2016~~ the ~~Company~~terms ~~owes First Equity an aggregate~~ of ~~$137,400,~~these ~~exclusive~~transactions ofmay ~~accounts~~be ~~payable,~~different ~~with~~than ~~accrued interest of $42,882. We~~transactions ~~have~~negotiated ~~not~~between ~~made~~unrelated ~~any payments on this debt~~persons.

~~Parent~~As ~~Company~~a result of Wings acquisition of Northern Mountain’s common stock, directors and officers of Northern Mountain were appointed to serve on Wings’ board of directors and as executive officers in September 2017.

~~VIP~~Mr. ~~WorldNet~~ChunFu Li is Chairman of the Board of Wings & Things, Inc., he is ~~our~~a ~~parent~~majority ~~company~~shareholder of Northern Mountain and ~~beneficially~~is ~~owns~~also 15the President,~~009,450 shares~~ CEO and sole shareholder of ~~our~~Yixing ~~common~~Silk. ~~stock~~Mr. ~~Such~~Li ~~shares~~and his ~~represent~~family 83members have advanced various funds to Yixing Silk since its inception, and/or paid for various business properties or expenses from his personal finances.4% As of ~~our~~December ~~issued~~31, 2017 and 2016, the outstanding ~~shares~~advances due Mr. Li and his family were $836,211 and $962,228, respectively. During 2017 and 2016 Mr. Li advanced $368,508 and $402,807, respectively, to Yixing Silk and payments back to Mr. Li during 2017 and 2016 were $532,675 and $69,283, respectively.

The Company also received a total advance of $532,675 during 2017 from Shuang Sun, a shareholder. The repayment of the advance is due on demand. The interest rate and term is under negotiation. Payments by the Company to Shuang Sun during 2017 were $103,576.

Director Independence

None of our directors are independent directors as defined by NASDAQ Stock Market Rule 5605(a)(2). This rule defines persons as “independent” who are neither officers nor employees of the company and have no relationships that, in the opinion of the board, would interfere with the exercise of independent judgment in carrying out their responsibilities as directors.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Auditor Fees

The following table presents the aggregate fees billed for each of the last two fiscal years by our principal accounting ~~firm~~firms, KSP Group, Inc. and Pritchett, Siler & Hardy, P.C., in connection with the audit of our financial statements and other professional services.

	2016		2015
		KSP Group, Inc.		Pritchett Siler & Hardy, P.C.
Audit fees	$	5,400	$	5,400
		2017		2017		2016
Audit-related fees		0		0
Audit fees	$	85,000	$	4,975	$	5,400
Tax fees		0		0
Audit-related fees		0		0		0
All other fees	$	0	$	0
Tax fees		0		0		0
All other fees	$	0	$	0	$	0

Audit fees represent fees for professional services rendered by our principal accountant for the audit of our annual financial statements and review of the financial statements included in our Forms 10-Q or services that are normally provided by our principal accountant in connection with statutory and regulatory filings or engagements.

Audit-related fees represent professional services rendered for assurance and related services by the accounting firm that are reasonably related to the performance of the audit or review of our financial statements that are not reported under audit fees.

Tax fees represent professional services rendered by the accounting firm for tax compliance, tax advice, and tax planning.

All other fees represent fees billed for products and services provided by the accounting firm, other than the services reported for the other three categories.

Pre-approval Policies

We do not have an audit committee currently serving and as a result our board of directors performs the duties of an audit committee. Our board of directors will evaluate and approve in advance the scope and cost of the engagement of an auditor. All services rendered by our principal accountant are performed pursuant to a written engagement letter between us and the principal accountant. We do not rely on pre-approval policies and procedures.

2838

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

The audited financial statements of Wings & Things, Inc. are included in this report under Item 8 on pages 1413 through 2333.

(a)(2) Financial Statement Schedules

All financial statement schedules are included in the footnotes to the financial statements or are inapplicable or not required.

(a)(3) Exhibits

The following documents have been filed as part of this report.

Exhibit No.	Description
3(i)	Articles of Incorporation, dated March 11, 1986 (Incorporated by reference to exhibit 2.1 of Form 10-SB, File No. 000-30529, filed November 1, 2000)
3(ii)	Bylaws of Wings & Things, Inc. (Incorporated by reference to exhibit 2.3 of Form 10-SB, File No. 000-30529, filed November 1, 2000)
31.1	Principal Executive Officer Certification
31.2	~~Principal~~Chief Financial Officer Certification
32.1	Section 1350 Certification
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Label Linkbase Document
101.PRE	XBRL Taxonomy Presentation Linkbase Document

2939

SIGNATURES

Pursuant to the requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized

WINGS & THINGS, INC.

By: /s/ Greg L. Popp Date: April 17, 2018 Greg L. Popp, President

Greg L. Popp, President

Date: March 17, 2017

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Greg L. Popp

By: /s/ Greg L. Popp	Date: April 17, 2018
Greg L. Popp
President


By: /s/TsuiMei Wang	Date: April 17, 2018
TsuiMei Wang
Secretary/Treasurer
Chief Financial Officer


By: /s/ChunFu Li	Date: April 17, 2018
ChunFu Li
Chairman of the Board


By: /s/Enzhong Liu	Date: April 17, 2018
Enzhong Liu
Director

~~Greg L. Popp~~40

Principal Executive Officer

Principal Financial and Accounting Officer

Director and President

Date: March 17, 2017

By: /s/ M. Jeanne Ball

M. Jeanne Ball

Director and Secretary/Treasurer

Date: March 17, 2017

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